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M&A Announcement

Sep 11, 2025

Phil Lindsay
VP of Investor Relations, Technip Energies

I'm pleased to welcome you to this call regarding Technip Energies' announced acquisition of Ecovyst's Advanced Materials and Catalysts business, AM&C. We'll have three speakers on the call today: our CEO, Arnaud Pieton, who will discuss the strategic rationale for the transaction. This will be followed by our Chief Strategy and Sustainability Officer, Benjamin Lechuga, who will provide a detailed business overview. Finally, our CFO, Bruno Vibert, will discuss financials and value creation. We will then open up for Q&A. Before we start, I would urge you to take note of the forward-looking statements on slide two. I will now pass the call over to Arnaud.

Arnaud Pieton
CEO, Technip Energies

Thank you, Phil, and thank you all for joining our call this morning at very short notice. Before I discuss today's announcement, I wanted to revisit a slide with you that we shared at our capital markets day in November last year about investment to drive incremental growth. At that time, we reported that the strength of our balance sheet, with more than EUR 1 billion of net cash, was allowing us to consider inorganic growth opportunities. We discussed that our disciplined and selective approach covers a range of opportunities, mostly centered around technology. It's about technologies to complement our existing set of solutions and generate new offerings, as well as technologies to expand along the value chain. It's about synergies and margin expansion. Ultimately, it's about long-term value creation and about making 10 even more differentiated.

This is the strategy that we have embarked on, and we are convinced will make Technip Energies a stronger company for the long term. With that as a backdrop, I am delighted to announce the acquisition of Ecovyst Advanced Materials and Catalysts, AM&C business. The acquisition supports Technip Energies' strategy of disciplined growth for our technology products and services, TPS segment, and drives long-term value creation. AM&C complementary technologies will enhance Technip's development of integrated technology and catalyst solutions, both in established and fast-growth markets. For Technip Energies, the benefits are fivefold. First, it expands our capabilities in the catalyst value chain, establishing a scalable catalyst platform built on high-value silica and zeolite supporting the development of Technip Energies' process technologies.

Second, it secures a leading position in the markets with long-term visibility, including polyethylene and hydrocracking, while unlocking promising growth avenues in emerging end users, including sustainable aviation fuel, biocatalyst, and advanced recycling. Third, it enhances our R&D capabilities, bringing world-leading expertise in catalyst design and material science that is complementary to Technip Energies' process technology labs, while reinforcing our collaboration with Shell Catalysts and Technologies, where we have a global exclusive alliance already for the Cansolv carbon capture technology. Fourth, it broadens our customer offering and value proposition, providing integrated solutions across the full asset lifecycle to drive measurable improvements in process efficiency, reliability, and emission performance for a wider range of clients. And lastly, it is accretive to TEN's financial profile with identified value creation levers, providing immediate earnings and cash flow accretion, improved quality of earnings, and clear synergy opportunities.

I will now pass the call to Benjamin to provide more details on AM&C.

Benjamin Lechuga
Chief Strategy and Sustainability Officer, Technip Energies

Thank you, Arnaud, and good morning to everyone on the call. Let me begin by explaining why catalysts are key to a successful technology strategy at Technip Energies. Put simply, catalysts are materials that accelerate chemical reactions and improve process efficiency in industrial plants. With catalyst IP at the core of many process technologies, catalysts are a key differentiator in process technology development and are clearly complementary to our existing technology and proprietary equipment offering. As catalysts are consumed during the operation of a plant and need to be replaced, by integrating AM&C, Technip Energies will monetize technologies with increased recurring revenue tied to customer operating expenditures. Approximately 70% of AM&C revenues are tied to OPEX, which will improve our long-term revenue visibility.

