Obligation SOLVAY FINANCIAL S.A. 4.199% ( XS0992293570 ) en EUR

SOLVAY FINANCIAL S.A.

100 % ▼

Belgique

XS0992293570 ( en EUR )

4.199% par an ( paiement annuel )

Perpétuelle

Prospectus brochure de l'obligation Solvay Finance S.A XS0992293570 en EUR 4.199%, échéance Perpétuelle

100 000 EUR

700 000 000 EUR

12/05/2026 ( Dans 199 jours )

Solvay Finance S.A. est la filiale financière du groupe Solvay, gérant les activités de financement, de trésorerie et d'assurance du groupe chimique.

L'Obligation émise par SOLVAY FINANCIAL S.A. ( Belgique ) , en EUR, avec le code ISIN XS0992293570, paye un coupon de 4.199% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le Perpétuelle

Prospectus dated 8 November 2013
SOLVAY FINANCE
(a société anonyme incorporated in France)
Euro 700,000,000 Undated Deeply Subordinated Fixed to Reset Rate Perp-NC5.5 Bonds (the "Perp-NC5.5 Bonds")
Euro 500,000,000 Undated Deeply Subordinated Fixed to Reset Rate Perp-NC10 Bonds (the "Perp-NC10 Bonds")
Irrevocably guaranteed on a subordinated basis by
SOLVAY SA
(a société anonyme incorporated in Belgium)
Issue Price for the Perp-NC5.5 Bonds: 100 per cent.
Issue Price for the Perp-NC10 Bonds: 100 per cent.
This document constitutes a prospectus for the purposes of Article 5.3 of Directive 2003/71/EC as amended by Directive 2010/73/EU (the
"Prospectus Directive") and the Luxembourg law of 10 July 2005, as amended by the Luxembourg law of 3 July 2012 implementing the Prospectus
Directive (the "Luxembourg Law"). This prospectus contains information relating to the issue by Solvay Finance (the "Issuer") of the Perp-NC5.5
Bonds and the Perp-NC10 Bonds (together, the "Bonds") irrevocably guaranteed on a subordinated basis by Solvay SA (the "Guarantor") and must
be read in conjunction with the documents incorporated by reference herein. Together, this prospectus and the information incorporated by reference
herein constitute a prospectus (the "Prospectus") in connection with the issue of the Bonds, prepared for the purposes of Article 5.1 of the Prospectus
Directive and Article 8.1 of the Luxembourg Law.
The Bonds will be issued outside the Republic of France. The Perp-NC5.5 Bonds will bear interest (i) at the fixed rate of 4.199 per cent. per annum
from (and including) 12 November 2013 (the "Issue Date") to (but excluding) 12 May 2019, payable annually in arrear on 12 May in each year and
(ii) thereafter at a rate equal to the mid swap rate for 5-Year Euro Mid Swaps plus the relevant Margin payable annually. The Perp-NC10 Bonds will
bear interest (i) at the fixed rate of 5.425 per cent. per annum from (and including) the Issue Date to (but excluding) 12 November 2023, payable
annually in arrear on 12 November in each year and (ii) thereafter at a rate equal to the mid swap rate for 5-Year Euro Mid Swaps plus the relevant
Margin payable annually.
The Issuer may, at its option, elect not to pay interest in respect of the Bonds, in which case any such interest shall be deferred and constitute
"Outstanding Amounts". Outstanding Amounts will bear interest at the rate of interest then applicable to the Bonds. Outstanding Amounts and
interest accrued thereon shall be payable upon the occurrence of an Outstanding Amount Payment Event (as such term is defined in "Terms and
Conditions of the Perp-NC5.5 Bonds Definitions" and "Terms and Conditions of the Perp-NC10 Bonds Definitions", as applicable) or if the Issuer
so decides.
The principal and interest on the Bonds constitute direct, unconditional, unsecured and deeply subordinated obligations of the Issuer and rank and will
rank pari passu among themselves and pari passu with all other present and future Parity Securities of the Issuer, but shall be subordinated to prêts
participatifs granted to the Issuer, to Ordinary Subordinated Obligations and to Unsubordinated Obligations of, or issued by, the Issuer (as all such
terms are defined in "Terms and Conditions of the Perp-NC5.5 Bonds Definitions" and "Terms and Conditions of the Perp-NC10 Bonds 
Definitions", as applicable).
The Bonds may be redeemed (in whole but not in part) on the First Call Date, on the Second Reset Date and on any Subsequent Reset Date thereafter
(each as such terms are defined in "Terms and Conditions of the Perp-NC5.5 Bonds Definitions" and "Terms and Conditions of the Perp-NC10
Bonds Definitions", as applicable), at the option of the Issuer. The Issuer will also have the right (and in certain circumstances the obligation) to
redeem the Bonds (in whole but not in part) for certain tax reasons, upon the liquidation or insolvency of the Issuer, upon an Accounting Event or
upon a Rating Methodology Event (each as such terms are defined in "Terms and Conditions of the Perp-NC5.5 Bonds Definitions" and "Terms and
Conditions of the Perp-NC10 Bonds Definitions").
Application has been made to the Commission de Surveillance du Secteur Financier in Luxembourg (the "CSSF"), which is the Luxembourg
