Orion Engineered Carbons (OEC) 10-Q 2 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Oct. 27, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-36563
Entity Registrant Name	ORION S.A.
Entity Incorporation, State or Country Code	N4
Entity Tax Identification Number	00-0000000
Entity Address, Address Line One	1700 City Plaza Drive, Suite 300
Entity Address, City or Town	Spring
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77389
City Area Code	281
Local Phone Number	318-2959
Title of 12(b) Security	Common Shares, no par value
Trading Symbol	OEC
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		58,044,140
Entity Central Index Key	0001609804
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Net sales	$ 466.2	$ 543.1	$ 1,425.7	$ 1,568.8
Cost of sales	356	428.7	1,062	1,216.7
Gross profit	110.2	114.4	363.7	352.1
Selling, general and administrative expenses	55.6	56	168.3	173.2
Research and development costs	6.2	4.5	18.3	15.9
Other expenses, net	2.7	0.3	(1)	1.9
Income from operations	45.7	53.6	178.1	161.1
Interest and other financial expense, net	12.9	10.2	41.6	29.1
Reclassification of actuarial gain from AOCI	(2.2)	0	(6.7)	0
Income before earnings in affiliated companies and income taxes	35	43.4	143.2	132
Income tax expense	8.9	11.7	45	38.3
Earnings in affiliated companies, net of tax	0.1	0.1	0.4	0.3
Net income	$ 26.2	$ 31.8	$ 98.6	$ 94
Weighted-average shares outstanding (in thousands):
Basic (in shares)	58,572	60,936	59,284	60,899
Diluted (in shares)	59,252	61,215	59,934	61,314
Earnings per share:
Basic (in USD per share)	$ 0.45	$ 0.52	$ 1.66	$ 1.54
Diluted (in USD per share)	$ 0.44	$ 0.52	$ 1.65	$ 1.53

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 26.2	$ 31.8	$ 98.6	$ 94
Other comprehensive income (loss), net of tax
Foreign currency translation adjustments	0.3	(7.7)	(12.2)	(14.7)
Net gains (losses) on derivatives	0.9	10.6	(1.3)	32.1
Defined benefit plans, net	(1.7)	0.2	(4.6)	0.4
Other comprehensive income (loss)	(0.5)	3.1	(18.1)	17.8
Comprehensive income	$ 25.7	$ 34.9	$ 80.5	$ 111.8

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 59.1	$ 60.8
Accounts receivable, net	267.3	367.8
Inventories, net	276.9	277.9
Income tax receivables	8.9	5.2
Prepaid expenses and other current assets	68.5	66.8
Total current assets	680.7	778.5
Property, plant and equipment, net	845.5	818.5
Right-of-use assets	110.3	97.6
Goodwill	72.9	73.4
Intangible assets, net	25.3	27.8
Investment in equity method affiliates	4.8	5
Deferred income tax assets	37.9	29.1
Other assets	56.3	58.8
Total non-current assets	1,153	1,110.2
Total assets	1,833.7	1,888.7
Current liabilities
Accounts payable	170.9	184.1
Current portion of long-term debt and other financial liabilities	149.1	258.3
Accrued liabilities	44.3	44.7
Income taxes payable	36.6	31.3
Other current liabilities	48.4	34.4
Total current liabilities	449.3	552.8
Long-term debt, net	662.8	657
Employee benefit plan obligation	50.9	50
Deferred income tax liabilities	80.4	70
Other liabilities	107.4	99.5
Total non-current liabilities	901.5	876.5
Commitments and contingencies
Stockholders' equity
Common stock	85.3	85.3
Treasury stock, at cost, 2,784,123 and 420,703	(63.4)	(8.8)
Additional paid-in capital	78.9	76.4
Retained earnings	412.7	319
Accumulated other comprehensive loss	(30.6)	(12.5)
Total stockholders' equity	482.9	459.4
Total liabilities and stockholders' equity	$ 1,833.7	$ 1,888.7

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - shares	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, shares authorized (in shares)	65,035,579	65,035,579
Common stock, shares issued (in shares)	60,992,259	60,992,259
Common stock, shares outstanding (in shares)	58,208,136	60,571,556
Treasury stock, cost (in shares)	2,784,123	420,703

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net income	$ 98.6	$ 94
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation of property, plant and equipment and amortization of intangible assets and right of use assets	80.8	79.9
Amortization of debt issuance costs	2	1.4
Share-based compensation	8.3	5
Deferred tax provision	5.5	2.8
Foreign currency transactions	3.2	(13.8)
Reclassification of actuarial gain from AOCI	(6.7)	0
Other operating non-cash items, net	(0.7)	(0.7)
Changes in operating assets and liabilities, net:
Trade receivables	98.1	(149.2)
Inventories	(6.3)	(65.3)
Trade payables	(3.8)	20
Other provisions	0.2	(2)
Income tax liabilities	2.5	13.6
Other assets and liabilities, net	(8)	(2.4)
Net cash provided by (used in) operating activities	273.7	(16.7)
Cash flows from investing activities:
Acquisition of property, plant and equipment	(111)	(167.1)
Net cash used in investing activities	(111)	(167.1)
Cash flows from financing activities:
Proceeds from long-term debt borrowings	12.6	35.3
Repayments of long-term debt	(2.3)	(2.3)
Payments for debt issue costs	(0.2)	(1.5)
Cash inflows related to current financial liabilities	103.2	201.6
Cash outflows related to current financial liabilities	(215.6)	(61.7)
Dividends paid to shareholders	(3.7)	(3.8)
Repurchase of common stock under Stock Repurchase Program	(58.9)	(0.2)
Net cash provided by (used in) financing activities	(164.9)	167.4
Decrease in cash, cash equivalents and restricted cash	(2.2)	(16.4)
Cash, cash equivalents and restricted cash at the beginning of the period	63.4	68.5
Effect of exchange rate changes on cash	(0.6)	(5.5)
Cash, cash equivalents and restricted cash at the end of the period	60.6	46.6
Less restricted cash at the end of the period	1.5	3.5
Cash and cash equivalents at the end of the period	$ 59.1	$ 43.1

