DuPont De Nemours - Q2 2023

Transcript

Operator (participant)

Thank you for standing by. My name is Sydney, and I'll be your conference operator today. At this time, I would like to welcome everyone to the DuPont second quarter 2023 earnings call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star, followed by the number one on your telephone keypad. If you would like to withdraw your question, again, press the star and a one. Thank you. Chris Mecray, you may now begin your conference.

Christopher Mecray (VP of Investor Relations)

Good morning, and thank you for joining us for DuPont's second quarter 2023 financial results conference call. Joining me today are Ed Breen, Chief Executive Officer, and Lori Koch, Chief Financial Officer. We have prepared slides to supplement our remarks, which are posted on DuPont's website under the Investor Relations tab and through the webcast link. Please read the forward-looking statement disclaimer contained in the slides. During this call, we will make forward-looking statements regarding our expectations or predictions about the future. Because these statements are based on current assumptions and factors that involve risks and uncertainties, our actual performance and results may differ materially from our forward-looking statements. Our Form 10-K, as updated by our current and periodic reports, includes detailed discussion of principal risks and uncertainties, which may cause such differences.

Unless otherwise specified, all historical financial measures presented today are on a continuing operations basis and exclude significant items. We will also refer to other non-GAAP measures. A reconciliation to the most directly comparable GAAP financial measure is included in our press release and presentation materials that have been posted to DuPont's Investor Relations website. I'll now turn the call over to Ed.

Ed Breen (Executive Chairman and CEO)

Good morning. Thank you for joining our second quarter 2023 financial review. This morning, we announced quarterly results with revenue and operating EBITDA better than our previously communicated guidance. This performance reflects our team's ongoing strong execution while facing continued volume pressure in consumer-driven end markets, mainly electronics. In the second quarter, organic revenue declined 4% versus the year ago period, despite mid-teens organic declines from the Interconnect Solutions and Semiconductor lines of business within E&I. We continue to see broad demand strength in industrial end markets, including water, automotive, aerospace, as well as healthcare, along with continued carryover benefit of pricing actions taken last year to offset inflationary pressure. Notably, operating EBITDA, operating EBITDA margin, and Adjusted EPS were all up sequentially from first quarter. After nearly a year-long downturn, we also saw a sequential sales lift in Interconnect Solutions of 7%.

We also continue to be proactive in taking additional actions within our control to minimize the impact of volume declines, given near-term slowdown in select end markets, while also focusing on optimizing cash generation. Turning to slide 4, we continue to advance a number of strategic priorities for accretive and value-added capital deployment. Yesterday, we announced completion of the Spectrum acquisition, a leader in critical specialty devices for healthcare end markets. This acquisition fully aligns with our strategic objectives of increasing top-line growth through customer-driven innovation and expanding our industrial technologies growth pillar, while adding to our current offerings in the high-growth healthcare market. Spectrum is being integrated into our Industrial Solutions line of business, where it fits nicely with our existing Liveo franchise.

With annual sales of about $500 million, Spectrum, together with Liveo and our Tyvek Healthcare Packaging business, increases our total revenue in healthcare markets to about 10% of our portfolio, with expected growth rates above the company average. Spectrum's year-to-date performance has been solid, and we are pleased that operating results are in line with our deal model estimates, which include an estimated operating EBITDA margin of approximately 22%. We are excited by Spectrum's complementary fit and specifically our ability to leverage incremental growth opportunities, including synergies from cross-selling in the complementary accounts, newer, faster product development, and deeper design and co-development partnerships with OEMs. Further on M&A, we continue to make progress with our Delrin business divestiture, and our expectation of closing this plan transaction around year-end 2023 remains unchanged. There has been good interest in the asset to date.

Regarding share repurchases, we expect we will complete the $3.25 billion accelerated share repurchase transaction launched last November within a month. We also intend to complete our remaining authorization through a new $2 billion ASR to be executed shortly thereafter. Regarding the Water District settlement that was announced in June, jointly with Chemours and Corteva, this settlement comprehensively covers PFAS-related claims of public water systems serving the vast majority of the U.S. population. Our portion of the settlement is about $400 million, and we expect final approval about six months following preliminary approval, which we expect to receive shortly. Regarding broader capital allocation goals. Yesterday's closing of the Spectrum deal and the new $2 billion ASR essentially completes the deployment of excess cash remaining from the M&M divestiture last November.

Our current capitalization remains very sound, and as a reminder, we have no significant debt maturities until November 2025. We are comfortable with a net leverage point around 2x as an equilibrium target going forward. Before I turn it over to Lori to review our financial performance, let me add that we remain excited about the visible growth drivers enabled by our technical innovation teams and application engineers, who are squarely focused on helping customers solve their most complex challenges. To name just a few, strong growth is expected in the semiconductor industry with the ongoing global investment in new fabs. Overall growth of the semiconductor industry is anticipated to be high single digits over the coming 5-year period. We have the leading materials that enable the next generation of advanced chip manufacturing and packaging, which includes significant technology and support from the emerging generative AI revolution.

Within water, we continue to drive growth in desalination and wastewater markets and in helping customers achieve their sustainability goals. Finally, our auto adhesives business is well positioned to continue to capture growth with its product offerings and electric vehicles. With that, I'll turn it over to Lori.

