Locations / Sites

Group Management Report

All amounts in the management report are not considering the reclassification of the discontinued operation and related balances held for sale.

Safety Performance

In 2022, Borealis reported a Total Recordable Injury Rate (TRIR) per million working hours of 2.9. This is a deterioration compared to the TRIR rate of 2.3 in 2021. The ratio reflects 60 incidents in which individuals were injured as well as one fatal accident involving a contractor in Grandpuits, France. Borealis expresses its deepest regret for this tragic fatality and all other incidents.

In line with its “Goal Zero” aim to eliminate all accidents and incidents, Borealis has developed and implemented new measures to enhance safety performance, including the new “B-safe” programme, whose pilot was launched in December in Belgium. B-safe will be successively rolled out across the Borealis Group by mid-2024. All Borealis employees and Executive Board members will receive one to three-day training sessions. Programme focus is on pro-active intervention to prevent safety incidents, risk identification measures, learning from past incidents, and promoting a generally heightened awareness of the importance of looking out for others on the job.

Ethical Labour Practices

The absolute top priority for the Borealis Group is to ensure the safety of all people working at and for Borealis. The Executive Board welcomes all efforts undertaken by Borealis senior management to implement further measures to achieve the ultimate “Goal Zero” of no accidents or incidents whatsoever, and to ensure that all people working for Borealis and its subcontractors can do so safely, and while heeding the highest ethical standards.

Ukraine and Geopolitical Conflict

The Borealis Executive Board and senior management have taken concrete measures in response to the war in Ukraine and the current geopolitical situation. Borealis has no production operations in either Russia or Ukraine, and employs only a limited number of persons in Russia. The Group’s key priority is to ensure the safety of our people while doing the utmost to maintain business continuity. In light of international sanctions and other applicable laws, Borealis has reassessed its business transactions with Russia and has stopped sales to Russia and Belarus.

Operations at Borealis production sites around the world have not been interrupted, yet contingency plans are in place should supply disruptions occur. Measures are being implemented on a continual basis to ensure stable material procurement for all Borealis production sites. We remain in close, direct contact with our suppliers and customers, and update them regularly on pertinent developments.

Business Overview

Pronounced volatility has characterised the Brent crude market in 2022. Prices increased sharply as a result of the war in Ukraine, from 75 USD/bbl in December 2021 to a June 2022 peak of 118 USD/bbl. As fears of an economic downturn multiplied, prices eased to 81 USD/bbl by December. Overall, the average 2022 Brent Crude oil price of 99 USD/bbl exceeded the 2021 average of 71 USD/bbl.

From the beginning of 2022, naphtha prices developed in a similar vein as the price of oil, increasing steadily from 698 USD/t in December 2021 to a peak of 996 USD/t in March 2022. Increased naphtha availability in Europe caused by lighter refinery feedstock, and lower demand from China, put downward pressure on the price, which stood at 559 USD/t at year’s end. Ethylene and propylene contract prices were also impacted by the naphtha price development. Ethylene started the year at 1,273 EUR/t and, supported by healthy demand in the spring turnaround season, peaked in April at 1,665 EUR/t. Due to limited demand, particularly in July, prices declined, ending the year at 1,270 EUR/t. The price of propylene rose from 1,288 EUR/t in January to 1,675 EUR/t in April, closing out the year at 1,170 EUR/t.

Following the historic high levels reached in 2021, polyolefin margins slowly normalised in the first half of 2022, supported by a busy spring turnaround season, particularly in the second quarter. As of the third quarter, margins deteriorated due to plummeting demand resulting from the global GDP slowdown, and inflationary pressure on customers. In the meantime, the robust recovery of the international container freight market, which in December 2022 had approached pre-COVID levels, allowed imports to surge. Towards the end of the year, polyolefin margins recovered slightly thanks to low operating rates. In a similar way as in 2009, unplanned outages and high US ethane prices limited any increase of imports to Europe, and margins remained lower than at the start of the year.