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Changes in Stockholders’ Equity - USD ($) $ in Millions	Total	Common stock	Treasury shares	Additional paid-in capital	Retained earnings	Accumulated other comprehensive loss
Beginning balance (in shares) at Dec. 31, 2021		60,656,076
Beginning balance at Dec. 31, 2021	$ 319.7	$ 85.3	$ (6.3)	$ 71.4	$ 217.8	$ (48.5)
Increase (Decrease) in Stockholders' Equity
Net income	32.5				32.5
Other comprehensive income (loss) net of tax	24.9					24.9
Dividends	(1.2)				(1.2)
Share based compensation	1.5			1.5
Ending balance (in shares) at Mar. 31, 2022		60,656,076
Ending balance at Mar. 31, 2022	377.4	$ 85.3	(6.3)	72.9	249.1	(23.6)
Beginning balance (in shares) at Dec. 31, 2021		60,656,076
Beginning balance at Dec. 31, 2021	319.7	$ 85.3	(6.3)	71.4	217.8	(48.5)
Increase (Decrease) in Stockholders' Equity
Net income	94
Other comprehensive income (loss) net of tax	17.8
Ending balance (in shares) at Sep. 30, 2022		60,815,588
Ending balance at Sep. 30, 2022	430.7	$ 85.3	(4.7)	74	306.8	(30.7)
Beginning balance (in shares) at Mar. 31, 2022		60,656,076
Beginning balance at Mar. 31, 2022	377.4	$ 85.3	(6.3)	72.9	249.1	(23.6)
Increase (Decrease) in Stockholders' Equity
Net income	29.7				29.7
Other comprehensive income (loss) net of tax	(10.2)					(10.2)
Dividends	(2.5)				(2.5)
Share based compensation	1.6			1.6
Issuance of stock under equity compensation plans (in shares)		93,189
Issuance of stock under equity compensation plans	(0.8)		1.6	(2.4)
Ending balance (in shares) at Jun. 30, 2022		60,749,265
Ending balance at Jun. 30, 2022	395.2	$ 85.3	(4.7)	72.1	276.3	(33.8)
Increase (Decrease) in Stockholders' Equity
Net income	31.8				31.8
Other comprehensive income (loss) net of tax	3.1					3.1
Dividends	(1.3)				(1.3)
Share based compensation	1.9			1.9
Issuance of stock under equity compensation plans (in shares)		66,323
Ending balance (in shares) at Sep. 30, 2022		60,815,588
Ending balance at Sep. 30, 2022	$ 430.7	$ 85.3	(4.7)	74	306.8	(30.7)
Beginning balance (in shares) at Dec. 31, 2022	60,571,556	60,571,556
Beginning balance at Dec. 31, 2022	$ 459.4	$ 85.3	(8.8)	76.4	319	(12.5)
Increase (Decrease) in Stockholders' Equity
Net income	42.3				42.3
Other comprehensive income (loss) net of tax	(10.5)					(10.5)
Dividends	(1.3)				(1.3)
Repurchases of Common stock (in shares)		(1,286,915)
Repurchases of Common stock	(29.3)		(29.3)
Share based compensation	2.1			2.1
Issuance of stock under equity compensation plans (in shares)		131,550
Issuance of stock under equity compensation plans	(1.7)		2.9	(4.6)
Ending balance (in shares) at Mar. 31, 2023		59,416,191
Ending balance at Mar. 31, 2023	$ 461	$ 85.3	(35.2)	73.9	360	(23)
Beginning balance (in shares) at Dec. 31, 2022	60,571,556	60,571,556
Beginning balance at Dec. 31, 2022	$ 459.4	$ 85.3	(8.8)	76.4	319	(12.5)
Increase (Decrease) in Stockholders' Equity
Net income	98.6
Other comprehensive income (loss) net of tax	$ (18.1)
Ending balance (in shares) at Sep. 30, 2023	58,208,136	58,208,136
Ending balance at Sep. 30, 2023	$ 482.9	$ 85.3	(63.4)	78.9	412.7	(30.6)
Beginning balance (in shares) at Mar. 31, 2023		59,416,191
Beginning balance at Mar. 31, 2023	461	$ 85.3	(35.2)	73.9	360	(23)
Increase (Decrease) in Stockholders' Equity
Net income	30.1				30.1
Other comprehensive income (loss) net of tax	(7.1)					(7.1)
Dividends	(2.4)				(2.4)
Repurchases of Common stock (in shares)		(822,595)
Repurchases of Common stock	(20.2)		(20.2)
Share based compensation	2.6			2.6
Issuance of stock under equity compensation plans (in shares)		47,250
Issuance of stock under equity compensation plans	0.2		1.4	(1.2)
Ending balance (in shares) at Jun. 30, 2023		58,640,846
Ending balance at Jun. 30, 2023	464.2	$ 85.3	(54)	75.3	387.7	(30.1)
Increase (Decrease) in Stockholders' Equity
Net income	26.2				26.2
Other comprehensive income (loss) net of tax	(0.5)					(0.5)
Dividends	(1.2)				(1.2)
Repurchases of Common stock (in shares)		(432,710)
Repurchases of Common stock	(9.4)		(9.4)
Share based compensation	$ 3.6			3.6
Ending balance (in shares) at Sep. 30, 2023	58,208,136	58,208,136
Ending balance at Sep. 30, 2023	$ 482.9	$ 85.3	$ (63.4)	$ 78.9	$ 412.7	$ (30.6)

Condensed Consolidated Statem_5

Condensed Consolidated Statements of Changes in Stockholders’ Equity (Parenthetical) - $ / shares	3 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]
Dividends (in USD per share)	$ 0.02	$ 0.04	$ 0.02	$ 0.02	$ 0.04	$ 0.02

Organization, Description of th

Organization, Description of the Business and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Organization, Description of the Business and Summary of Significant Accounting Policies	Organization, Description of the Business and Summary of Significant Accounting Policies Orion S.A.’s (formerly, Orion Engineered Carbons S.A.) unaudited Condensed Consolidated Financial Statements include Orion S.A. and its subsidiaries (“Orion” or the “Company”). The unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the United States (“U.S.”) Generally Accepted Accounting Principles (“GAAP”) and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for annual financial statements. These financial statements should be read in conjunction with the Consolidated Financial Statements included in our Annual Report in Form 10-K for the year ended December 31, 2022. The accompanying unaudited Condensed Consolidated Financial Statements include all adjustments that are necessary for the fair presentation of our results for the interim periods presented. These statements contain some amounts that are based upon management estimates and judgments. Future actual results could differ from such current estimates. Results for interim periods are not necessarily indicative of results to be expected for the full year.

Accounts Receivable

Accounts Receivable	9 Months Ended
	Sep. 30, 2023
Receivables [Abstract]
Accounts Receivable	Accounts Receivable Accounts receivable, net of allowance for credit losses, are as follows: September 30, 2023 December 31, 2022 (In millions) Accounts receivable $ 268.9 $ 370.4 Expected credit losses (1.6) (2.6) Accounts receivable, net $ 267.3 $ 367.8

Inventories

Inventories	9 Months Ended
	Sep. 30, 2023
Inventory Disclosure [Abstract]
Inventories	Inventories Inventories, net of reserves, are as follows: September 30, 2023 December 31, 2022 (In millions) Raw materials, consumables and supplies, net $ 115.9 $ 108.3 Work in process 0.1 — Finished goods, net 160.9 169.6 Inventories, net $ 276.9 $ 277.9

