What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2022-02-24 compared with 2021-02-19 · 157 added, 119 removed, 111 unchanged (71% of the section changed)

Ingevity provides products and technologies that purify, protect, and enhance the world around us.

Through a diverse team of talented and experienced people, we develop, manufacture, and bring to market solutions that are both largely renewably sourced and help customers solve complex problems, while making the world more sustainable.

Through a diverse team of talented and experienced people, we develop, manufacture, and bring to market solutions that are largely renewably sourced and help customers solve complex problems, while making the world more sustainable.

Our products are used in a variety of demanding applications, including automotive components that reduce gasoline vapor emissions, asphalt paving, oil exploration and production, agrochemicals, adhesives, lubricants, publication inks, coatings, elastomers, and bioplastics.

We operate in two reporting segments:

Performance Materials and Performance Chemicals.

Throughout this Annual Report on Form 10-K, except where otherwise stated or indicated by the context, "Ingevity," the "Company," "we," "us," or "our" means Ingevity Corporation and its consolidated subsidiaries and their predecessors.

Our business originated as part of the operations of our former parent company, Westvaco Corporation, in 1964, and we operated as a division of Westvaco Corporation and its corporate successors, including MeadWestvaco Corporation and WestRock Company (“WestRock”) until our separation from WestRock in May 2016 (the “Separation”).

Our common stock began "regular-way" trading on the New York Stock Exchange in May 2016 under the symbol "NGVT." Since the Separation, we acquired substantially all of the assets used in Georgia-Pacific Chemicals LLC’s pine chemical business (the “Pine Chemical Business”) in March 2018 and acquired Perstorp Holding AB’s entire caprolactone business (the “Caprolactone Business”) in February 2019.

For additional information on these acquisitions, see Note 17 to the consolidated financial statements included within Part II.

Item 8 of this Form 10-K.

Our common stock began "regular-way" trading on the New York Stock Exchange in May 2016 under the symbol "NGVT."

Our principal executive offices are located at 4920 O'Hear Avenue, Suite 400, North Charleston, South Carolina 29405.

9 unchanged sentences

Performance Materials Performance Chemicals

Product Lines Automotive Technologies Process Purification Pavement Technologies Oilfield Technologies Industrial Specialties Engineered Polymers

Product Lines Pavement Technologies Industrial Specialties Engineered Polymers

Primary End Uses Gasoline vapor emissions control

Purification of food, water, beverages and chemicals Warm mix asphalt

Purification of food, water, beverages and chemicals

Warm mix asphalt

Pavement preservation

Pavement reconstruction and recycling

Well service additives

Production and downstream applications Adhesives

Agrochemicals

Printing inks

Industrial intermediates Coatings

Industrial intermediates

Oilfield Coatings

Medical devices

2021 Revenue $516.8 million $874.7 million

Governmental Regulations

Our manufacturing operations are subject to regulation by governmental and other regulatory authorities with jurisdiction over our operations.

These regulations include regulations concerning the discharge of materials into the environment, the handling, storage, transportation, disposal, and clean-up of chemicals and waste materials, and otherwise relating to the protection of the environment, as well as other operational regulations, such as the Occupational Safety and Health Act and the Toxic Substances Control Act in the U.S.

and the Registration, Evaluation and Authorization of Chemicals, or REACH, directive in Europe, the UK, and other countries.

It is not possible to quantify with certainty the material effects that compliance with these regulations may have upon the capital expenditures, earnings or competitive position of Ingevity, but we currently anticipate that such compliance will not have a material adverse effect on any of the foregoing.

Environmental and other regulations and related legal proceedings have the potential to involve significant costs and liability for Ingevity.

I ntellectual Property

Intellectual property, including patents, closely guarded trade secrets and highly proprietary manufacturing know-how, as well as other proprietary rights, is a critical part of maintaining our technology leadership and competitive edge.

Our business strategy includes filing patent and trademark applications where appropriate for proprietary developments, as well as protecting our trade secrets.

We actively create, protect, and enforce our intellectual property rights.

We are filing for and being granted patents for product and process developments for our Performance Materials business that we believe are both novel and consistent with trends in the technological development of engines.

Our Evotherm® Warm Mix Asphalt technology is supported by numerous global patents.

