Opportunities and Risks

Overall assessment of opportunities and risks

The overall opportunity position and overall risk position facing the Group have not changed as against the previous year. The risks reported in the following do not endanger the company’s continued existence, nor could we identify any risk interdependencies that could combine to endanger the company’s continued existence.

Based on our product portfolio, our know-how and our innovation capability, we are confident that we can use the opportunities resulting from our entrepreneurial activity and successfully master the challenges resulting from the risks stated below.

Opportunities and risks in general and in the company’s business environment

Risks are outlined below that have material effects on the business situation, net assets, financial position, and results of operations of our Group. In this context, risks are deemed material if the potential loss to Covestro is estimated at €60 million or more, or – regardless of their likelihood of occurrence – they have at least a moderate potential indirect financial impact. The likelihood of occurrence of the risks is used in internal control to define focus areas for the Corporate Risk Committee. The risks are more highly aggregated in this report than in our internal documentation. The following chart shows the levels of risk allocated to the individual risks within each category. The order in which the risks are listed does not imply any order of significance.

Business environment

General economic conditions worldwide and, in particular, in the geographic regions in which Covestro operates are a key factor affecting the company’s earnings given that their effect on the industries in which Covestro’s direct and indirect customers operate impacts demand for our company’s products.

Negative economic developments typically have a negative impact on the sales markets for our products, which usually results in decreases in sales volumes and adversely impacts earnings. However, the extent of the impact of economic developments on sales volumes and earnings also depends on capacity utilization rates in the industry, which in turn, depend on the balance between supply and demand for the industry’s products. Decreases in demand lead to lower sales volumes and, ultimately, to reduced capacity utilization, which negatively impacts margins. Conversely, a positive economic environment characterized by growth and upward trends usually leads to improved business success.

Historically, the markets for most of our products have experienced periods of tight supply, causing prices and profit margins to increase. Periods of significant capacity additions, however, resulted in oversupply and declining prices and profit margins. The cycles in demand are often caused by capacity additions of new world-scale production facilities or the expansion of existing production facilities, which are necessary to create or sustain economies of scale in the industry segments, and the decline of industry-wide utilization rates that often follows capacity additions.

An economic downturn, changes in competitors’ behavior or the emergence of new competitors can lead to greater competition and, as a result, overcapacities in the market or increased pressure on prices.

The international nature of Covestro’s business exposes it to substantial changes in economic, political and social conditions, and the resulting statutory requirements of the countries in which Covestro operates. The associated opportunities and risks can have both a positive and negative effect on the company’s business and significantly influence its prospects.

Where it appears strategically advantageous, we supplement our organic growth by acquiring companies or parts of companies. Exploiting potential synergies or economies of scale can positively impact the company’s success. However, failure to successfully integrate a newly acquired business or unexpectedly high integration costs could jeopardize the achievement of qualitative or quantitative targets and adversely impact earnings. To avoid this, both the due diligence and integration processes are supported by teams of experts. Due diligence also includes, for example, reviewing risk-relevant factors such as compliance with applicable environmental regulations and occupational health and safety standards at production sites.

The main conditions for economic success in developing countries are political stability, prosperity and a secure income. Based on the improved economic fundamentals in developing countries, we expect that the rising standard of living will lead to higher sales figures and better business prospects for our products in the medium to long term.

Further opportunities and risks may also arise if actual market developments vary from those we predict in section “Economic Outlook.” Where macroeconomic developments deviate from forecasts, this may either positively or negatively impact our sales and earnings expectations. Continuous analysis of the economic environment and of economic forecasts enables us to utilize the identified opportunities and to mitigate risks by adjusting our business strategy.

Innovation

We continually analyze global trends and develop innovative solutions to address them, thereby mastering the challenges and taking advantage of the opportunities that these trends provide.

One example of the opportunities created by innovation is additive manufacturing, also known as 3D printing. This is a new market with considerable growth potential for our products. Covestro is an established player in the polymer industry segment and has in-depth technological expertise in this area. This makes us well positioned to generate added value for our company through advances in additive manufacturing.

Customers are increasingly choosing sustainable products as a result of a growing environmental awareness and interest in environmental protection. A key focus of Covestro’s strategy is sustainability and efficient production. Our product portfolio offers sustainable solutions for different areas of everyday life. We therefore see an opportunity here to expand our relevant market shares and to grow in this segment.

The finite nature of natural resources and efforts to protect the climate are boosting the demand for innovative products and technologies that reduce resource consumption and lead to lower emissions. This trend is being reinforced by increasingly stringent regulatory requirements and growing consumer awareness for the need to use resources sustainably. Covestro is therefore developing new materials that help to raise energy efficiency and reduce emissions. For example, the polyurethane manufactured by the company is used in the construction industry for thermal insulation, thus improving the positive energy balance, while its polycarbonate is used in the automotive industry to reduce vehicle weight and thus fuel consumption.

Ongoing technological advancements are changing the world we live in and the way we do business. By utilizing cutting-edge digital technologies, we expect to holistically add value across the value chain by optimizing supply chain, leveraging growth, and developing new business models.