With applications in traditional markets such as polyethylene or hydrocracking and growth markets such as sustainable fuel productions, the overall opportunity set for catalysts is substantial and growing. Technip Energies is already experienced in the catalyst business today, largely through past bolt-on acquisitions and internal developments. This slide lays out a series of examples of Technip Energies-owned catalysts, which include, for instance, on the left, our Hummingbird Technology, where we have matured the process technology and catalysts for use in the world's first industrial-scale sustainable aviation fuel plant using Alcohol-to-Jet technology in the U.S. We believe the technical expertise of AM&C can further enhance the development of our Hummingbird Technology. On the right side, in the petrochemical space, our 1,3-PDO technology, which we acquired from Shell, allows the production of industrial chemicals with low operating costs for our customers and is already used in multiple projects.

One of the attractions of catalysts is their consumable nature, which provides multiple revenue opportunities across the lifecycle of an asset. Where Technip Energies typically would sell a process technology to a project only once, catalysts can be sold five, 10 times over the plant's life. Today, about one quarter of our technology and product portfolio requires catalyst usage. These require only stock technology-specific catalysts developed internally or through partners, underscoring our innovation credentials. Now, let's look at the business profile of AM&C, Advanced Materials & Catalysts, a global leader in specialty catalysts and advanced materials. AM&C is a technology-driven developer and manufacturer of advanced materials and catalysts. It benefits from strong intellectual property with a comprehensive global portfolio of 28 patents and 30 trademarks. It has a first-class R&D team with deep domain expertise in catalyst design and materials science, and focus on driving commercial innovation.

An important differentiator for AM&C is its proven ability to collaborate across a value chain to develop customized solutions and high-performance catalysts. Furthermore, its innovation track record is compelling, with 35% of its revenues generated from products launched within the last five years, a very strong vitality. More broadly, advanced materials and catalysts have a leading position in well-established markets such as the high-growth chemical sector and the steady downstream market. For example, AM&C is a leader in polyethylene, and this acquisition expands Technip Energies' presence across the ethylene value chain, as polyethylene is immediately downstream from ethylene cracking with the same clients. Just like Technip Energies, AM&C has been preparing for the future, establishing new leadership positions in high-growth markets, notably in sustainable fuels and biocatalysts. From a financial perspective, in 2024, AM&C generated revenues of $223 million and $57 million of EBITDA, adjusted for standalone operating costs.

This equates to an EBITDA margin of more than 25%, which is attributed to both Technip Energies financial and the TPS segment. Bruno will elaborate on financial aspects shortly. But before that, taking a deeper look into the business, AM&C has two business units, Advanced Silica and Zeolyst International, each providing a similar contribution to the revenue base. Starting with Advanced Silica on the left, this business innovates, produces, and supplies specialty silica-based advanced materials and catalysts. Its products, which consist of polyethylene catalysts and supports, functionalized silica and chemical catalysts, are used in applications from pipes, tubing, to food packaging. And its deep polyethylene and chemical catalyst know-how is being used to capitalize on emerging uses in areas like carbon capture and biocatalysts. Advanced Silica benefits from long-term customer relationships underpinned by multi-year contracts and collaboration to develop custom solutions.

In terms of business drivers, its high long-term growth is underpinned by population and GDP and demand for sustainable packaging and flexible, lighter-weight products. Turning to Zeolyst International on the right, which is a multi-decade established 50/50 joint venture with Shell Catalysts and Technologies, and a leading innovator and supplier of custom zeolite-based advanced materials and catalysts. Its products include high-performance catalysts for traditional and sustainable fuels, as well as custom and specialty catalysts and emerging uses in advanced recycling. Zeolyst's customer base is diverse, with long-established customers including leading integrated energy downstream and chemical companies, while intimate relationships are being built with growth companies with novel technologies. What matters most to its customers is performance and quality. In summary, two highly differentiated businesses with long-term blue-chip customers and a supportive long-term growth outlook.

