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Element Solutions 2026年季度报告

2026-07-28 美股财报 芥末豆
报告封面

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2026 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromto Commission file number: 001-36272 Element Solutions Inc(Exact name of Registrant as specified in its charter) 37-1744899 (I.R.S. Employer Identification No.) 33139(Zip Code) Registrant’s telephone number, including area code:(561) 207-9600_______________ Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ Number of shares of common stock outstanding at July21, 2026: 243,690,914 Forward-Looking Statements This Quarterly Report contains forward-looking statements that can be identified by words such as "expect," "anticipate," "project,""will," "should," "believe," "intend," "plan," "assume," "estimate," "predict," "seek," "continue," "outlook," "may," "might," "aim,""can have," "likely," "potential," "target," "hope," "goal," "priority" or "confident" and variations of such words and similarexpressions. Many of the forward-looking statements include, but are not limited to, statements, beliefs, projections and expectationsregarding the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreementwith Solstice; the inability to complete the Solstice Transaction due to the failure of us and/or Solstice to obtain the relevantstockholder approval for the Solstice Transaction or the failure to satisfy other conditions to completion of the Solstice Transaction,including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the Solstice Transaction;risks related to disruption of management’s attention from our ongoing business operations due to the Solstice Transaction; the effectof the Solstice Transaction on our ability to retain and hire key personnel or maintain relationships with our customers, operatingresults and business generally; the risk that the Solstice Transaction will not be consummated in a timely manner; the failure to realizethe anticipated benefits of the Solstice Transaction, or that such benefits may take longer to realize or be more costly to achieve thanexpected, including as a result of delay in completing the Solstice Transaction; potential litigation relating to the Solstice Transaction;the expected benefits of the Kuprion Acquisition, the MGS Transaction, the EFC Acquisition and the Micromax Acquisition; the taxtreatment and tax implications of the MGS Transaction; EFC's earn-out and probability of achievement of the performance targetsrelated to certain EFC performance-based RSUs; deferred payments related to the Kuprion Acquisition; the war in Ukraine, the Iranconflict and other hostilities in the Middle East as well as actions in response thereto and their impact on market conditions and theglobal economy; increases in tariffs and/or imposition of new tariffs and other changes in trade policy in the U.S. and other countries,and other economic factors that may affect cost structure and demand, including the cost and availability of raw materials and preciousmetals; capital requirements and need for and availability of financing; the impact of government regulations on our ability to conductoperations; the impact of new accounting standards and accounting changes; potential share repurchases; our dividend policy anddividend declarations; our hedging activities; timing and