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Partnership

Sep 26, 2022

Operator

Hello, and welcome to a call on the unique partnership between Umicore and PowerCo. My name is Jess, and I'll be your coordinator for today's event. For the duration of the call, your lines will be on listen only. However, there will be the opportunity to ask questions.

This can be done by pressing star one on your telephone keypad to register your question at any time. If at any point you require assistance, please press star zero and you will be connected to an operator. I will now hand over to your host, Mathias Miedreich, CEO, to begin today's call. Thank you.

Mathias Miedreich
CEO, Umicore

Thank you very much, and well, welcome also from my side. Good morning, everybody. It is a pleasure today that we can announce the successful signing of the joint venture agreement with Volkswagen through PowerCo on the creation of what we think a milestone in the European electrification targets. I'm not only happy that we can announce this today, we have discussed it several times before.

We have received many questions, when will we be ready? It was important for us to take the time for this agreement, because first of all, it's a substantial agreement that should last for a very long time. Secondly, we also have specific requirement as Umicore to close such agreements, which is value creation.

I'm also happy today because we have also been able to agree with our partner that we can share quite considerable level of detail on those agreements and the proof points why this is value creative for us, and why this is aligned with our targets that we had communicated in our Capital Markets Day.

I will walk you through the presentation on the page 2 and the following ones, and then we have enough time for all the question and answers you might have on the subject. First of all, I would like to go back to our Capital Markets Day. In June, we have communicated our RISE 2030 strategy that was showing that Umicore has a unique opportunity for tremendous growth being positioned on one of the key mega-trends of our century, the mobility transformation.

With our specific set of assets, portfolios, experiences and, you know, customer intimacy, we think that we are very well positioned to participate in this course. Well, also we have communicated is that there are significant investments needed to participate. Now, the important point is that those investments we will only do if they create value for our shareholders.

If they create value, in terms of being significantly above the cost of capital in terms of ROCE. We have also communicated that our goal for the business of Rechargeable Battery Materials, the ROCE target is 12.5%. Also we have said that we will reach value-creating territory as from 2026.

I'm very happy that with this agreement that we have signed, we are ticking all the boxes of the strategy in terms of growth, as we will see in a minute, but also in terms of value creation. Because what the two partners have agreed is that this joint venture will create value creative returns that are guaranteed, and I will elaborate a little bit more what it means, guaranteed, and are in line with our 2030 return ambitions, as I have just laid out.

This is a milestone from my point of view, being a long time in the automotive industry. Clearly a win-win situation that has been created, and I would like to explain to you now in more details the setup of this joint venture. On the next page 3, we will talk about the why.

Why have both partners decided to come together? History teaches us that joint ventures, partnerships, but especially joint ventures, are only long-lasting and only a longevity if there is a clear balance, if there is a win-win for both partners, if both can see it as value creation.

Our ambitions that we have are very big. 160 GWh by 2030 is a very substantial part of the European supply chain. Our cooperation is not only value creative for both partners, it's also very bold. It will be the first and only large scale, fully integrated supply chain in the automotive industry in Europe.

When I talk about fully integrated, it is truly integrated from the mines to refining that Umicore will provide into the pCAM and ultra-precision and high purity CAM products, from Umicore into the Unified Cell of PowerCo, and finally into the electric vehicles of Volkswagen. That's really one of its kind. It's bringing a considerable first mover advantage to both partners and, sharing the benefits of these partnerships, in a very extensive way. Now, in detail, what have been, you know, what are the value propositions for both partners?

For Umicore, I think it's pretty obvious. We have access to a majority, a big portion of the European, cathode active material market through Volkswagen. That is the leading player in this regard. That is the biggest European OEM, one of the largest car manufacturers in the world.

Having, you know, secured, contractually secured, those volumes is very important. Probably what's even more important, that these volumes are secured at guaranteed value-creative returns. That's, I think, what's outstanding and what's also a proof point for Umicore's unique position in this industry, being able to have such agreements.

Now, why would our partner do that? Because also we bring a significant benefit to Volkswagen and to PowerCo, because we are enabling a securitization of supply for the ambitious ramp-up strategy. As we have said before, batteries and software, these are the make or breaks in the future for the car manufacturers.

