(AGENPARL) - Roma, 3 Febbraio 2026 - (AGENPARL) – Tue 03 February 2026 AkzoNobel | Report for the fourth quarter and full-year 2025
Our results at a glance
Highlights Q4 2025 (compared with Q4 2024)
Organic sales down 1% on lower volumes; revenue down 9% on FX translation
Closing of divestment of Akzo Nobel India Ltd (valuation 25x EBITDA, proceeds of €922 million,
operating income impact €655 million)
Operating income increased to €787 million (2024: €127 million)
Adjusted EBITDA at €309 million, up €16 million in constant currencies (2024: €321 million)
Adjusted EBITDA margin expansion to 13.0% (2024: 12.3%) driven by efficiency actions
Net cash from operating activities positive €462 million (2024: positive €398 million)
Proposed merger with Axalta to create a premier global coatings company
Summary of financial results
Fourth quarter
January-December
∆% in € millions/%
2,619
2,372
(9%) Revenue
(100)
Organic sales flat, with increase in price/mix offset by lower volumes; revenue down 5%
Operating income increased to €1,164 million, of which identified items of €83 million positive,
including the India divestment, the Australian litigation and restructuring costs (2024: €917 million)
Adjusted EBITDA at €1,444 million, within 1% of initial guidance
Adjusted EBITDA margin expansion to 14.2% (2024: 13.8%); driven by OPEX reduction of €98
million at constant currencies on strong execution of efficiency programs
Net cash from operating activities €915 million (2024: €673 million) on working capital improvement
Final dividend proposed of €1.54 per share (2024: €1.54 per share)
Outlook*
Based on current market visibility and at prevailing trading conditions, the company expects to deliver
€100 million of adjusted EBITDA improvement in constant currencies. As a result, adjusted EBITDA for
the full-year 2026 is expected to be at or above €1.47 billion, based on year-end 2025 exchange rates
and adjusted for the India divestment.
For the mid-term, AkzoNobel aims to expand profitability to deliver an adjusted EBITDA margin of above
16% and a return on investment between 16% and 19%, underpinned by organic growth and industrial
excellence.
The company expects leverage to be around 2 times net debt/adjusted EBITDA by the end of 2026. In
the mid-term, AkzoNobel aims to maintain leverage around 2 times, while remaining committed to an
investment grade credit rating.
Closing of the Axalta merger, which is subject to shareholder and regulatory approvals, is expected in late
2026 or early 2027.
* Outlook represents current company expectations based on organic volumes adjusted for the India divestment, is subject to ongoing market
uncertainties and at exchange rates as of the end of 2025. Outlook is on a standalone basis and excludes any effects from the proposed merger
with Axalta.
Identified items*
10,711
10,158
1,164
(196)
(4%) Adjusted operating income*
1,113
1,081
(4%) Adjusted EBITDA*
1,478
1,444
Adjusted EBITDA margin (%)*
Average invested capital*
8,350
8,016
ROI (%)*
Highlights full-year 2025 (compared with full-year 2024)
520% Operating income
Capital expenditures*
Net debt*
3,901
2,942
Leverage ratio*
Net cash from operating activities
Free cash flow*
Number of employees (FTEs)
Net income attributable to shareholders
34,600
31,500
170.8
171.1
Weighted average number of shares (in millions)
170.7
171.0
Earnings per share from total operations (in €)
Adjusted earnings per share from continuing operations (in €)*
* Alternative performance measure: For more details on these measures, including reconciliation to the most directly comparable IFRS
measures and explanation of their use, refer to the Notes to the condensed consolidated financial statements, APM paragraph.
Alternative Performance Measures (APMs)
AkzoNobel uses APM adjustments to IFRS measures to provide supplementary information on the
reporting of the underlying developments of the business. A reconciliation of the Alternative Performance
Measures to the most directly comparable IFRS measures can be found in the Notes to the condensed
consolidated financial statements, paragraph “Alternative Performance Measures.”
AkzoNobel | Report for the fourth quarter and full-year 2025
Financial highlights
Q4 2025
Revenue
Fourth quarter
Revenue
Organic sales down 1%, with an increase in price/mix more than
offset by lower volumes. Volumes in Decorative Paints EMEA and
Deco Asia were flat, while volumes in Deco LATAM were down. In
Performance Coatings, volumes continued to be impacted by
macro-economic uncertainties in North America. Price/mix was up
1%, driven by positive pricing in all businesses, except for Deco Asia.