Before passing over to Bruno to discuss the financial aspects of the deal, I will highlight the operational base of AM&C, its talent pool, and its physical assets. The business has a global presence with operations in the U.S. and Europe, and a manufacturing and distribution platform that is optimized for a mix of in-house and third-party expertise. Importantly, its safety culture is strong and consistent with Technip Energies'. In terms of core facilities, it has state-of-the-art R&D and pilot facilities and has three manufacturing plants in the U.S., the Netherlands, and the U.K. Those operating assets are well maintained and well invested, with spare capacity to meet the high-growth production we anticipate in the future. AM&C operates a global supply strategy with each manufacturing location optimized in terms of scale and technical expertise.

Beyond its in-house capabilities, it has a global network of contract manufacturing partners leveraged to enable regional supply, contingency supply, and flexible asset capability. The employee base, which is culturally aligned with Technip Energies, consists of around 330 talents and mirrors the operational footprint, with more than 60% located in the U.S. and around 30% in the Netherlands, with the remaining employees largely in the U.K. In summary, AM&C benefits from a global presence with a notable footprint in the U.S. I will now pass the call over to Bruno.

Bruno Vibert
CFO, Technip Energies

Thank you, Benjamin, and good morning to all. I'll begin with the transaction highlights. Regarding the purchase price, Technip acquiring AM&C for a purchase price of $556 million, subject to adjustment for cash, debt, and working capital. Based on Technip's views of 2024 EBITDA, which is adjusted for corporate and standalone costs and employee stock compensation, the deal values AM&C at a high single-digit multiple of EBITDA. This is quite consistent with the current trading multiple of Technip. From a financing perspective, Technip has obviously the net cash available to fund the transaction. As a reminder, at the end of June, Technip's net cash position, adjusted for project-related cash, is more than EUR 1.6 billion. So we may use the net cash position of the group, but we are also considering alternative funding structures more optimized from a value creation standpoint. We will revert in due course on that.

The deal is attractive on many aspects, including EBITDA margins and free cash flow. As Benjamin mentioned, a talent pool of 330 people will join Technip Energies' post-completion, bringing complementary skills and expertise into the company. AM&C will benefit from TE's global scale and its commercial and technical footprint, while preserving its entrepreneurial culture and operating model. This will ensure strong business continuity. Finally, timing-wise, the deal should close by the first quarter of 2026, pending customary regulatory approvals and closing conditions, and on a go-forward basis, the financial performance of AM&C will be reported within our TPS segment. In summary, this transaction aligns with TE's longer-term strategy to grow TPS through internal development and targeted acquisition that had both financial and operational strengths. Now moving to pro forma financials and assessing both from a group and TPS segment perspective.

Please note that the figures reported here are in EUR and not in USD, as in previous slides. AM&C generates EBITDA margins substantially higher than 10%. Therefore, the impact at the group level can really be seen in terms of EBITDA, which is close to 10% higher on a pro forma basis, with a less material impact on revenues. On these pro forma views, the EPS accretion is less pronounced due to historical D&A, lower interest income, and tax, but still favorable. Turning to the segment view, where the impact is significant for TPS, adding around 10% to segment revenues and 21% to segment EBITDA to $311 million. With AM&C delivering EBITDA margins nearly twice the level of TPS in 2024, the uplift to margins on a pro forma basis is around 120 basis points to more than 14%.

In essence, the transaction is about TE's, accelerating its growth, providing scale in catalysts, enhancing its profitability, and providing TE with a platform to unlock further value. Turning then to the deal synergies, where our strategy is built around three key pillars: cross-selling, new business generation, and cost optimization. Firstly, the cross-selling potential is significant. By leveraging AM&C's catalyst and advanced material portfolio, it will allow us to penetrate deeper into TE's current customer base while addressing a new set of clients. This dual opportunity will accelerate revenue growth, driving top-line momentum. Secondly, this transaction will allow for the creation of new businesses. We believe that accelerating the commercialization of AM&C's catalyst portfolio while investing in R&D to develop next-generation catalysts tailored to TE's process technologies will create tangible business opportunities in both traditional and new markets, including plastic pyrolysis and carbon capture.