Strategy

In June, Borealis announced the launch of the Borealis Strategy 2030, a strategic evolution with sustainability at its core. Its two main pillars – geographic expansion and company transformation – build on the strong Borealis foundation of dedication to safety first, our people, innovation and technology, and performance excellence. The strategy sets forth ambitious new targets for both decarbonization and the volume growth of circular economy products and solutions in the Borealis Polyolefins and Hydrocarbons businesses. Underlining the customer-centric approach to accelerating the transformation to a circular economy is a newly evolved purpose, “Re-inventing Essentials for Sustainable Living”.

Joint Ventures and Global Growth

Geographic expansion is a key pillar of the Borealis Strategy 2030. Borealis is committed to achieving sustainable growth by way of joint ventures, mergers and acquisitions, and through the execution of major new construction projects on several continents. Closer geographic proximity to growth markets, and in particular the Middle East, Asia and North America, will enable Borealis to supply ever larger volumes of advanced and sustainable base chemicals and polyolefins to its global customers.

In June, Borouge, the strategic joint venture founded by Borealis and Abu Dhabi National Oil Company (ADNOC) in 1998, became the largest-ever IPO in Abu Dhabi when it was listed on the Abu Dhabi Securities Exchange (ADX). The IPO offered 10% of Borouge’s total issued share capital and raised over USD 2.0 billion in gross proceeds. It drew USD 83 billion in orders and was oversubscribed by nearly 42 times in aggregate.

Borouge continued to drive growth in 2022. February saw the ground-breaking ceremony for Borouge 4, the new USD 6.2 billion facility under construction at the Borouge complex in Ruwais (UAE). Once operational, Borouge 4 will help meet growing demand for polymers in the Middle East and Asia, and will also supply feedstock to the adjacent TA’ZIZ Industrial Chemicals Zone. The successful start-up of PP5, the fifth Borouge polypropylene (PP) unit, also took place in February, boosting total Borouge PP capacity by more than 25%. The new PP5 unit is leveraging the proprietary Borstar® technology to deliver greater quantities of polymer-based material solutions for a wide range of industries, from packaging and consumer goods, to pipe and infrastructure.

The largest Borealis growth project underway in North America is the Baystar™ joint venture with TotalEnergies in Port Arthur, Texas. A new ethane-based steam cracker was started up in July 2022. With an annual production capacity of one million tonnes of ethylene, the cracker supplies feedstock to Baystar’s existing polyethylene (PE) units. In the future, it will also supply ethylene to the new, 625,000 metric-tonne-per-year Borstar PE unit once construction and ramping up have been completed. Baystar is a crucial growth anchor as it enables Borealis to bring Borstar to North America for the first time.

Progress was made in the first half of 2022 at the new world-scale propane dehydrogenation plant (PDH) in Kallo (Belgium). However, construction was stopped after misconduct on the part of the site’s contractor, IREM, was uncovered. Borealis suspended, then terminated all contracts with IREM and its subcontractors due to non-compliance with fundamental contractual principles. Work resumed in October following a re-tendering process. Borealis has zero tolerance for non-compliance in all aspects of its operations and has since implemented more extensive controls and monitoring measures to ensure full future compliance.

Borealis NITRO Divestment

The divestment process of the Borealis nitrogen business unit encountered delays as of the first quarter of 2022. A binding offer received from EuroChem in February was declined in March after assessing the consequences of the war in Ukraine and related sanctions. In June, Borealis received a binding offer from Czech-based AGROFERT that valued the business on an enterprise value basis at EUR 810 million. Pending regulatory approval, closing is anticipated for the first quarter of 2023. The Executive Board is confident that AGROFERT, a leading European player on the fertilizer market, is committed to maintaining supply security and the long-term development of production facilities.

Rosier Divestment

On 16 June 2022, Borealis converted into equity of Rosier S.A. a total of EUR 55 million, consisting of EUR 50 million intercompany loans, and EUR 5 million receivables, thus increasing its shareholding from 77.47% to 98.09%. As announced in September 2022, Borealis and YILDRIM Group’s YILFERT Holding signed an agreement for the acquisition of Borealis’ shares at a valuation of EUR 35 million. On 2 January 2023, Borealis completed the divestment of its shares in Rosier S.A., shedding the 98.09% of the shares it previously owned, and no longer owns any shares in Rosier S.A.

