Albemarle 10-Q 2026-03-31

Filed 2026-05-06. 8 sections, 235K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________________________________________

FORM 10-Q

_________________________________________________

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For Quarterly Period Ended March 31, 2026

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 1-12658

_________________________________________________

ALBEMARLE CORPORATION

(Exact name of registrant as specified in its charter)

_________________________________________________

Virginia54-1692118
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

4250 Congress Street, Suite 900

Charlotte, North Carolina 28209

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code - (980) 299-5700

_________________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
COMMON STOCK, $.01 Par ValueALBNew York Stock Exchange
DEPOSITARY SHARES, each representing a 1/20th interest in a share of 7.25% Series A Mandatory Convertible Preferred StockALB PR ANew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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 submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting 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 for complying 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, $.01 par value, outstanding as of April 29, 2026: 117,934,651

ALBEMARLE CORPORATION

INDEX – FORM 10-Q

Page Number(s)
PART I.FINANCIAL INFORMATION
Item 1.Financial Statements (Unaudited)
Consolidated Statements of Income - Three Months Ended March 31, 2026 and 20254
Consolidated Statements of Comprehensive Income - Three Months Ended March 31, 2026 and 20255
Consolidated Balance Sheets - March 31, 2026 and December 31, 20256
Consolidated Statements of Changes in Equity - Three Months Ended March 31, 2026 and 20257
Condensed Consolidated Statements of Cash Flows - Three Months Ended March 31, 2026 and 20258
Notes to the Condensed Consolidated Financial Statements9
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations30
Item 3.Quantitative and Qualitative Disclosures About Market Risk44
Item 4.Controls and Procedures45
PART II.OTHER INFORMATION
Item 1.Legal Proceedings45
Item 1A.Risk Factors45
Item 5.Other Information45
Item 6.Exhibits45
SIGNATURES47
EXHIBITS

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited).

ALBEMARLE CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Amounts)

(Unaudited)

Three Months Ended March 31,
20262025
Net sales$1,428,731$1,076,881
Cost of goods sold(a)927,765920,582
Gross profit500,966156,299
Selling, general and administrative expenses137,406123,502
Restructuring charges and asset write-offs25,866(1,063)
Research and development expenses9,17014,099
Loss on sale of business95,018—
Operating profit233,50619,761
Interest and financing expenses(33,121)(48,977)
Other income, net53,81010,250
Income (loss) before income taxes and equity in net income of unconsolidated investments254,195(18,966)
Income tax expense (benefit)21,511(3,978)
Income (loss) before equity in net income of unconsolidated investments232,684(14,988)
Equity in net income of unconsolidated investments (net of tax)96,29364,286
Net income328,97749,298
Net income attributable to noncontrolling interests(9,886)(7,950)
Net income attributable to Albemarle Corporation319,09141,348
Mandatory convertible preferred stock dividends(41,688)(41,688)
Net income (loss) attributable to Albemarle Corporation common shareholders$277,403$(340)
Basic earnings (loss) per share attributable to common shareholders$2.35$(0.00)
Diluted earnings (loss) per share attributable to common shareholders$2.34$(0.00)
Weighted-average common shares outstanding – basic117,854117,603
Weighted-average common shares outstanding – diluted118,607117,603

(a)Included purchases from related unconsolidated affiliates of $128.2 million and $119.8 million for the three-month periods ended March 31, 2026 and 2025, respectively.

See accompanying Notes to the Condensed Consolidated Financial Statements.

ALBEMARLE CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands)

(Unaudited)

Three Months Ended March 31,
20262025
Net income$328,977$49,298
Other comprehensive income (loss), net of tax:
Foreign currency translation and other75,767109,015
Cash flow hedge(107)(107)
Total other comprehensive income, net of tax75,660108,908
Comprehensive income404,637158,206
Comprehensive income attributable to noncontrolling interests(9,851)(7,932)
Comprehensive income attributable to Albemarle Corporation$394,786$150,274

See accompanying Notes to the Condensed Consolidated Financial Statements.

ALBEMARLE CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Per Share Amounts)

(Unaudited)

March 31,December 31,
20262025
Assets
Current assets:
Cash and cash equivalents$1,089,809$1,618,001
Trade accounts receivable, less allowance for credit losses (2026 – $4,580; 2025 – $4,578)522,715593,502
Other accounts receivable136,767105,110
Inventories1,346,9601,179,271
Other current assets162,932140,440
Current assets held for sale—371,815
Total current assets3,259,1834,008,139
Property, plant and equipment, at cost11,822,89911,768,840
Less accumulated depreciation and amortization3,297,8063,156,429
Net property, plant and equipment8,525,0938,612,411
Investments1,022,707900,926
Other assets636,574647,185
Goodwill1,488,4041,499,657
Other intangibles, net of amortization207,617214,233
Noncurrent assets held for sale—491,660
Total assets$15,139,578$16,374,211
Liabilities And Equity
Current liabilities:
Accounts payable to third parties$677,151$779,160
Accounts payable to related parties256

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion should be read together with the consolidated financial statements and related notes included in Albemarle Corporation’s (“Albemarle,” “we,” “us,” “our” or the “Company”) Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and the condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q. The following discussion contains forward-looking statements. For a discussion of limitations inherent in such statements, please see “Forward-Looking Statements.”