With us now opening our ecosystem and supply chain and assets and capabilities to Volkswagen, to PowerCo in this regards, will give them this securitization of supply, and with that, a tremendous securitization of the overall strategy towards the end of the decade. You can really say that it's value creation for both partners that is materialized in this joint venture.

Now, how does the joint venture look like in detail? We go to the next page 4. As we said before, it is equal joint venture between Umicore and Volkswagen or PowerCo, Volkswagen through PowerCo. PowerCo being 100% subsidiary of Volkswagen. This joint venture will produce pCAM and CAM.

This is not the only agreement that we have made, and I will detail more on that in the later pages. We have on top of that an agreement on refining that will be done by Umicore toward the joint venture, a contract between Umicore and PowerCo. I will detail it out, as I said, for the first 60 GWh of refining to secure the ramp-up of the first gigafactories.

Then in the next step, potentially including refining into the joint venture, as well as battery recycling. That, as we have previously announced, is the ambition of both partners to also include into this partnership. On top of that, Umicore and PowerCo will also collaborate on the sourcing of sustainable and responsibly acquired metals and raw materials.

We will make our over 200 years of expertise in that métier available to PowerCo. PowerCo will use this to source those metals, and those metals will then be consigned by PowerCo to the joint venture, which is, of course, very positive also for the working capital equation of the new company to be formed.

Now, more details on the governance and management of the joint venture setup you can find on page 5. As we said, it's a joint control joint venture with governance rights and reserved matters for both partners. However, the operational management is performed by Umicore.

Umicore will also appoint the CEO of the joint venture, because obviously we have the know-how and the capabilities to run such an operation in the most efficient way and also to be able to utilize them economies of scale and synergies, vice versa, with our other operations. Also, Umicore will make the necessary IP available to the joint venture. I'm saying that because, it's also an important step that we are securing this IP as a key asset of Umicore.

However, it will be made available and then, also, valorized back to Umicore from the joint venture. We are currently anticipating in terms of accounting to use the equity accounting method, but of course, we will provide additional disclosures, to reflect the significant economic interest of the JV, joint venture to us, to Umicore.

As we have said, both partners are sharing the cost, investment, revenues, and profits on a 50/50 basis. The underlying agreements are designed to meet both partners' profitability and return criteria, and that's also a very important point, are reflecting the shared ambition of both partners, PowerCo and Umicore, to have true value creation, enabled by the joint venture.

Now, on the next page, you will see a little bit more about the dimensions. As we have said, very bold ambitions to power 2.2 million vehicles in 2030. For that, both partners will invest EUR 3 billion in that time horizon, where the magnitude of the investment, EUR 2.5 billion, will be done until 2026.

It is a co-investment on a 50/50 basis, as said before, starting with 40 GWh in 2025, 2026 to supply the PowerCo Salzgitter Gigafactory in the first step, and then ramping up alongside the ramp-up of the further gigafactories that will produce the Unified Cell until the end of the decade in Europe. Those investments into the joint venture will be funded by a mix of equity and non-recourse debt.

Currently, PowerCo and us, Umicore, we are striving to have a 50% debt to equity ratio in this regard. Now, we have talked a lot about the contractual agreements, the setup, and I think it's beneficial to summarize again, what are those agreements and why are they value creative.

First of all, of course, we have the joint venture, but then there is a supply agreement between the joint venture and PowerCo, with an agreed ramp-up scenario, as I've just said, towards the 160 GWh, 2.2 million vehicle per year. That can only be changed through a mutual agreement of both partners. It is kind of set in stone until both decide that it should be different. There are mechanisms in place, very significant mechanisms of which, for example, a firm take or pay off-take commitments and others that will guarantee, I repeat, will guarantee, as a minimum value creative returns in the joint venture.

This, I think, is an extraordinary achievement that will help us to further strengthen the point that what we have communicated in our 2030 ambitions is a very realistic target, and we are going forward under that same assumption that we will always, or we only invest if we can get value-creating returns. That's not the only agreement.

There is also the refining agreement, as I have just said, 60 GWh refining to start support the joint venture that is supplied by Umicore. Also here, we have similar safeguarding mechanisms in place that will, on a stand-alone basis for Umicore, grant the same securing of value-creating returns.