Additionally, our caprolactone and related technologies are supported by numerous global patents and trademarks, as well as proprietary manufacturing and technical know-how.

The protection afforded by our patents and trademarks varies based on country, scope, and coverage, as well as the availability of legal remedies.

Although our intellectual property taken as a whole is material to the business, there is no individual patent or trademark the loss of which could have a material adverse effect on the business.

On July 19, 2018, Ingevity filed suit against BASF Corporation (“BASF”) in the United States District Court for the District of Delaware (the “Delaware Proceeding”) alleging BASF infringed Ingevity’s patent covering canister systems used in the control of automotive gasoline vapor emissions (U.S.

RE38,844) (the “844 Patent”).

On February 14, 2019, BASF asserted counterclaims against Ingevity in the Delaware Proceeding, alleging two claims for violations of U.S.

antitrust law (one for exclusive dealing and the other for tying) as well as a claim for tortious interference with an alleged prospective business relationship between BASF and a BASF customer (the “BASF Counterclaims”).

The BASF Counterclaims relate to Ingevity’s enforcement of the 844 Patent and Ingevity’s entry into several supply agreements with customers of its fuel vapor canister honeycombs.

District Court dismissed Ingevity’s patent infringement claims on November 18, 2020, and the case proceeded to trial on the BASF Counterclaims in September 2021.

On September 15, 2021, a jury in the Delaware Proceeding issued a verdict in favor of BASF on the BASF Counterclaims and awarded BASF damages of approximately $28.3 million, which will be trebled under U.S.

antitrust law to approximately $85.0 million when the court enters judgment.

In addition, BASF may seek pre- and post-judgment interest and attorneys’ fees and costs in amounts that they will have to support at a future date.

We disagree with the verdict, including the court’s application of the law, and we intend to seek judgment as a matter of law in the Delaware Proceeding post-trial briefing stage and on appeal, if necessary.

In addition, we intend to challenge the U.S.

District Court’s November 2020 dismissal of our patent infringement claims against BASF.

Ingevity believes in the strength of its intellectual property and the merits of its position and intends to pursue all legal relief available to challenge these outcomes in the Delaware Proceeding.

Final resolution of these matters could take up to eighteen months.

There are a variety of seasonal dynamics, including global climate and weather conditions, that impact our businesses, though none have currently materially affected our financial results, except in the case of the pavement technologies product line, where roughly 70 to 75 percent of revenue is generated between April and September.

From a supply perspective, this seasonality is effectively managed through pre-season inventory build and active inventory management throughout the year.

Our manufacturing processes require a significant amount of energy.

We are dependent on natural gas to fuel the processes in our chemical refineries and activated carbon plants.

Although we believe that we currently have a stable natural

gas supply and infrastructure for our operations, we are subject to volatility in the market price of natural gas.

We enter into certain derivative financial instruments in order to mitigate expected fluctuations in market prices and the volatility to earnings and cash flow resulting from changes to pricing of natural gas purchases.

All of our manufacturing processes also consume a significant amount of electricity.

Each of these facilities are located in regulated service areas that have stable rate structures with reliable electricity supply.

Leveraging Sustainability

Throughout our Performance Chemicals and Performance Materials portfolios, we are a leader in adding value to products made from renewable materials and in derivatizing technologies that impart desirable environmental benefits in their use.

To create a majority of our chemistries, we take crude tall oil from pine trees and hardwood sawdust (both co-products of the lumber, paper and furniture-making industries) and convert them into products that benefit customers, the environment and society.

For the caprolactone-based products in our Performance Chemicals segment – although derived from traditional feedstocks – these solutions enable performance attributes in end-use markets that directly help customers and consumers meet sustainability goals.

The superior durability of Capa-based technologies extends product life and helps make materials fully biodegradable.

Ingevity’s products help customers reduce their ecological impact.

Our asphalt emulsifiers enable pavement recycling that reuses up to 100 percent of existing materials to create longer-lasting roads.

Our automotive activated carbon products improve the air we breathe by recovering 8 million gallons of gasoline daily.

Our lubricant technologies increase tool life and simplify formulations.

And our alternative-fuel vehicle technology enables the use of renewable natural gas as fuel for pickup trucks.

