Welcome to our dedicated page for Element Solutions SEC filings (Ticker: ESI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Element Solutions Inc filings document the regulatory record of a specialty chemicals technology company with Electronics and Specialties operations. Recent 8-K reports furnish quarterly and annual operating results, GAAP and non-GAAP financial measures, guidance-related exhibits and material-event disclosures tied to capital structure and financing arrangements.
Proxy and annual-meeting filings cover board composition, director elections, executive compensation votes and other stockholder voting matters. The filings also record governance changes, common-stock voting results, material agreements and corporate disclosures relevant to Element Solutions' specialty chemicals businesses and public-company reporting obligations.
Invesco Ltd. reports beneficial ownership of Element Solutions Inc common stock as a parent holding company to its investment advisers. Invesco may be deemed to beneficially own 12,633,130 shares, representing 5.2% of the outstanding common stock.
Invesco has sole voting power over 12,426,643 shares and sole dispositive power over 12,633,130 shares, with no shared voting or dispositive power. The shares are held of record by Invesco’s advisory clients, who have the right to receive dividends and sale proceeds, and no single client has more than 5% economic ownership.
Solstice Advanced Materials Inc. describes a planned acquisition of Element Solutions Inc that is intended to create a critical infrastructure and advanced computing focused advanced materials company. Management highlights an end‑to‑end electronics portfolio spanning semiconductor front end, advanced packaging, PCB, thermal management and next‑generation data center cooling, plus nuclear‑related power solutions.
The combined business is described as having 2025 revenue of $6.8 billion with 26% margins, with expectations of revenue above $7 billion as of 2027 and double‑digit growth. Leaders cite strong early customer feedback from major semiconductor manufacturers, who see opportunities for Solstice and Element to become broader strategic and innovation partners across the electronics value chain.
The communication emphasizes employee opportunities from increased scale, global reach and higher investment in R&D and manufacturing, while also noting that integration workstreams are underway to define the new operating model. Extensive risk disclosures explain that all projected benefits, synergies, non‑GAAP metrics and combined figures are forward‑looking, depend on successful closing and integration of the transaction, and are subject to regulatory approvals, financing, dilution from share issuance, potential rating changes and other uncertainties.
Solstice Advanced Materials Inc. discusses a pending acquisition of Element Solutions Inc. as a key step in building an advanced materials platform focused on high-growth electronics, AI infrastructure, semiconductor and thermal management markets. Management highlights complementary chemistry and formulation capabilities and expects innovation synergies for next-generation solutions.
Solstice reports generating $461 million of operating cash in the first half of 2026, supporting growth investments and shareholder returns. The company has declared a $0.075 per-share quarterly dividend, payable on September 10, 2026 to shareholders of record on August 27, 2026. Leadership targets net debt of less than 3x EBITDA within 18 months after the Element Solutions deal closes, citing strong cash generation and an acquisition financing structure intended to preserve its credit rating profile.
Management expects the Element Solutions transaction to close in the first half of 2027, subject to stockholder and regulatory approvals and other customary conditions. They are developing an integration roadmap and indicate ongoing capital expenditure and R&D investment of roughly $60 million per quarter, while planning to reassess and potentially scale spending post-integration. Extensive cautionary language emphasizes that expected synergies, growth, margins, de-leveraging and other metrics are forward-looking, may differ materially from projections, and are based in part on non-GAAP measures such as combined Adjusted EBITDA and combined Adjusted EBITDA margin.
Solstice Advanced Materials Inc. discusses strong second-quarter performance and its planned acquisition of Element Solutions Inc. Management highlights approximately $1.1 billion in revenue and about $290 million in EBITDA for the quarter, along with a raised full-year outlook for adjusted core profit and net sales, supported by broad-based demand in refrigerants, nuclear and electronics.
Leadership emphasizes that four of seven businesses are growing at double-digit rates and that customer forecasts for leading-edge chip fabrication have increased roughly two- to threefold since the start of the year. To meet this demand, Solstice is doubling capacity at its Spokane facility and is already planning an additional expansion. The company frames the Element Solutions combination as creating one of the most complete end-to-end advanced materials and thermal management portfolios for AI data centers, spanning on-chip thermal interfaces, two-phase direct-to-chip and potential immersion cooling, data center refrigerants and heat-pump technologies, as well as power solutions through its nuclear small modular reactor-related business.
Management notes that macro volatility and sector-wide share-price pressure have not changed customer momentum or its conviction in the deal’s strategic rationale. Extensive forward-looking language underscores execution risks, the need for regulatory and shareholder approvals, integration challenges, financing and leverage considerations, potential dilution from stock issuance, and the illustrative, non-GAAP nature of combined EBITDA and synergy figures.
Solstice Advanced Materials reports strong second-quarter 2026 performance and advances a planned cash-and-stock acquisition of Element Solutions Inc. Net sales were $1,148 million, up from $1,033 million, with net income of $119 million and Adjusted diluted EPS of $0.88. Adjusted EBITDA was $290 million with a 25.3% margin, affected by plant turnaround timing and prior-year production credits. Refrigerants & Applied Solutions delivered $850 million in net sales and a 32.9% Adjusted EBITDA margin, while Electronic & Specialty Materials reached $298 million in net sales and a 21.6% margin.