Lori Koch (CFO)

Thanks, Ed. Good morning. Our focus remains on operational excellence and strong execution. We are pleased to have delivered financial results ahead of expectations, despite volume pressure in some of our most profitable lines of business within electronics. Turning to our financial highlights on slide 5. Second quarter net sales of $3.1 billion decreased 7% as reported, and 4% on an organic basis versus the year-ago period. Currency results in a 1% headwind from dollar strength against key currencies, most notably the won and yen, and we also saw a 2% headwind related to portfolio changes. Breaking down the 4% organic sales decline, a 6% volume decline was partially offset by a 2% pricing gain, reflecting continued carryover benefit of actions taken last year to offset broad-based inflation.

Volume decline primarily reflects continued demand weakness in consumer electronics, coupled with inventory destocking across the channel and some softness, including destocking in North American construction-related markets. Lower volume in these consumer-driven end markets was partially mitigated by continued strength in water, automotive, aerospace, and healthcare markets. Volume within electronics and construction end markets during the quarter was down 15% the year ago period, while our remaining industrial-based businesses were up about 4%. From a regional perspective, Europe sales in the quarter were up 4% on an organic basis, while North America and Asia Pacific were down 3% and 8%, respectively, versus the year ago period. China sales were down 14% on an organic basis, driven mainly by the electronics demand weakness, but increased sequentially versus the first quarter.

Second quarter operating EBITDA of $738 million decreased 11% versus the year ago period, driven by lower volumes and the impact of reduced production rates in electronics as we align inventory with demand. Operating EBITDA margin during the quarter of 23.9% was down 110 basis points versus the year ago period, driven by volume pressure, reduced production rates, and mixed headwinds in the high-margin semi business. On a sequential basis, operating EBITDA and operating EBITDA margin were up from the first quarter. Incremental margin for the quarter was 40%, excluding the impact of absorption headwinds related to reduced production rates within electronics. Incremental margin was below 20%, enabled by aggressive actions taken year-to-date to reduce discretionary spend.

Adjusted EPS in the quarter of $0.85 per share was down 3% versus last year, which I will detail shortly. Looking at cash performance, I would first like to highlight that we have made a reporting change effective with today's second quarter results and are now providing cash flow disclosure separated between continuing and discontinued operations. This change is being made to improve visibility into cash flow generation and cash flow conversion of the ongoing businesses. On a continuing operations basis, cash flow from operations during the quarter of $400 million, less CapEx of $123 million, resulted in adjusted free cash flow of $277 million, an associated conversion of 73%. This reflects significant improvement versus last year on a comparable basis, driven by lower inventory.

Adjusted free cash flow included a benefit of about $80 million in reduced inventory and a headwind of about $200 million related to interest payments. Optimizing cash flow continues to be a top priority for us. While adjusted free cash flow and conversion improved sequentially, we still have work to do to get to our targeted levels and expect further improvement in working capital metrics by year-end. Turning to slide 6, Adjusted EPS for the quarter of $0.85 decreased 3% compared to $0.88 in the year-ago period. Lower segment results more than offset below-the-line benefits, including a $0.19 benefit related to lower net interest expense and a lower share count. A higher tax rate and exchange losses during the quarter resulted in Adjusted EPS headwinds of $0.08 per share.

Our tax rate for the quarter was 23.7%, up from 22.6% in the year ago period, driven primarily by geographic mix of earnings. Turning to segment results, beginning with E&I on slide 7. E&I second quarter net sales of $1.3 billion decreased 14%, as organic sales declined 12% due to lower volume, along with currency headwinds and an unfavorable portfolio impact of 1% each. At the line of business level, volumes for Semiconductor Technologies decreased 19%, while Interconnect Solutions volumes decreased 15% versus the year ago period. The decline in semi-tech resulted from a continuation of lower semiconductor fab utilization rates due to weakened market demand, as well as inventory destocking across the channel. Chip fab utilization rates in the second quarter averaged in the low 70s on a percentage basis.

The decline in Interconnect was driven by continued weak smartphone, PCB, and tablet demand, along with channel inventory destocking. Our PCB customers in China operated in the second quarter with utilization rates slightly improved from the mid-40s during the 1st quarter, which was a cycle low. The PCB market has been in slowdown for a year now, and we are beginning to see signs of improvement within our Interconnect business, illustrated by first to second quarter sequential growth of about 7%, with further expected sequential growth in the third quarter. Sales for Industrial Solutions were flat on an organic basis, as pricing and ongoing strength in broad-based industrial markets were offset by lower demand in largely consumer-driven areas, such as advanced screening applications and those tied to electronics markets, including OLED displays.

Operating EBITDA for E&I at $349 million, was down versus the year ago period, primarily due to volume declines and lower operating rates to better align inventory with demand, partially offset by reduced discretionary spend. Turning to slide 8, W&P's second quarter net sales of $1.5 billion were flat versus last year, as organic sales growth of 1% was offset by a 1% currency headwind. Organic growth of 1% reflects a 5% increase in price resulting from the carryover impact of pricing actions taken last year, mostly offset by a 4% decrease in segment volumes due to declines in Shelter Solutions. At the line of business level, organic sales growth was led by Water Solutions, which was up mid-teens on continued demand growth for water filtration, led by reverse osmosis and ion exchange resins, along with benefits from carryover pricing.