competent authority for the purpose of the Prospectus Directive and the Luxembourg Law for the approval of this Prospectus as a Prospectus for the
purposes of Article 5.3 of the Prospectus Directive and the Luxembourg Law. The CSSF assumes no responsibility as to the economic and financial
soundness of the transaction contemplated by this Prospectus or the quality or solvency of the Issuer in accordance with Article 7(7) of the Prospectus
Act 2005.
Application has been made to the Luxembourg Stock Exchange for the Bonds to be listed and admitted to trading on the Luxembourg Stock
Exchange's Regulated Market and to be listed on the Official List of the Luxembourg Stock Exchange. The Luxembourg Stock Exchange's Regulated
Market is a regulated market for the purposes of the Market and Financial Instruments Directive 2004/39/EC (the "Regulated Market"). References
in this document to the Luxembourg Stock Exchange (the "Luxembourg Stock Exchange") and all related references shall include the Regulated
Market.
The Bonds will be in bearer form and in the denomination of Euro 100,000 each and integral multiples of Euro 1,000 in excess thereof. The Bonds
will initially be in the form of a temporary global bond (the "Temporary Global Bond"), without interest coupons, which will be deposited on or
around the Issue Date with a common depositary for Euroclear Bank, S.A./N.V. ("Euroclear") and Clearstream Banking, société anonyme
("Clearstream, Luxembourg"). The Temporary Global Bond will be exchangeable, in whole or in part, for interests in a permanent global bond (the
"Permanent Global Bond"), without interest coupons, not earlier than 40 days after the Issue Date upon certification as to non-U.S. beneficial
ownership. Interest payments in respect of the Bonds cannot be collected without such certification of non-U.S. beneficial ownership. The Permanent
Global Bond will be exchangeable in certain limited circumstances in whole, but not in part, for Bonds in definitive form in the denomination of Euro
100,000 each and with interest coupons attached. So long as the Bonds are represented by a Temporary Global Bond or a Permanent Global Bond and
the relevant clearing system(s) so permit, the Bonds will be tradeable only in the minimum authorised denomination of Euro 100,000 and higher
integral multiples of Euro 1,000, notwithstanding that no Definitive Bonds will be issued with a denomination above Euro 199,000. See "Overview of
Provisions Relating to the Bonds in Global Form".
The Bonds are expected to be assigned a rating of Baa3 with negative outlook by Moody's Investors Services Ltd ("Moody's") and a rating of BBB-
by Standard & Poor's Credit Market Services France S.A.S ("S&P"). Each of Moody's and S&P is established in the European Union and registered
under Regulation (EU) No 1060/2009 (as amended). Moody's and S&P are displayed on the latest update of the list of registered credit rating
agencies (as of 3 June 2013) on the ESMA website ( http://www.esma.europa.eu/page/List-registered-and-certified-CRAs). A rating is not a
H
H
recommendation to buy, sell or hold securities and may be subject to suspension, change or withdrawal at any time by the assigning rating agency.

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Sole Structuring Adviser, Sole Global Coordinator and Joint Bookrunner

HSBC

Joint Bookrunners
BNP PARIBAS
Credit Suisse
Goldman Sachs International
HSBC
ING

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This Prospectus has been prepared for the purpose of giving information with regard to the Issuer, the Guarantor and the
Bonds which is necessary to enable investors to make an informed assessment of the assets and liabilities, financial
position and profit and losses of the Issuer and the Guarantor.
This Prospectus is to be read in conjunction with all the documents which are incorporated herein by reference.
The delivery of this Prospectus at any time does not imply that any information contained herein is correct at any time
subsequent to the date hereof.
The Issuer has confirmed to the Managers named under "Subscription and Sale" below (the "Managers") that this
Prospectus and the documents incorporated by reference herein contain all information regarding the Issuer, the
Guarantor and the Bonds which is (in the context of the issue of the Bonds) material; such information is true and
accurate in all material respects and is not misleading in any material respect; any opinions, predictions or intentions
expressed in this Prospectus on the part of the Issuer or the Guarantor are honestly held or made and are not misleading
in any material respect; this Prospectus does not omit to state any material fact necessary to make such information,
opinions, predictions or intentions (in such context) not misleading in any material respect; and all proper enquiries have
been made to ascertain and to verify the foregoing.