Finally, we plan to broaden AM&C's polyolefins catalyst and enhance our alcohol-to-jet SAF solutions to unlock further value. This transaction is not about size and consolidation, so the cost synergy component is not the key value creation driver. But by consolidating G&A, sales, and marketing and R&D functions, we can and will generate cost efficiencies. Our integration plan ensures that we deliver business continuity, optimizing resource allocation and accelerating time to market for new products and services. Cost synergies will be delivered relatively quickly, while revenue and commercial synergies will flow to the P&L in a more medium- to long-term basis. In summary, value creation levels are identified and will allow us to generate incremental value from this acquisition. I will now pass back the call to Arnaud to conclude.

Arnaud Pieton
CEO, Technip Energies

Thank you, Bruno. So to conclude, the acquisition of Advanced Materials and Catalysts is accretive for Technip Energies and is exactly in line with our disciplined capital allocation strategy to drive long-term value creation that we set out as our CMD. It brings differentiated capabilities in catalyst technologies and advanced materials, enhancing our ability to deliver high-performance, process-critical solutions to our clients. This acquisition is an important step in strengthening our technology platform, bringing a new dimension to our catalyst business and unlocking avenues for product development and market expansion. Furthermore, the deal will have no impact on our investment-grade credit rating. We retain a substantial net cash position, providing capital allocation flexibility for other opportunities. We are delighted to welcome the Advanced Materials and Catalysts management team and employees as we continue building a more integrated and technology-driven portfolio. With that, we can now open the line for questions.

Operator

This is a conference operator who will now begin the question and answer session. Anyone who wishes to ask a question may press star and one on the touch-tone telephone. To remove your question, please press star and two. We will pause for a moment as callers join the queue. The first question is from Guilherme Levy of Morgan Stanley.

Guilherme Levy
VP of Equity Research Analyst, Morgan Stanley

Hi, good morning. Thank you for taking my question. The first one, just how should we think about more deals from here? Is it still a priority after this acquisition of $500 million? And how does capital allocation should look like, also considering the adjacent business model from here? And then just to double-check, was there any upfront payment, or should the entire cash payment be made only at closing? Thank you.

Arnaud Pieton
CEO, Technip Energies

Thank you, Guilherme. So I'll take the first question and give the second one to Bruno. So about more deals, we are trying to make a very important point at the end of my talks and addresses. So really, our ability to invest really is preserved, and that's a very important point through this transaction. You've heard from Bruno that we could actually go for an all-cash deal or a combination of cash and other options, and we will provide more details in due course. So really, there is no change to the philosophy of our capital allocation.

We will continue to concentrate on returning to shareholders through dividends, as we indicated in our Capital Markets Day, with between 25%-35% of our free cash being returned through dividends, and the rest of our capital being allocated to our growth and strategic opportunities, knowing the fact that we don't have any deleveraging to perform as a company, so really, no change in philosophy, a firepower that is actually preserved, if I may say, should other opportunities arise in the medium, short, medium, or long term, and bear in mind that this net cash position that was at EUR 1.6 billion at the end of H1 continues to grow, so really, I think the investment capability for Technip Energies continues to be there, and one area of development and one area of investment, of course, is organic in the sense of the adjacent business model that is totally preserved.

Reju and other possible initiatives are totally preserved in our ability to move them ahead and to move forward with them. So this potential for value creation through Reju, again, Reju, we haven't taken final investment decision on the first commercial plants, but should we take final investment decision on Reju in the month to come into 2026, then there would be further value creation for T.EN, and that value creation probably isn't reported or baked into Technip Energies' valuation today. So again, this investment, this acquisition that we are discussing today is made with the spirit of the preservation of Technip Energies' ability to continue to, one, operate and, two, to invest for future growth.