Overview

We are a world leader in transforming essential resources into critical ingredients for mobility, energy, connectivity, and health. Our purpose is to enable a more resilient world. We partner to pioneer new ways to move, power, connect, and protect. The end markets we serve include grid storage, automotive, aerospace, conventional energy, electronics, construction, agriculture and food, pharmaceuticals and medical devices. We believe that our world-class resources with reliable and consistent supply, our leading process chemistry, high-impact innovation, customer centricity and focus on people and planet will enable us to maintain a leading position in the industries in which we operate. Additional information regarding our products, markets and financial performance is provided at our website, www.albemarle.com. Our website is not a part of this document nor is it incorporated herein by reference.

Secular trends favorably impacting demand within the end markets that we serve combined with our diverse product portfolio, cost discipline, broad geographic presence and customer-focused solutions will continue to be key drivers of our future earnings. We continue to build upon our existing portfolio and our ongoing mission to provide innovative, yet commercially viable, energy products and services to the marketplace to contribute to our sustainability-based revenue.

In the first quarter of 2026, we completed the sale of our controlling ownership in the Refining Solutions business, as well as the sale of our 50% ownership interest in the Eurecat S.A. joint venture for combined pre-tax cash proceeds of approximately $648 million, net of cash sold, while initially owning a 49% interest in a newly formed refining solutions joint venture and retaining 100% ownership interest in the Performance Catalysts Solutions (“PCS”) business. The proceeds from these divestitures were used to make payments on certain of our senior notes as part of our deleveraging efforts. As part of continual efforts to optimize our cost structure and strengthen our financial flexibility, we have taken proactive actions, including certain restructuring activities and reducing planned capital expenditures. We believe our disciplined cost reduction efforts and ongoing productivity improvements, among other factors, position us well to take advantage of strengthening economic conditions as they occur, while softening the negative impact of challenging global economic environments.

Our net sales for the quarter were $1.4 billion, an increase of 33% year-over-year that was primarily driven by a 25% year-over-year increase in pricing and 7% volume growth. Adjusted EBITDA improved 148% year-over-year, driven by results in both Energy Storage and Specialties. Cash flows from operations during the first three months of 2026 were $346.2 million.

Outlook

The current global business environment presents a diverse set of opportunities and challenges in the markets we serve. In particular, we believe that global demand for lithium battery and energy storage, particularly for electric vehicles (“EV”) and energy storage systems (“ESS”), will continue to grow, providing the opportunity to continue to develop high quality and innovative products while managing the high cost of expanding capacity. This demand for lithium is supported by a favorable backdrop of steadily declining lithium-ion battery costs, increasing battery performance, continuing significant investments in the battery and EV supply chain by cathode and battery producers and automotive OEMs and favorable global public policy toward e-mobility/renewable energy usage. In addition, we expect strong demand in the ESS market driven by competitive economics and desire for energy reliability. ESS technology supports peak-demand, regulates grid frequency and voltage, and provides back-up power as global data center growth and other factors drive increased electricity demand globally. Our outlook is also bolstered by long-term supply agreements with key strategic customers, reflecting our standing as a preferred global lithium partner, highlighted by our scale, access to geographically diverse, low-cost resources and long-term track record of reliability of supply and operating execution. Over the last three years, lithium index pricing dropped significantly from its previous peak. Amidst these dynamics, and despite ongoing price volatility, we believe our long-term business fundamentals are sound and that we are strategically well-positioned as we remain focused on increasing sales volumes, optimizing and improving the value of our portfolio through pricing and product development, managing costs and delivering value to our customers and shareholders.

The other markets we serve continue to present various opportunities for value and growth as we have positioned ourselves to manage the impact on our business of changing global conditions, such as trade policies and tariffs, slow and uneven global growth, currency exchange volatility, crude oil price fluctuation, a dynamic pricing environment and increasingly stringent environmental standards. We continue to believe that improving global standards of living, widespread digitization,

increasing demand for data management capacity and the potential for increasingly stringent fire safety regulations in developing markets are likely to drive continued demand for lithium, fire safety, bromine and lithium specialties products. We believe that our businesses remain well-positioned to capitalize on new business opportunities and long-term trends driving growth within our end markets and to respond quickly to changes in economic conditions in these markets.

As part of continual efforts to optimize our cost structure and strengthen our financial flexibility, we have taken proactive actions, including certain restructuring activities and reducing planned capital expenditures. Although lithium index pricing has begun to rebound from low levels, it remains critical that we ensure an efficient operating model so we can compete and invest at every point of the cycle. To ensure we remain competitive, we will continue considering on an ongoing basis additional measures to support operating efficiencies, financial flexibility and growth.