Debt and Other Obligations

Debt and Other Obligations	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Debt and Other Obligations	Debt and Other Obligations Debt and other obligations are as follows: September 30, 2023 December 31, 2022 (In millions) Current Current portion of Term-Loan $ 3.0 $ 3.0 Deferred debt issuance costs - Term-Loan (0.6) (0.7) Other short-term debt and obligations 146.7 256.0 Current portion of long-term debt and other financial liabilities 149.1 258.3 Non-current Term-Loan 608.8 613.2 Deferred debt issuance costs - Term-Loan (3.1) (3.7) China Term-Loan 57.1 47.5 Long-term debt, net 662.8 657.0 Total $ 811.9 $ 915.3 a. Term-Loan The Term-Loan facility was allocated to one term loan facility denominated in U.S. dollars of $300 million and another denominated in Euros of €300 million with both having a maturity date of September 24, 2028. Interest is calculated based on three months EURIBOR (for the Euro-denominated loan) plus a margin of 2.50%, or three-month USD-LIBOR (for the USD-denominated loan) plus a margin of 2.25%. Due to cessation of U.S. dollar LIBOR after June 30, 2023 (“LIBOR cessation date”), in May 2023, the Company entered into the Eleventh Amendment to the Credit Agreement (the “Term-Loan”) to update the referenced floating benchmark rate. The U.S. dollar loan, 3-M USD-Libor was replaced by USD Term SOFR 3M + CAS (Credit Adjustment Spread) effective for all interest rate periods after June 30, 2023. In August 2023, we entered into the 12th amendment, which primarily approved the merger of two of our wholly owned subsidiaries. Other provisions of the Credit Agreement relating to the Term Loan remained unchanged. b. Revolving credit facility In October 2023, Orion entered into the 13th Amendment, which amended and restated our revolving credit facility (“RCF”). We voluntarily reduced the borrowing capacity under our amended RCF from €350 million to €300 million. Interest is calculated based on EURIBOR plus a 1.65% - 3.30% margin (depending on leverage ratio). At current leverage ratio (between 2.25x and 2.75x), the margin is at 2.30%. The amended RCF includes a sustainability-linked margin adjustment. The credit spread will increase or decrease up to 5 basis points depending on two key performance indicators: greenhouse gas intensity and environmental, social and governance rating from EcoVadis, a provider of corporate sustainability rating. Covenant Compliance — There is one financial covenant under the amended RCF that will be tested when RCF utilization (including debt drawn under ancillary credit facility lines) exceeds 50%. Net Leverage, as defined in the Credit Agreement (the “Covenant Trigger”), is not permitted to exceed 4.0x. Other provisions of the Credit Agreement relating to the RCF remained unchanged. As of September 30, 2023, the capacity under our RCF was €350 million. Interest is calculated based on EURIBOR (for euro drawings), and USD Term SOFR + CAS (for U.S. Dollar drawings) plus a 1.65% - 2.70% margin (depending on leverage ratio). There were no borrowings under the RCF as of September 30, 2023. As of December 31, 2022, borrowings under the RCF were $53.3 million. As of September 30, 2023 and December 31, 2022, availability under the RCF was $234.4 million and $165.9 million, respectively. Ancillary Credit Facilities —As part of the RCF, the Company may also establish ancillary credit facilities by converting the commitments of select lenders under the RCF into bilateral credit agreements. Borrowings under the ancillary credit facilities reduce RCF availability. For RCF financial covenant testing, borrowing under ancillary credit facilities are considered debt drawn under the RCF, as discussed elsewhere in this footnote. As of September 30, 2023 and December 31, 2022, committed ancillary credit facilities totaled $284.2 million and $286.1 million, respectively. c. Other Short-Term borrowings and Obligations Other short-term debt and obligations are as follows: September 30, 2023 December 31, 2022 (In millions) Revolving credit facility $ — $ 53.3 Ancillary credit facilities OEC GmbH outstanding borrowings 130.4 148.7 OEC LLC outstanding borrowings — 5.4 Uncommitted local lines of credit: Korea (capacity $39.0 million) 2.0 — Brazil (capacity $3.2 million) — 2.9 China working capital 4.1 1.5 Korea working capital loan 10.2 7.9 Repurchase agreement — 36.3 Total of Other short-term debt and obligations $ 146.7 $ 256.0 Supplemental information: Total ancillary capacity - EUR € 268.3 € 268.3 Total ancillary capacity - U.S. $ $ 284.2 $ 286.1 As of September 30, 2023, we are in compliance with our debt covenants. Accounts Receivable Factoring Facilities ― We entered into agreements with various third-party financial institutions for the sale of certain Accounts receivable. We have concluded that there would generally be no risk of loss to us from non-payment of the sold receivables because: • The transferred financial assets have been isolated beyond the reach of our creditors, even in bankruptcy or other receivership; • The party purchasing accounts receivables has the right to pledge and or exchange the transferred assets without restrictions; and • We do not retain effective control over the transferred financial assets. For the three and nine months ended September 30, 2023, the gross amount of receivables sold were as $106.2 million and $300.4 million, respectively. No sales were made in 2022. In the Condensed Consolidated Statements of Operations, the loss on receivables sale is reflected in Other expenses, net. For the three and nine months ended September 30, 2023 the loss on receivables sale were $1.3 million and $3.1 million, respectively. For additional information relating to our debt, see “ Note J. Debt and Other Obligations” , included in our Annual Report in Form 10-K for the year ended December 31, 2022.

Financial Instruments and Fair

Financial Instruments and Fair Value Measurement	9 Months Ended
	Sep. 30, 2023
Fair Value Disclosures [Abstract]
Financial Instruments and Fair Value Measurement	Financial Instruments and Fair Value Measurement Risk management We have policies governing the use of derivative instruments and do not enter into financial instruments for trading or speculative purposes. By using derivative instruments, we are subject to credit and market risk. To minimize counterparty credit (or repayment) risk, we enter into transactions primarily with investment grade financial institutions. The market risk exposure is not hedged in a manner to completely eliminate the effects of changing market conditions on earnings or cash flow. No significant concentration of credit risk existed as of September 30, 2023 or December 31, 2022. Cash flow hedge Due to LIBOR cessation, the Company in May 2023 amended its previously existing cross-currency swaps in the amount of $197 million to update the referenced floating benchmark rate. We transitioned from US dollar LIBOR 3M to US dollar Term SOFR 3M + CAS (Credit Adjustment Spread) on September 29, 2023. Other terms of the cross-currency swaps remained unchanged. The cross-currency swap will expire on September 30, 2028, in line with the maturity of the term loan. In 2021 we adopted Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 848, Reference Rate Reform (“ASC 848 ”). This guidance permits entities to elect certain optional expedients for contract modifications for debt, and leases related to reference rate reform as well as derivative contracts and for the continued application of hedge accounting to certain hedging relationships affected by reference rate reform activities. We applied the practical expedients allowed under ASC 848 as follows: • Accounted for the modification to our term loan facility as if the modification was not substantial in accordance with ASC 470-50, Modifications and Extinguishment and thus a continuation of the existing contract. • The cross-currency swaps in cash-flow hedging relationships were not de-designated as a result of the modifications and continue to be highly effective and qualify for hedge accounting. Fair value measurement The following table summarizes outstanding financial instruments that are measured at fair value on a recurring basis: September 30, 2023 December 31, 2022 Balance Sheet Classification Notional Amount Fair Value Notional Amount Fair Value (In millions) Assets Derivatives designated as hedges: Cross currency swaps $ 197.0 $ 47.4 $ 197.0 $ 46.6 Other financial assets (non-current) Interest rate swaps 291.3 6.9 293.3 9.6 Other financial assets (non-current) Total $ 488.3 $ 54.3 $ 490.3 $ 56.2 All financial instruments in the table above are classified as Level 2. We present the gross assets and liabilities of our derivative financial instruments in the Condensed Consolidated Balance Sheets. For financial assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization at the end of each reporting period. There were no transfers of assets measured at fair value between Level 1 and Level 2 and there were no Level 3 investments during 2023 or 2022. The following table presents the carrying value and estimated fair value of our financial instruments that are not measured at fair value on a recurring basis for the periods presented. Short-term and Long-term debt are recorded at amortized cost in the Condensed Consolidated Balance Sheets. September 30, 2023 December 31, 2022 Notional Amount Fair Value Notional Amount Fair Value (In millions) Non-derivatives: Liabilities: Term-Loan $ 611.8 $ 605.8 $ 616.2 $ 596.8 China Term loan 57.1 55.0 47.5 42.9 Total $ 668.9 $ 660.8 $ 663.7 $ 639.7 Term-Loan and China Term-Loan in the table above are classified as Level 2. At both September 30, 2023 and December 31, 2022, the fair values of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, short term borrowings and variable rate debt approximated their carrying values due to the short-term nature of these instruments. The following tables summarize the pre-tax effect of derivative and non-derivative instruments recorded in Accumulated other comprehensive income (loss) (“AOCI”), the gains (losses) reclassified from AOCI to earnings and additional gains (losses) recognized directly in earnings: Effect of Financial Instruments Three Months Ended Sep 30, Gain (Loss) Recognized in AOCI Gain (Loss) Reclassified from AOCI to Income Income Statement Classification 2023 2022 2023 2022 (In millions) Derivatives designated as hedges: Cross currency swaps $ 3.0 $ 9.2 $ 0.4 $ 0.4 Interest and other financial expense, net Interest rate swaps (1.7) 6.2 — — Interest and other financial expense, net Total $ 1.3 $ 15.4 $ 0.4 $ 0.4 Effect of Financial Instruments Nine Months Ended September 30, Gain (Loss) Recognized in AOCI Gain (Loss) Reclassified from AOCI to Income Income Statement Classification 2023 2022 2023 2022 (In millions) Derivatives designated as hedges: Cross currency swaps $ — $ 30.1 $ 1.2 $ 1.3 Interest and other financial expense, net Interest rate swaps (2.6) 15.9 — — Interest and other financial expense, net Total $ (2.6) $ 46.0 $ 1.2 $ 1.3 Our cross currency swaps and interest rate swaps are designated as cash flow hedges of principal and interest payments related to our Term-Loan and mature in September 2028. The amount recognized in AOCI related to cash flow hedges that will be reclassified to the Condensed Consolidated Statement of Operations in the next twelve months is approximately $1.0 million. See “ Note K. Financial Instruments and Fair Value Measurement” , included in our Annual Report in Form 10-K for the year ended December 31, 2022, for additional information relating to our derivatives instruments.