Finally, there is the agreement between Umicore and the joint venture regarding licensing of the IP and remuneration, valorization of the IP back to Umicore together with a strong set of service level agreements. All together, all those agreements, I want to really phrase it this now specifically, are securing and guaranteeing as a minimum the ROCE targets that we have communicated in our capital markets statement on a large portion of the investments also that we have communicated and the consecutive revenue. It's not only a great deal for Umicore, it is a great deal for Volkswagen in terms of securing the ambitious roadmap to go forward.

It's an achievement and a proof of concept for our RISE 2030 strategy and highlights from our point of view, the uniqueness that Umicore has with its offering in this fast-growing market. That's so much for a short introduction, and now I would be happy to answer your questions in more detail.

Operator

If you would like to ask a question, please press star one on your telephone keypad. Please ensure your line is unmuted locally as you will be advised when to ask your question. So once again, that's star one if you would like to ask a question. The first question comes from the line of Ranulf Orr from Citi. Please go ahead.

Ranulf Orr
Equity Research Analyst, Citi

Hi there. Thank you for taking the questions. Just two to start for me, if that's all right. Firstly, on the investment in the JV, EUR 1.5 billion from you, I guess. Is that included in the original EUR 5 billion CapEx program that you were talking about at the CMD? My second question is just on profitability, or kind of earnings expectations from t he JV.

I mean, at what point does this break even for Umicore? I mean, does it follow the traditional profitability curve that your cathode materials businesses follow to date, you know, with very limited earnings in the early years and kind of we only see the earnings coming through sort of toward 2030. Thank you.

Mathias Miedreich
CEO, Umicore

Yeah, absolutely. Answering the first question, yes, it is completely in line and compliant with what we have communicated in our Capital Markets Day. That was included as it was agreed now. In terms of profitability, also what is true for this joint venture, and it was already built in the curve that we have, you know, described that the RBM business, as we have said, will be entering. Of course, there is a first investment and there is a burden on the ROCE because of this investment, but will be value creative as of 2026, and the same is valid here for this joint venture.

It is the same curve because it was already at the time in June when we have communicated it, completely included as it was closed now or as it was signed now.

Ranulf Orr
Equity Research Analyst, Citi

Are you saying we should consider RBM and the JV as kind of one entity within your guidance, or should we think be thinking of them separately?

Mathias Miedreich
CEO, Umicore

Yeah. You know. Yeah. I think the targets, the mechanics, and the value creation potential that we have described, being the result of our investments. They are equally valid for our business that we are doing as a standalone basis as U micore, as well as this joint venture.

Of course, from a consolidation point of view, it is not like that. We have set this as an equity method, but we will provide. We understand that it will be important to provide more transparency and more insight also on the proceeds of the joint venture so that we can give a kind of pro forma overall picture of our battery material business that is meaningful to the market.

Ranulf Orr
Equity Research Analyst, Citi

Great. Thank you.

Operator

The next question comes from the line of Geoff Haire from UBS. Please go ahead.

Geoff Haire
Analyst, UBS

Yeah. Good morning, and thank you for the opportunity to ask a question. I just wanted to ask where the location of the plants will be. Obviously, Nysa will be the one, but will there be others, or is all of this capacity going to be in Poland?

Secondly, can you outline some of your thoughts around the energy costs for this plant, just given the European energy costs are significantly higher structurally, probably for the next decade. Thirdly, I was just wondering, when you talk about take or pay contracts, does that imply that if there's a volume drop at VW, that they will pay you even if they don't take product from you up to a certain point? Is that how we should think about it?

Mathias Miedreich
CEO, Umicore

Yeah. Thank you. You have three very relevant questions. First of all, location. The headquarters of the joint venture, so the holding, if you want, the management will be here in Brussels, and we will, you know, jointly decide on the plant location.

Why I'm saying that, of course, it's just kind of a very strong industrial logic, to co-locate this into Poland at Nysa. Of course, we want to make sure to look at all of the options also in terms of external funding, of course. We will, together with PowerCo, make this decision rather quickly because we will already in 2023, of course, going into the ramp up.