Circular Economy

With sustainability at its core, the Borealis Strategy 2030 is a natural evolution of the Group’s circular economy journey, which began in 2014 with the pioneering launch of the Daplen™ portfolio of PP compound solutions containing post-consumer recycled (PCR) plastics for use in the automotive industry. By 2022, Borealis was continuing to lead the way towards circularity by increasing the share of circular products (such as recycled and renewable-based polymers, and renewable hydrocarbons) in its overall production output. Borealis aims to boost its current annual production capacity of 100,000 tonnes to 600,0001) tonnes by 2025, and to 1.82) million tonnes by 2030. The transition from conventional fossil fuel-based feedstocks to more renewably-based ones is thus well under way.

The Borealis commitment to leading the industry in this transition is represented by its EverMinds™ platform, which joins value chain partners and other stakeholders in accelerating circularity, in part by facilitating value chain co-operation. An ever-increasing number of products and applications are being designed from the ground up to be eco-efficient. Design for recycling and reuse help save precious resources while minimising material waste.

Borealis has further stepped up activity in the area of mechanical recycling. As announced in October, planning has started for the construction of a novel and advanced recycling plant on a commercial scale in Schwechat, Austria, to augment the three existing polyolefin recycling operations currently operated by Borealis in Europe. The plant will be based on the proprietary Borcycle™ M technology, which transforms polyolefins-based post-consumer waste into high-performance polymers. Once operational in 2025, the new plant will have an annual production capacity in excess of 60 kilotonnes. These large volumes will ensure the ample supply of high-quality recyclate to fulfil growing demand for circular products and solutions.

In May, Borealis and its partner Reclay Group announced the formation of a new entity, Recelerate. The shared aim is to close the loop on plastics circularity by rethinking the way that plastics are collected, sorted and processed in order to significantly increase the amount of light packaging waste that is actually recycled.

As a valuable supplement to mechanical recycling, chemical recycling valorises residual waste streams which would otherwise be landfilled or incinerated. The chemical recycling process yields circular feedstock with the same high quality as fossil fuel-based feedstock. This makes it ideal for use in high-end applications with stringent quality and safety standards, such as in food packaging and healthcare. As of 2021, Borealis has procured pyrolysis oil for the chemical recycling process from Belgium-based Renasci with which it manufactures Borcycle C circular polyolefins and base chemicals at several of its own production locations. Since then, Borealis has increased the stake it holds in Renasci step by step: from 10% in 2021, to just over 27% in November 2022, and as of January 2023, to a current majority shareholding position of 50.01%. This further bolsters both the partnership and the Borcycle C portfolio. At the Stenungsund, Sweden production facility, results of a feasibility study for the construction of a new chemical recycling unit are expected in early 2023. Taken together, these activities complement existing collaboration with OMV in which the patented ReOil® technology is used in chemical recycling processes.

In June, Borealis launched the Borvida™ portfolio of circular based chemicals: Borvida B is produced using non-food waste biomass, while Borvida C is made of chemicallyrecycled waste. The traceability of these ISCC Plus-certified products – which include ethylene, propylene, butene and phenol – is ensured thanks to the mass balance method of documenting and tracking renewable-based content across complex manufacturing systems. The Borvida portfolio will be extended in due course with the Borvida A range sourced from atmospheric carbon capture.

1) 2) Global capacities including joint ventures (Borouge)

Innovation and New Technologies

Borealis is investing in R&D and new technologies in order to accelerate Value Creation through Innovation, particularly in the circular sphere. The K 2022 trade fair held in Germany in October was the ideal stage for showcasing the many new products and material solutions generated through innovation and collaboration.

Centre stage was taken by the Borstar® Nextension Technology, a step change for performance-based polyolefins. The unique combination of Borstar technology and single-site Borstar Nextension catalysts improves PP properties and produces a wider range of tailored polyolefins. Borstar Nextension facilitates easier recycling because its use in multilayer applications allows for the replacement of multiple different materials with only one material; it thus encourages design for recycling by enabling monomaterial solutions. The single-site catalysts for this breakthrough technology are manufactured at a newly-built Borealis plant in Porvoo, Finland. Two BorPure™ and a nonwoven grade based on Borstar Nextension technology were also launched in October, each offering superior performance combined with circularity and material efficiency.