Employee Benefit Plans

Employee Benefit Plans	9 Months Ended
	Sep. 30, 2023
Retirement Benefits [Abstract]
Employee Benefit Plans	Employee Benefit Plans Provisions for pensions are established to cover benefit plans for retirement, disability and surviving dependents’ pensions. The benefit obligations vary depending on the legal, tax and economic circumstances in various countries in which the Company operates. Generally, the level of benefit depends on the length of service and the remuneration. Net periodic defined benefit pension costs include the following: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions) Service cost $ 0.3 $ 0.3 $ 0.8 $ 0.9 Interest cost 0.6 0.3 1.9 1.1 Amortization of actuarial (gain) (2.2) — (6.7) — Net periodic pension cost $ (1.3) $ 0.6 $ (4.0) $ 2.0 Service costs were recorded in Income from operations in Selling, general and administrative expenses, and interest costs were recorded in Interest and other financial expense, net. The amortization of actuarial (gain) losses, associated with the pension obligations recorded in prior years, in Accumulated other comprehensive income exceeding 10% of the defined benefit obligation are recorded ratably in the Condensed Consolidated Statements of Operations.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss)	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Accumulated Other Comprehensive Income (Loss)	Accumulated Other Comprehensive Income (Loss) Changes in each component of AOCI, net of tax, are as follows: Currency Translation Adjustments Hedging Activities Adjustments Pension and Other Postretirement Benefit Liability Adjustment Total (In millions) Balance at January 1, 2023 $ (47.5) $ 24.4 $ 10.6 $ (12.5) Other comprehensive loss before reclassifications (7.8) (3.3) — (11.1) Income tax effects before reclassifications 0.5 1.0 — 1.5 Amounts reclassified from AOCI — 0.4 (2.2) (1.8) Income tax effects on reclassifications — (0.1) 0.7 0.6 Currency translation AOCI — 0.2 0.1 0.3 Balance at March 31, 2023 (54.8) 22.6 9.2 (23.0) Other comprehensive loss before reclassifications (5.1) (0.5) — (5.6) Income tax effects before reclassifications (0.1) 0.2 — 0.1 Amounts reclassified from AOCI — 0.4 (2.3) (1.9) Income tax effects on reclassifications — (0.2) 0.7 0.5 Currency translation AOCI — (0.3) 0.1 (0.2) Balance at June 30, 2023 (60.0) 22.2 7.7 (30.1) Other comprehensive income before reclassifications 0.5 2.3 — 2.8 Income tax effects before reclassifications (0.2) (0.7) — (0.9) Amounts reclassified from AOCI — 0.4 (2.2) (1.8) Income tax effects on reclassifications — (0.1) 0.7 0.6 Currency translation AOCI — (1.0) (0.2) (1.2) Balance at September 30, 2023 $ (59.7) $ 23.1 $ 6.0 $ (30.6) Balance at January 1, 2022 $ (34.1) $ (10.8) $ (3.6) $ (48.5) Other comprehensive income before reclassifications 11.2 18.7 — 29.9 Income tax effects before reclassifications 0.6 (6.0) — (5.4) Currency translation AOCI — 0.3 0.1 0.4 Balance at March 31, 2022 (22.3) 2.2 (3.5) (23.6) Other comprehensive income (loss) before reclassifications (18.5) 12.5 — (6.0) Income tax effects before reclassifications (0.3) (4.0) — (4.3) Currency translation AOCI — — 0.1 0.1 Balance at June 30, 2022 (41.1) 10.7 (3.4) (33.8) Other comprehensive income (loss) before reclassifications (8.1) 16.5 — 8.4 Income tax effects before reclassifications 0.4 (5.2) — (4.8) Currency translation AOCI — (0.7) 0.2 (0.5) Balance at September 30, 2022 $ (48.8) $ 21.3 $ (3.2) $ (30.7)

Earnings Per Share

Earnings Per Share	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Earnings Per Share	Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing Net income attributable to Orion by the weighted average number of common stock outstanding during the period. Diluted EPS equals Net income attributable to Orion divided by the weighted average number of common stock outstanding during the period, adjusted for the dilutive effect of our stock–based and other equity compensation awards. The following table reflects the income and share data used in the basic and diluted EPS computations: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions, except share and per share data) Net income attributable to ordinary equity holders $ 26.2 $ 31.8 $ 98.6 $ 94.0 Weighted average number of Common stock (in thousands) 58,572 60,936 59,284 60,899 Basic EPS $ 0.45 $ 0.52 $ 1.66 $ 1.54 Dilutive effect of share based payments (in thousands) 680 279 650 415 Weighted average number of diluted Common stock (in thousands) 59,252 61,215 59,934 61,314 Diluted EPS $ 0.44 $ 0.52 $ 1.65 $ 1.53

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company records its tax provision or benefit on an interim basis using an estimated annual effective tax rate. This rate is applied to the current period ordinary income to determine the income tax provision or benefit allocated to the interim period. Losses from jurisdictions for which no benefit can be recognized and the income tax effects of unusual and infrequent items are excluded from the estimated annual effective tax rate and are recognized in the impacted interim period as discrete items. Valuation allowances are provided against any future tax benefits that arise from losses in jurisdictions for which no benefit can be recognized. The estimated annual effective tax rate may be significantly impacted by nondeductible expenses and by the Company’s projected earnings mix by tax jurisdiction. Adjustments to the estimated annual effective income tax rate are recognized in the period when such estimates are revised. Income tax expense for the three months ended September 30, 2023 and 2022 were $8.9 million and $11.7 million, respectively. Income tax expense for the nine months ended September 30, 2023 and 2022 were $45.0 million and $38.3 million, respectively. Our effective income tax rates were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Effective income tax rates 25.4 % 27.0 % 31.4 % 29.0 % The change in our effective tax rate for the three and nine months ended September 30, 2023 as compared to the three and nine months ended September 30, 2022 was primarily attributable to changes in projected pre-tax income mix in countries with varying statutory tax rates.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Proceedings— We are subject to various lawsuits and claims including, but not limited to, matters involving contract disputes, environmental damages, personal injury and property damage. We vigorously defend ourselves and prosecute these matters as appropriate. We regularly assess the adequacy of legal accruals based on our professional judgment, experience and the information available regarding our cases. The outcome of legal proceedings is inherently uncertain, and we offer no assurances as to the outcome of any of these matters or their effect on the Company. Based on a consideration of all relevant facts and circumstances, we do not believe the ultimate outcome of any currently pending lawsuit against us will have a material adverse effect upon our operations, financial condition or Condensed Consolidated Financial Statements. EPA Action— Under the EPA CD, Orion LLC had to install certain pollution control technology in order to further reduce emissions at its four U.S. manufacturing facilities. In line therewith, Orion LLC completed installation of emissions control technology to remove SO2, NOx and dust particles from tail gases at its Borger (Texas) facility since the beginning of 2023, Ivanhoe (Louisiana) facility in 2021 and Orange (Texas) facility in 2020. The installation of pollution control technology at its fourth and last U.S. manufacturing facility in Belpre (Ohio) is ongoing and is scheduled to be completed late 2023, in line with the EPA CD terms. The EPA CD also requires continuous monitoring of emissions reductions that Orion LLC will need to comply with over a number of years. As of September 30, 2023, we have spent $303 million on capital expenditures related to the EPA CD of which approximately $80 million was received as an indemnity payment from Evonik. For further discussion on EPA Action refer to “Note Q. Commitments and Contingencies”, included in our Annual Report in Form 10-K for the year ended December 31, 2022. Pledges and guarantees The Company has pledged the majority of its assets (amongst others shares in affiliates, bank accounts and receivables) within the different regions in which it operates excluding China as collateral under its debt agreements. As of September 30, 2023, the Company had guarantees totaling $25.2 million issued by various financial institutions.