Safety Solutions sales were up mid-single digits on an organic basis, driven by carryover pricing and volume strength in Kevlar and Nomex within aerospace and automotive markets, especially for EVs, coupled with Tyvek strength in healthcare. Shelter Solutions were down 12% on an organic basis, driven by demand softness in construction markets, as well as destocking, although we do expect a reduced impact from destocking in the second half. Operating EBITDA for W&P during the quarter was $368 million, up 6%, for operating EBITDA margin of 24.6%, increased 140 basis points versus the year-ago period. The improvement resulted primarily from net pricing gains and disciplined cost control, which more than offset volume decline. Turning to slide 9, I will close with a few comments on our outlook and guidance for the third quarter and full year 2023.

Regarding the demand environment, we continue to expect fairly steady demand in most of our industrial end markets within E&I and W&P, although we expect sales moderation in our water business due to slower demand in China. Within electronics, we saw stabilization and some early lift in our Interconnect Solutions business, with 7% sequential improvement in sales during the second quarter, and we expect mid-single digit sequential growth to follow in the third quarter. We believe semi markets likely bottomed during the second quarter, and we assume that net sales in the second half will improve slightly on a sequential basis. Given ongoing consumer electronics demand headwinds, notably in China, we have tempered the rate of second half growth to prior assumptions.

We are adjusting our full year 2023 guidance to account for the slower cadence of recovery in electronics, including our actions to continue to reduce production to align inventory with demand. In addition, our third quarter and full year guidance now includes the estimated contribution from Spectrum beginning August 1. For the full year, we now expect net sales to be between $12.45 billion and $12.55 billion, operating EBITDA to be between $2.975 billion and $3.025 billion, and Adjusted EPS to be between $3.40 and $3.50 per share. For the third quarter 2023, we expect revenue of approximately $3.15 billion, operating EBITDA of approximately $765 million, and Adjusted EPS of approximately $0.84 per share. With that, we are pleased to take your questions, and let me turn it back to the operator to open the Q&A.

Operator (participant)

At this time, I would like to remind everyone, in order to ask a question, press star, then the number one on your telephone keypad. We'll pause for just a moment to compile the Q&A roster. Your first question comes from the line of John McNulty from BMO Capital Markets. Your line is open.

Bhavesh Lodaya (Senior Equity Analyst)

Hi, good morning. This is Bhavesh Lodaya for John. Maybe on the water business. The water business tends to be a bit less cyclical, compared to your other businesses. Can you add some color on what is driving the softness in China? What changed there since maybe last quarter, and what kind of recovery do you expect, maybe over the next couple of quarters?

Ed Breen (Executive Chairman and CEO)

Yeah, we, we think, the next two quarters are just a little bit lighter because of China, and it's really, you know, slowness in the industrial economy in China right now. You know, which obviously should rebound here at some point, we're expecting that to be a little softer in the second half of the year. That, by the way, that's growth that we've had in that business is a double-digit growth. We're just saying it's gonna moderate some, still growth, but just lower growth on the second half of the year. You know, as that business has done quarter in, quarter out, it grows at a pretty nice clip, and I expect as China improves some, you know, that growth rate will pick up also. Remember, 70% of that business is renewable business.

You know, that's steady. So, I think a couple quarters, maybe a little lighter on China is what we're seeing.

Bhavesh Lodaya (Senior Equity Analyst)

Got it. Then in, in Electronics, great to see the inflection coming in, in the Interconnect Solutions. We have also seen some positive MSI data points. What are you hearing in Semis Technologies? Like, when, when do you expect an inflection there? Maybe, any color on your order books for electronics that you are seeing this quarter so far?

Ed Breen (Executive Chairman and CEO)

Yeah. Just by the way, just back to the ICS-1, you know, we that started to decline, and destocking started about the middle of 2022. It's almost been, you know, kind of 10 months that being in a downturn in the first quarter, it was really when it bottomed. Then we did see 7% sequential pickup, and we're expecting mid-single-digit pickup by the forecast we had for the third quarter. Obviously, you know, that's starting to come nicely off the bottom. The Semi one is the one we tempered a little more in the second half. We look like we hit the bottom in the second quarter. We're not gauging much upturn in the third quarter in semi.

We're assuming we have another quarter, you know, kind of near the bottom or just very slightly up from that. We think somewhere the inflection point is more in the fourth quarter, but it's hard to tell what month you actually see it. We did pick it up a little bit in the forecast in the fourth quarter, but not significantly. That's the thing we kind of tapped down when we gave you the guidance here today. I think we've seen the bottom in semi, and we're seeing the lift begin in ICS. Now, remember, ICS is still negative. It has a ways to come back still, but, you know, it was down over 20%, and we're starting to ride it back. Those will still be negative, you know, in the third and fourth quarter on a year-over-year compare.

Bhavesh Lodaya (Senior Equity Analyst)

Appreciate the time. Thank you.

Ed Breen (Executive Chairman and CEO)

Thank you.

Operator (participant)

Your next question comes from Christopher Parkinson, from Mizuho Securities.

Christopher Parkinson (Managing Director and Senior Industrials Equity Research Analyst)

Great. Thank you so much. If we just circle back very quickly to the ICS side, there's been a bit of a difference between how, you know, China handset sales have been trending of, of late versus the rest of the Western world in terms of, you know, how to think about that. I'd love some comments on how to think about that into the second half of the year. As well as, you know, you do have a few customers with some potential new launches in the second half.

Just, Ed, in terms of the normalization process, it'd be very helpful to get some commentary on how to think about that as it turns more into the second half, but probably more importantly, even into 2024, based on kind of the renewed, I'd say, much lower bar than we've seen in the past, let's say, a year and a half or so? Thank you.