Grades from The Bornewables™ portfolio of premium circular polyolefins based on renewably-sourced feedstock are being used to develop an increasing number of novel applications, many of which are generated through valuechain collaboration. To name just a few of the products made using grades from the Bornewables and presented at the K 2022: the MAM Original Pure climate-neutral baby pacifier; a coffee-to-go cup in the Tupperware ECO+ product line; a reusable and fully recyclable lightweight plastic bottle co-developed by Borealis and Trexel; and a series of rigid food packaging applications based on Bornewables and Borcycle C co-developed by Borealis and ITC. In Pipe, collaboration with Uponor resulted in the first PE-X pipes based on Bornewables feedstock, while co-operation with NUPI produced next-generation PP-RCT pipes based on Bornewables.

Other circular highlights of 2022 include three fully recyclable, PE monomaterial pouch solutions; lightweight and ultralightweight reusable cups made of Borealis PP using the patented Bockatech EcoCore plastic foaming technology; a series of flexible packaging formats incorporating 50% PCR; and the world’s first shoe made from carbon emissions, On’s Cloudprime, containing high-performance, easy-toprocess ethylene vinyl acetate foam supplied by Borealis. In June, the first Borcycle M jacketing compound containing up to 50% PCR was launched, thereby promoting enhanced circularity in the Wire & Cable sector. Finally, in the automotive sector, Borealis announced in October that collaboration with Tier One supplier Magna had produced the first and largest-ever all-thermoplastic tailgate for the new Volkswagen Multivan, a prime example of customer-centric innovation resulting in high-performance yet lighter-weight parts that help reduce the carbon footprint of vehicles.

Around 500 people are active in R&D at the Borealis Group. This figure includes scientists and researchers at the Innovation Headquarters in Linz, Austria, and the two innovation centres in Stenungsund and Porvoo.

Borealis continues to be among the top-ranked companies in Austria with respect to patent filings. In 2022, Borealis filed 128 new priority patent applications at the European Patent Office. This is just short of its previous record of 133 patent applications filed in 2021. As of January 2023, the Borealis Group holds around 11,500 individual patents or patent applications which are subsumed in approximately 1,450 patent families. The growing number of patents is proof positive of the Group’s dedication to Value Creation through Innovation.

Energy and Climate

Borealis aims to reduce its Scope 1 and Scope 2 emissions from 5.1 million tonnes per year (from a 2019 baseline) to 2 million tonnes by 2030. To achieve this goal, a greater share of electricity obtained from renewable sources is being used in its own operations. By 2030, 100% of the electricity used in the Polyolefins and Hydrocarbons businesses should be of renewable origin. Emission reduction targets have been calculated on the basis of a 2023 divestment of the Borealis nitrogen business comprising fertilizers, melamine and technical nitrogen products.

Several long-term power purchase agreements (PPA) were signed in 2022. In February, a PPA signed with Fortum will use wind to help power operations in Finland, thereby reducing Scope 2 emissions at this location by 28,000 tonnes/year. In October, a ten-year PPA was signed with Axpo Nordic to supply wind power to Borealis’ operations in Sweden, with projected Scope 2 emissions reductions of 10,000 tonnes/year. In December, Borealis signed its second PPA with Eneco. This ten-year agreement entails the supply of electricity generated from the offshore wind farm Seastar. It will reduce annual Scope 2 emissions at Borealis’ operations in Belgium by approximately 22,300 tonnes. The Borealis Group’s first hydropower PPA was signed in December with long-term partner and leading Austrian energy company VERBUND.

As of January 2023, the ten-year PPA will supply an annual 220 gigawatt hours (GWh) of electricity generated from two hydropower plants on the Danube River to Borealis’ operations in Schwechat.

Borealis is also erecting an increasing number of photovoltaic (PV) arrays to power portions of its own operations. Together with VERBUND, Borealis announced in May the commissioning of one of the largest rooftop PV arrays in Linz, Austria; and in November, joint plans to establish a new PV park to help power operations in Schwechat. Annual CO2 emissions at production operations in Linz will be lowered by 350 tonnes and in Schwechat by nearly 1,200 tonnes.