Financial Information by Segmen

Financial Information by Segment	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
Financial Information by Segment	Financial Information by Segment Segment information We disclose the results of each of our operating segments in accordance with ASC 280, Segment Reporting . We manage our business in two operating segments as follows: • Rubber Carbon Black —Used in the reinforcement of rubber in tires and mechanical rubber goods, and • Specialty Carbon Black —Used for protection, colorization and conductivity in coatings, polymers, batteries, printing and other special applications. Corporate includes income and expenses that cannot be directly allocated to the business segments or that are managed at the corporate level. This includes finance income and expenses, taxes and items with less bearing on the underlying core business. Discrete financial information is available for each of the segments, and the Chief Operating Decision Maker (“CODM”) uses operating results of each operating segment for performance evaluation and resource allocation. Our CODM uses Adjusted EBITDA as the primary measure for reviewing our segment profitability. We define Adjusted EBITDA as Income from operations before depreciation and amortization, share-based compensation, and non-recurring items (such as restructuring expenses, consulting fees related to Company strategy, legal settlements gains, etc.) plus Earnings in affiliated companies, net of tax. The CODM does not review reportable segment asset or liability information for purposes of assessing performance or allocating resources. Segment operating results for the three months ended September 30, 2023 and 2022 are as follows: Rubber Specialty Corporate Total (In millions) 2023 Net sales from external customers $ 315.8 $ 150.4 $ — $ 466.2 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 17.3 10.6 — 27.9 Equity in earnings of affiliated companies, net of tax 0.1 — — 0.1 Interest and other financial expense, net (12.9) (12.9) Reclassification of actuarial gain from AOCI 2.2 2.2 Adjusted EBITDA 51.2 26.1 — 77.3 2022 Net sales from external customers $ 373.5 $ 169.6 $ — $ 543.1 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 15.6 9.6 — 25.2 Equity in earnings of affiliated companies, net of tax 0.1 — — 0.1 Interest and other financial expense, net (10.2) (10.2) Adjusted EBITDA 49.4 31.1 — 80.5 Segment operating results for the nine months ended September 30, 2023 and 2022: Rubber Specialty Corporate Total (In millions) 2023 Net sales from external customers $ 963.8 $ 461.9 $ — $ 1,425.7 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 51.0 29.8 — 80.8 Equity in earnings of affiliated companies, net of tax 0.4 — — 0.4 Interest and other financial expense, net (41.6) (41.6) Reclassification of actuarial gain from AOCI 6.7 6.7 Adjusted EBITDA 172.4 93.3 — 265.7 2022 Net sales from external customers $ 1,039.7 $ 529.1 $ — $ 1,568.8 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 49.1 30.8 — 79.9 Excluding equity in earnings of affiliated companies, net of tax 0.3 — — 0.3 Interest and other financial expense, net (29.1) (29.1) Adjusted EBITDA 128.1 119.0 — 247.1 A reconciliation of Income before earnings in affiliated companies and income taxes to Adjusted EBITDA for each of the periods presented is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions) Income before earnings in affiliated companies and income taxes $ 35.0 $ 43.4 $ 143.2 $ 132.0 Corporate charges 3.6 1.6 6.4 5.8 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 27.9 25.2 80.8 79.9 Equity in earnings of affiliated companies, net of tax 0.1 0.1 0.4 0.3 Interest and other financial expense, net 12.9 10.2 41.6 29.1 Reclassification of actuarial gain from AOCI (2.2) — (6.7) — Adjusted EBITDA $ 77.3 $ 80.5 $ 265.7 $ 247.1 Corporate charges include the following: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions) Long term incentive plan $ 3.6 $ 1.9 $ 8.3 $ 5.0 Other non-operating — (0.3) (1.9) 0.8 Corporate Charges $ 3.6 $ 1.6 $ 6.4 $ 5.8

Accounts Receivable (Tables)

Accounts Receivable (Tables)	9 Months Ended
	Sep. 30, 2023
Receivables [Abstract]
Schedule of Accounts Receivable	Accounts receivable, net of allowance for credit losses, are as follows: September 30, 2023 December 31, 2022 (In millions) Accounts receivable $ 268.9 $ 370.4 Expected credit losses (1.6) (2.6) Accounts receivable, net $ 267.3 $ 367.8

Inventories (Tables)

Inventories (Tables)	9 Months Ended
	Sep. 30, 2023
Inventory Disclosure [Abstract]
Schedule of Inventories, Net of Reserves	Inventories, net of reserves, are as follows: September 30, 2023 December 31, 2022 (In millions) Raw materials, consumables and supplies, net $ 115.9 $ 108.3 Work in process 0.1 — Finished goods, net 160.9 169.6 Inventories, net $ 276.9 $ 277.9

Debt and Other Obligations (Tab

Debt and Other Obligations (Tables)	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Schedule of Debt Arrangements	Debt and other obligations are as follows: September 30, 2023 December 31, 2022 (In millions) Current Current portion of Term-Loan $ 3.0 $ 3.0 Deferred debt issuance costs - Term-Loan (0.6) (0.7) Other short-term debt and obligations 146.7 256.0 Current portion of long-term debt and other financial liabilities 149.1 258.3 Non-current Term-Loan 608.8 613.2 Deferred debt issuance costs - Term-Loan (3.1) (3.7) China Term-Loan 57.1 47.5 Long-term debt, net 662.8 657.0 Total $ 811.9 $ 915.3
Schedule of Other Short-Term Debt and Obligations	Other short-term debt and obligations are as follows: September 30, 2023 December 31, 2022 (In millions) Revolving credit facility $ — $ 53.3 Ancillary credit facilities OEC GmbH outstanding borrowings 130.4 148.7 OEC LLC outstanding borrowings — 5.4 Uncommitted local lines of credit: Korea (capacity $39.0 million) 2.0 — Brazil (capacity $3.2 million) — 2.9 China working capital 4.1 1.5 Korea working capital loan 10.2 7.9 Repurchase agreement — 36.3 Total of Other short-term debt and obligations $ 146.7 $ 256.0 Supplemental information: Total ancillary capacity - EUR € 268.3 € 268.3 Total ancillary capacity - U.S. $ $ 284.2 $ 286.1

Financial Instruments and Fai_2

Financial Instruments and Fair Value Measurement (Tables)	9 Months Ended
	Sep. 30, 2023
Fair Value Disclosures [Abstract]
Schedule of Derivatives Instruments	The following table summarizes outstanding financial instruments that are measured at fair value on a recurring basis: September 30, 2023 December 31, 2022 Balance Sheet Classification Notional Amount Fair Value Notional Amount Fair Value (In millions) Assets Derivatives designated as hedges: Cross currency swaps $ 197.0 $ 47.4 $ 197.0 $ 46.6 Other financial assets (non-current) Interest rate swaps 291.3 6.9 293.3 9.6 Other financial assets (non-current) Total $ 488.3 $ 54.3 $ 490.3 $ 56.2 The following tables summarize the pre-tax effect of derivative and non-derivative instruments recorded in Accumulated other comprehensive income (loss) (“AOCI”), the gains (losses) reclassified from AOCI to earnings and additional gains (losses) recognized directly in earnings: Effect of Financial Instruments Three Months Ended Sep 30, Gain (Loss) Recognized in AOCI Gain (Loss) Reclassified from AOCI to Income Income Statement Classification 2023 2022 2023 2022 (In millions) Derivatives designated as hedges: Cross currency swaps $ 3.0 $ 9.2 $ 0.4 $ 0.4 Interest and other financial expense, net Interest rate swaps (1.7) 6.2 — — Interest and other financial expense, net Total $ 1.3 $ 15.4 $ 0.4 $ 0.4 Effect of Financial Instruments Nine Months Ended September 30, Gain (Loss) Recognized in AOCI Gain (Loss) Reclassified from AOCI to Income Income Statement Classification 2023 2022 2023 2022 (In millions) Derivatives designated as hedges: Cross currency swaps $ — $ 30.1 $ 1.2 $ 1.3 Interest and other financial expense, net Interest rate swaps (2.6) 15.9 — — Interest and other financial expense, net Total $ (2.6) $ 46.0 $ 1.2 $ 1.3
Schedule of Fair Value Measurements Not Recurring	The following table presents the carrying value and estimated fair value of our financial instruments that are not measured at fair value on a recurring basis for the periods presented. Short-term and Long-term debt are recorded at amortized cost in the Condensed Consolidated Balance Sheets. September 30, 2023 December 31, 2022 Notional Amount Fair Value Notional Amount Fair Value (In millions) Non-derivatives: Liabilities: Term-Loan $ 611.8 $ 605.8 $ 616.2 $ 596.8 China Term loan 57.1 55.0 47.5 42.9 Total $ 668.9 $ 660.8 $ 663.7 $ 639.7