Product stewardship

The Covestro Group is exposed to the risk of negative publicity, press speculation, and potential or actual legal proceedings concerning its business, which may harm its reputation. The development of a negative social perception of the chemical industry in general or Covestro’s processes, products, or external communications in particular could also have a negative impact on the company. The incorrect use and handling of our products by third parties can also harm the company’s reputation.

In addition, concerns about product safety and environmental protection could influence public perceptions regarding Covestro’s products and operations, the viability of certain products, its reputation, and the ability to attract and retain employees. Due to the technical expertise required to fully understand the possible impacts of the chemical constituents of our products, the company’s reputation may suffer due to claims that such compounds are of a harmful nature, even if these claims can be disproved by experts. Such statements may lead to changes in consumer preferences or additional government regulations even before any harm is scientifically substantiated and possibly despite scientific evidence to the contrary.

Procurement

Our Supplier Code of Conduct sets forth our sustainability principles and explains what we expect from our partners along the value chain. The Code requires that our suppliers observe environmental regulations as well as occupational health and safety rules, respect human rights and therefore, for example, not employ child labor in any form. Violations of the Code may harm our company’s reputation. Through supplier assessments and audits, we verify whether our partners along the supply chain actually implement and adhere to our Code of Conduct. Covestro’s Supplier Code of Conduct is based on the principles of the United Nations Global Compact and our human rights position.

Covestro requires significant quantities of energy and petrochemical feedstocks for production processes. Procurement prices for energy and raw materials may fluctuate significantly due to market conditions or legislation. Experience from the past has shown that higher production costs cannot always be passed on to our customers through price adjustments. Conversely, lower raw materials prices that do not directly reduce the selling price by the full amount can lead to improved margins.

Important raw materials purchased based on long-term supply agreements and an active supplier management to minimize procurement-related risks such as supply shortages or substantial price fluctuations. In steam and electricity generation, we aim for market-based price indexing, a diversification of fuels and a mix of external procurement and captive production to minimize the risk of fluctuating energy prices.

Production and supply chain

We place great importance not only on product safety but also on protecting our employees and the environment. Risks associated with the production, filling, storage or shipping of products are mitigated through integrated quality, health, environmental protection and safety management. The materialization of such risks may result in personal injury, property and environmental damage, loss of production, business interruptions as well as liability for compensation payments.

Covestro uses large quantities of hazardous substances, generates hazardous wastes and emits wastewater and air pollutants in its production operations. Consequently, its operations are subject to extensive environmental, health and safety (EHS) laws, regulations, rules and ordinances at the international, national and local levels in multiple jurisdictions. The company must dedicate substantial resources to complying with these EHS regulations and the additional voluntary commitments. Costs relating to the implementation of and compliance with EHS requirements are part of Covestro’s operating costs and must therefore be covered by the prices at which the company is able to sell its products. Competitors of Covestro that are not affected by equually strict EHS requirements to the same extent may have lower operating costs and, as a consequence, their products may be priced lower than those of Covestro.

Operations at our sites may be disrupted by natural disasters, fires/explosions, sabotage, or supply shortages for our principal raw materials or intermediates. To the extent possible and economically feasible, we mitigate these risks by distributing production for certain products among multiple sites and by building up safety stocks. Furthermore, an emergency response system has been implemented for all our production sites as a mandatory component of our HSEQ management. It is aimed at protecting employees, neighbors, the environment and production facilities from the risks described. The Group Regulation “Security and Crisis Management” forms the basis for this.

Covestro operates in markets with a relatively balanced supply and demand situation. However, in the event of planned or unplanned closures, interruptions or even the elimination of one of our competitors, Covestro may have the opportunity to take over customers and cover their demand.

Increased ecological awareness creates opportunities for Covestro in two ways. On the one hand, the development of innovative materials for our customers opens up market potential. On the other hand, if we succeed in increasing the energy efficiency of our own production processes, we can mitigate environmental impacts and achieve cost savings at the same time. By developing new production technologies and applying internationally recognized energy management systems, we aim to help meet increasing environmental requirements, further reduce emissions and waste, and increase energy efficiency. In this way, we not only contribute to sustainable climate protection and the conservation of natural resources, but also achieve cost and competitive advantages.

Organic growth through investment may involve risks as it relates to the overall project scope, location, and timing. These risks are addressed through established processes that involve a variety of internal and external stakeholders. A specific risk is posed by the transfer of services formerly provided by Bayer companies to other external partners in order to plan, construct and coordinate capital investment projects. This risk is being addressed through a targeted project focusing on this shift. A robust investment assessment process helps to ensure that we are capitalizing on organic growth opportunities at the right time. These projects are reviewed throughout the project timeline so that any potential changes in the market situation are considered, enabling us to react in a timely manner, if necessary.

Employees

Skilled and dedicated employees are essential for the company’s success. There is keen competition among companies for highly qualified personnel and employees in key positions in particular, especially in countries with full employment. If we are unable to recruit a sufficient number of employees in these countries and retain them within Covestro, this could have significant adverse consequences for the company’s future development.