Green hydrogen has been called a crucial lever in the energy transition because it can be used to decarbonise heavy industry. To this end, Borealis announced in September that it has again joined forces with VERBUND in a joint industrial-scale project in which green hydrogen will be used to produce fertilizers, melamine and technical nitrogen products. Operations are planned to commence at an electrolysis plant in 2025, with an annual projected CO2 emissions reduction of up to 90,000 tonnes.

In October, Borealis launched an innovative tool developed by the in-house Borealis Digital Studio: Neoni is a novel CO2 emissions calculation tool that contains cradle-to-gate data for over 500 polyolefin grades. Using digitalisation to drive decarbonisation is part of the customer-centric approach taken by Borealis to drive the transition to the circular economy.

Borealis is currently exploring the viability of carbon capture and storage. Among several projects in the pipeline is the Antwerp@C project. Engineering studies are currently underway to gauge the viability of shared CO2 infrastructure that joins leading chemical and energy companies at the Port of Antwerp. This effort would reduce by 50% the overall CO2 emissions originating from the port by 2030.

Financial Performance

Sales

Borealis sold 3.54 million tonnes of polyolefins in 2022, 10% less than in 2021. The decrease was mainly caused by lower demand in the consumer products segment due to the slowing economy. Borealis Fertilizers sales reached 3.21 million tonnes in 2022 versus the 3.91 million sold in 2021, a decline attributed to lower demand (as product prices spiked on the back of elevated gas prices), and relatively low-priced urea imports flowing into Europe. Melamine sales volumes of 84 thousand tonnes in 2022 were significantly below the 143 thousand tonnes sold in 2021; here, the combined effect of the global economic slowdown and increased imports from China led to reduced domestic demand starting in the third quarter.

Cost Development

The higher feedstock price environment saw an increase in 2022 production costs compared to 2021. Furthermore, higher inflation caused by the global economic recovery drove an increase in sales and distribution costs from EUR 721 million in 2021 to EUR 873 million in 2022; administration costs increased accordingly from EUR 251 million in 2021 to EUR 278 million in 2022. Guided by an unchanged commitment to Value Creation through Innovation, spending on research and development (consisting of costs for Borealis Innotech organization and depreciation of R&D assets) declined from EUR 123 million in 2021 to EUR 112 million in 2022.

At the end of 2022, the number of employees (headcount) was 7,649, an increase of 141 on the previous year.

Operating Profit

Operating profit amounted to EUR 1,081 million compared to EUR 1,517 million in 2021. The Polyolefins operating profit declined from EUR 1,186 million in 2021 to EUR 526 million in 2022. However, due primarily to results achieved in the first half of the year, it remains one of the best ever for Polyolefins. The Base Chemicals segment delivered an operating profit of EUR 243 million in 2022, down from EUR 309 million in 2021. Despite an increase in indicator margins, the result was negatively impacted by the Stenungsund cracker turnaround, less favourable sourcing costs due to the war in Ukraine, and lower demand,
particularly in the second half of 2022.

Operating profit was also supported by a very strong contribution from the Borealis nitrogen business unit amounting to EUR 339 million in 2022 compared to EUR 126 million in 2021, and particularly from Fertilizers, in which margins remained healthy despite soaring natural gas prices. Melamine faced sluggish demand and collapsing prices, particularly in the second half of the year.

Since the announcement of the start of the divestment process of the Borealis nitrogen business unit, assets within the scope of the divestment have been classified as assets held for sale.

Financial Income and Expenses

The increase in net financial expenses from EUR 9 million in 2021 to a net financial income of EUR 104 million in 2022 was mainly due to a favourable currency effect driven by the stronger US dollar and higher interest income from the member loan granted to the Baystar joint venture with TotalEnergies.

Taxes

Income taxes amounted to EUR 342 million, an increase of EUR 79 million from tax charges of EUR 263 million in 2021. The higher overall tax charge in 2022 is to a large extent driven by deferred taxes on measurement of discontinued operation.