Employee Benefit Plans (Tables)

Employee Benefit Plans (Tables)	9 Months Ended
	Sep. 30, 2023
Retirement Benefits [Abstract]
Schedule of Net Periodic Defined Benefit Pension Costs	Net periodic defined benefit pension costs include the following: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions) Service cost $ 0.3 $ 0.3 $ 0.8 $ 0.9 Interest cost 0.6 0.3 1.9 1.1 Amortization of actuarial (gain) (2.2) — (6.7) — Net periodic pension cost $ (1.3) $ 0.6 $ (4.0) $ 2.0

Accumulated Other Comprehensi_2

Accumulated Other Comprehensive Income (Loss) (Tables)	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Schedule of Changes in AOCI, Net of Tax	Changes in each component of AOCI, net of tax, are as follows: Currency Translation Adjustments Hedging Activities Adjustments Pension and Other Postretirement Benefit Liability Adjustment Total (In millions) Balance at January 1, 2023 $ (47.5) $ 24.4 $ 10.6 $ (12.5) Other comprehensive loss before reclassifications (7.8) (3.3) — (11.1) Income tax effects before reclassifications 0.5 1.0 — 1.5 Amounts reclassified from AOCI — 0.4 (2.2) (1.8) Income tax effects on reclassifications — (0.1) 0.7 0.6 Currency translation AOCI — 0.2 0.1 0.3 Balance at March 31, 2023 (54.8) 22.6 9.2 (23.0) Other comprehensive loss before reclassifications (5.1) (0.5) — (5.6) Income tax effects before reclassifications (0.1) 0.2 — 0.1 Amounts reclassified from AOCI — 0.4 (2.3) (1.9) Income tax effects on reclassifications — (0.2) 0.7 0.5 Currency translation AOCI — (0.3) 0.1 (0.2) Balance at June 30, 2023 (60.0) 22.2 7.7 (30.1) Other comprehensive income before reclassifications 0.5 2.3 — 2.8 Income tax effects before reclassifications (0.2) (0.7) — (0.9) Amounts reclassified from AOCI — 0.4 (2.2) (1.8) Income tax effects on reclassifications — (0.1) 0.7 0.6 Currency translation AOCI — (1.0) (0.2) (1.2) Balance at September 30, 2023 $ (59.7) $ 23.1 $ 6.0 $ (30.6) Balance at January 1, 2022 $ (34.1) $ (10.8) $ (3.6) $ (48.5) Other comprehensive income before reclassifications 11.2 18.7 — 29.9 Income tax effects before reclassifications 0.6 (6.0) — (5.4) Currency translation AOCI — 0.3 0.1 0.4 Balance at March 31, 2022 (22.3) 2.2 (3.5) (23.6) Other comprehensive income (loss) before reclassifications (18.5) 12.5 — (6.0) Income tax effects before reclassifications (0.3) (4.0) — (4.3) Currency translation AOCI — — 0.1 0.1 Balance at June 30, 2022 (41.1) 10.7 (3.4) (33.8) Other comprehensive income (loss) before reclassifications (8.1) 16.5 — 8.4 Income tax effects before reclassifications 0.4 (5.2) — (4.8) Currency translation AOCI — (0.7) 0.2 (0.5) Balance at September 30, 2022 $ (48.8) $ 21.3 $ (3.2) $ (30.7)

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Schedule of Basic and Diluted EPS	The following table reflects the income and share data used in the basic and diluted EPS computations: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions, except share and per share data) Net income attributable to ordinary equity holders $ 26.2 $ 31.8 $ 98.6 $ 94.0 Weighted average number of Common stock (in thousands) 58,572 60,936 59,284 60,899 Basic EPS $ 0.45 $ 0.52 $ 1.66 $ 1.54 Dilutive effect of share based payments (in thousands) 680 279 650 415 Weighted average number of diluted Common stock (in thousands) 59,252 61,215 59,934 61,314 Diluted EPS $ 0.44 $ 0.52 $ 1.65 $ 1.53

Income Taxes (Tables)

Income Taxes (Tables)	9 Months Ended
	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Schedule of Effective Income Tax Rates	Our effective income tax rates were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Effective income tax rates 25.4 % 27.0 % 31.4 % 29.0 %

Financial Information by Segm_2

Financial Information by Segment (Tables)	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
Schedule of Segment Operating Results	Segment operating results for the three months ended September 30, 2023 and 2022 are as follows: Rubber Specialty Corporate Total (In millions) 2023 Net sales from external customers $ 315.8 $ 150.4 $ — $ 466.2 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 17.3 10.6 — 27.9 Equity in earnings of affiliated companies, net of tax 0.1 — — 0.1 Interest and other financial expense, net (12.9) (12.9) Reclassification of actuarial gain from AOCI 2.2 2.2 Adjusted EBITDA 51.2 26.1 — 77.3 2022 Net sales from external customers $ 373.5 $ 169.6 $ — $ 543.1 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 15.6 9.6 — 25.2 Equity in earnings of affiliated companies, net of tax 0.1 — — 0.1 Interest and other financial expense, net (10.2) (10.2) Adjusted EBITDA 49.4 31.1 — 80.5 Segment operating results for the nine months ended September 30, 2023 and 2022: Rubber Specialty Corporate Total (In millions) 2023 Net sales from external customers $ 963.8 $ 461.9 $ — $ 1,425.7 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 51.0 29.8 — 80.8 Equity in earnings of affiliated companies, net of tax 0.4 — — 0.4 Interest and other financial expense, net (41.6) (41.6) Reclassification of actuarial gain from AOCI 6.7 6.7 Adjusted EBITDA 172.4 93.3 — 265.7 2022 Net sales from external customers $ 1,039.7 $ 529.1 $ — $ 1,568.8 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 49.1 30.8 — 79.9 Excluding equity in earnings of affiliated companies, net of tax 0.3 — — 0.3 Interest and other financial expense, net (29.1) (29.1) Adjusted EBITDA 128.1 119.0 — 247.1 A reconciliation of Income before earnings in affiliated companies and income taxes to Adjusted EBITDA for each of the periods presented is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions) Income before earnings in affiliated companies and income taxes $ 35.0 $ 43.4 $ 143.2 $ 132.0 Corporate charges 3.6 1.6 6.4 5.8 Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment 27.9 25.2 80.8 79.9 Equity in earnings of affiliated companies, net of tax 0.1 0.1 0.4 0.3 Interest and other financial expense, net 12.9 10.2 41.6 29.1 Reclassification of actuarial gain from AOCI (2.2) — (6.7) — Adjusted EBITDA $ 77.3 $ 80.5 $ 265.7 $ 247.1 Corporate charges include the following: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In millions) Long term incentive plan $ 3.6 $ 1.9 $ 8.3 $ 5.0 Other non-operating — (0.3) (1.9) 0.8 Corporate Charges $ 3.6 $ 1.6 $ 6.4 $ 5.8

Accounts Receivable (Details)

Accounts Receivable (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Receivables [Abstract]
Accounts receivable	$ 268.9	$ 370.4
Expected credit losses	(1.6)	(2.6)
Accounts receivable, net	$ 267.3	$ 367.8

Inventories (Details)