The other thing you have to see is that, also over the course of the decade, there will be a ramp up of the gigafactories of Volkswagen throughout Europe. Of course, we will make sure that the joint venture is always set up in the most economical way and the most value creative way to deliver that, based on also the locations.

Now, energy cost. You know, one good argument for Nysa would be that we have been able to conclude already long-term PPAs on renewable energy. Now, the aspect of renewability is very important, but in this context, also the aspect of pricing is important.

With that, it gives us also at the time when we closed it, probably not the intended main benefit, but now it's a very important benefit also, you know, secured largely secured cost situation. We feel privileged in this regards. Now coming to take or pay. Yeah, indeed, it's a take or pay industry standard wide. It will be either the capacities are utilized or there is a financial compensation for that.

That, as I said, is necessary because the agreement, you know, what was a requirement that we had and that was shared in the overall value creation picture, was that the returns need to be secured independent of the you know end market success of the electric vehicles of Volkswagen.

Geoff Haire
Analyst, UBS

Not wanting to be too negative, but in the event this financial compensation is needed, is that done on a quarterly, six-month, annual basis?

Mathias Miedreich
CEO, Umicore

Yeah, I think this is a little bit too much of a detail that we at least at this point in time wouldn't want to share.

Geoff Haire
Analyst, UBS

Okay.

Operator

The next question comes from the line of Charlie Webb from Morgan Stanley. Please go ahead.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

Morning, everyone. Again, thank you for taking some questions. Maybe just first around the guaranteed minimum value-creating returns. You know, what are the assumptions for WACC and what is that minimum value accretion? Is it 100 basis points higher than the WACC? Is it 200 basis points? How are you thinking about that?

Mathias Miedreich
CEO, Umicore

Yeah, yeah.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

Just linked to that quickly, you know, how do you think about inflation and rising rates? You know, is there a kind of a degree of inflation baked into that that's or is it a fixed return that you're looking for?

Mathias Miedreich
CEO, Umicore

Yeah. Yeah. Let me describe it in the best way. What you should take a reference of in, you know, in terms of what is guaranteed on a Umicore level, what we will be able to achieve. It is in line with the ROCE target that we have communicated for the battery materials business in our CMD.

And that you would say is significantly above the WACC, which currently is at 9.5%-10%. That's not just a little bit more, but significantly more. The reference would be our ROCE target that we have communicated in the CMD.

Of course, this is only possible if the agreement has also a dynamic element of it that will make sure that those returns are also met. If the inflation should be different than the initial assumption. I think that's what I can share with you.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

Thank you. Maybe just one other one around, you know, other customers and Umicore's independence. As you say, clearly a big partnership and, you know, I think partnerships are gonna be important in this market. How do you think other. You know, how do you maintain Umicore's independence for your other customers.

Mathias Miedreich
CEO, Umicore

Right.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

Other opportunities? You know, how are you going about thinking about that and, you know, if you have any concern there?

Mathias Miedreich
CEO, Umicore

Yeah, that's actually, that's indeed a very very important strategic point and what I have personally made sure to, you know, keep a close contact to our other customers in this whole process and to reassure them that Umicore is continuing to be an independent player in the market. I was also a little bit positively surprised that I mainly got positive feedback in a way to say if we can guarantee, and I gave this guarantee to our key other customers that this will not deteriorate our focus on their concerns.

They saw it as a positive because it will help us on a Umicore level also to use the synergies, economies of scale, access to raw materials, et cetera, that we can potentially or for sure utilize also for our other businesses.

In this regard, they will benefit from that. But of course, we will not be able to make ten of these agreements that we have just made. We are, you know, very selective in how we are further rolling out our agenda, and the prime element will always be can we serve, can we fulfill the commitments that we have with our other customers? In this setup, we are very confident that we can do it.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

Okay. Thank you. Sorry, just need to get one last one in. In terms of what technology, is there any specification around what you know, you talk about this being geared towards the kind of Unified Cell that Volkswagen is talking about. Does that mean that this is the technology is your manganese-rich technology? Is that the focus here, or is it that you know, all technologies can be considered? Just trying to understand, you know, what's gonna be going forward.