Net Profit

The reduction in operating profit was almost fully offset by the increased contribution from Borealis joint ventures, rising from EUR 595 million in 2021 to EUR 1,001 million in 2022. Borouge business performance was affected by softer demand and lower sales prices. The Baystar result suffered from the full depreciation charge after the start-up of the cracker, and subsequent slow ramping up due to operational challenges. However, the positive one-off effects of the Borouge IPO (which contributed EUR 604 million to the result) and the updated fair value assessment of the disposal group related to the ongoing divestment process of the nitrogen business unit (which contributed EUR 266 million) compensated for the lower business result. At EUR 2,111 million, the 2022 net profit is thus the highest ever obtained by Borealis.

Capital Expenditure

Investments in property, plant and equipment amounted to EUR 667 million in 2022, compared to EUR 660 million in 2021. A large portion of the total investment relates to the new, world-scale PDH plant in Kallo; the upgrade and revamp of four cracker furnaces in Stenungsund; the upgrade of semicon units in Antwerp; and a new wastewater treatment unit in Stenungsund. Health, Safety and Environment (HSE) capital expenditure amounted to EUR 107 million, compared to EUR 88 million in 2021. Investments in intangible assets amounted to EUR 58 million in 2022, compared to EUR 60 million in 2021.

Depreciation, amortisation and impairment amounted to EUR 352 million in 2022. In 2021, the comparable figure of EUR 427 million included an impairment charge of EUR 39 million in relation to Rosier assets.

Financial Position

At year end, total assets and capital employed stood at EUR 14,685 million and EUR 11,952 million, respectively, compared to EUR 12,985 million and EUR 9,936 million at the end of 2021.

Return on capital employed (ROCE) after tax of 19% in 2022 was on the same level as in the previous year. This strong result was mainly driven by the high profitability despite the continued investment in growth projects. The five-year average ROCE of 14% also remains well above the Group’s target of 11% through the cycle.

Cash Flows and Liquidity Reserves

Cash flow from operating activities was EUR 898 million, driven by strong operating profitability, and partially offset by a negative working capital development due to the increasing price environment. Cash flow further benefitted from the successful Borouge IPO (EUR 745 million) and the partial externalisation of the Baystar member loans (EUR 602 million), and was partially offset by the dividend of EUR 698 million distributed to Borealis shareholders from the 2021 result, and an equity injection into Borouge 4 (EUR 408 million). Net interest-bearing debt decreased to EUR -70 million at year end, down from EUR 223 million at the end of 2021. The table below shows the change in net interest-bearing debt.

This resulted in a gearing ratio of -1% at the end of 2022, compared to 3% at the end of 2021. This gearing reflects a very strong balance sheet. Liquidity reserves, composed of undrawn committed credit facilities and cash balances, amounted to EUR 3,408 million at year end 2022, compared to EUR 2,717 million at year end 2021. Borealis additionally benefits from a well-diversified financing portfolio and a balanced maturity profile. The solvency ratio was 66% at year end 2022, compared to 62% at year end 2021.

Shareholders’ Equity

Shareholders’ equity at year end 2022 was EUR 9,785 million.

Risk Management

Borealis has a documented risk management process ensuring that all parts of the Group routinely identify and assess their risks, and develop and implement appropriate mitigation actions. Risk management contributes to achieving the Group’s long-term strategies and short-term goals. Borealis believes that an effective risk culture makes it harder for an outlier, be it an event or an offender, to put the Company at risk.

Borealis captures emerging risks, risks that may materialize during the business plan period, and strategic risks that may affect the delivery of the Group’s long-term strategy. In addition, Borealis distinguishes between “outside-in” and “inside-out” risks. Particular emphasis was placed in 2022 on the risks emanating from the war in Ukraine, which were assessed by a dedicated emergency management team.

The Group’s overall risk landscape is periodically consolidated, reported, and reviewed. Borealis distinguishes between different risk categories as outlined below. While this list is not exhaustive, it does illustrate the most relevant risk types.

Strategic and reputational risks are those that may severely impact the Borealis Group’s strategy or reputation. Strategic risks are often related to unfavourable long-term developments, such as market or industry developments, technology, innovation, a change in the competitive environment or a threat to the reputation of the Group.

