IMCD N : Integrated Report 2023

Integrated Report 2023

We formulate with consciousness and execute with care

www.imcdgroup.com

European single electronic reporting format (ESEF) and PDF version

This copy of the Integrated Report is the PDF printed version of the 2023 Integrated Report of IMCD N.V. This version has been prepared for ease of use and does not contain ESEF information as specified in the Regulatory Technical Standards on ESEF (Delegated Regulation (EU) 2019/815) The official ESEF reporting package is available via IMCD's website at www.imcdgroup.com.

Integrated Report 2023

Contents

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

History

Global presence

At a glance	5
1	Foreword by the CEO	7
2	Highlights 2023	8
3	History	12
4	Global presence	14

About IMCD	15
1	Who we are	16
2	How we create value	25

Performance 2023	33
3	Financial Value	34
4	People & Culture Value	48
5	Environment Value	54
6	Product Value	60
7	Ethics & Compliance Value	66
8	Information on the IMCD share	71
9	Outlook 2024	74

Governance & Risk Handling	75
10	Supervisory Board report	76
11	Remuneration report	85
12	Corporate governance	97
13	Risk factors and risk management	107
14	Statement of the Management Board	114
Sustainability Statements	115
EU-Taxonomy/ TCFD	179
Financial Statements	191
Appendices	295

About IMCD

Who we are

How we create value

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Financial Statements

Appendices

Governance

75

Contents3

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

History

Global presence

About IMCD

Who we are

How we create value

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Financial Statements

Appendices

At a glance

1	Foreword by the CEO	7
2	Highlights 2023	8
3	History	12
4	Global presence	14

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

History

Global presence

About IMCD

Who we are

How we create value

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Financial Statements

Appendices

Integrated Report 2023

We formulate with consciousness and execute with care

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

History

Global presence

About IMCD

Who we are

How we create value

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Financial Statements

Appendices

 6

Integrated Report 2023

1 Foreword by the CEO

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

History

Global presence

About IMCD

Who we are

How we create value

Dear shareholders, colleagues, customers, and partners,

We are living through a time of great changes and geopolitical volatility. The ongoing global tensions, the acceleration of the use of IT, the health of our planet and the consequential changes for every business and society are historic and require companies, people and governments to adapt and change accordingly in order to harness exciting new opportunities and remain successful. In this environment of change IMCD continued to be resilient.

Despite the challenging economic market conditions, we realised solid results and a healthy cash flow in 2023. After an exceptionally strong 2022, we recorded revenues of EUR 4.4 billion and operating EBITA of EUR 515 million (a 3% decrease on a constant currency basis). Moreover, we continued to invest strongly into our business to ensure a healthy platform for future growth. Here are some examples of our initiatives:

• Strong investment in new and omnichannel digital solutions to further improve the buying process and customer intimacy.
• Continuous investment in and upgrading of our global integrated ERP and CRM platforms to further optimise internal processes and reporting for our principals.

• Acquisition of 13 companies over the course of the year 2023 and signing of an additional 5 transactions to be closed in 2024, to accelerate the spread and breath of IMCD geographically as well as in specific business areas.
• Training and development of tools to facilitate the collaboration of our people and ensure continuous learning and further improvement.

All of this is based on a solid foundation of long-standing relationships and collaborations as well as the cultural values the company was founded on: entrepreneurship, freedom to act, financial discipline, partnership as well as integrity and trust.

I am committed to continue this way, having taken over as CEO of IMCD from Piet van der Slikke and I would like to thank him for his achievements over the last 29 years, building this strong company together with our CFO Hans Kooijmans and our experienced leadership team. I look forward to continue building further on this foundation.

Having been on the Supervisory Board of IMCD from 2020 until 2023, I could see the digital opportunities for IMCD based on the unique and integrated IT infrastructure that the company built over the last years. And I could experience the depth of know-how of our people in the Business Groups and across the world who can help accelerate and support our customers on their journey to more sustainable solutions and better formulations.

I see digital excellence and sustainable solutions based on a highly skilled and trained workforce, strong business development and constant strive for efficiency as drivers for IMCD to create sustainable value for its key stakeholders (customers, suppliers, employees and investors). We still can improve further in these areas and will do so through a multidimensional strategy that continues to include a focus on organic growth and M&A expansion, while remaining asset-light.

As I look to the year ahead, I am inspired by IMCD's unique culture, which I could experience first-hand in Rotterdam and travelling the IMCD world of suppliers, customers and teams in recent months. And I am excited to lead our company into this new era of growth.

Rotterdam,

29 February 2024

Valerie Diele-Braun

Chief Executive Officer

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Financial Statements

Appendices

1 Foreword by the CEO 7

Integrated Report 2023

2 Highlights 2023

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

Expanding our footprint and knowledge

Facts & Figures

History

Global presence

Expanding our footprint and knowledge

Over the past year, new acquisitions have enhanced our portfolio, diversified our offering and strengthened our overall market leadership.