Ed Breen (Executive Chairman and CEO)

Yeah. Let, let me comment, I'll turn it to Lori. By the way, just, I, I don't want to say customer names, but we're in good shape this year on the new models being introduced by a couple of the large cell phone players. From a market share standpoint, we know which phones we're in, and we're in a better position than we were last year. Not that we were in a bad position at all last year, but we, we feel like we're in a good position with the launch of the new models coming in. We know what we're in, in those phones. By the way, clearly, one of the things I think you all know we're in is the Kapton technology for the 5G antenna is a key component for us, along with some other components, but that's a key one.

Lori, you want to just talk about the timing of.

Lori Koch (CFO)

Yeah, on the smartphone and, and broadly, the Consumer Electronics Recovery, that was part of the revision that we had in the second half. Our original expectations on a full year basis for smartphones would be down about 1% and PCBs down about 7%. We revised expectations on each of those items, along with industry forecasts for smartphones down to be more in the 5% range and PCBs, probably low-double digit. But that does embed year-over-year growth in the fourth quarter. It sounds like one more quarter of year-over-year down in the third quarter, and then recovery in the fourth into a more normal market, and most likely setting up for a strong 2024 as markets are completely through the destock and, and returning to more of a normal demand and growth pattern.

Christopher Parkinson (Managing Director and Senior Industrials Equity Research Analyst)

That's very helpful. Just as a very quick follow-up, just on the W&P side, you know, you've, you've seen some very, very solid growth out of Water Solutions, you know, but you did have some comments as it pertains to the kind of the second half based on some fairly difficult comps, to my understanding. Can you just hit on kind of, you know, what's the outlook for this business? Just, is that just, is your commentary just solely a function of just the difficult comps, and you'd expect kind of a re-acceleration in 2024? If you could just hit on that, kind of that cadence, and how we should be continuously thinking about that business in the long term, that would be very helpful. Thank you.

Ed Breen (Executive Chairman and CEO)

Yeah, because I think, look, the way to look at it, that business is consistent by it, it is choppy some quarters, you know, just, you know, we have a big installation we're doing and all that. It's not going to be every single quarter, but generally, that business grows, you know, kind of mid- to high-single digits pretty consistently. Now, this past quarter, we had even a better quarter than that on the growth rates. Again, it can be lumpy, but when you kind of smooth out the whole year, I think that's the way to look at it, you know, they're kind of in that 6%-8% growth range, you know, when you smooth out the year.

Look, I, I expect, you know, China activity will pick up, but, you know, it's hard to tell if there's a little bit of excess inventory also that is part of it. We're, again, expecting a couple just lighter quarters. By the way, quarters with growth in the third quarter, but just lighter than we had in the second quarter. You know, I think, again, it's a consistent business, you know, and it, it has been since we've had it, so I would expect it to continue to grow in that range.

Lori Koch (CFO)

To Ed's comment on the lumpiness, if you put a two-year stack on the volume, we're up high-single digits every quarter. There is lumpiness from comments around sometimes some project work going on, but in general, it's really strong growth for us. There's no change in our go-forward forecast, especially with the requirements that are going around around sustainability and the access to seawater. Those are the key growth drivers for us.

Ed Breen (Executive Chairman and CEO)

The key here is there's a replacement business that's 70% of the business, that adds to the consistency of it.

Operator (participant)

Your next question comes from John Roberts from Credit Suisse.

John Roberts (Managing Director and Senior Equity Research Analyst)

Thank you. Ed, is it fair to say that Delrin will be a private equity transaction? It would seem to be hard for a strategic to do a closing by year-end at this point.

Ed Breen (Executive Chairman and CEO)

Yeah. Yeah, we're, we're pretty confident we'll close it by year-end. I would just say private equity's been interested along with strategic. I don't want to get into any more than that at this point in time. I, I think we're highly confident we'll have a deal. There's been nice interest in it.

John Roberts (Managing Director and Senior Equity Research Analyst)

Secondly, there's, there have been some challenges to the 3M PFAS settlement. Are you anticipating having to go through a similar process with your settlement?

Ed Breen (Executive Chairman and CEO)

Yeah, you know, John, what happened here was very typical of these bigger type of settlements that happen in these class actions. If you go back and look at any of the other big ones, you always get that. I think what you're referring to is the challenge from some state AGs and all that. I don't think by what, you know, we're hearing, that there's going to be a problem here. We're thinking in the very near future, we get preliminary approval from the judge. As we said in our prepared remarks, it would be about six months after that preliminary approval from the judge, where we would then be finished with that and make the payment.

John Roberts (Managing Director and Senior Equity Research Analyst)

Thank you.

Operator (participant)

Your next question comes from Steve Tusa, from JPMorgan.

Steve Tusa (Managing Director and Senior Equity Analyst)

Hi, good morning.

Ed Breen (Executive Chairman and CEO)

Hey, good morning, Steve.

Steve Tusa (Managing Director and Senior Equity Analyst)

Can you just give us a bit of an update on the I, I know these businesses aren't the most, you know, raw material centric anymore, but may-maybe just a bit of an update on the, you know, raw material outlook for this year? I'm not sure if you called it out in the beginning of the call, the $100 million you were talking about before.

Lori Koch (CFO)

Yeah. That was a net headwind between price and raws. So we did increase that to about $140 million from our prior view of $100 million. We have seen a step up, and we expect to benefit from deflation. To remind you, it was, it was around the $800 million last year of a headwind, as we saw. So we've got obviously a fair bit of room to go to get all of that money back, but we're making really nice progress. Initially, a lot of the deflation is coming from the energy and logistics side. You know, you can see what the, the natural gas prices have done from the peak that we saw in the third quarter of last year. The, the stabilization in the supply chain, we're seeing nice improvement in logistics.