Mathias Miedreich
CEO, Umicore

Yeah.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

As well.

Mathias Miedreich
CEO, Umicore

Yeah, absolutely. The mainstream is of course NMC batteries and high nickel NMC batteries, battery materials that are part of this agreement, but also explicitly, you know, including further development of that to look to other segments of the market, which are the, you know, cost designed for cost segments. Yes, indeed, HLM is a very important technology that is also discussed in that matter.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

Okay. That's very helpful. Thank you very much.

Operator

The next question comes from the line of Chetan Udeshi from JP Morgan. Please go ahead.

Chetan Udeshi
Equity Research Analyst, JP Morgan

Yeah. Hi. Morning. Thank you. I was just looking at the slide number six, sorry. It says both partners to co-invest EUR 2.5 billion by end of 2026. I just wanted to understand that CapEx for 2026, because it seems way too high for a 40 GWh capacity. Can you maybe, because if I do the calculations.

Mathias Miedreich
CEO, Umicore

Yeah, yeah.

Chetan Udeshi
Equity Research Analyst, JP Morgan

Like EUR 50 per ton, which is, like, completely off the mark, compared to what we typically see. Are you including some of the CapEx for the further expansion in that number as well, which is-

Mathias Miedreich
CEO, Umicore

Yeah.

Chetan Udeshi
Equity Research Analyst, JP Morgan

over 160 GW?

Mathias Miedreich
CEO, Umicore

Yeah, Chetan. Yeah, exactly. That's a good point to explain, because first of all, the investment is of course kind of first of all not for the 40 GWh, it is for the preparation of the next waves to come. We have an agreed wave by wave plan that we currently have synchronized with the gigafactory ramp-up plan of Volkswagen, of course, that we can't share right now, but we are closely aligned.

That means first of all you have to put this to a much bigger capacity. You have to hold it in front of a much bigger capacity that is then invested and then will be going sequentially. Secondly, what is also important is that this is not the investment for CAM.

This is the investment for the full value chain, CAM, pCAM, but also refining, because that's ultimately what we want to do, and we want to go forward.

Chetan Udeshi
Equity Research Analyst, JP Morgan

Is the refining part different from the EUR 500 million investment you guys talked about for recycling for Umicore standalone? This is gonna be a separate capacity for Volkswagen?

Mathias Miedreich
CEO, Umicore

No, this is not to be mixed up. The EUR 500 million that we have communicated was for battery recycling, which is, you know, a completely different bucket. What I was talking about is the supply chain, the refining of the you know virgin metals that come before.

My point was only to say in terms of comparability of CapEx density, if you make the math, it's important to say that this is not CAM, but it is CAM plus pCAM investment that we have here, which is anticipated early. It's not 40 GWh, it's more to a you know towards the.

Nearly coming to the full extension, there's only one step left afterwards, and it's more steps in the supply chain than just CAM.

Chetan Udeshi
Equity Research Analyst, JP Morgan

That's clear. Thank you.

Operator

The next question comes from the line of Sebastian Bray from Berenberg. Please go ahead.

Sebastian Bray
Head of Chemicals Research, Berenberg

Hello. Good morning, and thank you for taking my questions. Congratulations on concluding the negotiations with VW. My first one is on control for this JV. The slides make reference to Umicore having 50% plus one share. Is that just symbolic or does Umicore actually have majority control to a small extent, despite the fact that this JV is normally described as 50/50?

Why would it choose to consolidate at equity rather than just do a pro rata 50/50 consolidation? My second question follows on from Chetan. It's on CapEx intensity. EUR 3 billion now in CapEx terms, is that figure inflation adjusted or nominal? i.e., by the time we get to 2026 or 2027, are we actually going to be talking about 4.5 potentially, or has something been done to lock in that level of CapEx? Thank you.

Mathias Miedreich
CEO, Umicore

Yeah. Thanks, Sebastian. Indeed, it's really true joint control. The 50+1 has technical reasons that were necessary, but it's not reflecting control on the one or the other side. It's really joint control. Second question in terms of CapEx, inflation, et cetera. Now, there are two elements. There is, of course, a certain assumption that we have already taken on inflation at the point in time where that was possible.