It was one of the conditions for the investment and one of the conditions set during our capital markets day, and I want to insist on the consistency between our capital markets day messaging and this investment today. Bruno, maybe on the way we're going to pay for this acquisition?

Bruno Vibert
CFO, Technip Energies

Sure. Thanks, Arnaud. Hi, Gui. Thanks for your question. So $556 million transaction price, as usual, cash free, debt free, adjusted, that will be adjusted for cash, debt, and working capital. No prepayment or down payment. Everything will be settled at closing, which we should expect by the end of Q1 2026.

Guilherme Levy
VP of Equity Research Analyst, Morgan Stanley

Understood. Thank you.

Operator

The next question is from Guillaume Delaby of Bernstein.

Guillaume Delaby
Senior Energy Services and Oil Services Analyst, Bernstein

Yes. Good morning. Congrats for the acquisition. Quite impressive, to be honest. Two questions, if I may. You mentioned that it is going to increase the proportion of recurring revenue. Could you maybe provide a little bit of guidance or whatever about what is the proportion of recurring revenue, either within TPS or within, I would say, the power process business of TPS? And the second question, which is more, I would say, housekeeping. Zeolyst International, it is a 50/50 JV, so I guess the $117 million is the 50% stake, which is going to be yours, correct?

Arnaud Pieton
CEO, Technip Energies

Hi, Guillaume. Good morning. I'll start with the easy one, which is your second question. You're correct. What we are displaying is indeed the 50% share in the GV. Absolutely. In terms of recurring revenue, you look at our TPS business, we have a very low percentage of truly recurring revenue within TPS. And what I mean is something that would be comparable to what we are acquiring. The acquisition actually will grow significantly, the recurring part. 70% of AM&C's business is based on recurring revenue. So that's AMC alone. Of course, once you integrate AM&C into TPS, well, it will grow the percentage within TPS. TPS being fairly large and larger than AMC, the 70% will drop to something a bit lower because there will be dilution.

Because the current TPS business, I would say, is not so rich in recurring businesses in the way we define it when looking at the acquisition today. So it is actually addressing one of the somewhat weaknesses of our TPS business, which was this kind of shortage of recurring business opportunities being more in the OpEx than in the CapEx. Technip Energies, historically, has been very engaged into the CapEx part of our customers and a lot less into the OpEx. We have taken positions to be more into the OpEx in the domains of sustainable aviation fuel, and it will be the case when alcohol-to-jet fuel is taking off through the Hummingbird technology. Why did we move into the Hummingbird technology? That's exactly to be in the OpEx side of our clients as well.

This acquisition will significantly grow the recurring revenue part of TPS, which pre-acquisition was fairly low.

Guillaume Delaby
Senior Energy Services and Oil Services Analyst, Bernstein

Okay. Merci, Arnaud.

Arnaud Pieton
CEO, Technip Energies

Merci.

Operator

The next question is from Sebastien Erskine of Rothschild & Co Redburn

Sebastian Erskine
Equity Research Associate, Rothschild & Co Redburn

Yeah. Hi, good morning and congratulations on the announcement today. The first one just on the deal synergies that you kind of outlined in the presentation. You mentioned predominantly kind of revenue synergies, and I appreciate it's difficult to quantify that more so than the cost side. Could you attempt to kind of frame that and kind of how long it might take to realize those kind of cross-selling synergies on the new businesses side? And then the second question is kind of more why now, particularly some of the weakness that we're seeing, macroeconomic uncertainty. I appreciate you're growing the recurring revenue side, but we are seeing weakness in a lot of kind of petrochemical end markets, particularly on the growth SAF as well. It remains a challenge market. So perhaps frame the timing as well. Thank you.