Neither the Issuer nor the Guarantor has authorised the making or provision of any representation or information
regarding the Issuer, the Guarantor or the Bonds other than as contained in this Prospectus or as approved for such
purpose by the Issuer or the Guarantor. Any such representation or information should not be relied upon as having
been authorised by the Issuer, the Guarantor or the Managers.

Neither the Managers nor any of their respective affiliates have authorised the whole or any part of this Prospectus and
none of them makes any representation or warranty or accepts any responsibility as to the accuracy or completeness of
the information contained in this Prospectus. Neither the delivery of this Prospectus nor the offering, sale or delivery of
any Bond shall in any circumstances create any implication that there has been no adverse change, or any event
reasonably likely to involve any adverse change, in the condition (financial or otherwise) of the Issuer since the date of
this Prospectus.
This Prospectus does not constitute an offer of Bonds, and may not be used for the purposes of an offer or solicitation by
anyone in any jurisdiction in which such offer or solicitation is not authorised, or to any person to whom it is unlawful
to make such offer or solicitation and no action is being taken to permit an offering of the Bonds or the distribution of
this Prospectus in any jurisdiction where any such action is required except as specified herein.
Neither this Prospectus nor any other information supplied in connection with the offering of the Bonds (a) is intended
to provide the basis of any credit or other evaluation or (b) should be considered as a recommendation by the Issuer, the
Guarantor or any of the Managers that any recipient of this Prospectus or any other information supplied in connection
with the offering of the Bonds should purchase any Bonds. Each investor contemplating purchasing any Bonds should
make its own independent investigation of the financial condition and affairs, and its own appraisal of the
creditworthiness, of the Issuer. Neither this Prospectus nor any other information supplied in connection with the
offering of the Bonds constitutes an offer or invitation by or on behalf of the Issuer or any of the Managers to any
person to subscribe for or to purchase any Bonds.

Neither the delivery of this Prospectus nor the offering, sale or delivery of the Bonds shall in any circumstances imply
that the information contained herein concerning the Issuer is correct at any time subsequent to the date hereof or that
any other information supplied in connection with the offering of the Bonds is correct as of any time subsequent to the
date indicated in the document containing the same. The Managers expressly do not undertake to review the financial
condition or affairs of the Issuer during the life of the Bonds or to advise any investor in the Bonds of any information
coming to their attention.

The contents of this Prospectus are not to be construed as legal, business or tax advice. Each prospective investor should
subscribe for or consult its own advisers as to legal, tax, financial, credit and related aspects of an investment in the
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relevant Bonds. None of the Managers undertakes to review the financial condition or affairs of the Issuer or the
Guarantor during the life of the arrangements contemplated by this Prospectus nor to advise any investor or potential
investor in the Bonds of any information coming to the attention of any of the Managers.

The Bonds may not be a suitable investment for all investors. Each potential investor in the relevant Bonds must
determine the suitability of that investment in light of its own circumstances. In particular, each potential investor
should:

have sufficient knowledge and experience to make a meaningful evaluation of the relevant Bonds, the merits
and risks of investing in the relevant Bonds and the information contained or incorporated by reference in this
Prospectus or any applicable supplement;

have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its particular
financial situation, an investment in the relevant Bonds, how the relevant Bonds will perform under changing
conditions, the resulting effects on the value of the relevant Bonds and the impact the relevant Bonds will have
on its overall investment portfolio;

have sufficient financial resources and liquidity to bear all of the risks of an investment in the relevant Bonds;

understand thoroughly the terms of the relevant Bonds and be familiar with the behaviour of the relevant
financial markets and of any financial variable which might have an impact on the return on the relevant
Bonds; and

be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for economic,
interest rate and other factors that may affect its investment and its ability to bear the applicable risks.

The Bonds are complex financial instruments and such instruments may be purchased by potential investors as a way to
reduce risk or enhance yield with an understood, measured, appropriate addition of risk to their overall portfolios.