The translation effect due to the strong euro impacted revenue by
minus 6%, the India divestment impacted revenue by minus 1% and
Other (which mainly relates to hyperinflation accounting) also
impacted revenue by minus 1%. As a result, revenue was 9% lower
overall.
January-December
1,017
(1%) Decorative
Paints
4,301
4,090
1,602
1,447
(10%)
(2%) Performance
Coatings
6,410
6,068
2,619
2,372
(1%) Total
10,711
10,158
* Alternative performance measure: For more details on these measures, including explanation
of their use, refer to the Notes to the condensed consolidated financial statements, APM
paragraph.
Revenue development Q4 2025
Full-year 2025
nic* in € millions
Revenue
Organic sales flat, with an increase in price/mix offset by lower
volumes. Price/mix was up 2%, mainly due to positive pricing.
Volumes were 2% lower due to the impact of macro-economic
uncertainties, particularly in North America.
The translation effect due to the strong euro impacted revenue by
minus 4%, while Other (which mainly relates to hyperinflation
accounting) was down 1%, resulting in 5% lower revenue overall.
Volume
Price/mix
Volume
Decorative
Paints
Price/ Organic
sales*
Organic
sales
Acq./div.
Other
Revenue
Total
Price/ Organic
sales
Acq./
in % versus fullyear 2024
Volume
Decorative
Paints
Other Revenue
Other Revenue
Performance
Coatings
Total
Q4 24
Q1 25
Q2 25
Q3 25
Q4 25
Decorative Paints
Performance Coatings
Total
Price/mix development per
quarter (year-on-year) in %
Revenue development full-year 2025
Acq./
Performance
Coatings
Volume development per
quarter (year-on-year) in %
in % versus
Q4 2024
Q4 24
Q1 25
Q2 25
Q3 25
Q4 25
Decorative Paints
Performance Coatings
Total
Organic sales development per
quarter (year-on-year) in %
Volume
Price/mix
Organic
sales
Acq./div.
Other
Revenue
Q4 24
Q1 25
Q2 25
Q3 25
Q4 25
Decorative Paints
Performance Coatings
Total
Q4 25
Revenue development per
quarter (year-on-year) in %
Q4 24
Q1 25
Q2 25
Q3 25
Decorative Paints
Performance Coatings
Total
AkzoNobel | Report for the fourth quarter and full-year 2025
Financial highlights
Q4 2025
Operating income
Operating income increased to €787 million (2024: €127 million).
Operating income included the gain on the India divestment,
which contributed €655 million to operating income (included in
Other activities). For more details on the impact of the India
divestment, reference is made to the Notes to the condensed
consolidated financial statements.
Adjusted EBITDA
Adjusted EBITDA at €309 million (2024: €321 million), including a
€28 million negative impact from FX translation. Structural cost
measures helped offset most of the impact from lower volumes,
keeping operating expenses lower year-on-year despite wage
and general inflation. The India divestment decreased adjusted
EBITDA when compared to prior year by €6 million. Gross
margin increased slightly.
Adjusted EBITDA margin improved to 13.0% (2024: 12.3%).
lower volumes, keeping operating expenses lower year-on-year
despite wage and general inflation. Adjusted EBITDA margin
improved to 14.2% (2024: 13.8%).
Financing income and expenses
Financing income and expenses amounted to negative €199
million (2024: negative €102 million), with net interest on net debt
stable at €127 million (2024: €126 million). The €97 million
increase includes an (identified) charge of €21 million related to
recording the interest portion of the provision for the Australian
litigation. The remainder of the increase is mainly due to
hyperinflation accounting and the impact of a prior year interest
gain related to the release of a provision for an uncertain tax
position.
Income tax
The effective tax rate was 32.7% (2024: 29.4%). The tax rate
was impacted by the derecognition of deferred tax assets, due
to a combination of changes in forecasted taxable income in
certain jurisdictions and increased deferred tax assets related to
temporary differences (Australian litigation), and the India
divestment. Excluding these two effects, the tax rate would have
been 28.7%.
Net income
Operating income increased to €1,164 million (2024: €917
million) and included identified items of positive €83 million (2024:
negative €196 million). The profit from the India divestment,
reported in Other activities, more than offset the costs of the
provision for the Australian litigation, reported in Performance
Coatings, and the costs related to our restructuring programs.