Arnaud Pieton
CEO, Technip Energies

Yes, Sebastien. Thank you. I'll start with the second question and then hand over to Benjamin for the first one. Why now? The opportunity is now, and it was important for us to seize the opportunity now. We have also this cash and firepower that is available. It's a combination of being able to and then having and finding the right opportunity. This acquisition, actually, as explained by Behnam in the presentation, comes with, I would say, twofold in a sense, with two types of markets. Both the markets in which AM&C is playing are actually established high-value markets and/or growth markets. AM&C holds a significant share in both markets or both types of markets.

Of course, although the market for building new refineries is not a growth market, AM&C is positioned in the OpEx pool of the hydrocracking submarket, which has a steady medium-term outlook, and it's a long-tail business and a long-tail opportunity directly linked with the demand of diesel and hydrocracking solutions, etc. So really, you might, I mean, from the outset, you may go, "Wow, it doesn't look like a massive growth in this area," except that there is still growth in a steady way, not in a hockey stick way maybe, but in a steady way. And remember that a lot of those products and the consumption of those products are very much a function of the population on the planet.

We see it and we experience it ourselves through our ethylene business with the form of lumpiness, with an ethylene season every two to three years, and I would say a series of investments in a bulky manner, and then AM&C is also positioned in technologies that serve growth markets in SAF and carbon capture in particular. One could argue that SAF is not growing fast enough, but we see strong structural growth and a very clear role for AM&C in hydrocracking and dewaxing related to catalysts across multiple SAF routes, alcohol-to-jet and ESAF as well. There is absolutely growth in the SAF market. We have not announced this year yet a large SAF project that has Technip Energies, but the potential for us to announce a large SAF project this year is still there.

So from the perception to, I would say, what we are experiencing in terms of inquiries in the SAF domain in particular, well, there is growth, and it's accelerating, of course, at a higher rate than the other field of the market in which AM&C is engaged. So SAF in their various forms is part of the future. There is growth, and it is important for us to play in that space. Benjamin on the.

Benjamin Lechuga
Chief Strategy and Sustainability Officer, Technip Energies

Thank you. Thank you, Arnaud. And as Arnaud said, I mean, the market of AM&C are quite long-tail markets, and the transition and the system of the future is not just about electrons, it's also about molecules, and the world needs molecules. And that's exactly what we try to achieve with AM&C. I mean, it's a foundational step for our ambition to become a key player in downstream technology and catalyst space, which are required for process technologies. As Bruno said, I mean, the synergy plan is less a cost plan, but more a commercial cross-selling opportunity and broadening the offering to our clients, and third, developing new technologies.

In terms of timing, which I understand is your question, next year, we're going to invest in the business that would be we anticipate to cover it with the synergies that we derive, but we expect that this work of developing cross-selling, improving our R&D development, and helping AM&C benefit from the scale of Technip Energies, that the full synergies will be achieved between year two and three.

Sebastian Erskine
Equity Research Associate, Rothschild & Co Redburn

Appreciate it. Both, thanks very much for the color. I'll hand it back now. Thank you.

Operator

The next question is from Jean-Luc Romain of CIC Market Solutions.

Jean-Luc Romain
Equity Analyst of European Oil and Oil Services Sector Coordinator, CIC Market Solutions

Good morning. Thanks for taking my question. I was wondering what is the potential for Technip Energies to replicate with Zeolyst joint venture the success you have had with the Cansolv cooperation with Shell?

Arnaud Pieton
CEO, Technip Energies

Good morning, Jean-Luc. I'll just be tough on Nico. All right. So this JV with Shell is actually a JV that is a very long-lasting JV. So the AM&C and Shell Catalyst have a multi-decade long, I can't remember exactly when the JV was created, but 30, 40 years ago, and it has been a source of many commercial successes for both companies, Shell Catalyst and AM&C. So I would say, rather than duplicating what we are doing with Cansolv, I would describe this acquisition and the JV that comes with it, and therefore Technip Energies now becoming the JV partner to Shell as simply a way to strengthen this relationship, this exceptional relationship that we have with Shell Catalyst.