The investment activities of certain investors are subject to legal investment laws and regulations, or review or
regulation by certain authorities. Each potential investor should consult its legal advisers to determine whether and to
what extent (1) the Bonds are legal investments for it, (2) the Bonds can be used as collateral for various types of
borrowing and (3) other restrictions apply to its purchase or pledge of any of the Bonds.

In this Prospectus, unless otherwise specified, references to a Member State are references to a Member State of the
European Economic Area, references to EUR or euro or are to the single currency introduced at the start of the third
stage of European Economic and Monetary Union pursuant to the Treaty establishing the European Community, as
amended.

Certain figures included (or incorporated by reference in) in this Prospectus have been subject to rounding adjustments;
accordingly, figures shown for the same category presented in different tables may vary slightly and figures shown as
totals in certain tables may not be an arithmetic aggregation of the figures which precede them.

The distribution of this Prospectus and the offering, sale and delivery of Bonds in certain jurisdictions may be restricted
by law. Persons into whose possession this Prospectus comes are required by the Issuer and the Managers to inform
themselves about and to observe any such restrictions. For a description of certain restrictions on offers, sales and
deliveries of Bonds and on distribution of this Prospectus and other offering material relating to the Bonds, see
"Subscription and Sale".

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The Bonds have not been and will not be registered under the United Securities Act of 1933, as amended (the
"Securities Act") and, subject to certain exceptions, may not be offered or sold within the United States or to, or for the
account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act ("Regulation S")).
A further description of the restrictions on offers and sales of the Bonds in the United States or to, or for the benefit of,
U.S. persons, and in certain other jurisdictions, is set forth below under "Subscription and Sale".
In connection with the issue of the Bonds, HSBC Bank plc (the "Stabilising Manager") (or persons acting on
behalf of the Stabilising Manager) may over allot Bonds or effect transactions with a view to supporting the price
of the Bonds at a level higher than that which might otherwise prevail. However, there is no assurance that the
Stabilising Manager (or persons acting on behalf of the Stabilising Manager) will undertake stabilisation action.
Any stabilisation action may begin on or after the date on which adequate public disclosure of the terms of the
Bonds is made and, if begun, may be ended at any time, but it must end no later than the earlier of 30 days after
the issue date of the Bonds and 60 days after the date of the allotment of the Bonds. Any stabilisation action or
over-allotment shall be conducted in accordance with all applicable laws and rules.
FORWARD-LOOKING STATEMENTS
This Prospectus contains certain statements that are forward-looking including statements with respect to the Issuer's
and the Guarantor's business strategies, expansion and growth of operations, trends in the business, competitive
advantage, and technological and regulatory changes, information on exchange rate risk and generally includes all
statements preceded by, followed by or that include the words "believe", "expect", "project", "anticipate", "seek",
"estimate" or similar expressions. Such forward-looking statements are not guarantees of future performance and
involve risks and uncertainties, and actual results may differ materially from those in the forward-looking statements as
a result of various factors. Potential investors are cautioned not to place undue reliance on forward-looking statements,
which speak only as of the date hereof.

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RESPONSIBILITY STATEMENT
The Issuer and the Guarantor accept responsibility for the information contained in this Prospectus. To the best of the
knowledge and belief of the Issuer and the Guarantor, having taking all reasonable care to ensure that such is the case,
the information contained or incorporated by reference in this Prospectus is in accordance with the facts and does not
omit anything likely to affect the import of such information.
Solvay Finance
25 rue de Clichy
75009 Paris
France

Duly represented by:
Mr Pascal Hubinont, Président du Conseil d'administration and Directeur Général
Solvay SA
Rue de Ransbeek, 310
B-1120 Brussels
Belgium

Duly represented by:
Mr Jean-Pierre Clamadieu, Chief Executive Officer and Chairman of the Executive Committee
and
Mr Karim Hajjar, Chief Financial Officer and Member of the Executive Committee