Now, the other thing that I have tried to allude on in the previous answer is that there is, you know, a certain flexibility in the protection mechanisms that, you know, will react also to inflation. That's, you know, I think you understand what I mean.

That means our measures are, of course, first of all, early enough, taking certain assumptions. Secondly, constantly working on CapEx density from technical side to have even potentials maybe beyond what we have initially planned. Thirdly, kind of, there is a contractual element as well that makes us confident that we can deal with this topic.

Sebastian Bray
Head of Chemicals Research, Berenberg

Thank you. Just to clarify, this additional project, if we go back to the CMD guidance of 400 GWh or more by 2030, gives Umicore 80 GWh of that as per your own definition or 160 GWh?

Mathias Miedreich
CEO, Umicore

No, we have so in that scope, we have included it as of 160 GWh. That was the view that we had applied.

Sebastian Bray
Head of Chemicals Research, Berenberg

That's helpful. Thank you. Last one from me, the recycling not being included within the scope of the JV, was that never on the table, or was it included in discussions? Because if I think about this from a PowerCo perspective, if I'm going to go through all the trouble of creating an integrated supply chain, and I know Umicore has the right technology and ambition to invest, why not sign an agreement at this stage?

Mathias Miedreich
CEO, Umicore

Yeah. Indeed. No, that's true. That's actually the next point on our roadmap. You know, we had decided to work on first things first, because now we need to secure the ramp-up of the Volkswagen, the PowerCo gigafactory. But we have, you know, already also communicated previously, but also in this release, reconfirmed the joint ambitions that the next step should be to integrate indeed the recycling of the unified cells into the joint venture, because ultimately it's the only thing that makes sense to create a truly circular supply chain, and that is also very high on the agenda of both partners.

Believe me, for the time being, we are happy that we have concluded this agreement and the next one. We will tackle when the time is right.

Sebastian Bray
Head of Chemicals Research, Berenberg

Helpful. Thank you for taking my question.

Operator

The next question comes from the line of Alex Stewart from Barclays. Please go ahead.

Alex Stewart
Director of Equity Research, Barclays

Hello, good morning. Thank you for taking my question or questions. I've got two. Firstly, on the split of returns, you say that while both companies are investing half of the CapEx and taking half of the profits, the economics on the P&L are presumably identical. You're saying that both companies this will be a value-accreting deal.

My assumption is that Volkswagen has a lower cost of capital than you. Does that mean that they are making a bigger spread over their cost of capital, or is the transfer of technology through the licensing agreement the balancing item? Actually, although you're making the same money from the project, you will ultimately take more economic value out of it because of the transfer of license. I'd be interested to know how substantial that portion is.

How will you be able to repatriate cash from the venture? Will it start paying dividends on day one or perhaps only when it's fully ramped up? I'd be interested to know how you actually get the cash out of it. Thank you so much.

Mathias Miedreich
CEO, Umicore

Yeah. Thank you for the relevant question. I will try to answer, maybe for the cash, you know, details at this point in time, we don't feel ready to communicate about that, about this kind of detail. Now, and also, I don't feel in the position to comment about Volkswagen's cost of capital, so I will not. I can confirm that, of course, the IP license agreement is an additional positive contribution to the value creation for Umicore.

Alex Stewart
Director of Equity Research, Barclays

I suppose maybe I fully take that you don't want to comment on Volkswagen's financials, but if I look at the total value to Umicore shareholders, can you give us?

Mathias Miedreich
CEO, Umicore

Yes.

Alex Stewart
Director of Equity Research, Barclays

some sense of how important the profit from the venture is versus the licensing income from contributing.

Mathias Miedreich
CEO, Umicore

Yeah.

Alex Stewart
Director of Equity Research, Barclays

your technology? Just some sense of how important-

Mathias Miedreich
CEO, Umicore

Right.

Alex Stewart
Director of Equity Research, Barclays

the technology business.

Mathias Miedreich
CEO, Umicore

No, obviously, I think the main value creation is coming obviously from the joint venture. The joint venture is in itself value creative. It has a strong industrial logic, and it's set up as a successful entity in itself. All the other elements are, of course, increasing the value creation for Umicore, but the core of it is the joint venture in itself.