Adjusted EBITDA
Adjusted EBITDA at €1,444 million (2024: €1,478 million),
including a €85 million negative impact from FX translation.
Structural cost measures helped offset most of the impact from
Net income attributable to shareholders was €635 million (2024:
€542 million). Earnings per share from total operations was
€3.71 (2024: €3.17). Adjusted earnings per share from
continuing operations was €3.63 (2024: €3.88).
January-December
Fourth quarter
∆% in € millions
11% Decorative Paints
(17%) Performance Coatings
Other activities
(4%) Total
1,478
1,444
* Alternative performance measure: For more details on these measures, including
reconciliation to the most directly comparable IFRS measures and explanation of their
use, refer to the Notes to the condensed consolidated financial statements, APM
paragraph.
Operating income
Fourth quarter
January-December
2025 in € millions
Full-year 2025
Operating income
Adjusted EBITDA*
74 Decorative Paints
(56%)
117 Performance Coatings
596 Other activities
(167)
787 Total
1,164
Operating income to net income
Fourth quarter
January-December
2025 in € millions
787 Operating income
1,164
(43) Financing income and expenses
(102)
(199)
2 Results from associates
746 Profit before tax
(140) Income tax
(246)
(326)
606 Profit from continuing operations
— Profit from discontinued operations
606 Profit for the period
(8) Non-controlling interests
598 Net income
AkzoNobel | Report for the fourth quarter and full-year 2025
Decorative Paints
Highlights Q4 2025
Organic sales down 1%, revenue down 9% on FX translation
and due to the India divestment
Adjusted EBITDA margin increased to 13.5% (2024: 11.1%)
Operating income at €401 million (2024: €405 million). The €22
million increase in identified items, which was driven by restructuring
programs, was partly offset by lower operating expenses.
Revenue
Adjusted EBITDA increased to €648 million (2024: €635 million),
despite €40 million negative FX translation impact. Adjusted EBITDA
margin expanded to 15.8% (2024: 14.8%).
(1%) Decorative
Paints EMEA
2,462
2,412
225 (10%)
1% Decorative
Paints Latin
America
197 (18%)
(3%) Decorative
Paints Asia
1,014
(1%) Total
4,301
4,090
Q4 2025
Fourth quarter
January-December
Revenue development Q4 2025
Organic sales down 1% on lower volumes. Higher volumes in Deco
China were more than offset by lower volumes in Deco LATAM and
Deco SESA. Volumes in Deco EMEA were flat. Positive pricing was
driven by Deco EMEA and Deco LATAM; mix was negative.
1,017
*Alternative performance measure: For more details on these measures, including explanation
of their use, refer to the Notes to the condensed consolidated financial statements, APM
paragraph.
The translation effect due to the strong euro impacted revenue by
minus 6%, the India divestment impacted revenue by minus 1% and
Other (which mainly relates to hyperinflation accounting) impacted
revenue by minus 1%. As a result, revenue was 9% lower.
Operating income increased to €74 million (2024: €41 million), driven
by lower identified items (down €19 million compared with 2024).
Adjusted EBITDA increased to €125 million (2024: €113 million),
including a €13 million negative FX translation impact. Lower
operating expenses and an increase in gross margin more than
offset slightly lower volumes. Adjusted EBITDA margin expansion to
13.5% (2024: 11.1%).
Volume
Organic sales flat, with an increase in price/mix partly offset by lower
volumes. Volumes were lower in Deco EMEA and Deco LATAM,
while volumes in Deco Asia were up, driven by China outperforming
a weak market. Price/mix up 1%, driven by positive pricing in Deco
EMEA and Deco LATAM.
Currency translation impacted revenue by 4%, while Other (which
mainly relates to hyperinflation accounting) was down 1%, resulting
in 5% lower revenue.
Price/mix
Organic
sales
Acq./div.
Key financial figures
Other
Revenue
Revenue development full-year 2025
Price/mix
Organic
sales
Fourth quarter
January-December
∆% in € millions/%
80% Operating income
Identified items1
(102)
Depreciation and amortization,2
(150)
(145)
11% Adjusted EBITDA1
Adjusted EBITDA margin (%)1
Average invested capital1
3,921
3,525
ROI (%)1
Volume
Full-year 2025
nic* in € millions
Acq./div.