Our business is built on our ability to maximize the value and utility of materials over their lifecycle, and we will continue to enhance this value proposition through future acquisitions and new product development.

Human Capital Management

Our employees are critical to our success, and we strive to provide a safe, rewarding and respectful workplace where our people are provided with opportunities to pursue career paths based on skills, performance and potential.

Ingevity is dependent upon our talented production workers who are key to ensuring safe and successful operations, as well as upon engineering, technical, sales and application specialists, together with experienced industry professionals, who are integral to our success.

Additionally, we rely on senior management in order to establish and execute our business strategies.

Our success depends, in part, on our ability to attract, retain and motivate these key performers.

Our failure to attract and retain individuals making significant contributions could adversely affect our financial condition and results of operations.

We currently employ approximately 1,850 employees, of whom approximately 75 percent are employed in the U.S.

Approximately 19 percent of our employees are represented by domestic (i.e., U.S.) labor unions under various collective bargaining agreements ("CBA").

We engage in negotiations with labor unions for new CBAs from time to time based upon expiration dates of agreements and statutory requirements.

We consider our relationships with all salaried, union hourly and non-hourly employees to be positive and collaborative.

During the second quarter of 2021, at our Crossett, Arkansas Performance Chemicals' manufacturing facility, the International Association of Machinists and Aerospace Workers Union ("IAM") AFL-CIO Local 1362 ratified a three-year CBA, which expires March 1, 2024.

Further, in the second quarter of 2021, at our Covington, Virginia Performance Materials' manufacturing facility, the International Brotherhood of Electrical Workers (“IBEW”) AFL-CIO Local Union 464 ratified a four-year CBA which expires January 15, 2025.

In addition, at our Covington, Virginia Performance Materials' manufacturing facility, the CBA with the Covington Paper Workers Union, Affiliated with The Association of Western Pulp and Paper Workers (“AWPPW”) Local 675 expired on December 1, 2021.

The Company and Covington AWPPW began contract negotiations in November 2021 and the parties continue to operate under the expired CBA while contract renewal discussions continue.

Diversity, Equity & Inclusion

In 2021, we welcomed a new Chief Diversity, Equity and Inclusion Officer (CDEIO).

Establishing the CDEIO role is an important step in our efforts to cultivate diversity, equity and inclusion (DEI), and a unique sense of belonging at the company, all of which enhance our ability to deliver on our mission to purify, protect and enhance the world.

Incubating diverse talent will allow us to harness diverse insights that fuel innovation and create value for customers.

Over the past year, we have ensured our community can live, learn and earn by increasing recruitment of diverse talent through diverse candidate slates, diverse interview teams and gender-neutral job descriptions.

Our new diversity recruiting strategy is focused on ensuring everyone has an equitable experience, diversifying our talent pipeline through DEI programs and enhancing strategic diversity partnerships.

We are partnering with organizations such as the National Society of Black Engineers (NSBE), National Black MBA Association, Society of Women Engineers (SWE), Society of Hispanic Engineers (SHPE), Society of Asian Scientist and Engineers (SASE), Corporate Gray with a focus on military recruiting and historically black colleges and universities to broaden our candidate pool.

A more diverse leadership continues to positively impact our growth and success.

Today, our board of directors is 38 percent women and 13 percent racially and ethnically diverse, and our executive team is 29 percent women-led and 14 percent racially and ethnically diverse.

Our Women’s Network employee resource group (ERG) served as a catalyst for building community, supporting personal and professional development, and strengthening our business impact internally and externally.

We also recently launched two new ERGs in support of our Black and Hispanic employees.

ERGs aim to foster a diverse, inclusive workplace by promoting a positive and inclusive employee experience.

Performance Management

We evaluate employee performance holistically, with a view that looks at the progress against goals and direct contributions of the employee and the level of impact they had on the business.

These include key accomplishments that supported the team, our business, our customers and/or internal customers and behaviors that align with Ingevity's core values.

In 2019, we launched a more modern approach to performance management, called Perform.

This approach encourages collaborative partnerships and ongoing conversations between managers and employees to improve performance, meet goals, drive business results and increase employee engagement.

Performance conversations often occur monthly or more frequently, and quality is monitored through frequent surveys.

Health & Safety

Ingevity has a world-class safety program and a strong safety culture.