We have successfully completed the acquisition of 13 valuable additions to the IMCD family in 2023. Within the EMEA region, we acquired ACM (Sweden), O&3 (in the UK), Orange Chemicals (in the UK and Ireland), CPS Oil- Tech (South Africa), and KOI Products Solutions and Tagra Distribution Division (both in Israel). In the Americas, we expanded our capabilities by acquiring MAPRIN (Chile), Allianz (in Colombia) and Sachs Chemical, Inc (Puerto Rico). There are several new additions to our portfolio across Asia, among them Sanrise (in China), Tradeimpex, (in India), Needfill (South Korea). We also acquired the Brylchem Group, including Brylchem and the business of Chemipac in Singapore, as well as the business of CMS Marketing Trading Co in Vietnam.

In addition to the transactions closed in 2023, IMCD signed five agreements. Specifically, in the Americas with Joli Foods (Colombia) and in the Asia region with RBD (China), Valuetree and two lines from CJ Shah & Company (India) and shares of Euro Chemo Pharma as well as its wholly owned subsidiary Biofresh Green (in Malaysia).

Many recently acquired entities have been seamlessly integrated into IMCD's existing organisation.

Celebrating 10 years Americas

On October 10, 2023, IMCD celebrated a milestone as it reached 10 years of delivering formulatory and customer service solutions in the Americas region. Today, IMCD has presence in 14 countries in the Americas and is a gateway for 20 other countries throughout the Caribbean and Latin America where access to speciality chemicals and ingredients is challenging.

To commemorate this milestone, IMCD employees across the region have participated in a virtual 10 kilometer walk/ run/hike. The '10K Challenge' was hosted on a fitness app and was supplemented with local in-person activities developed to encourage employee wellness through friendly competition and to cultivate engagement across the region.

Furthermore, teams in various regions, such as Mexico, the USA, and Canada, actively contributed to their local communities. They dedicated their time through volunteer work, committed employment hours, and organised fundraising initiatives to support local community programs and cancer research.

Recognising IMCD's Excellence Worldwide

IMCD China awarded "Outstanding Foreign Enterprise 2022" by

the People's Government of Xuhui District, Shanghai City. On February 2023, the annual investment conference of Shanghai's Xuhui District took place, highlighting the remarkable accomplishments of enterprises in 2022.

According to the data disclosed during the conference, Xuhui District experienced positive GDP growth in 2022, with significant contributions from foreign investments.

Among the honoured companies, IMCD China received the "Outstanding Contribution Award for Foreign Enterprises in 2022". This accolade serves as a comprehensive acknowledgment of IMCD's achievements and contributions throughout the preceding year.

IMCD three times award winner at the BASF Pharma APAC Partners Conference

The BASF Pharma APAC "Win as One" conference in Bangkok (August 2023) celebrated partner achievements, fostering growth among distributors, BASF global team members, and IMCD colleagues. IMCD Malaysia received the "Best Transition Experience" award for their exemplary management of the transition of the BASF business, underscoring their commitment to a seamless integration and customer satisfaction. Additionally, IMCD Philippines was honoured with the "Marketing Innovation" award

for their outstanding organisation and execution of local seminars as well as their innovative digital marketing initiatives. This accolade highlights their creativity in marketing BASF products and enhancing brand visibility. IMCD India was also recognised with the "Excellence in Business Growth" award, acknowledging their exceptional efforts in driving the growth of the BASF business.

The event emphasised partnership strength, collective efforts, and the potential for new milestones in the pharmaceutical industry through collaboration.

About IMCD

Who we are

How we create value

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Financial Statements

Appendices

2 Highlights 20238

IMCD US is certified as a Great Place to Work®

Just five years ago, IMCD US began operating as a coast-to-coast organisation dedicated to providing top-tier commercial and operational excellence to our partners and customers across our core Business Groups. In 2023, IMCD US employees participated in a company-wide survey, assessing the level of trust and consistency of the employee experience in one of the largest markets for our

France's receipt of the Gold Award marks a significant milestone, their first Gold after securing numerous Silver Awards in previous years. For Germany, the Gold Award adds to over two decades of successful collaboration with Wacker, marked by a history of regular accolades spanning Silver, Gold, and Platinum.

Integrated Report 2023

Türkiye, a long-standing Wacker distributor for 17 years, continues to shine with multiple Distributor of the Year Awards. Both the UK and South Africa have proudly secured the Gold Award, symbolising their exceptional performance and dedication.

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

Expanding our footprint and knowledge

Facts & Figures

History

Global presence

About IMCD

company. The employee survey resulted in IMCD US' first certification as a Great Place to Work®.