Other
Revenue
1 Alternative performance measure: For more details on these measures, including
reconciliation to the most directly comparable IFRS measures and explanation of their use,
refer to the Notes to the condensed consolidated financial statements, APM paragraph.
2 Excluding identified items.
(10%)
AkzoNobel | Report for the fourth quarter and full-year 2025
Europe, Middle East and Africa
Q4 organic sales down 1%, revenue down 5%. Volume growth in
DIY, mainly driven by growth in UK, South and South Eastern Europe
and Africa, offset by lower volumes in Professional. Pricing was
positive, mix was negative.
Full-year organic sales flat with positive pricing, revenue down 2%.
Slightly lower volumes in a soft market, with volume growth in South
Europe and Africa and lower volumes in Western Europe.
Latin America
Q4 organic sales were up 1%, revenue down 10% on currency
translation. Pricing was positive, also when excluding inflationary
pricing in Argentina. Lower volumes were driven by Brazil, partly
offset by volume increases in Argentina.
Full-year organic sales were up 6%, revenue down 8% on currency
translation. Slightly lower volumes were driven by Brazil.
Q4 organic sales down 3%, revenue down 18% on currency
translation, which impacted revenue by minus 9%, and due to the
India divestment, which impacted revenue by minus 6%. Full-year
organic sales were down 3%, revenue down 9% mainly on currency
translation.
Both in Q4 2025 and for the full-year, volumes in China were higher,
outperforming a weak market, but were offset by negative mix. In
SESA, strong growth in Vietnam was offset by a weaker market in
Indonesia.
Rosario adds color to anniversary celebrations
The city of Rosario in Argentina recently celebrated its 300th anniversary with a
giant 3,200 square meter mural, which was created with help from our International
and Alba brands. We teamed up with artist David Petroni to bring to life the largest
flag mural in the country, which is located in Parque España, helping to paint a
more colorful future for Rosario and its people.
AkzoNobel | Report for the fourth quarter and full-year 2025
Performance Coatings
Highlights Q4 2025
Organic sales down 2%; revenue down 10% on FX translation
Adjusted EBITDA margin at 13.1% (2024: 14.4%)
Q4 2025
Organic sales down 2%, driven by lower volumes, partially offset by
higher pricing. Volumes continued to be impacted by macroeconomic uncertainties in North America and, to a lesser extent,
Europe. Pricing was positive across all businesses.
mainly due to recording a provision for the Australian litigation (€272
million) and restructuring programs (€88 million).
Excluding identified items, lower operating expenses and higher
pricing partly offset the impact from lower volumes and lower gross
margin.
Adjusted EBITDA at €843 million (2024: €913 million), including a
€56 million negative FX translation impact. Adjusted EBITDA margin
at 13.9% (2024: 14.2%).
Revenue development Q4 2025
Revenue
Fourth quarter
January-December
nic1 in € millions
—% Powder Coatings
1,365
1,280
373 (10%)
(1%) Marine and
Protective
Coatings
1,575
1,570
1% Automotive and
Specialty Coatings
1,434
1,347
(4%) Industrial Coatings
2,036
1,871
(2%) Total
6,410
6,068
438 (12%)
1,602
1,447 (10%)
1 Alternative performance measure: For more details on these measures, including explanation
The translation effect due to the strong euro impacted revenue by
minus 6%, the India divestment impacted revenue by minus 1% and
Other (which mainly relates to hyperinflation accounting) also
impacted revenue by minus 1%. As a result, revenue was 10% lower
overall.
of their use, refer to the Notes to the condensed consolidated financial statements, APM
paragraph.
Organic
sales*
Acq./div.
Volume
Price/mix
Operating income at €117 million (2024: €150 million). Lower
operating expenses and an increase in pricing were more than offset
by the impact from lower volumes and lower gross margin.
Adjusted EBITDA at €190 million (2024: €230 million), including a
€19 million negative FX translation impact. Adjusted EBITDA margin
at 13.1% (2024: 14.4%).
Key financial figures
Other
Revenue
Revenue development full-year 2025
Full-year 2025
Organic sales flat, with positive pricing in all businesses offset by
lower volumes. Volume growth in Marine and Protective Coatings
was more than offset by the impact from macro-economic
uncertainties, particularly in North America.
Currency translation impacted revenue by 4%, while Other (which
mainly relates to hyperinflation accounting) was down 1%, resulting
in revenue being down 5%.