Personal, process and public safety is a core value at Ingevity.

We work hard to protect employees, contractors and the communities where we operate from injuries, illnesses and incidents through the design of safe operations, continuous improvement of personal and process safety performance, management systems and programs, a strong culture of compliance, and a commitment to zero harm to people and the environment.

In 2021, we continued our efforts to increase reporting of and response to near miss incidents to prevent more serious injuries before they could occur.

This included efforts to increase the number of near misses reported and an increase in reporting by a broader number of employees.

We also continued to improve safety training, further expanded the use of leading indicators to ensure effective initiatives are proactively implemented, and improved incident investigation quality to ensure contributing factors are appropriately identified and addressed.

Employees were trained on the importance of our Life Saving Rules, put in place to prevent fatalities and serious injuries through leadership videos, monthly interactive training packages, and upgraded procedures, checklists, work permits and audits.

Performance Materials

Our automotive technologies product line engineers, manufactures, and sells hardwood-based, chemically activated carbon products, produced through a highly technical and specialized process primarily for use in gasoline vapor emission control systems in cars, trucks, motorcycles, and boats.

To maximize the productivity of our manufacturing assets, we also produce a number of other activated carbon products for food, water, beverage, and chemical purification applications, which are sold through our process purification product line.

Our automotive activated carbon products primarily take the form of granular, pellets and honeycomb "scrubber", which are primarily utilized in vehicle-based gasoline vapor emission control systems that capture gasoline vapor emissions that would otherwise be released into the atmosphere as volatile organic compounds.

The captured gasoline vapors are largely purged from the activated carbon and directed to the engine where they are used as supplemental power for the vehicle.

In this way, our automotive activated carbon products are part of a system that provides for both environmental control and energy recovery.

We engineer, manufacture, and sell hardwood-based, chemically activated carbon products, which are produced through a highly technical and specialized process primarily for use in gasoline vapor emission control systems in cars, trucks, motorcycles, and boats.

To maximize the productivity of our manufacturing assets, we also produce a number of other activated carbon products for food, water, beverage, and chemical purification applications.

Our automotive activated carbon products primarily take the form of granules, pellets and honeycomb "scrubbers", which are primarily utilized in vehicle-based gasoline vapor emission control systems to capture gasoline vapors that would otherwise be released into the atmosphere as volatile organic compounds.

The captured gasoline vapors are largely purged from the activated carbon and re-directed to the engine where they are used as supplemental power for the vehicle.

In this way, our automotive activated carbon products are part of a system that improves the environment and fuel efficiency.

Performance Materials' net sales for 2021, 2020, and 2019 were $516.8 million, $510.0 million, and $490.6 million, respectively.

the chart below allocates our 2020 Performance Materials' net sales by geography.

The chart below reflects our 2021 Performance Materials' net sales by geography.

Sales are assigned to geographic areas based on the location of the third party to which product was shipped.

We sell our automotive technologies products to over 60 customers around the globe.

In 2020, our ten largest customers accounted for approximately 90 percent of the product line's sales.

We are the trusted source of these products for many of the world’s largest automotive parts manufacturers, including BorgWarner Inc.

(previously Delphi Technologies PLC), A.

Kayser Automotive System GmbH, Korea Fuel-Tech Corporation, MAHLE GmbH, and many other large and small component manufacturers throughout the global automotive supply chain.

Our process purification products are sold to approximately 70 customers globally.

We sell our automotive technologies and process purification products primarily through our own direct sales force in North America, Europe, South America and Asia and also have a smaller, focused network of third-party distributors that have established a strong direct sales and marketing presence in North America and China.

Our automotive technologies competitors include Cabot Corp., Kuraray Co., Ltd., and several Chinese manufacturers.

Ingevity has a decades-long track record of providing activated carbon that achieves life-of-vehicle emission standards.

Given the imperative for automotive manufacturers to produce vehicles for the U.S., Canadian, and Chinese markets capable of meeting life-of-vehicle emission standards, or potentially face expensive recalls and unfavorable publicity, our automotive activated carbon products provide our customers the low-risk choice for this high performance application.

Competitors in our process purification product line include Cabot Corp., Kuraray Co., Ltd., Osaka Gas Chemicals Co., Ltd., and several domestic U.S.

manufacturers and distributors of imported products.