We are planning appropriate employee recruitment and development measures based on the analysis of future requirements. We aim to convince our target groups of the advantages of working for Covestro through comprehensive human resources marketing, including an employer branding campaign. Our human resources policies are based on the principles enshrined in our human rights position, the Corporate Compliance Policy and our corporate values. Essential elements include competitive compensation containing performance-related components as well as an extensive range of training and development opportunities. In addition, our focus on diversity enables us to tap the full potential of the employment market.

Covestro depends on good relations with its employees, unions and employee representatives to avoid industrial action, implement restructurings and amend existing collective agreements, and to negotiate reasonable and fair wages as well as other key working conditions.

Information technology

Business and production processes as well as the internal and external communications of the Covestro Group are increasingly dependent on global IT systems. A significant technical disruption or failure of IT systems could severely impair our business and production processes. Technical precautions such as data recovery and continuity plans are defined and continuously updated in close cooperation with our internal IT organization.

The confidentiality of internal and external data is of fundamental importance for Covestro. A loss of data confidentiality, integrity or authenticity could lead to manipulation and/or the uncontrolled outflow of data and expertise. We have measures in place to counter these risks, including a sophisticated authorization system.

Furthermore, a Group-wide committee was established to determine the fundamental strategy, architecture and IT safety measures for the Covestro Group. These measures are designed to guarantee optimum protection based on state-of-the-art technology.

Law and compliance

Ethical conduct is a matter of essential importance for society. Many stakeholders evaluate companies according to whether they conduct themselves not just “legally” but also “legitimately.” The Covestro Group is commited to sustainable development in all areas of its commercial activity. Any violations of this voluntary commitment can result in adverse media reporting and thus lead to a negative public perception of the Covestro Group. We counter this risk through responsible corporate management that is geared toward generating not only economic but also ecological and societal benefit.

The Covestro Group is exposed to numerous risks from legal disputes or proceedings to which we are currently a party or that could arise in the future, particularly in the areas of product liability, competition and antitrust law, patent law, tax law and environmental protection.

Investigations of possible legal or regulatory violations, such as potential infringements of antitrust law or the use of certain marketing and/or distribution methods, may result in the imposition of civil or criminal penalties – including substantial monetary fines – and/or other adverse financial consequences, harm Covestro’s reputation and ultimately hamper our commercial success.

Legal proceedings currently considered to involve material risks are described in note 26 under “Legal Risks” in the Notes to the Consolidated Financial Statements.

Financial opportunities and risks

The Covestro Group is exposed to liquidity risks, foreign currency and interest-rate opportunities and risks, credit risks and risks resulting from obligations for pensions and other post-employment benefits. Appropriate processes to manage financial opportunities and risks have been established and documented. One component of this is financial planning, which serves as the basis for establishing liquidity needs and foreign currency risk. Financial planning comprises a planning horizon of 12 months and is regularly updated.

The section below presents the financial risks material to the Covestro Group – independent of their likelihood of occurrence.

Liquidity risk

Liquidity risk is the risk of not being able to meet existing or future payment obligations. The liquidity status of all material Group companies is continuously planned and monitored. Liquidity is secured by cash pooling agreements as well as internal and external financing. A syndicated revolving credit facility offers additional financial flexibility.

Foreign currency opportunities and risks

For the Covestro Group, foreign currency opportunities and risks result from changes in exchange rates and the related changes in value.

Material receivables and payables in liquid currencies from operating and financial activities are fully hedged through forward exchange contracts.

Anticipated foreign currency exposures were not hedged in the reporting year since they did not exceed the limit defined for the Group. These exposures are also hedged using forward exchange contracts if the foreign currency risk increases significantly.

Interest rate opportunities and risks

Interest rate opportunities and risks for the Covestro Group result from changes in capital market interest rates, which could lead to changes in the fair value of fixed-rate financial instruments and in interest payments in the case of floating-rate instruments. To minimize adverse effects, interest rate risk is managed centrally based on an optimized debt maturity structure.

Credit risks

Credit risks arise from the possibility that the value of receivables or other financial assets of the Covestro Group may be impaired because counterparties cannot meet their payment or other performance obligations.

To manage credit risks from receivables, credit managers are appointed who regularly analyze customers’ creditworthiness and set credit limits. The Covestro Group does not conclude master netting agreements with its customers for nonderivative financial instruments. Here, the total value of the financial assets represents the maximum credit risk exposure. In the case of derivatives, positive and negative market values may be netted under certain conditions.

Risk to pension obligations from capital market developments

The Covestro Group has obligations to current and former employees related to pensions and other post-employment benefits. Changes in relevant measurement parameters such as interest rates, mortality rates and salary increase rates may raise the present value of these obligations, resulting in increased costs for pension plans. A proportion of the Covestro Group’s pension obligations is covered by plan assets. Declining or even negative returns on the investment of the plan assets may adversely affect their future fair value. Both these effects may negatively impact the company’s earnings and may necessitate additional payments by the company.

We address the risk of market-related fluctuations in the value of plan assets through balanced strategic investments and by constantly monitoring investment risks with regard to obligations.