Operational and tactical risks usually refer to unfavourable and unexpected short-term or mid-term developments, and include all risks that may have a direct impact on the Group’s daily business operations. All operational risks are assessed according to documented guidelines and procedures that are administered by the respective business functions. A proactive approach to risk prevention management has been implemented in the Operations function, covering risks in the areas of Production; Health, Safety and Environment (HSE); Product Stewardship; Plant Availability and Quality. The risk management approach also safeguards the Responsible Care® approach towards risks in operations. The standard risk management process includes a common risk matrix and risk registers, built bottom-up from plant to portfolio level, enabling a common risk rating system for the whole of operations.

HSE risks are assessed according to the procedures and framework described in the Borealis Risk-based Inspection Manual. The HSE Director is responsible for managing all HSE-related risks and periodically reports the Borealis HSE risk landscape to the Executive Board.

Borealis assesses and discloses the potential negative impact of its activities on the environment and society, and related mitigation measures in its Non-financial Report in accordance with legal obligations (NaDiVeG). The main risks analysed are:

  • Unplanned emissions from operations that might cause additional emissions to air or soil, and water pollution, waste, noise and other disturbances to the local community;
  • Process safety incidents causing the sudden and uncontrolled release of explosive materials and release of potentially harmful toxins;
  • Chemical substances that, if not handled properly and according to their intended use, could lead to negative impacts on human health;
  • Environmental pollution caused by pellet loss or plastic littering; and finally,
  • COVID-19 pandemic-related risks to business as well as Borealis employees.

Climate-related risks and mitigation actions are also specifically analysed according to TCFD (Task Force on Climate-Related Financial Disclosures) guidelines and disclosed in the Borealis Non-financial Report. Related transition risks are, for example, higher GHG emission prices, increasing operating costs, increasing pressure on usage of fossil fuel-based feedstock and a negative industry image. Physical risks are mainly related to potential supply-chain disruptions, due, for example, to extreme weather events or political unrest. However, the risks associated with climate change also represent opportunities for innovation, such as product portfolio extensions that include low-emission, circular and/or bio-based products as well as partnerships that help transform the industry towards climate neutrality.

Project-related risks are assessed in the Borealis project approval process. The applicable key risks related to an individual project are assessed. These risks include financial, market, technical, legal, patent infringement, strategic, operational, country-related and political factors. The risk assessment also reflects the probability of project completion within the estimated time frame and forecasted resource requirements, and the likelihood that key project objectives will be achieved. Project-related risks are managed by the project manager and reported to the Project Steering Committee.

Financial and market risks may refer to risks arising for instance from unexpected changes in market supply, demand, commodity prices, services or financing costs. Risks may also arise from liquidity, interest rates, foreign exchange rates, credit and insurance, the inability of a counterparty to meet a payment or delivery commitment, and may, for example, extend to incorrect assumptions or the inappropriate application of a model. The assessment of financial risk management is described in detail in note 17 of the consolidated financial statements. The Treasury & Funding Director and the General Counsel are responsible for reporting and coordinating the management of all financial risks.

Compliance risks focus on legal and regulatory risks, code of conduct (ethics policy), standards as well as contracting compliance. Doing business in an ethical manner is vital to the Group’s good reputation and continued success. Tactical or generic risks are risks identified as part of standards or compliance. These risks mainly relate to processes or control weaknesses.

Information security risks relate to the confidentiality, integrity and availability of critical company information. The IT Director and the General Counsel support line managers with the assessment of information security risk and the development and implementation of risk mitigation actions.

The Executive Board periodically reviews the Group’s key risks, defines the Group’s risk tolerance levels, monitors the implementation of mitigation actions, and reports the key risks and mitigation steps to the Supervisory Board. The Executive Board safeguards the integration of risk assessment in its strategic planning.

The Supervisory Board is responsible for reviewing the effectiveness of Borealis’ risk management practices and processes, risk appetite and tolerance levels, the Group’s risk exposure and the effectiveness of mitigation actions. The Supervisory Board delegates some of these responsibilities to the Audit Committee, which is a sub-committee of the Supervisory Board.

All Borealis employees are responsible for managing risk, within their authority and in their field of work, in order to ensure that risk management is properly embedded in the organisation and reflected in the daily decision-making processes.