Raw Materials and Production

6 unchanged sentences

The market price of phosphoric acid is affected by the global agriculture market as the majority of global phosphate rock production is used for fertilizer production and only a portion of that production is used to manufacture purified phosphoric acid.

We sell our automotive technologies products to approximately 80 customers around the globe.

In 2021, our ten largest customers accounted for approximately 90 percent of sales.

We are the trusted source of these products for many of the world’s largest automotive parts manufacturers, including BorgWarner Inc.

(previously Delphi Technologies PLC), A.

Kayser Automotive System GmbH, Korea Fuel-Tech Corporation, MAHLE GmbH, and many other large and small component manufacturers throughout the global automotive supply chain.

Our process purification products are sold to approximately 90 customers globally.

Our competitors include Cabot Corp.

(sold to One Equity Partners on Nov.

26, 2021), Kuraray Co., Ltd., and several domestic U.S.

manufacturers and distributors of imported products and Chinese manufacturers.

Ingevity has a decades-long track record of providing activated carbon that achieves life-of-vehicle emission standards.

Given the imperative for automotive manufacturers to produce vehicles for the U.S., Canada, and China markets capable of meeting life-of-vehicle emission standards, or potentially face expensive recalls and unfavorable publicity, our automotive activated carbon products provide our customers the low-risk choice for this high performance application.

Additionally, we are well-positioned to meet increasing emissions standards around the world.

Performance Chemicals

Ingevity’s Performance Chemicals segment is comprised of four product lines:

pavement technologies, oilfield technologies, industrial specialties, and engineered polymers.

Our products are utilized in warm mix paving, pavement preservation, pavement reconstruction and recycling, oil well service additives, oil production and downstream applications, adhesives, agrochemical dispersants, lubricants, printing inks, coatings, resins, elastomers, bioplastics, medical devices, and other diverse industrial uses.

Ingevity’s Performance Chemicals segment is comprised of three product lines:

pavement technologies, industrial specialties, and engineered polymers.

Our products are utilized in warm mix paving, pavement preservation, pavement reconstruction and recycling, adhesives, agrochemical dispersants, lubricants, printing inks, coatings, resins, elastomers, bioplastics, medical devices, oil well service additives, oil production and downstream applications, and other diverse industrial uses.

Our application expertise is often called upon by our customers to provide unique solutions that maximize resource efficiency.

2 unchanged sentences

Performance Chemicals' net sales for 2021, 2020 and 2019 were $874.7 million, $706.1 million, and $802.3 million, respectively.

the chart below allocates our 2020 Performance Chemicals' net sales by geography.

The chart below reflects our 2021 Performance Chemicals' net sales by geography.

Sales are assigned to geographic areas based on the location of the third party to which product was shipped.

Raw Materials and Production

Our Performance Chemicals segment serves customers globally from three manufacturing locations in the U.S.

and one in the UK.

Most of our pavement technologies, and industrial specialties products are derived from crude tall oil (CTO), a co-product of the kraft pulping process, where pine trees are used as the source of the pulp.

We also produce products derived from lignin, which is extracted from black liquor, another co-product of the kraft pulping process.

In 2016, we entered into a long-term supply agreement with WestRock pursuant to which we purchase all of the CTO and CTO equivalent tons of black liquor soap skimming ("BLSS"), the precursor to CTO, from WestRock's kraft mills as of such date, subject to certain exceptions.

In 2018, we entered into a 20-year supply agreement with Georgia-Pacific LLC (“Georgia-Pacific”), pursuant to which we purchase the lesser of 125,000 tons of CTO and the aggregate output of CTO produced and originating at certain of Georgia-Pacific’s paper mills.

These relationships with WestRock and Georgia-Pacific are strategically important to our Performance Chemicals business due to the limited supply of CTO globally, of which we believe a significant portion is already under long-term supply agreements with other consumers of CTO.

Under these agreements, we currently expect to source approximately 60 to 70

percent of our CTO requirements through 2025 based on the maximum operating rates of our three Performance Chemicals' pine chemicals facilities.

The remainder of our CTO needs are sourced through short-term contracts in the open market.

Our engineered polymers' products are caprolactone based, which is derived from cyclohexanone, a benzene derivative, and hydrogen peroxide, both of which are readily available in the market.