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TABLE OF CONTENTS
RESPONSIBILITY STATEMENT ...................................................................................................... 6
RISK FACTORS ................................................................................................................................... 8
DOCUMENTS INCORPORATED BY REFERENCE ...................................................................... 28
GENERAL DESCRIPTION ............................................................................................................... 31
TERMS AND CONDITIONS OF THE PERP-NC5.5 BONDS ......................................................... 35
TERMS AND CONDITIONS OF THE PERP-NC10 BONDS .......................................................... 49
OVERVIEW OF PROVISIONS RELATING TO THE BONDS IN GLOBAL FORM .................... 63
SUBORDINATED GUARANTEE ..................................................................................................... 65
REASONS FOR THE OFFER AND USE OF PROCEEDS .............................................................. 73
RECENT EVENTS ............................................................................................................................. 74
DESCRIPTION OF THE ISSUER ..................................................................................................... 75
DESCRIPTION OF THE GUARANTOR .......................................................................................... 77
TAXATION ........................................................................................................................................ 97
SUBSCRIPTION AND SALE .......................................................................................................... 102
GENERAL INFORMATION ........................................................................................................... 104

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RISK FACTORS
The following is a description of risk factors which are material in respect of the Bonds and the financial situation of
the Issuer and the Guarantor and which may affect the Issuer's and/or the Guarantor's ability to fulfil their respective
obligations under the Bonds and/or the Subordinated Guarantee (as defined in the Terms and Conditions of the
Bonds) and which prospective investors should consider carefully before deciding to purchase the Bonds. The
sequence in which the following risk factors are listed is not an indication of their likelihood to occur or of the extent
of their commercial consequences. Prospective investors should read and consider all of the information provided in
this Prospectus or incorporated by reference in this Prospectus and should make their own independent evaluations
of all risk factors and consult with their own professional advisers if they consider it necessary. Terms defined in
"Terms and Conditions of the Perp-NC5.5 Bonds" and "Terms and Conditions of the Perp-NC10 Bonds" below shall
have the same meaning where used below.
Risks relating to the Issuer
As the Issuer is a special purpose vehicle fully dedicated to the issue of securities including, but not limited to, bonds
or similar or other types of debt instruments and carries out no industrial or trade activities, its ability to perform its
obligations under the Bonds depends essentially on the financial support that the Guarantor will provide to the Issuer
as its sole shareholder.
Risks relating to the Guarantor
The following risk factors relate to the Solvay Group ("Solvay") taken as a whole.
Management of Risks
Taking calculated risks while remaining in compliance with laws, regulations and the Code of Conduct is an inherent
aspect of the business and industrial activities of the Solvay Group. The policy on ERM (Enterprise Risk
Management) states that the Group will identify, quantify, assess and manage all potentially significant business risks
and opportunities by applying systematic risk management integrated with strategy, business decisions and operations.
Solvay is also monitoring the effects of climate change as related risks and opportunities may affect the Group's
business objectives. Risk management is seen as an essential management tool and aid in making the decisions needed
to achieve the company's short-, medium- and long-term objectives.
Drawing on the Federation of European Risk Management Associations Risk Management Standard, Solvay has
during 2012 continued its commitment to ensure that a common approach to Risk Management permeates all levels of
the organisation. An ERM department within the Corporate Finance function develops tools, provides advice and
proposes strategies to help entities manage their risks more systematically.
During 2012, the emphasis has been on the integration of Rhodia, defining a common policy, risk-profiling
methodology, risk appetite, property-loss prevention process and internal-control process. Risk governance is
strengthened by a reinforced ERM department and a Group Management Risk Committee.
As in 2011, during the first half of 2013 another full risk-profiling exercise has been undertaken, in which each GBU
and corporate function identifies, quantifies and assesses the risks to its strategic objectives. For risks assessed as
falling outside the defined risk appetite, actions are developed, implemented and monitored. Results are reported both
to the ERM department and, together with the strategy, to the Executive Committee. Results are consolidated and
further assessed to form a Group risk profile that is proposed to the Executive Committee.
The internal-control process is applied to the most important corporate business processes. The methodology has the
following steps: (i) risk analysis along the process by the process owner supported by experts from the ERM
department, (ii) design of controls to reduce risks, (iii) deployment of controls, and (iv) assessment of controls'
effectiveness by Internal Audit. Efficient internal controls also reduce the risk of errors in financial reporting. Please
refer to page 159 of the Annual Report 2012 of Solvay for a detailed description of the internal-control system of the
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Solvay Group.
During 2012, the consolidation of business processes has progressed well, however, separate processes with similar
objectives and under common leadership will continue to coexist for some time.