The one piece that we're working through is just the timing of when that falls through the P&L. We actually, in the first quarter, predominantly, a little bit in the second quarter, actually saw some headwinds from the carryover from the escalation in 2022 from a P&L perspective. As we head into the back half of the year, we'll start to see those benefits that we've been getting from a procurement perspective drop into the P&L.

Ed Breen (Executive Chairman and CEO)

Yeah, Steve it kind of takes 4 months-5 months on the raws to work its way through into our system, and we bill a customer. You know, some of this we're obviously going to see now in 2024. But, but the procurement team's been working very aggressively, and Lori and I meet with them on a very consistent basis because it's a, it's a big part of teeing up 2024 for us. By the way, Steve, just as a side note, the margins on E&I, remember, not much of the raws were in E&I. We only raised prices 2% there. The predominant part of it is gonna be coming W&P. The thing that affected the margins in E&I is really the absorption charge, you know, that we've taken.

By the way, we're gonna take it again in the third quarter, we're probably gonna take it in the fourth quarter, just to make sure everything's teed up for 2024. That's affected our like in the third, in the second quarter, that affected our margins in E&I by about 400 basis points. We're without the absorption, we know we're running that business north of 30, even in a reduced volume environment. I feel very confident. You know, you all watched us run that in a 32%-33% EBIT range. I'm very comfortable when I look at our math, that we're in good shape there as we rebound.

Steve Tusa (Managing Director and Senior Equity Analyst)

Is there any risk around anything you're seeing in pricing in W&P that, you know, when you look out to the second half or into next year, any aggression on pricing in those businesses?

Ed Breen (Executive Chairman and CEO)

Very small, the one area we're gonna give up some price that we forecasted in the second half of the year is in the construction-related markets. We also had to raise them very significantly in those markets because of what the raws did last year. We've made an assumption in this forecast that we'll give up some of the price in there. Otherwise, we're feeling pretty solid across the rest of the portfolio.

Steve Tusa (Managing Director and Senior Equity Analyst)

Okay, great. Thanks a lot.

Ed Breen (Executive Chairman and CEO)

Thanks, Steve.

Operator (participant)

Your next question comes from David Begleiter from Deutsche Bank.

David Begleiter (Managing Director and Senior Equity Research Analyst)

Thank you. Ed and Lori, how much did Spectrum add to Q3 and 2023 guidance?

Lori Koch (CFO)

Yeah. In total, it'll give you about a little north of $200 million in sales at a 22% margin. It's pretty consistent across the month, so you'll take two months of it in, in the third quarter and then the full three months in the fourth quarter. From an EPS perspective, though, it's, it's really only about $0.01 on a full year basis, once you factor in the loss of the interest income from the cash that we paid for the deal. It's more of an EBITDA function versus an EPS issue.

David Begleiter (Managing Director and Senior Equity Research Analyst)

Got it. Just on the stocking and Shelter Solutions, where do you think we are? I know you said we're close to the end here, or it's moderating. How much further do you think we have to go in Shelter Solutions, destocking?

Ed Breen (Executive Chairman and CEO)

I, I think it's mostly done destocking by the end of this third quarter. you know, and, and that's talking to a couple of our key distributors and customers. you know, one of the big box guys, by the way, was doing a rebalancing of all their inventory by moving it around to different stores and regions. That's how they were doing it. They're pretty much through that process. I, I think end the third quarter, we're kinda there.

David Begleiter (Managing Director and Senior Equity Research Analyst)

Thank you.

Ed Breen (Executive Chairman and CEO)

Yeah, thanks.

Operator (participant)

Your next question comes from Mike Leithead, from Barclays.

Michael Leithead (Director of Equity Research)

Great. Thanks. Good morning, guys. First question, your corporate and retained business came in a bit better than it historically has. Can you just help us unpack what happened this quarter there and just how that should trend going forward?

Lori Koch (CFO)

Yeah. We had a really strong growth within corporate M&A. It was driven by the adhesives piece, which is the largest segment of it, and it's really from the EV growth and the overall auto build growth. Auto builds were up about 16% in the second quarter. We would have posted a similar number, and you see really nice performance in the EV piece. That's what drove the improvement year-over-year, primarily.

Michael Leithead (Director of Equity Research)

Great. Then second, just on E&I, you talked about reducing production rates to help manage inventory. Do you expect that to still be some degree of drag in the second half to earnings? Then just relatedly, how should we expect working capital to finish out this year?

Ed Breen (Executive Chairman and CEO)

Yeah, no, we're definitely gonna take the absorption at, like, this quarter. We're in now, third quarter, about $40 million, and the same in the fourth quarter as our plan. We're really getting inventory aligned up very well with demand. We just feel it's the prudent thing to do right now. That's what's baked into the plan that we're giving here today.

Lori Koch (CFO)

Yeah, well, we saw a nice improvement in inventory in the second quarter, about $80 million of a reduction. We'll look to continue to drive that down as we get into the end of the year. We, yeah, we had an improvement sequentially in both cash generation and cash conversion. We'll look to continue to improve that as we get into the, into the back half of the year. Our third quarter is typically our strongest quarter for cash generation because we don't have an interest payment, which we have in the second and the fourth quarter, and we typically pay our annual bonus in the first quarter. The third quarter is the cleanest from that perspective.