We maintain multiple suppliers of cyclohexanone to protect against supply disruptions and to maintain competitive pricing.

Our hydrogen peroxide is currently supplied by Solvay Interox Limited, a co-located supplier at our Warrington, UK facility under a long-term supply agreement.

The other key raw materials used in the Performance Chemicals business are nonylphenol, pentaerythritol, and ethylene amines.

These are sourced where possible through multiple suppliers to protect against supply disruptions and to maintain competitive pricing.

Markets Served

21 unchanged sentences

This allows us to develop products customized to local markets and to consistently deliver cost-effective solutions for our customers.

Oilfield Technologies

Our oilfield technologies product line produces and sells a wide range of innovative specialty chemical products for the global oilfield industry, including well service additives and chemical solutions for production and downstream applications.

Well Service Additives .

Our well service additive products are formulated to increase emulsion stability and aid in fluid loss control for oil-based drilling fluids.

Other additives include rheology modifiers, which are used to improve the viscosity properties of oil-based fluids and are typically used in deep water applications and wetting agents, which provide improved wetting of solids and aid in the efficiency of the drilling process.

This family of products aids in accessing difficult to reach oil and gas reserves, both on and offshore around the globe.

Production and Downstream Applications .

Our production and downstream products serve as corrosion inhibitors or their components.

Crude oil and natural gas production are characterized by variable production rates and unpredictable changes due to the nature of the produced fluids including but not limited to water and salt content.

Our corrosion inhibitors maximize production rates by reducing the downtime for key equipment and pipes due to corrosion.

We sell our oilfield technologies products to approximately 70 customers around the globe using our own sales representatives and third-party distributors.

In 2020, our ten largest customers accounted for 70 percent of the product line's sales.

Our largest customers include Ecolab, Inc., Halliburton Co., Schlumberger Ltd., and Newpark Resources, Inc.

Our primary oilfield technologies competitors include Lamberti S.p.A., Mobile Rosin Oil Company, Inc., and First Source Technologies, Inc.

We compete based on our ability to understand our customers’ applications and deliver solutions that aid in their improvement of the exploration and production of oil and gas for end users.

Our scale and manufacturing flexibility help us deliver the creativity, expedience, and confidence that customers in oilfield technologies require.

Industrial Specialties

Our industrial specialties product line produces and sells chemicals utilized in several industrial applications, including adhesive tackifiers, agrochemical dispersants, lubricant additives, printing ink resins, and industrial intermediates.

We are a global supplier of tackifier resins, which provide superior adhesion to difficult-to-bond materials, to the adhesives industry.

14 unchanged sentences

Our functional chemistries are sold across a diverse range of industrial markets including, among others, paper chemicals, textile dyes, rubber, cleaners, mining, and nutraceuticals.

We supply oilfield well service additives to improve emulsion stability, aid in fluid loss control, for oil-based drilling muds.

Other specialty additives, typically used in deep water applications, include rheology modifiers and wetting agents that improve viscosity properties and aid in the efficiency of the drilling process.

We also supply corrosion inhibitors or their components for oil and gas production and downstream applications.

Our corrosion inhibitors maximize production rates by reducing the downtime for key equipment and pipes due to corrosion.

We sell our industrial specialties products to approximately 660 customers around the globe in over 70 countries through our own direct sales representatives and third-party sales representatives and distributors.

In 2021, our ten largest customers accounted for 35 percent of the product line's sales.

Our largest customers include Ennis-Flint, Inc., H.B.

Fuller Co., Syngenta Crop Protection AG, and Flint Group.

Our competitors, which differ depending on the product, application, and region, include Kraton Corp., Eastman Chemical Co., ExxonMobil Corp., Borregaard ASA, Lawter, Inc., Respol S.A., Firmenich SA, as well as several others.

Our largest customers include PPG Industries, Haliburton, H.B.

Fuller Co., Syngenta Crop Protection AG, Solenis, Ecolab and Flint Group.

Specific to our industrial specialty products, our customers select the product that provides the best balance of performance, consistency, and price.

6 unchanged sentences

In our industrial intermediates business, our tall oil fatty acid ("TOFA") competes against widely available fats and oils derived from tallow, soy, rapeseed, palm, and cotton sources.