So it's a lot more than a replication because here we are entering into a JV that is proven and has delivered for multi-decades, and we will take advantage of, I would say, the unique relationship that we have with Shell to take the JV to new heights. And we are lucky to enjoy, and of course, a shared vision for the future of the JV. And now the JV, I would say, is equipped with two companies, Shell on one end and Technip Energies on the other end, that have the means to the ambition of the JV. So this JV will continue to grow and develop. So it's adding foundations and very strong foundations to this relationship with Shell.

Jean-Luc Romain
Equity Analyst of European Oil and Oil Services Sector Coordinator, CIC Market Solutions

Thank you.

Operator

The next question is from Mick Pickup of Barclays.

Mick Pickup
Managing Director, Barclays

Hi, good morning, everybody. Please excuse if I'm asking a silly question, but the way I understand it, AM&C provides catalysts to license providers or technology license providers, and you're aiming to become a license provider in these adjacencies. So the question is, what's the competitive landscape like for catalysts? Sorry, I don't know that. And is there a risk that other license providers who may be your competitors then start designing with somebody else's catalysts?

Arnaud Pieton
CEO, Technip Energies

Amy, good morning, so I'll start and hand over to Benjamin. The AM&C competes with really a handful of global catalyst leaders, and we have chosen to make this acquisition because of, I would say, the differentiated nature of the product within AM&C, so there is, I would say, very low probability of those products becoming a commodity soon, and that will be described by Benjamin, but that's really the driver for the investment is that we've invested into a solution and into products, and the zeolites in particular, that are solutions for the future and a lot less solutions of the past.

Benjamin Lechuga
Chief Strategy and Sustainability Officer, Technip Energies

Okay. So yeah, as Arnaud said, I mean, we are shied away from, we have been avoiding commoditized catalyst segments like FCC or emission control. So AM&C is positioned on differentiated markets. Yes, they compete with some global catalyst companies like BASF, UOP, Grace, Albemarle. At the same time, in the name, the AM is advanced materials, so they also supply to those very same competitors important support material for their own catalysts. So while there is competition, there is also existing commercial relationship. So this is a feature, I would say, of the industry where in some markets you compete and in some markets you collaborate. So yeah, names, as I said, UOP, Grace, Albemarle, BASF, we supply to Topsoe, for instance. I mean, you have this dual relationship, and we took care of that during our analysis of the transaction, and we don't fear this potential competitive tension.

Mick Pickup
Managing Director, Barclays

Thank you.

Operator

The next question is from Bertrand Hodee of Kepler Cheuvreux.

Bertrand Hodee
Head of Oil&Gas Research Team, Kepler Cheuvreux

Yes. Hello everyone. Congratulations for the deal. My line may be a bit lumpy. I got some technical issues. But two questions, if I may. You disclosed some numbers, and thank you for AM&C, 25% EBITDA margin. Can we have an idea of the EBIT margin and also on the capital intensity and the business? I mean, so what is the level of CapEx you see on a go-forward basis? And the second question relates to your 2028 ambition for TPS. So you clearly stated that inside the EUR 2.6 billion revenue target, there was built-in some bolt-on acquisition like this one. But in terms of margin, it's highly additive. So how should we think about your 15.5% EBITDA margin by 2028?

Arnaud Pieton
CEO, Technip Energies

Bertrand, do you mind repeating the back end of your last question? Because your line broke and I missed the point.

Bertrand Hodee
Head of Oil&Gas Research Team, Kepler Cheuvreux

The second question or the first part?

Arnaud Pieton
CEO, Technip Energies

Yeah, the one related to 2028 ambition for TPS and therefore the profitability. Yeah.

Bertrand Hodee
Head of Oil&Gas Research Team, Kepler Cheuvreux

Yeah. So the question on revenues, it's a big step, but I guess you probably will not change your €2.6 billion revenue target at this stage because some acquisition will be already embedded in your strategy and your 2028. But I was thinking more about the margin because it's highly accretive to margin, 25% EBITDA margin. So how should we think about the 14.5% EBITDA margin that was your target for TPS for 2028?