Inventories (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Raw materials, consumables and supplies, net	$ 115.9	$ 108.3
Work in process	0.1	0
Finished goods, net	160.9	169.6
Inventories, net	$ 276.9	$ 277.9

Debt and Other Obligations - Sc

Debt and Other Obligations - Schedule of Debt Arrangements (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Current
Other short-term debt and obligations	$ 146.7	$ 256
Current portion of long-term debt and other financial liabilities	149.1	258.3
Non-current
Long-term debt, net	662.8	657
Total	811.9	915.3
Term Loan | Term Loan Facility
Current
Current portion of Term-Loan	3	3
Deferred debt issuance costs - Term-Loan	(0.6)	(0.7)
Non-current
Term-Loan	608.8	613.2
Deferred debt issuance costs - Term-Loan	(3.1)	(3.7)
Term Loan | China Term-Loan
Non-current
China Term-Loan	$ 57.1	$ 47.5

Debt and Other Obligations - Te

Debt and Other Obligations - Term Loan (Details) € in Millions, $ in Millions	1 Months Ended	9 Months Ended
	Aug. 31, 2023 subsidiary	Sep. 30, 2023 USD ($)	Sep. 30, 2023 EUR (€)
Line of Credit Facility [Line Items]
Merger of subsidiaries | subsidiary	2
Term Loan | Term Loan - USD
Line of Credit Facility [Line Items]
Debt face amount | $		$ 300
Term Loan | Term Loan - EUR
Line of Credit Facility [Line Items]
Debt face amount | €			€ 300
Term Loan | EURIBOR
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.50%
Term Loan | LIBOR
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.25%

Debt and Other Obligations - Re

Debt and Other Obligations - Revolving Credit Facility (Details)	1 Months Ended	9 Months Ended
	Oct. 31, 2023 EUR (€)	Sep. 30, 2023 EUR (€)	Sep. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)
Subsequent Event
Debt Instrument [Line Items]
Covenant, net leverage ratio	4
Revolving credit facility | RCF, Total Commitment
Debt Instrument [Line Items]
Maximum borrowing capacity | €		€ 350,000,000
Outstanding			$ 0	$ 53,300,000
Remaining borrowing capacity			234,400,000	165,900,000
Revolving credit facility | RCF, Total Commitment | Subsequent Event
Debt Instrument [Line Items]
Maximum borrowing capacity | €	€ 300,000,000
Credit spread increase or decrease rate	0.05%
Revolving credit facility utilization	50%
Revolving credit facility | RCF, Total Commitment | Minimum | Subsequent Event
Debt Instrument [Line Items]
Current leverage ratio	225%
Revolving credit facility | RCF, Total Commitment | Maximum | Subsequent Event
Debt Instrument [Line Items]
Current leverage ratio	275%
Revolving credit facility | RCF, Total Commitment | EURIBOR | Subsequent Event
Debt Instrument [Line Items]
Basis spread on variable rate	2.30%
Revolving credit facility | RCF, Total Commitment | EURIBOR | Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		1.65%
Revolving credit facility | RCF, Total Commitment | EURIBOR | Minimum | Subsequent Event
Debt Instrument [Line Items]
Basis spread on variable rate	1.65%
Revolving credit facility | RCF, Total Commitment | EURIBOR | Maximum
Debt Instrument [Line Items]
Basis spread on variable rate		2.70%
Revolving credit facility | RCF, Total Commitment | EURIBOR | Maximum | Subsequent Event
Debt Instrument [Line Items]
Basis spread on variable rate	3.30%
Revolving credit facility | Ancillary Credit Facilities
Debt Instrument [Line Items]
Maximum borrowing capacity		€ 268,300,000	284,200,000	286,100,000
Korea working capital loan
Debt Instrument [Line Items]
Outstanding			$ 10,200,000	$ 7,900,000

Debt and Other Obligations - Ot

Debt and Other Obligations - Other Short-Term Debt and Obligations (Details) € in Millions, $ in Millions	Sep. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2022 EUR (€)
Debt Instrument [Line Items]
Repurchase agreement	$ 0	$ 36.3
Total of Other short-term debt and obligations	146.7	256
Total ancillary capacity - U.S. $
Debt Instrument [Line Items]
Total ancillary capacity | €			€ 268.3
Total ancillary capacity - U.S. $ | OEC GmbH outstanding borrowings
Debt Instrument [Line Items]
Outstanding	130.4	148.7
Total ancillary capacity - U.S. $ | OEC LLC outstanding borrowings
Debt Instrument [Line Items]
Outstanding	0	5.4
Uncommitted local lines of credit: | Korea (capacity $39.0 million)
Debt Instrument [Line Items]
Total ancillary capacity	39
Outstanding	2	0
Uncommitted local lines of credit: | Brazil (capacity $3.2 million)
Debt Instrument [Line Items]
Total ancillary capacity	3.2
Outstanding	0	2.9
China working capital
Debt Instrument [Line Items]
Outstanding	4.1	1.5
Korea working capital loan
Debt Instrument [Line Items]
Outstanding	$ 10.2	$ 7.9

Debt and Other Obligations - Ac

Debt and Other Obligations - Accounts Receivable Factoring Facilities (Details) - Korea working capital loan - USD ($)	3 Months Ended	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Gross amount of receivables sold	$ 106,200,000	$ 300,400,000	$ 0
Loss on receivables	$ 1,300,000	$ 3,100,000

Financial Instruments and Fai_3

Financial Instruments and Fair Value Measurement - Narrative (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	May 31, 2023	Dec. 31, 2022
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Amount	$ 488.3		$ 490.3
Designated as Hedging Instrument | Cross currency swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Amount	197	$ 197	$ 197
Cash Flow Hedge | Designated as Hedging Instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Cash flow hedge to be reclassified from AOCI to income	$ 1

Financial Instruments and Fai_4

Financial Instruments and Fair Value Measurement -Schedule of Fair Value Measurements (Details) - USD ($) $ in Millions	Sep. 30, 2023	May 31, 2023	Dec. 31, 2022
Assets
Notional Amount	$ 488.3		$ 490.3
Fair Value	54.3		56.2
Designated as Hedging Instrument | Cross currency swaps
Assets
Notional Amount	197	$ 197	197
Fair Value	47.4		46.6
Designated as Hedging Instrument | Interest rate swaps
Assets
Notional Amount	291.3		293.3
Fair Value	$ 6.9		$ 9.6

Financial Instruments and Fai_5

Financial Instruments and Fair Value Measurement- Fair Value of Non-Derivate Financial Instruments (Details) - Not recurring - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Notional Amount
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Term-Loan	$ 668.9	$ 663.7
Fair Value
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Term-Loan	660.8	639.7
Term-Loan | Notional Amount
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Term-Loan	611.8	616.2
Term-Loan | Fair Value
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Term-Loan	605.8	596.8
China Term loan | Notional Amount
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Term-Loan	57.1	47.5
China Term loan | Fair Value
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Term-Loan	$ 55	$ 42.9

Financial Instruments and Fai_6

Financial Instruments and Fair Value Measurement - Effect Of Instruments Recorded In AOCI (Details) - Designated as Hedging Instrument - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (Loss) Recognized in AOCI	$ 1.3	$ 15.4	$ (2.6)	$ 46
Gain (Loss) Reclassified from AOCI to Income	0.4	0.4	1.2	1.3
Interest and other financial expense, net | Cross currency swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (Loss) Recognized in AOCI	3	9.2	0	30.1
Gain (Loss) Reclassified from AOCI to Income	0.4	0.4	1.2	1.3
Interest and other financial expense, net | Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (Loss) Recognized in AOCI	(1.7)	6.2	(2.6)	15.9
Gain (Loss) Reclassified from AOCI to Income	$ 0	$ 0	$ 0	$ 0