In Oilfield, we compete against other tall oil specialty additives used for oil based drilling fluids or corrosion inhibition formulations in the drilling, production and downstream applications of oilfield.

We compete based on our ability to understand

our customers’ applications and deliver solutions that aid in their improvement of the exploration and production of oil and gas for end users.

Our scale and manufacturing flexibility help us deliver the creativity, expedience, and confidence that customers in oilfield technologies require.

E ngineered Polymers

Our engineered polymers product line includes caprolactone and caprolactone based specialty chemicals for use in coatings, resins, elastomers, adhesives, bioplastics, and medical devices.

We supply coating products that are used in automobile refinishing, sports floors, and marine applications.

Our coating products are used in automobile refinishing, sports floors, and marine applications.

Our products enhance product performance by providing abrasion resistance, long durability, high quality finish, and enhanced performance in resin modification.

Our products are often preferred because they provide a combination of traits that allows customers to displace several combinations of other products.

We supply resin products that are used in acrylic resins, polyurethane, and inks.

Our resin products are used in acrylic resins, polyurethane, and inks.

Our products enhance product performance due to their protective properties, all weather performance and reduction or elimination of the need for solvents in formulations.

Our products tend to be preferred where superior or particular performance levels are required.

We supply products that are used in wheel seals, mining screens, and polyurethane films.

Our products are used in wheels, seals, mining screens, and polyurethane films.

Our products enhance product performance due to their resistance to wear and tear, ability to maintain form and function under pressure and temperature and excellent UV resistance.

Our products are often used in highly demanding applications where competing products do not reach required performance levels.

We supply products that are used in hot-melts, fabric lamination, and miscellaneous footwear components.

Our products are used in hot-melts, fabric lamination, and miscellaneous footwear components.

Our products enhance product performance through their durability and substrate compatibility.

Our products are often preferred because they are found to be easier to process and apply compared to competitive offerings.

We supply products that are used in films, paper coatings, disposable cups, utensils, and packaging.

Our products are used in films, paper coatings, disposable cups, utensils, and packaging.

Our products enhance product performance due to the combination of their biodegradability, improved mechanical properties, and wide processability when used in combination with other bioplastic solutions.

1 unchanged sentence

Medical Devices .

We also supply products that are used in medical devices.

Our products are used in medical devices.

Our products enhance end product performance due to their low melting point and ability to be thermoformed.

1 unchanged sentence

We sell our engineered polymers chemicals to over 370 customers around the globe through our own direct sales representatives and third-party sales representatives and distributors.

In 2020, our ten largest customers accounted for 40 percent of the product line's sales.

In 2021, our ten largest customers accounted for approximately 40 percent of the product line's sales.

Our largest customers include polyurethane, adhesive, coatings, and bioplastics manufacturers.

3 unchanged sentences

We also compete by strengthening our technology-focused relationships with our customers.

Raw Materials and Production

Our Performance Chemicals segment serves customers globally from three manufacturing locations in the U.S.

and one in the UK.

Most of our pavement technologies, oilfield technologies, and industrial specialties products are derived from CTO, a co-product of the kraft pulping process, where pine is used as the source of the pulp.

We also produce products derived from lignin, which is extracted from black liquor, another co-product of the kraft pulping process.

Under these agreements, we currently expect to source approximately 60 to 70 percent of our CTO requirements through 2025 based on the maximum operating rates of our three Performance Chemicals' pine chemicals facilities.

The remainder of our CTO needs are sourced through short-term contracts in the open market.

We believe the supply from Georgia-Pacific, WestRock, and our other contracted sources of CTO will allow us to serve expected customer demand through 2021.

Our engineered polymers' products are caprolactone based, which is derived from cyclohexanone, a benzene derivative, and hydrogen peroxide, both of which are readily available in the market.

We maintain multiple suppliers of

cyclohexanone to protect against supply disruptions and to maintain competitive pricing.

Our hydrogen peroxide is currently supplied by Solvay Interox Limited, a co-located supplier at our Warrington, UK facility under a long-term supply agreement.

The other key raw materials used in the Performance Chemicals business are nonylphenol, pentaerythritol, and ethylene amines.