Changes to Shareholder Structure

The 25% share in the Borealis Group previously held by Mubadala was acquired by ADNOC as of November 2022. This acquisition deepens the existing strong relationship between Borealis and ADNOC, and supplements its current drive to extend its global footprint to thriving chemical and petrochemical markets in North America and Europe. The Executive Board is pleased to welcome ADNOC as a new shareholder and looks forward to working closely with it and the OMV Group to ensure the sustained success of the Borealis Group.

Changes to the Supervisory Board

As published in the Borealis Interim Consolidated Financial Statements in June 2022, several changes to the Borealis Supervisory Board took effect as of 10 February 2022. Alvin Teh joined the Supervisory Board, succeeding Musabbeh Al Kaabi; Saeed Al Mazrouei was newly appointed as Vice Chairman of the Supervisory Board. After the shareholder change from Mubadala to ADNOC in November, Khaled Salmeen replaced Saeed Al Mazrouei as Vice Chairman of the Supervisory Board, and Khaled Al Zaabi joined the Supervisory Board, replacing Alvin Teh.

Economic Development and Outlook

The Borealis Executive Board and its senior management are proud of the excellent full year 2022 results. Despite the very strong performance of both integrated polyolefins and fertilizer markets in the first half of the year, the weaker results in the final quarters are a clear sign of turbulence ahead. Borealis’ management anticipates continued market volatility and an overall worsening market environment for its core business areas over the next years.

Yet as a trusted and reliable partner to its customers and the value chain, Borealis is well equipped to manage current and future crises. Supported by its strong foundation, Borealis will continue to make progress in expanding its geographic footprint while continuing to lead the industry transformation to a circular economy of plastics. By upholding its dedication to re-inventing essentials for more sustainable living, Borealis will keep providing innovative chemical and plastic solutions that create value for society.

Other Information

In accordance with Section 267a (6) of the Austrian Commercial Code (UGB), Borealis prepares a separate consolidated non-financial report.

As a company subject to non-financial reporting obligations according to Article 19a of Directive 2013/34/EU of the European Parliament and of the Council, Borealis falls within the scope of the EU Taxonomy. Applying the EU Taxonomy enables Borealis to be transparent about its sustainable economic activities and to demonstrate the development of the sustainability performance of all business areas within the Group. For 2022, Borealis discloses within the separate consolidated non-financial report the share of taxonomy-eligible and non-taxonomy-eligible economic activities in its total turnover, CAPEX and OPEX, as well as the taxonomy-alignment levels of these KPI’s.

1) NITRO: Borealis Fertilizers, Melamine and Technical Nitrogen Business excl. Rosier. For further details, please refer to note 8. Discontinued Operation and Other Changes in the Notes to the Consolidated Financial Statements
2) Environmental data might be subject to minor adjustments due to ongoing audits and missing third-party data at the time of closing of this report.
3) Rosier is excluded from TRI 2022 excl. NITRO.
4) Definitions have been adjusted in 2021 to be aligned with OMV definitions. A comparison to previous years is only possible with 2020.
5) Severe upsets led to significant emergency flaring during shutdowns; further there was a lack of recycling capacity.
6) The main reason for the increase is the integration of the plastics recycling company mtm plastics GmbH into the monthly group reporting.
7) Full-time equivalents considers part-time employed staff only as 0.5
8) Number of employees is presented in headcount instead of full-time equivalents since 2022. A comparison to previous years is only possible with 2021.

Definitions

Capital employed: Total assets less non-interest-bearing debt

Return on capital employed: Operating profit, profit and loss from sale of operations, net result of associated companies and joint ventures plus interest income, after imputed tax, divided by average capital employed

Solvency ratio: Total equity, less goodwill, divided by total assets

Gearing ratio: Interest-bearing debt, less cash and cash equivalents, divided by total equity

HSE: Health, Safety and Environment

Combined Annual Report 2022 (PDF)

English and German Version available

Download full version
Disclaimer

This online report contains only highlights and excerpts from Borealis’ Combined Annual Report 2022. Only the entire report is legally binding and it must be read in full to gain a comprehensive understanding of Borealis’ performance and activities in 2022. A copy of the Combined Annual Report 2022 can be downloaded here.