IMCD Brazil Beauty and Personal Care secured the 'Best Supplier' award

In August 2023, IMCD Brazil, was acknowledged by COTY, one of the industry's major beauty players, as one of the top three "Best Suppliers" in the chemicals category. This recognition highlights the strong partnership between IMCD Brazil and COTY, that has been flourishing over a decade, solidifying their collaboration.

Six IMCD operations respectively, awarded "Distributor of the

Dedicated to Positive Change: IMCD Cares Initiatives in 2023

IMCD remains unwavering in its commitment to making a positive impact on society through the IMCD Cares programme. Aligned with its Corporate Social Responsibility (CSR) strategy, the company proudly presents the initiatives that reflect its dedication to the well-being and education of the communities it serves.

Who we are

How we create value

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Year 2022" from Wacker

In acknowledgement of the outstanding performance demonstrated by our IMCD teams in 2022, our partner Wacker has conferred the Platinum Awards upon Iberia (Spain & Portugal), Italy, while Germany, France, South Africa, Türkiye and the UK have been granted Gold Awards for "Distributor of the Year 2022".

This acknowledgement underscores their remarkable achievements in results, commercial initiatives, market expansion, technical support, and collaborative efforts. Notably, Iberia has clinched the Platinum award for the fourth consecutive time, reflecting their consistent excellence. Italy celebrates its inaugural recognition with the prestigious "Chemie Platinum Award," acknowledging their significant contributions to our partnership.

STEM4Youth Project (Indonesia):

IMCD Indonesia joined forces with the YCAB Foundation to launch the STEM4Youth program, aimed at tackling the disparities in equal access to education in Indonesia. In partnership with YCAB, IMCD offered essential assistance, including a comprehensive two-year education plan and a four-year university scholarship for the highest-achieving student. To commemorate World Creativity and Innovation Day, IMCD orchestrated a STEM exhibition and competition, inspiring students to apply their STEM skills to address real-world challenges. The project garnered significant acclaim when it received the 2023 Public Relations Program award in the ESG Campaign Category from Mix Marcomm Magazine. This recognition underscores the company's dedication to fostering innovation and education among underprivileged youth in Indonesia.

Futuras Cientistas (Brazil):

Social responsibility is an emerging concern for all of us at IMCD and , since 2022 we work through our IMCD Cares Fund on programmes focusing on social actions. IMCD Brasil established a partnership with the social Futuras Cientistas Program, which purpose is to increase gender equality in science departments.

Through a selective process, eight girls from low- income communities engaged in a unique Scientific Immersion phase, experiencing in-lab learning facilitated by IMCD experts. The culmination of this effort was marked with the introduction of the IMCD Cares Scholarship, providing financial support to three exceptional students in their four-year STEM university journey.

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Financial Statements

Appendices

2 Highlights 20239

Integrated Report 2023

Facts & Figures1

Financial highlights, EUR million unless stated otherwise.

Revenue					Gross profit				Operating EBITA				Free cash flow
(3%)			(2%)			(7%)			28%
0% on a constant				2% on a constant				(3%) on a constant			EUR +120 million
currency basis				currency basis				currency basis				2022: EUR 434.4 million
6,000				4,442.6	1,500				1,122.6	750				514.5	750				554.2
4,000						1,000						500						500
2,000						500						250						250
0						0						0						0
2019	2020	2021	2022	2023	2019	2020	2021	2022	2023	2019	2020	2021	2022	2023	2019	2020	2021	2022	2023
			by region*					by region*					by region*					by region*
24% 44%	EMEA		1,942.6	22% 47%	EMEA		529.7	28%		EMEA		242.0	23% 45%	EMEA		258.9
Americas	1,413.2	Americas	340.4	44%	Americas	155.0	Americas	187.2
32%		Asia-Pacific	1,086.9	30%		Asia-Pacific	252.5	28%		Asia-Pacific	150.6	32%		Asia-Pacific	134.6

< Contents page

At a glance

Foreword by the CEO

Highlights 2023

Expanding our footprint and knowledge

Facts & Figures

History

Global presence

About IMCD

Who we are

How we create value

Performance 2023

Financial Value

People & Culture Value

Environment Value

Product Value

Ethics & Compliance Value

Information on the IMCD share

Outlook 2024

Governance & Risk Handling

Supervisory Board report

Remuneration report

Corporate governance

Risk factors and risk management

Statement of the Management Board

Sustainability Statements

EU-Taxonomy/TCFD

Net resultCash earnings per shareAdjusted leverage ratio

(7%)	(6%)	2.3
EUR 292.2	EUR 6.41	2022: 1.7
2022: EUR 313.0	2022: EUR 6.78

• For the definitions of the APMs see appendix 2

Dividend proposal in EUR cash per share

2.24

2022: 2.37

*exluding Holdings

Financial Statements

Appendices

2 Highlights 202310