The Company continues to monitor the current situation in the Middle East, where our business operations have generally continued as normal with some shipping and raw material delays. However, we may experience increased shipping and fuel costs amid rising prices that could negatively impact our results. We will continue to make efforts to protect both the business and the safety of our employees. In addition, at this time, we do not expect a material, direct impact to our financial statements from the tariffs proposed or imposed by the U.S. and internationally to date. The potential direct exposure of the Energy Storage segment to proposed or imposed tariffs is expected to be minimal as most of our China production is sold into China or other Asian countries, and some critical materials are fully or partially exempt from tariffs in their currently proposed form. While there may be an impact to the Specialties business, we do not expect it to be material due to our global footprint and planned mitigation actions.

In July 2025, legislation commonly known as the “One Big Beautiful Bill Act” was signed into law. A

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Item 3. Quantitative and Qualitative Disclosures About Market Risk.

There have been no significant changes in our interest rate risk, foreign currency exchange rate exposure, marketable securities price risk or raw material price risk from the information we provided in our Annual Report on Form 10-K for the year ended December 31, 2025, except as noted below.

We had variable interest rate borrowings of $17.5 million outstanding at March 31, 2026, bearing a weighted average interest rate of 1.82% and representing 1% of our total outstanding debt. A hypothetical 100 basis point increase in the interest rate applicable to these borrowings would change our annualized interest expense by $0.2 million as of March 31, 2026. We may enter into interest rate swaps, collars or similar instruments with the objective of reducing interest rate volatility relating to our borrowing costs.

Our financial instruments, which are subject to foreign currency exchange risk, primarily consist of foreign currency forward contracts with an aggregate notional value of $1.6 billion and with a fair value representing a liability position of $7.9 million at March 31, 2026. Fluctuations in the value of these contracts are generally offset by the value of the underlying exposures being hedged. We conducted a sensitivity analysis on the fair value of our foreign currency hedge portfolio assuming an instantaneous 10% change in select foreign currency exchange rates from their levels as of March 31, 2026, with all other variables held constant. A 10% appreciation of the U.S. Dollar against foreign currencies that we hedge would result in an increase of approximately $56.0 million in the fair value of our foreign currency forward contracts. A 10% depreciation of the U.S. Dollar against these foreign currencies would result in a decrease of approximately $56.1 million in the fair value of our

foreign currency forward contracts. The sensitivity of the fair value of our foreign currency hedge portfolio represents changes in fair values estimated based on market conditions as of March 31, 2026, without reflecting the effects of underlying anticipated transactions. When those anticipated transactions are realized, actual effects of changing foreign currency exchange rates could have a material impact on our earnings and cash flows in future periods.

Item 4. Controls and Procedures.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this report. Based on this evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

No change in our internal control over financial reporting (as such term is defined in Exchange Act Rule 13a-15(f)) occurred during the first quarter ended March 31, 2026 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

We are involved from time to time in legal proceedings of types regarded as common in our business, including administrative or judicial proceedings seeking remediation under environmental laws, such as Superfund, products liability, breach of contract liability and premises liability litigation. Where appropriate, we may establish financial reserves for such proceedings. We also maintain insurance to mitigate certain of such risks. Additional information with respect to this Item 1 is contained in Note 8 to the Notes to the Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors.

While we attempt to identify, manage and mitigate risks and uncertainties associated with our business to the extent practical under the circumstances, some level of risk and uncertainty will always be present. The risk factors set forth in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025 describe some of the risks and uncertainties associated with our business. These risks and uncertainties have the potential to materially affect our results of operations and our financial condition. We do not believe that there have been any material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025.

Item 5. Other Information.

N/A

Item 6. Exhibits.

(a) Exhibits

10.1Third Amendment to Credit Agreement, dated as of March 19, 2026, among Albemarle Corporation and Albemarle Europe SRL, as borrowers, the Lenders party thereto, and Bank of America, N.A., as Administrative Agent for the Lenders [filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (No. 1-12658) filed on March 25, 2026, and incorporated herein by reference].
*31.1Certification of Principal Executive Officer pursuant to Rule 13a-14(a).
*31.2Certification of Principal Financial Officer pursuant to Rule 13a-14(a).
*32.1Certification of Principal Executive Officer pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350.
*32.2Certification of Principal Financial Officer pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350.
*101Interactive Data File (Quarterly Report on Form 10-Q, for the quarterly period ended March 31, 2026, furnished in XBRL (eXtensible Business Reporting Language)).
*104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
*Included with this filing.

Attached as Exhibit 101 to this report are the following documents formatted in XBRL: (i) the Consolidated Statements of Income for the three months ended March 31, 2026 and 2025, (ii) the Consolidated Statements of Comprehensive Income for the three months ended March 31, 2026 and 2025, (iii) the Consolidated Balance Sheets at March 31, 2026 and December 31, 2025, (iv) the Consolidated Statements of Changes in Equity for the three months ended March 31, 2026 and 2025, (v) the Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025 and (vi) the Notes to the Condensed Consolidated Financial Statements.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ALBEMARLE CORPORATION
(Registrant)
Date:May 6, 2026By:/s/ NEAL R. SHEOREY
Neal R. Sheorey
Executive Vice President and Chief Financial Officer
(principal financial officer)