Employee Benefit Plans (Details

Employee Benefit Plans (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Retirement Benefits [Abstract]
Service cost	$ 0.3	$ 0.3	$ 0.8	$ 0.9
Interest cost	0.6	0.3	1.9	1.1
Amortization of actuarial (gain)	(2.2)	0	(6.7)	0
Net periodic pension cost	$ (1.3)	$ 0.6	$ (4)	$ 2
Actuarial losses as a percentage of defined benefit obligations (as a percent)			10%

Accumulated Other Comprehensi_3

Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	3 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022
AOCI Attributable to Parent, Net of Tax
Beginning balance	$ 464.2	$ 461	$ 459.4	$ 395.2	$ 377.4	$ 319.7
Other comprehensive income (loss) before reclassifications	2.8	(5.6)	(11.1)	8.4	(6)	29.9
Income tax effects before reclassifications	(0.9)	0.1	1.5	(4.8)	(4.3)	(5.4)
Amounts reclassified from AOCI	(1.8)	(1.9)	(1.8)
Income tax effects on reclassifications	0.6	0.5	0.6
Currency translation AOCI	(1.2)	(0.2)	0.3	(0.5)	0.1	0.4
Ending balance	482.9	464.2	461	430.7	395.2	377.4
Accumulated other comprehensive loss
AOCI Attributable to Parent, Net of Tax
Beginning balance	(30.1)	(23)	(12.5)	(33.8)	(23.6)	(48.5)
Ending balance	(30.6)	(30.1)	(23)	(30.7)	(33.8)	(23.6)
Currency Translation Adjustments
AOCI Attributable to Parent, Net of Tax
Beginning balance	(60)	(54.8)	(47.5)	(41.1)	(22.3)	(34.1)
Other comprehensive income (loss) before reclassifications	0.5	(5.1)	(7.8)	(8.1)	(18.5)	11.2
Income tax effects before reclassifications	(0.2)	(0.1)	0.5	0.4	(0.3)	0.6
Amounts reclassified from AOCI	0	0	0
Income tax effects on reclassifications	0	0	0
Currency translation AOCI	0	0	0	0	0	0
Ending balance	(59.7)	(60)	(54.8)	(48.8)	(41.1)	(22.3)
Hedging Activities Adjustments
AOCI Attributable to Parent, Net of Tax
Beginning balance	22.2	22.6	24.4	10.7	2.2	(10.8)
Other comprehensive income (loss) before reclassifications	2.3	(0.5)	(3.3)	16.5	12.5	18.7
Income tax effects before reclassifications	(0.7)	0.2	1	(5.2)	(4)	(6)
Amounts reclassified from AOCI	0.4	0.4	0.4
Income tax effects on reclassifications	(0.1)	(0.2)	(0.1)
Currency translation AOCI	(1)	(0.3)	0.2	(0.7)	0	0.3
Ending balance	23.1	22.2	22.6	21.3	10.7	2.2
Pension and Other Postretirement Benefit Liability Adjustment
AOCI Attributable to Parent, Net of Tax
Beginning balance	7.7	9.2	10.6	(3.4)	(3.5)	(3.6)
Other comprehensive income (loss) before reclassifications	0	0	0	0	0	0
Income tax effects before reclassifications	0	0	0	0	0	0
Amounts reclassified from AOCI	(2.2)	(2.3)	(2.2)
Income tax effects on reclassifications	0.7	0.7	0.7
Currency translation AOCI	(0.2)	0.1	0.1	0.2	0.1	0.1
Ending balance	$ 6	$ 7.7	$ 9.2	$ (3.2)	$ (3.4)	$ (3.5)

Earnings Per Share (Details)

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Earnings Per Share [Abstract]
Net income attributable to ordinary equity holders	$ 26.2	$ 30.1	$ 42.3	$ 31.8	$ 29.7	$ 32.5	$ 98.6	$ 94
Weighted average number of Common stock (in thousands) (in shares)	58,572			60,936			59,284	60,899
Basic EPS (in USD per share)	$ 0.45			$ 0.52			$ 1.66	$ 1.54
Dilutive effect of share based payments (in thousands) (in shares)	680			279			650	415
Weighted average number of diluted Common stock (in thousands) (in shares)	59,252			61,215			59,934	61,314
Diluted EPS (in USD per share)	$ 0.44			$ 0.52			$ 1.65	$ 1.53

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 8.9	$ 11.7	$ 45	$ 38.3

Income Taxes - Effective Income

Income Taxes - Effective Income Tax Rates (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Effective income tax rates	25.40%	27%	31.40%	29%

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	9 Months Ended
	Sep. 30, 2023 USD ($) facility
Loss Contingencies [Line Items]
Capital expenditures spent to date	$ 303
Guarantee obligation carrying amount	25.2
Evonik
Loss Contingencies [Line Items]
Capital expenditures received as indemnity payment	$ 80
U.S.
Loss Contingencies [Line Items]
Number of facilities owned | facility	4

Financial Information by Segm_3

Financial Information by Segment - Narrative (Details)	9 Months Ended
	Sep. 30, 2023 segment
Segment Reporting [Abstract]
Number of operating segments	2
Number of reportable segments	2

Financial Information by Segm_4

Financial Information by Segment - Schedule of Segment Reconciliation (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Segment Reporting Information [Line Items]
Net sales from external customers	$ 466.2	$ 543.1	$ 1,425.7	$ 1,568.8
Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment	27.9	25.2	80.8	79.9
Equity in earnings of affiliated companies, net of tax	0.1	0.1	0.4	0.3
Interest and other financial expense, net	(12.9)	(10.2)	(41.6)	(29.1)
Reclassification of actuarial gain from AOCI	2.2	0	6.7	0
Adjusted EBITDA	77.3	80.5	265.7	247.1
Operating segments | Rubber
Segment Reporting Information [Line Items]
Net sales from external customers	315.8	373.5	963.8	1,039.7
Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment	17.3	15.6	51	49.1
Equity in earnings of affiliated companies, net of tax	0.1	0.1	0.4	0.3
Adjusted EBITDA	51.2	49.4	172.4	128.1
Operating segments | Specialty
Segment Reporting Information [Line Items]
Net sales from external customers	150.4	169.6	461.9	529.1
Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment	10.6	9.6	29.8	30.8
Equity in earnings of affiliated companies, net of tax	0	0	0	0
Adjusted EBITDA	26.1	31.1	93.3	119
Corporate
Segment Reporting Information [Line Items]
Net sales from external customers	0	0	0	0
Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment	0	0	0	0
Equity in earnings of affiliated companies, net of tax	0	0	0	0
Interest and other financial expense, net	(12.9)	(10.2)	(41.6)	(29.1)
Reclassification of actuarial gain from AOCI	2.2		6.7
Adjusted EBITDA	$ 0	$ 0	$ 0	$ 0

Financial Information by Segm_5

Financial Information by Segment - Schedule of Reconciliation of Income Before Earnings in Affiliated Companies and Income Taxes to Adjusted EBITDA and Corporate Charges (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Segment Reporting Information [Line Items]
Income before earnings in affiliated companies and income taxes	$ 35	$ 43.4	$ 143.2	$ 132
Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment	27.9	25.2	80.8	79.9
Equity in earnings of affiliated companies, net of tax	0.1	0.1	0.4	0.3
Interest and other financial expense, net	12.9	10.2	41.6	29.1
Reclassification of actuarial gain from AOCI	(2.2)	0	(6.7)	0
Adjusted EBITDA	77.3	80.5	265.7	247.1
Corporate Charges	3.6	1.6	6.4	5.8
Corporate
Segment Reporting Information [Line Items]
Depreciation and amortization of intangible assets, right of use assets, and property, plant and equipment	0	0	0	0
Equity in earnings of affiliated companies, net of tax	0	0	0	0
Interest and other financial expense, net	12.9	10.2	41.6	29.1
Reclassification of actuarial gain from AOCI	(2.2)		(6.7)
Adjusted EBITDA	0	0	0	0
Long term incentive plan	3.6	1.9	8.3	5
Other non-operating	0	(0.3)	(1.9)	0.8
Corporate Charges	$ 3.6	$ 1.6	$ 6.4	$ 5.8