These are sourced where possible through multiple suppliers to protect against supply disruptions and to maintain competitive pricing.

Our manufacturing processes require a significant amount of energy.

We are dependent on natural gas to fuel the processes in our chemical refineries and activated carbon plants.

Although we believe that we currently have a stable natural gas supply and infrastructure for our operations, we are subject to volatility in the market price of natural gas.

All of our manufacturing processes also consume a significant amount of electricity.

Each of these facilities are located in regulated service areas that have stable rate structures with reliable electricity supply.

Governmental Regulations

Our manufacturing operations are subject to regulation by governmental and other regulatory authorities with jurisdiction over our operations.

and the Registration, Evaluation and Authorization of Chemicals, or REACH, directive in Europe, the UK, and other countries.

Environmental and other regulations and related legal proceedings have the potential to involve significant costs and liability for Ingevity.

I ntellectual Property

Our business strategy includes filing patent and trademark applications where appropriate for proprietary developments, as well as protecting our trade secrets.

We actively create, protect, and enforce our intellectual property rights.

Our Evotherm Warm Mix Asphalt technology is supported by numerous global patents.

Additionally, our Caprolactone Business and related technologies are supported by numerous global patents and trademarks, as well as proprietary manufacturing and technical know-how.

The protection afforded by our patents and trademarks varies based on country, scope, and coverage, as well as the availability of legal remedies.

Although our intellectual property taken as a whole is material to the business, there is no individual patent or trademark the loss of which could have a material adverse effect on the business.

In November 2020, we received an adverse decision finding some, but not all, of the claims in our “canister bleed emissions” patent invalid in our infringement action against BASF Corp in the U.S.

District Court for the District of Delaware.

We intend to challenge the decision, however in the meantime we anticipate the decision having limited impact on our commercial operations or financial results through the patent's expiration in March 2022.

There are a variety of seasonal dynamics, including global climate and weather conditions, that impact our businesses, though none materially affect financial results, except in the case of the pavement technologies product line, where roughly 70 to 75 percent of revenue is generated between April and September.

From a supply perspective, this seasonality is effectively managed through pre-season inventory build and active inventory management throughout the year.

Human Capital Management

Our employees are critical to our success and we strive to provide a safe, rewarding and respectful workplace where our people are provided with opportunities to pursue career paths based on skills, performance and potential.

dependent upon our talented production workers who are key to ensuring safe and successful operations, as well as upon engineering, technical, sales and application specialists, together with experienced industry professionals, who are integral to our success.

Additionally, we rely on senior management in order to establish and execute our business strategies.

Our success depends, in part, on our ability to attract, retain and motivate these key performers.

Our failure to attract and retain those making significant contributions could adversely affect our financial condition and results of operations.

We currently employ approximately 1,750 employees, of whom approximately 76 percent are employed in the U.S.

Approximately 20 percent of our employees are represented by domestic (i.e.

U.S.) labor unions under various collective bargaining agreements ("CBA").

We engage in negotiations with labor unions for new CBAs from time to time based upon expiration dates of agreements and statutory requirements.

We consider our relationships with all salaried, union hourly and non-hourly employees to be positive and collaborative.

During the first quarter of 2020, at our Wickliffe, Kentucky Performance Materials' manufacturing facility, the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, AFL-CIO-CLC ratified a three-year collective bargaining agreement ("CBA"), which expires February 1, 2023.

Additionally, at our Crossett, Arkansas Performance Chemicals' manufacturing facility, the International Association of Machinists and Aerospace Workers Union ("IAM") agreed to extend the existing CBA by one year until January 15, 2021, in exchange for economic considerations.

The Company and IAM resumed negotiations in Crossett in the first quarter of 2021, and the parties continue to operate under the expired CBA.

In addition, at our Covington, Virginia Performance Materials' manufacturing facility, the CBA with Covington Local Union 464 of the International Brotherhood of Electrical Workers ("IBEW") agreement expired on January 15, 2021 and the CBA with Covington Local 675 affiliated with The Association of Western Pulp and Paper Workers ("AWPPW") will expire on December 1, 2021.

The Company and Covington IBEW began negotiations in the first quarter of 2021, and the parties continue to operate under the expired CBA.

Negotiations with the Covington AWPPW will begin in the fourth quarter of 2021.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business