Operating income at €300 million (2024: €679 million), impacted by
identified items of negative €365 million (2024: negative €56 million),
Other
Revenue
Volume
Price/mix
Organic
sales
Acq./div.
January-December
∆% in € millions / %
(22%) Operating income
(56%)
Identified items1
(365)
Depreciation and amortization2
(178)
(178)
(17%) Adjusted EBITDA1
Adjusted EBITDA margin (%)1
Average invested capital1
3,773
3,595
ROI (%)1
1 Alternative performance measure: For more details on these measures, including
Fourth quarter
reconciliation to the most directly comparable IFRS measures and explanation of their use,
refer to the Notes to the condensed consolidated financial statements, APM paragraph.
2 Excluding identified items.
AkzoNobel | Report for the fourth quarter and full-year 2025
Powder Coatings
Q4 organic sales flat, revenue down 8% on currency translation. Fullyear organic sales down 1%, revenue down 6% on currency
translation.
Both in Q4 2025 and for the full-year, higher volumes in automotive
and functional, driven by growth in Asia, were more than offset by
lower volumes in industrial & consumer, specifically in the Americas.
Marine and Protective Coatings
Q4 organic sales down 1%, revenue down 10% on currency
translation. Volumes in marine were lower on strong prior year
comparatives, while higher volumes in protective were driven by
growth in Asia.
Full-year organic sales up 5%, revenue flat. Double-digit growth in
protective was driven by North America and Asia, with marine
stabilizing despite strong prior year comparatives.
Automotive and Specialty Coatings
Q4 organic sales up 1%, revenue down 8% on currency translation.
Organic sales growth driven by an increase in price/mix. Volumes
overall were down, mainly due to lower volumes in automotive, with
higher volumes in aerospace and vehicle refinishes, which was driven
by growth in Asia.
Full-year organic sales down 1%, revenue down 6% on currency
translation. Lower volumes reflected weak demand within automotive
and vehicle refinishes, particularly in North America. Volumes were
higher in aerospace. Positive price/mix.
Industrial Coatings
Q4 organic sales down 4%, revenue down 12% on currency
translation. Full-year organic sales down 3% driven by lower
volumes, revenue down 8% on currency translation. Both in Q4
2025 and for the full-year, volumes were down in all segments, with
packaging impacted by strong prior year comparatives.
AkzoNobel spreading its wings with US aerospace coatings investment
We’re making a major investment to upgrade our Waukegan, Illinois, facility in the
US – the company’s biggest aerospace coatings production site. As well as
increasing capacity, installing new machinery and introducing more automated
processes, the two-phase project will also include creating a new warehouse space
just across the state border in Wisconsin.
AkzoNobel | Report for the fourth quarter and full-year 2025
Condensed consolidated financial statements
Condensed consolidated statement of income
Fourth quarter
Condensed consolidated statement of comprehensive income
January-December
2025 in € millions
Continuing operations
2,372 Revenue
10,711
10,158
(1,593)
(1,436) Cost of sales
(6,374)
(6,109)
1,026
936 Gross profit
4,337
4,049
(811) SG&A costs
662 Other results
(3,414)
(3,275)
787 Operating income
1,164
(43) Financing income and expenses
(102)
(199)
2 Results from associates
2,619
(898)
Fourth quarter
746 Profit before tax
(140) Income tax
(246)
(326)
606 Profit for the period from continuing
operations
Discontinued operations
— Profit/(loss) for the period from discontinued
operations
606 Profit for the period
Condensed consolidated balance sheet
January-December
2025 in € millions
606 Profit for the period
in € millions
December 31,
December 31,
Assets
Other comprehensive income
Non-current assets
171 Exchange differences arising on
translation of foreign operations
(247)
Intangible assets
4,049
3,798
(12) Cash flow hedges
Property, plant and equipment
2,122
2,039
62 Post-retirement benefits
(135)
Right-of-use assets
(22) Tax relating to components of
other comprehensive income
199 Other comprehensive income for the
period (net of tax)
(241)
805 Comprehensive income for the period
Other non-current assets
1,924
1,760
Total non-current assets
8,413
7,891
Inventories
1,721
1,529
Trade and other receivables
2,498
2,403
Current tax assets
Short-term investments
1,302
1,618
Current assets
Comprehensive income for the period attributable to
794 Shareholders of the company
11 Non-controlling interests
805 Comprehensive income for the period
Cash and cash equivalents
Total current assets
5,836
6,061
Total assets
14,249
13,952
4,816
4,822
Provisions and deferred tax liabilities
1,032
1,253
Long-term borrowings
3,671
3,670
Total non-current liabilities
4,703
4,923
Short-term borrowings
1,697
1,192
Trade and other payables
2,740
2,690
Current tax liabilities
Current portion of provisions
Total current liabilities
4,730
4,207
Total equity and liabilities
14,249
13,952
Attributable to
598 Shareholders of the company
8 Non-controlling interests
606 Profit for the period
Equity and liabilities
Group equity
Non-current liabilities
Current liabilities
AkzoNobel | Report for the fourth quarter and full-year 2025
Cash flows
Net cash from investing activities in Q4 was an inflow of €414 million
(2024: outflow of €34 million). The inflow was driven by €776 million
of cash inflow from the India divestment (net of €98 million of income
taxes paid and €28 million of cash derecognized at disposal). The
remainder of the inflow was mainly the result of real estate
divestments. This inflow was partly offset by a net outflow in shortterm investments of €305 million.