Arnaud Pieton
CEO, Technip Energies

Okay. Thank you, Bertrand. I'll start and then hand over to Bruno. I will start with, I would say, a general comment on what Technip Energies is. As you know, we are an asset-light company, and we intend to remain an asset-light company in a sense. And therefore, we have been in the analysis and the selection of the target before moving forward with this acquisition, very careful and mindful of making sure that we are not adding, I would say, extraordinary level of CapEx to the company. So the CapEx, and Bruno will describe it, will marginally increase, but AM&C is a company of 330 people overall with three production assets in three locations of three countries. So we're not acquiring a very large asset base, and so the CapEx will be only marginally affected.

In terms of the 2028 ambition, again, before handing over to Bruno, indeed, no change to this framework provided for 2028 at this stage, and this acquisition certainly only provides more certainty to our shareholders towards 10 being able to deliver in a steady manner the improved margins that we've declared for 2028, so I would say this acquisition is an enabler and certainly something that will reassure, I hope, our shareholders when it comes to our capacity and ability to deliver to our promise. Bruno?

Bruno Vibert
CFO, Technip Energies

Yeah. Thanks, Arnaud. Good morning, Bertrand. For CapEx intensity, as Arnaud has started to present it, what will be the definitive CapEx? It will be the outcome of basically a spin, so carve out from the current Ecovyst financials. It's not the historical CapEx, and EBITDA is not exactly apples to apples. But overall, out of the three assets, what we've seen is well invested with some capacity for growth. When you look back at some of the historical kind of maintenance CapEx, it's actually not very meaningful. That's why Arnaud was saying it doesn't really change the CapEx profile for the group. For both assets, you would say that maintenance CapEx are kind of high single-digit CapEx a year. That would give you an order of magnitude of what would be a bit of a recurring CapEx from this asset base.

So that still gives, on a normalized basis, a good free cash flow conversion and also a nice EBITDA margin when the carve-out and purchase accounting will have been completed from the current Ecovyst account. So that will complement to TPS margin to boost. As we've presented the pro forma 2024, providing more than 100 basis point increment. So of course, that will help and continue to boost the 2028 vision and framework that we've presented. But that will also be a benefit to EBITDA net earnings. That's why, across the P&L, this acquisition will be accretive.

Bertrand Hodee
Head of Oil&Gas Research Team, Kepler Cheuvreux

Thank you very much. May I squeeze a very quick short one? You disclosed $223 million revenues for the acquired company. Can we have a feel of what it was 2022, 2023, meaning just wanted to understand whether it was in growth mode or it was stable?

Arnaud Pieton
CEO, Technip Energies

Yeah. Benjamin will answer that question.

Benjamin Lechuga
Chief Strategy and Sustainability Officer, Technip Energies

So 2022, 2023 has been impacted actually by the COVID follow-up. During 2021, most of the players actually either underused their asset and kept their stock. So in 2021, they reused what they had stocked in 2020. So we had, like in 2022, a bump in revenues because people were restocking. In 2023, there was a bump into renewable diesel. So the past 2022, 2023 were slightly higher than 2024, as in 2024, the activity normalized, and we had some trends, which we factored in our business plan around less use for emission control with EVs going on the road. And now we're entering into a new cycle regarding hydrocracking. But yeah, 2022, 2023 benefited, if I may say, quote unquote, from the disruption of 2020 and 2021.

If I can complement Benjamin from Bertrand, I think H1, we are seeing some growth, so trailing 12 months shows kind of improved figures versus 2024, so I think after kind of the post-COVID impact, I think we're seeing a bit of normalization to the more long-term growth markets, which are kind of, depending on the market, around mid-single digit as a compounded kind of growth rate.

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