Just a note that I had mentioned on the script, just to make sure that you caught it, we'll move to a continuing ops basis presentation in cash flow. We'll take out all the noise from the discontinued ops components, which are primarily, in this year, the funding of the escrow account, which will take place at some point in the second half, and then the funding of the other MOU items. We will pull that out and just kind of focus on continuing operations and the main cash generation.

Michael Leithead (Director of Equity Research)

Great. Thank you.

Operator (participant)

Your next question comes from Josh Spector from UBS.

Joshua Spector (Executive Director of Chemicals Equity Research)

Yeah, hi. Thanks for taking my question. I guess first, I wanted to ask on the 3Q guidance. You know, if we look organic sales and EBITDA, you're kind of guiding flat sequentially, but you're talking about ICS up mid-single digits. Sounds like raw materials could be a little bit better to help. Typically, with ICS up, you get a mixed benefit there. You know, what drives that flat EBITDA? What are some of the offsetting items that would keep EBITDA flat versus having it up sequentially on an organic basis?

Lori Koch (CFO)

The three biggest items that we had mentioned, first being the water deceleration. We see some moderation in water as we get into the back half of the year, coming off of a really strong quarter in the second quarter. We had also mentioned that we do expect to have to give back some price, primarily in the Shelter Solutions business within water. The third, probably smallest piece, but something worth raising, was we, we do see some small destocking within biopharma. It's been pretty well telegraphed across some of the other players, and we are starting to see that a little bit within our Liveo business and the Industrial Solutions business in E&I.

Joshua Spector (Executive Director of Chemicals Equity Research)

Okay, no, that's helpful. I guess when I think about ICS and look into 2024, I haven't done the full math, but maybe organic, you're down something like 10% this year. I guess when we look at smartphone growth, PC growth, there's not a massive inflection next year. There's better growth forecasted, maybe low single digits. I guess, how do you think about that ICS business performing relative to that? Do we overbuild some inventory, so we don't get the full bounce back, or do you expect it stronger? If you could frame that, that'd be helpful. Thanks.

Lori Koch (CFO)

Yeah, I mean, it's, it's kind of hard to say at this point how the restocking potentially could happen in those two spaces. We would expect it to perform nicely alongside the market. The one tailwind that will happen for us, in a year-over-year perspective on, on EBITDA, we, we won't have those absorption headwinds that we had in 2022. The predominance of those absorption happens for reasons within both ICS and Semi, so those, those create tailwind for us as we head into 2023.

Joshua Spector (Executive Director of Chemicals Equity Research)

Okay. Thank you.

Ed Breen (Executive Chairman and CEO)

Thanks.

Operator (participant)

Your next question comes from Vincent Andrews from Morgan Stanley.

Vincent Andrews (Managing Director and Senior Equity Analyst)

Thank you, and good morning. I wonder if you can speak just a little bit about the cost work you've been doing, kind of past, present, and future. Just looking at the income statement, I've got SG&A down about $76 million year to date, as R&D down $32 million, and then sundry expense down $40 million. Maybe you can kind of contextualize those decreases and how they'll play out over the balance of the year, and which segments presumably we're seeing the most, and the ones that are having the most macro concerns. Maybe just also remind us what sundry expense actually is?

Lori Koch (CFO)

Yeah. The predominance of sundry is really not even in operating EBITDA, so it's where our interest income comes in. It's also where some gains on asset sales that don't get reported in operating EBITDA or Adjusted EPS come in. It's not really primarily related to our operating business itself. There's, there's detail in the Q, when that comes out tomorrow, about what all of the other specifics are, but that's not really a reflection at all of any of our efforts to control discretionary spend. From, from that perspective, though, we have been, very aggressive on controlling the discretionary spend to, to minimize the decrementals that we've been posting, and I think we've done a nice job doing that.

In the first half, our decrementals, as reported, were 40%, but if you, if you take out the headwinds from the absorption that we've been driving to reduce inventory, we're more down in the mid-20s. That's really a reflection of the aggressive actions we've taken from both. We did a small restructuring to be able to reduce some headcount, primarily in the G&A space, and we're really trying to keep R&D and marketing themselves pretty clean. We have been taking some reductions to our annual discretionary compensation or bonus. That's what you're seeing more, more so coming in through the R&D line. That would be a piece of that. On the SG&A line would be the small actions that we took to reduce headcount, as well as the discretionary spend, too.

Ed Breen (Executive Chairman and CEO)

Yeah, by the way, we've been tensioning real good is our travel and entertainment budgets. We're trying to keep them. You know, the salespeople are traveling, the application engineers, but we're really being careful on people holding management meetings all over the world and all that. We've really put the word out to our team, "Hey, while we're in a tougher environment here, we'll come out of it nice, but, you know, just watch anything on the discretionary side.

Vincent Andrews (Managing Director and Senior Equity Analyst)

Okay. Then just as a follow-up, Ed, nothing happening presumably on the bolt-on M&A side of the table for the rest of the year, or any thoughts there?

Ed Breen (Executive Chairman and CEO)

No. No, I don't think you'll see anything, obviously, the rest of this year and, at least well into next year. You know, I think I said on the last call, a good year pause. We love where we've got the balance sheet at. As I think Lori mentioned on the call, or I did, you know, we're gonna have leverage x in a year, somewhere around 2x. That's where we want to be. You know, we're, we're in a great spot, and I don't feel like we need to do anything. We are where, we got to where we need to be.