Net cash from financing activities in Q4 was an outflow of €603
million (2024 outflow €1.0 billion) and was impacted by €523 million
outflow from borrowings, due to the repayment of a short-term bank
loan. In Q4 2024, the outflow of €1.0 billion mainly related to
changes from borrowings, including the redemption of a €500 million
bond and a net decrease of the short-term loans.
Fourth quarter
2025 in € millions
1,903
1,324 Net cash and cash equivalents at
beginning of period
1,453
1,273
At December 31, 2025, net debt was €2,942 million (December 31,
2024: €3,901 million). The decrease was mainly due to net cash
generated from operating activities for the period (€915 million) and
net proceeds from acquisitions and divestments (€816 million), partly
offset by capital expenditures (€309 million) and dividends paid (€382
million). Leverage ratio (net debt/adjusted EBITDA) at December 31,
2025, was 2.0 (December 31, 2024: 2.6).
Net debt1
Short-term investments
December 31,
December 31,
606 Profit for the period from continuing operations
98 Amortization and depreciation
1 Impairment losses
43 Financing income and expenses
(2) Results from associates
(662) Pre-tax results on acquisitions and divestments
(678)
140 Income tax
338 Changes in working capital
(206)
(4) Changes in post-retirement benefit provisions
(7) Changes in other provisions
(15) Interest paid
(174)
(162)
(75) Income tax paid
(291)
(268)
462 Net cash generated from/(used for)
operating activities
1 Other changes
(100) Capital expenditures
(306)
799 Acquisitions and divestments net of cash
acquired/divested
(101)
(305) Investments in short-term investments
(320)
(314)
2 Repayments of short-term investments
18 Other changes
414 Net cash generated from/(used for)
investing activities
(132)
(901)
(523) Changes from borrowings
(295)
(582)
(80) Dividends paid
(385)
(382)
— Non-controlling interests transactions
(1,000)
(603) Net cash generated from/(used for)
financing activities
(684)
(981)
(636)
273 Net cash generated from/(used for)
continuing operations
(143)
(165)
(302)
— Cash flows from discontinued operations
(1,302)
(1,618)
(637)
(148)
Long-term borrowings
3,671
3,670
273 Net change in cash and cash equivalents
total operations
Short-term borrowings
1,697
1,192
3,901
2,942
8 Effect of exchange rate changes on cash and
cash equivalents
Total
1,273
1,605
Notes to the condensed consolidated financial statements, APM paragraph.
1,273
1,605 Net cash and cash equivalents at
December 31
Fourth quarter
January-December
2025 in € millions
885 EBITDA
1,288
1,542
1 Impairment losses
(662) Pre-tax results on acquisitions and divestments
(678)
338 Changes in working capital
(206)
(1) Pension top-up payments
(10) Changes in provisions
(15) Interest paid
(174)
(162)
(75) Income tax paid
(291)
(268)
1 Other changes
462 Net cash generated from/(used for)
operating activities
(114)
(100) Capital expenditures
(306)
(309)
362 Free cash flow1
(309)
Cash and cash equivalents
1 Alternative Performance Measures: For more details on these measures, refer to the
The free cash flow in Q4 2025 improved compared with Q4 2024,
mainly due to improvements in changes in working capital.