Alex Stewart
Director of Equity Research, Barclays

Thank you.

Operator

The next question comes from the line of Riya Kotecha from Bank of America. Please go ahead.

Riya Kotecha
Equity Research Associate and Analyst, Bank of America

Hi. Good morning. Thank you for taking my questions. I have a few. Please, I'll take them one by one. My first one is whether the CapEx is EUR 3 billion covers all different chemistries. Volkswagen has exclusively mentioned the HLM or manganese in its roadmap, and that's something that you aim to commercialize as well from mid-decade. Does the EUR 3 billion mean that you will be able to produce either high nickel or HLM, or should we expect some, say, down the line CapEx in the case that you need to retrofit your plants?

Mathias Miedreich
CEO, Umicore

Yes. The Umicore production system that we have developed meanwhile, and that we have rolled out in our plant in Nysa and inaugurated last week, is actually capable to, on the same CapEx, on the same lines, to produce, mid-nickel, high nickel, HLM and also solid-state battery materials.

Yes, of course, between all of those chemistries, there is a certain difference also in terms of machinery or process, but it's you know very small in terms of dimension versus the main CapEx. My point is that the CapEx that has been announced, EUR 3 billion, will put the joint venture in a position to play along all those lines, except of course LFP. LFP is not compatible, as we have said before, with this setup.

Riya Kotecha
Equity Research Associate and Analyst, Bank of America

Right. That's clear. Thank you. With regards to the take or pay contracts, can you confirm that the volume is sort of fixed to the 100% as the 160 GWh by 2030, or is it more a minimum proportion of that?

Mathias Miedreich
CEO, Umicore

No, it's not 100% fixed, but it is fixed to a very large portion. Of course, as usual in the industry, there is a certain room to breathe, right, of volume fluctuations. My comment on guaranteed value accretive returns was already taking into account a situation where we would, you know, be in a situation of volume shortfall. All these mechanisms together are, you know, securing that. Short answer, no, it's not 100%. It's a percentage below 100%, but it's a significantly high percentage.

Riya Kotecha
Equity Research Associate and Analyst, Bank of America

Okay, thanks for that. Another one just on how you've sort of negotiated the pricing of the contracts. Is that something that's been locked in? You know, if, let's say, a change in chemistry, do you expect to achieve the same pricing? That's one part of the pricing question. Second part is how should we think about sort of the pricing for a large Volkswagen contract in comparison to, say, your ACC contracts?

Mathias Miedreich
CEO, Umicore

Okay, clear. Two questions. The pricing model, of course, is a fixed pricing with annual agreed price downs on a fixed chemistry. This is important because that's what Volkswagen, of course, needs to get out of this deal, security of planning and security of supply. I say it's based on a specific roadmap of chemistries. If there is a deviation to the plan, of course, then there is also a deviation to the pricing, which is usual in the industry. Now, your question, what is the difference in price levels between different customers?

We don't comment on this, but I can tell you that overall, you know, there is a certain market price that you can see out there, and all of our contracts are, you know, in line or, you know, around this market pricing. There is no one that is significantly sticking out in a negative way.

Riya Kotecha
Equity Research Associate and Analyst, Bank of America

Okay. That's clear. Thanks. My last one is just in terms of how you're sort of allocating resources and focusing on different expansion programs. Obviously you have the North American plant that you're trying to ramp up in Canada.

With the U.S. IRA, there's now a big focus on the U.S. How are you sort of dividing the resources among both regions and making sure maybe you're not focusing too much on one large contract and giving sort of due attention to both?

Mathias Miedreich
CEO, Umicore

Yeah. That's actually a very good topic because with the IRA, you know, we were very happy to hear that all the consequences and all the kind of reshuffling of what was already thought to be fixed supply chains now create additional opportunities for us that we will also harvest.

The same thing is true as we said before. We will only do that, first of all, if we can create value creation for our shareholders. In terms of the agreements that we will do have to be value creative, but also only if we can fulfill, if we are 100% sure that we will fulfill the commitments we give to our customers.

That means that I think, first of all, this is a market, especially North America, where companies like Umicore can be selective. Secondly, what we are benefiting from is that, and all of you that have maybe followed the releases around our gigafactory in Nysa, we have now developed a standardized set of modules in terms of manufacturing.