Vincent Andrews (Managing Director and Senior Equity Analyst)

Okay, excellent. Thanks very much.

Ed Breen (Executive Chairman and CEO)

Thanks.

Operator (participant)

Your next question comes from Frank Mitsch from Fermium Research.

Frank Mitsch (Managing Director and Senior Equity Analyst)

Hey, good morning. Ed, I had the River House Benedict at Odette's on Sunday. It was very nice, so congrats on that.

Ed Breen (Executive Chairman and CEO)

Oh, thank you. I haven't had it yet.

Frank Mitsch (Managing Director and Senior Equity Analyst)

Oh, you haven't had it yet? I highly recommend it. I highly recommend it. Hey, you know, following up on the M&A question, Automotive Adhesives is still in your corporate line item. When, when might we expect that to be folded back into the, into, into one of the businesses? and/or is that a candidate for divestiture?

Ed Breen (Executive Chairman and CEO)

No, it's not a candidate for divestiture. It's very core to us. We like the position we have, especially with the, the EV opportunity we have. We're already obviously seeing a lot of wins there. The, the growth rate's been phenomenal, so we like that business. By the way, we, I, I don't think we're going to make any moves short term on pulling it out of there, where we're reporting it at this point in time. You know, we just, we've got everything running the way we want, so you won't see anything in the next couple of quarters.

Frank Mitsch (Managing Director and Senior Equity Analyst)

Okay. Thank you. If I, if I look geographically, I mean, Europe, has been up, year-over-year, based on price. What are your thoughts in terms of, in, in terms of volume growth in, in, in that region?

Lori Koch (CFO)

Yeah. Volume growth in general in Europe is about flat. you know, I, I would expect a similar performance as we get into the back half of the year. Really, the region that's been the toughest for us has been Asia Pacific, which we've been highlighting, which obviously the dominance of it is China. The, the price piece, it will start to wane as we get into the back half of the year. We saw it kind of cut in half as we went from Q1-Q2, as we get into Q3 and Q4, we really, it would be flat to slightly negative, given some of the price that we would have to give back, primarily in the shelter space that we mentioned.

Frank Mitsch (Managing Director and Senior Equity Analyst)

Great. Thank you.

Ed Breen (Executive Chairman and CEO)

Thanks, Rick.

Operator (participant)

Your next question comes from Steve Byrne from Bank of America.

Steve Byrne (Managing Director and Senior Chemical Analyst)

Yes, thank you. The EPA has estimated several thousand water districts that would need to comply with the proposed MCLs. My question for you is, Ed, you mentioned you think you could get final approval on the settlement in six months or so. Do you need a certain fraction of those water districts to opt in, and can you comment on how that is going? Do you have a view on how they will comply? Do you expect they will mostly use carbon, or do you think some of them might employ RO or ion exchange, you know, your technologies?

Ed Breen (Executive Chairman and CEO)

Yeah. Look, there's a percent, that have, let's call it, opt in, or we can walk away from the settlement. Probably that's a very high percentage, and we think, just to teeing up that, you know, that, that will not be a problem. Remember, a lot of these water districts have been being talked to by the plaintiff side of this. This isn't, hasn't been done in a vacuum. You know, it's they've been talked to along the way here, to get to this, what I'll call, preliminary, settlement.

I, I think shortly, as I said, we will get it approved by the judge on a preliminary basis, and then you work all the opt-ins to make sure you get that done, and then you have final approval once you hit that threshold. you know, it's really up to each of the different, different water districts, how they're gonna handle that, you know, to, to, to clean up any PFAS that's in there. you know, I, I don't want to comment on that.

Steve Byrne (Managing Director and Senior Chemical Analyst)

Then, you know, you mentioned that 70% of your water business is renewables.

Ed Breen (Executive Chairman and CEO)

Right.

Steve Byrne (Managing Director and Senior Chemical Analyst)

I was just curious, I was just curious, what fraction of that are you selling directly to the customer versus going through an intermediary service provider? Do you have an interest in changing, you know, that fraction by getting more aggressive in your own sales force?

Lori Koch (CFO)

I, I don't see any change in our go-to-market strategy. The predominance of it is direct. As we go to the customers and put the projects in place, and we're just replacing the filters, which is where the recurring revenue base comes from. This is a, as we had mentioned earlier on the call, you know, kind of a mid to high single-digit grower for us. A lot of opportunities we go forward, around the sustainability and then the, the access to clean water.

Steve Byrne (Managing Director and Senior Chemical Analyst)

Thank you.

Lori Koch (CFO)

Thanks.

Ed Breen (Executive Chairman and CEO)

Thanks, Steve.

Operator (participant)

Your next question comes from Arun Viswanathan from RBC Capital Markets.

Arun Viswanathan (Managing Director and Lead Equity Research Analyst)

Great, thanks for taking my question. Just wanted to ask about the electronics market here. Could you just elaborate on, you know, the destocking, the volume, trajectory, I guess, from here? I think previously you'd expected this year to be the main, you know, volume negative, hit. You'll be facing easier comps next year. Do, do you think, you should grow in kind of the, say, the mid-single digit level for next year, or where, where do you expect electronics volumes to be next year? Thanks.

Lori Koch (CFO)

Yeah. We, you know, as we had mentioned, we believe within ICS that we'll continue to see sequential improvement as we head into Q3, then even a little bit of potential improvement as we head into Q4. In the semi, we don't see a material bump in sequential sales until we get into the fourth quarter, definitely the year-over-year volume headwinds will start to ease, we see full year overall E&I organic growth of about 10%. That's primarily a volume reflection, not price within that segment. It's probably a little early to call what 2024 looks like. You know, I, I think there's a pretty good sense that it would be positive, just given that you won't have a destock going on.