Consolidated statement of free cash flows
(114)
Net debt
January-December
in € millions
Free cash flow
Consolidated statements of cash flows
Net cash from operating activities in Q4 was an inflow of €462 million
(2024: inflow of €398 million). The increase compared with Q4 2024
is mainly due to improvements in changes in working capital.
1 Alternative Performance Measures: For more details on these measures, refer to the Notes to
the condensed consolidated financial statements, APM paragraph.
AkzoNobel | Report for the fourth quarter and full-year 2025
Shareholders’ equity and non-controlling
interests
Development of shareholders’ equity
Shareholders’ equity amounted to €4.7 billion at December 31,
2025, compared with €4.6 billion at year-end 2024. The main
movements in 2025 related to:
Outstanding share capital
The outstanding share capital was 171.1 million common shares at
the end of December 2025. The weighted average number of shares
in Q4 2025 was 171.1 million shares.
Consolidated statement of changes in equity
• Profit for the period of €635 million
in € millions
Offset by:
• Negative currency effects of €222 million (net of taxes) driven by
strengthening of the euro versus other currencies, in particular the
US dollar, Chinese yuan, and pound sterling, partly offset by the
recycling of the cumulative translation reserve of Akzo Nobel India
Ltd in the statement of income
• Dividend of €339 million
Other (legal)
reserves and
undistributed
profit
Cumulative
Cash flow
translation
hedge reserve reserves
Subscribed
share capital
Shareholders’
equity
Noncontrolling
interests
Group equity
Balance at December 31, 2023
(711)
4,948
4,322
4,546
Profit for the period
Other comprehensive income/(expense)
(135)
Tax on other comprehensive income
Comprehensive income for the period
Dividend
(338)
(338)
(385)
Equity-settled transactions
Acquisitions and divestments
Balance at Balance at December 31, 2024
(579)
5,068
4,574
4,816
Balance at December 31, 2024
(579)
5,068
4,574
4,816
Profit for the period
Other comprehensive income/(expense)
(336)
(308)
(332)
Tax on other comprehensive income
Reclassification into the statement of income
Comprehensive income for the period
(222)
Dividend
(339)
(339)
(382)
Equity-settled transactions
Issue of common shares
Acquisitions and divestments
Balance at Balance at December 31, 2025
(801)
5,374
4,659
4,822
Dividend
The dividend policy remains unchanged and is to pay a stable to
rising dividend.
A final 2024 dividend of €1.54 per common share (2023: €1.54) was
approved at the AGM on April 25, 2025, which resulted in a total
2024 dividend of €1.98 per share (2023: €1.98).
In 2025, an interim dividend of €0.44 per share was paid (2024:
€0.44). A final 2025 dividend of €1.54 (2024: €1.54) per common
share is proposed.
Acquisitions and divestments
The acquisition and divestments in other (legal) reserves and
undistributed profit mainly contain the impact of internal transfers in
advance of the sale of Akzo Nobel India Ltd (ANIL). The India Powder
Coatings business and the International Research Center were
transferred from ANIL to a wholly owned subsidiary, while certain
intellectual property rights were sold to ANIL. These internal transfers
decreased the shareholders’ equity by €19 million, due to the excess
paid over the carrying value of the assets and liabilities acquired.
The €48 million decrease in non-controlling interests is mainly related
to the divestment of ANIL. For more details, reference is made to the
Notes to the condensed consolidated financial statements.
AkzoNobel | Report for the fourth quarter and full-year 2025
Invested capital
Trade working capital
Workforce
Invested capital at December 31, 2025, totaled €7.6 billion, down
€0.7 billion from year-end 2024. This decrease was mainly caused
by negative currency translation, lower trade working capital and the
India divestment.
Trade working capital was €1.4 billion at December 31, 2025
(December 31, 2024: €1.6 billion).
At December 31, 2025, the number of employees was 31,500
(December 31, 2024: 34,600). On a comparable basis (excluding the
impact of the India divestment), headcount was down 1,800
employees driven by efficiency programs.
Invested capital1
in € millions
Trade receivables
December
31, 2024
December 31,
2,144
1,990
Inventories
1,721
1,529
Trade payables
(2,220)
(2,157)
Trade working capital
1,645
1,362
Other working capital items
(137)
Non-current assets
8,413
7,891
Less investments in associates
(227)
(232)
Less pension assets
(929)
(891)
Deferred tax liabilities
(491)
(487)
Invested capital
8,274
7,593
1 Alternative Performance Measures: For more details on these measures,
refer to the Notes to the condensed consolidated financial statements,
APM paragraph.