As part of the integration, all required corporate-level policies have been listed and are being redrafted, benefiting
from an exchange of best practices. In addition to existing policies, new policies are also being developed, for
example a policy on human rights issues. In 2012, the Executive Committee approved 10 out of 50 policies. The
remaining policies will be approved in 2013.
In relation to human rights, Solvay is assessing that its impacts on human rights are mostly related to health and safety
and work-related issues (see 7 below). With its expanding activities in emerging countries, Solvay will continue to
reassess its impact on human-rights matters.
In a context of global economic and political uncertainty, evolving power balances, different growth dynamics,
shortening of market cycles, raw-material and energy volatility and quick technological evolution, to mention just a
few factors, Solvay believes that adequate monitoring and management of risk is critical to ensure the sustainability
and growth of the company. Solvay strives to pursue the deployment of a best-in-class risk management process
across the Group's businesses and functions.
Risk description in 10 categories
Solvay has defined 10 categories of risk:
1. Market and Growth Strategic risk;
2. Supply Chain and Manufacturing risk;
3. Regulatory, Political and Legal risk;
4. Corporate Governance and risk attached to Internal Procedures;
5. Financial risk;
6. Product risk;
7. Risk to people;
8. Environmental risk;
9. Information and IT risk; and
10. Reputational risk.
The purpose of this report is to describe the principal risks associated with each category and to outline the actions
undertaken by the Group to reduce those risks. The order in which these risk categories are listed is not an indication
of their importance or probability. The mitigation efforts described are no guarantee that risks will not materialise but
demonstrates the Group's efforts to manage risk exposures in an entrepreneurial way.
1. Market and Growth Strategic risk
Strategic risk refers to Solvay's exposure to developments in its markets or its competitive environment as well as the
risk of making erroneous strategic decisions. Examples of risks are technological leaps leading to the development of
substitute products or more competitive manufacturing processes, economic downturn, drastic changes in energy and
raw-material prices, the lack of success of a new product, scarcity of key raw materials, reduction of demand in the
Group's main markets as a consequence of either new legislation or competitive actions, events affecting its most
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important customers, new entrants in a market, price war, significant imbalances between supply and demand in its
markets, major social crisis and risks related to climate change.
The diverse businesses within Solvay generate a variety of risks, some of which could potentially affect the Group as
a whole. But diversification contributes to the reduction of the overall risk as the Group's different businesses,
processes, policies and structures offset some risks against each other merely through a balanced portfolio of products.
Prevention and mitigation efforts
The potential impact of adverse events is assessed and managed at Corporate level, and involves in particular:
maintenance of a balanced portfolio of products and geographic spread;
diversification of the customer base in different market segments;
adaptation of operations to the changing macroeconomic and market environment;
selective vertical integration and diversified sourcing to limit potential cumulative effects from raw material
supply risks;
strict financial policy of controlling the net-debt-to-equity ratio; and
investment and innovation strategy.
In 2012, the Group undertook a full portfolio analysis. The market attractiveness analysis included explicitly an
industry risk criterion. The conclusions in terms of the Group strategic vision and intent as well as Solvay businesses'
strategic priorities were presented by the CEO to the Group's various stakeholders.
With the integration of Rhodia the strategic planning process has been updated to include best practices from both
groups. A comprehensive and robust planning process is in place at Operating Segments, at Global Business Units
("GBU") and at Corporate levels. The strategy process starts with a comprehensive review of market growth
dynamics, competitive environment, technology and industrial footprint, innovation and major-projects pipelines, key
risks and strategic options, resulting in a five-year roadmap for each GBU. The results are presented to and reviewed
by the Executive Committee. Roadmaps are then complemented by budget plans and revised as necessary, followed
by a final presentation to Executive Committee for approval. GBUs are authorised to roll out the strategy within their
organisation and to manage allocated resources and processes to deliver the projects and plans.
At Corporate level, the portfolio analysis mentioned above together with the consolidation of the GBU roadmaps
constitutes the basis for the Group strategy, for the allocation of resources across the various operating segments, for
the balancing of risks and for determining financial projections and needs. Main strategic options, larger projects and
geographic expansions are assessed in terms of profitability, sustainability and risk profiles. Lessons of the past and
benchmarks are integrated to mitigate risks. Key findings and proposed action plans are then submitted to the Board
of Directors, which has ultimate responsibility for the Group's strategy including managing the balance of the
portfolio of businesses.
2. Supply Chain and Manufacturing risk
Supply chain and manufacturing risk in production units and transportation refers to risks related to raw material,
suppliers, production, storage units and inbound/outbound transportation. Risks include major equipment failure or
damage, natural disasters, industrial and transportation accidents, strikes and drastic shortages of raw material, utilities
or critical equipment.
The geographic distribution of production units around the world reduces the overall impact of one production unit
being damaged or interrupted. Some specialty products are however only produced in one single plant.
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