That means when we are expanding capacities or setting up a green field, we don't have to reinvent the wheel. We kind of, it sounds of course, more easier than it is, duplicate standard modules into another location. Of course, there's still a lot of hard work behind, but with that, we can also reduce the workload of the individual projects in this regard. That makes me and the whole team of RBM confident that this is an absolutely doable task in front of us.

Operator

The next question comes from the line of Gunther Zechmann from Bernstein. Please go ahead.

Gunther Zechmann
Senior Research Analyst, European Chemicals, Bernstein

Hi, good morning. Just one from my side, please. How exclusive are the volumes to Volkswagen? Say, for example, they hit take or pay levels, could you sell the volumes to a different customer like it's the norm in other industries that have take or pay contracts like industrial gases?

Mathias Miedreich
CEO, Umicore

Yeah. There is, of course, you know, there is an exclusivity and not an exclusivity. Let me explain. The volumes that are in that contract, of course, they are exclusive for, so in both ways. We cannot use the joint venture now to supply to, you know, other parties without the consent of Volkswagen. Of course, that wouldn't make sense because it is built to support the ramp-up strategy of Volkswagen.

Then the other way around as well, there is, you know, a binding commitment to take these volumes to the 160 GWh, so that makes us comfortable. Outside of that, it is of course not exclusive because we are allowed to work with any other customers.

Also Volkswagen is allowed outside of that commitment to further, you know, add other sources of supply to their battery strategy for Europe. In this regard, that is potentially the best setup that we think we could find.

Gunther Zechmann
Senior Research Analyst, European Chemicals, Bernstein

That's clear. Thanks.

Operator

Next question comes from the line of Charlie Webb from Morgan Stanley. Please go ahead.

Charlie Webb
Head of European Chemical Equity Research, Morgan Stanley

Oh, thanks for taking a quick follow-up. Just on the technology roadmap, you've kind of mentioned it a few times. I mean, how does that fold into, you know, the terms of the JV? You know, how are you benchmarking your technology versus what is out there from competitors?

And also, you know, perhaps also maybe difficult to define, but when you think about PowerCo putting its batteries together, you know, again, how is that benchmarking versus others? Is there any risk that, you know, there are delays or things take longer, in terms of that customers ramp up on the battery side based on their kind of, I guess, the technical know-how and their kind of learning process?

Mathias Miedreich
CEO, Umicore

Yeah. Indeed, so you would say, why do you not let the battery makers make the batteries and the car manufacturers produce cars? It's everybody knows what they're doing. Why to go into that? Now, we have got to learn Volkswagen and PowerCo over the last month, and we have to say, we are very impressed about the progress they have made, the talent, the teams they have, the partnerships they have put together.

I think Volkswagen is probably one of the few car manufacturers that will be able to ramp up that strategy going forward. Of course, it is a road like every major ramp-up in an industry that will be tough on both sides.

By combining the power of Volkswagen and PowerCo on the one side with the experience of Umicore on the other side, we are both, you know, mutually confident that this ramp-up will go into the right way. In terms of chemistries, I think you couldn't have a better setup.

Because with that now, we are closely linked to the R&D teams of PowerCo and Volkswagen to understand exactly their specification, their needs and translate it into battery material formulation and vice versa. For both parties, it's a great opportunity to have nearly no zero time lag between the requirement and the execution. I think you will not find a more robust setup in the industry in this regard.

Operator

That is all the time we have for questions, so I will now hand back to Umicore to conclude today's call.

Mathias Miedreich
CEO, Umicore

Very good. Thank you for, as usual, the very deep, constructive and high quality questions. We are, again, very happy that we have been able to conclude that milestone agreement for us, but also for our partner, PowerCo. We both feel very confident that this is of high value, creative value for our individual strategies.

As we said, that's not the end of the story. As Umicore, we will continue to work on other contracts in a similar or different manner, but what will never change, we will never give up the value creation threshold that we have before investing into further expansions. I would be very happy to share this journey in the following months and years together with you. Thank you very much. Have a great continued week.

Operator

Thank you for joining this call. You may now disconnect your lines.

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