For the first half of 2026, operating cash flow was $461 million and Free Cash Flow $248 million, with capital expenditures of $186 million. Total debt stood at $2 billion, cash at $750 million, and the net leverage ratio at 1.3x. Management raised full-year 2026 guidance to net sales of $4,125–$4,185 million, Adjusted EBITDA of $1,035–$1,055 million, and Adjusted diluted EPS of $2.75–$2.95, assuming a stable macro environment and about $30 million of negative revenue impact from final Nuclear loan returns. The Element Solutions deal, expected to close in the first half of 2027, is projected to create a combined business with $6.8 billion of 2025 revenue, a 26% Adjusted EBITDA margin and over $180 million of expected run-rate synergies by year three.
Element Solutions Inc reported strong growth for the quarter ended June 30, 2026. Net sales rose to $977.9 million from $625.2 million, up 56%, while net income increased to $77.3 million from $47.5 million. Adjusted EBITDA grew 35% to $183.5 million, though gross margin fell 840 basis points to 34.2% as metals mix and acquisitions weighed on profitability.
For the first six months, net sales were $1,817.9 million versus $1,218.9 million, but net income declined to $133.3 million from $145.5 million. Electronics drove most of the expansion, aided by the $494.3 million Micromax acquisition and the $383.0 million EFC Acquisition, which added significant goodwill and intangible assets.
Cash flow from operations dropped to $33.0 million from $98.6 million, while total debt increased to $2,119.4 million and cash fell to $189.6 million after funding acquisitions with $450 million of add-on term loans. The company also agreed to be acquired by Solstice, with each share to receive 0.5 Solstice share plus $10.00 in cash, subject to approvals and an expected closing in the first half of 2027.
Element Solutions Inc describes record second-quarter 2026 results, with management stating that revenue, adjusted EBITDA and adjusted EPS all reached new highs. Leadership attributes this to operational execution, disciplined capital allocation and progress on initiatives such as the Micromax integration and Kuprion scale-up.
The company highlights a proposed acquisition by Solstice Advanced Materials Inc., describing the combined business as aiming to create a stronger, more differentiated electronics portfolio with potential synergies, higher profitability, cash flow generation and long-term double-digit earnings growth. The communication also explains that Solstice plans to file a Form S-4 registration statement containing a joint proxy statement/prospectus for stockholder votes on the transaction and includes extensive cautions about forward-looking statements and risk factors that could affect actual outcomes.
Element Solutions Inc reported record second-quarter 2026 results. Net sales were $977.9 million, up 56% year over year and 15% organically, led by Electronics at $767.0 million, up 75% with 20% organic growth. Reported net income was $77.3 million and GAAP diluted EPS was $0.32.
Adjusted EPS rose to $0.47 from $0.37, and adjusted EBITDA increased to $183.5 million from $136.0 million, lifting adjusted EBITDA margin to 27.8% from 26.6%. Cash flows from operating activities were about $100 million and free cash flow was $74 million in the quarter.
The company now expects full-year 2026 adjusted EBITDA of $690–$710 million and adjusted EPS growth of approximately 20%, and forecasts about $180 million of adjusted EBITDA in third quarter 2026. Element Solutions also agreed to be acquired by Solstice, with each share to receive 0.5 Solstice share plus $10.00 in cash, subject to approvals and expected to close in the first half of 2027.
Element Solutions Inc reported that Solstice Advanced Materials Inc. issued an investor update presentation about Solstice’s proposed acquisition of Element Solutions. The presentation, furnished as Exhibit 99.1 under Regulation FD, outlines expected benefits, synergies and financial metrics for the combined company, including non‑GAAP measures such as combined Adjusted EBITDA and Adjusted EBITDA margin, which incorporate expected synergies.
The communication emphasizes that the transaction remains subject to stockholder approvals, regulatory clearances and other conditions, and includes extensive risk disclosures and forward‑looking statement cautionary language. Solstice plans to file a Form S-4 registration statement with a joint proxy statement/prospectus, which will provide detailed information for Solstice and Element Solutions stockholders about the proposed all‑stock combination.
Element Solutions Inc reports that Solstice Advanced Materials Inc issued an investor update presentation about Solstice’s proposed acquisition of Element Solutions. The communication is furnished under Regulation FD, with the presentation attached as an exhibit and incorporated by reference.
The text is dominated by a detailed forward-looking statements disclaimer covering expected benefits and timing of the transaction, anticipated synergies, leverage, Adjusted EBITDA, Adjusted EBITDA margin, accretion to Adjusted EPS, and free cash flow for the combined company. It stresses that actual results may differ materially due to numerous factors, including required stockholder and regulatory approvals, financing, integration challenges, potential litigation, retention of personnel, macroeconomic conditions, and the risk the merger agreement could be terminated.
Solstice plans to file a Registration Statement on Form S-4 containing a Joint Proxy Statement/Prospectus for both companies’ stockholders and urges investors to read these materials when available. The communication clarifies it is not an offer to sell or solicit securities and describes extensive use of non-GAAP measures such as combined Adjusted EBITDA and Adjusted EBITDA margin, including a $61 million pro forma EBITDA adjustment tied to prior Micromax and EFC Gases acquisitions; these measures are characterized as illustrative only and not prepared under Regulation S-X pro forma requirements.