Even if the demand is flat, which would be hard to see, you don't have that headwind from the destock year-over-year. We're really encouraged as we head into 2024 from the tailwinds that we'll see from not only market recovery in electronics, but also the lapping of the absorption habits, headwinds that we've taken this year to control inventory. Then the further benefit from deflation as it fully runs through our P&L are kind of the key components that we're keeping track.

Arun Viswanathan (Managing Director and Lead Equity Research Analyst)

Great, thanks. Just real quickly on the share buyback plans, so you'll be completing the $3.25 very soon. Could you just describe how we should think about the remain, the other $2 billion that you commence shortly thereafter? Would that be done ratably, or how should we think about that outflows then? Thanks.

Lori Koch (CFO)

Yeah, it'll be a similar structure to the first $3.25 billion. Yes, we'll complete that within a month, shortly thereafter, we'll execute the $2 billion ASR. You'll get 80% of the shares up front, you'll get the 20% clean up in the back, it probably will take us about six months to complete that whole program. It's usually about a quarter for every $1 billion of shares that you're taking out.

Arun Viswanathan (Managing Director and Lead Equity Research Analyst)

Thanks.

Ed Breen (Executive Chairman and CEO)

Thanks.

Operator (participant)

Your next question comes from Michael Sison from Wells Fargo.

Michael Sison (Managing Director)

Hey, good morning. In terms of Semi Technologies and Interconnect Solutions, I think historically, after a destocking event, you do see some restocking. You know, given it's taking so long for the destocking to end, how do you think that plays out this time around? Is there any differences between the regions on that?

Lori Koch (CFO)

Yeah, I mean, it's, it's hard to say what everyone's gonna do with respect to the restock after coming through such a significant destocking. They might change their normal patterns, just given how severe this one was. Probably a little too early to say what's going to happen, from a restocking perspective, but it looks like all, all, all things are probably pointing to a nice recovery next year. I mean, everyone's destocking, unless you listen to most calls, it doesn't matter what point you are to, with the stabilization that's happening, in the supply chain, you know, generally, everybody seems to be in that.

Michael Sison (Managing Director)

Got it, then just a quick follow-up. You know, E&I has historically been above 30% for EBITDA margins, and sort of get back there, is it just simply getting, you know, all the volume back?

Ed Breen (Executive Chairman and CEO)

Yeah, it's, it's really two things. You're getting the volumes back, remember a point I think I made earlier when Steve Tusa was on, the EBITDA margins X the absorption in, were in this second quarter, were already over 30%. The absorption is what pulled it down. The charge we took there to expand to the 26.6-ish number. We know we can, even in a softer volume environment, we're running it a little north of 30. As you said, and I, I said earlier, you know, we run this business 32%-33% EBITDA margins, and, you know, we'll, we'll get nice throughput, you know, as the volumes continue to come back.

Michael Sison (Managing Director)

Got it. Thank you.

Ed Breen (Executive Chairman and CEO)

Yep. Thanks.

Operator (participant)

Your final question comes from Patrick Cunningham, from Citigroup.

Patrick Cunningham (VP and Senior Equity Analyst)

Hi, good morning. Is there any update to your expectations for $20 million in synergy capture from Spectrum, and what should we expect for the cadence there?

Lori Koch (CFO)

Yeah, no, no updates to that. We still expect $20 million. It probably will take the better part of 12 months-18 months to get the full $20 million out. I mean, obviously for us, this is more of a revenue synergy opportunity as we bring the two portfolios together and merge our expertise in biopharma with their expertise in medical device, from, from a revenue synergy perspective.

Patrick Cunningham (VP and Senior Equity Analyst)

Got it. That's helpful. How do you expect the healthcare business to trend throughout the year, both on the legacy and the Spectrum side? You know, there's been some commentary pointing to pockets of destocking as companies deplete safety stocks. Have you seen any of that from any of your businesses?

Ed Breen (Executive Chairman and CEO)

Yeah. Our Liveo business, we're, I think Lori mentioned this a little while ago, in the biopharma side, we're seeing some destocking there, and I think I, I heard, I think, six other companies I heard in the last week when they did their results, that they were seeing some destocking in biopharma. I, my gut is that lasts a couple quarters, just to correct that a little bit. You know, it was another one of those markets, just like semi. I, I remember I was getting calls from CEOs in the healthcare business that, you know, "We need more, we need more." You know, I think just like semi, everyone overshot, and there's a little bit of a correction going on there, but I'd say that's probably the, the third and fourth quarter little correction there.

As Lori mentioned earlier, the Spectrum numbers are kind of right along where we thought they would be, so they look like they're teed up for the year. We thought they were going to happen the second half of the year here, and I would expect, you know, again, that the growth in our healthcare businesses will be above company average, certainly above GDP.

Patrick Cunningham (VP and Senior Equity Analyst)

Great. Thank you.

Ed Breen (Executive Chairman and CEO)

Yep. Thank you.

Operator (participant)

I now turn the call over to Chris Mecray for concluding remarks.

Christopher Mecray (VP of Investor Relations)

Okay, thanks, everybody, for joining our call. Just for your reference, a copy of the transcript will be posted on our website, once available. This concludes our call. Thank you.