Trade working capital as a percentage of revenue was 14.4% in Q4
2025. On a comparable basis (excluding the impact of the India
divestment) it was 14.7%, down 1.0% compared with Q4 2024,
mainly due to lower inventories and trade receivables.
Trade working capital1
As % of revenue
Q4 24
Q1 25
Q2 25
Q3 25
Q4 25
1 Alternative Performance Measures: For more details on these measures, refer to the Notes to
the condensed consolidated financial statements, APM paragraph.
AkzoNobel | Report for the fourth quarter and full-year 2025
Notes to the condensed
consolidated financial
statements
General information
Accounting policies
Akzo Nobel N.V. is a public limited liability company headquartered in
Amsterdam, the Netherlands. The interim condensed consolidated
financial statements include the condensed financial statements of
Akzo Nobel N.V. and its consolidated subsidiaries (in this document
referred to as “AkzoNobel”, “the Group” or “the company”). The
company was incorporated under the laws of the Netherlands and is
listed on Euronext Amsterdam.
The material accounting policies applied in the interim condensed
consolidated financial statements are consistent with those applied
in AkzoNobel’s consolidated financial statements for the year ended
December 31, 2024, except for IFRS Accounting Standards as
adopted by the European Union becoming effective on January 1,
2025, which for this year relates to amendments to IAS 21 “Lack of
exchangeability”. These changes have been assessed for their
potential impact. It was concluded that these changes do not have a
material effect on AkzoNobel’s consolidated financial statements.
Basis of preparation
All figures in this report are unaudited. The interim condensed
consolidated financial statements were discussed and approved by
the Board of Management and the Supervisory Board. These interim
condensed financial statements have been authorized for issue.
The interim condensed consolidated financial statements should be
read in conjunction with AkzoNobel’s consolidated financial
statements in the 2024 annual report as published on February 26,
2025. The 2024 financial statements were adopted by the Annual
General Meeting of shareholders on April 25, 2025. In accordance
with Article 393 of Book 2 of the Dutch Civil Code,
PricewaterhouseCoopers Accountants N.V. has issued an
unqualified auditor’s opinion on the 2024 financial statements.
The full-year 2025 numbers included in the interim condensed
consolidated financial statements are derived from the consolidated
financial statements 2025. The consolidated financial statements
2025 have not yet been audited nor published by law, and still have
to be adopted by the Annual General Meeting of shareholders. The
consolidated financial statements will be published on February 24,
2026.
The interim condensed consolidated financial statements have been
prepared in accordance with, and contain the information required
by IFRS Accounting Standards as issued by the International
Accounting Standards Board as adopted by the European Union
(EU-IFRS), IAS 34 “Interim Financial Reporting”.
Significant estimates
The applied estimates in the interim condensed consolidated
financial statements are consistent with those applied in AkzoNobel’s
consolidated financial statements for the year ended December 31,
2024, except for a change in the treatment of Dulux, a brand with an
indefinite useful life which is used globally, for impairment testing
purposes.
As from 2025, following organizational changes, the brand is
managed under global leadership and through a global commercial
organization. This has led to a revision of how Dulux is tested for
impairments annually. Previously, as the brand was managed in a
more decentralized manner, the brand value was allocated to the
individual business units in accordance with the values measured per
the purchase price allocation date.
Following the organizational change, the brand is now treated as a
corporate asset for impairment testing purposes. Each year, the
brand’s value is allocated to the carrying values of relevant individual
business units (the applicable cash-generating-unit for goodwill
impairment testing), based on the business unit’s relative share of
the global Dulux revenues. We consider this to be a reasonable and
consistent basis, as the business units generate the cash flows to
recover the central brand value.
This change resulted in a modification to the carrying values of the
business units Decorative Paints Europe, Middle East and Africa
(€125 million increase), Decorative Paints China and North Asia
(€239 million decrease), and Decorative Paints South East and South
Asia (€113 million increase). Prior to the change, under the existing
method, an impairment assessment was performed for these
business units. No impairment loss was recognized as a result of this
assessment. It is not possible to reliably assess the impact of this
change on future periods
AkzoNobel | Report for the fourth quarter and full-year 2025
Revenue disaggregation
Pensions
The table below reflects the disaggregation of revenue. Additional
disaggregation of revenue is included on the respective pages on
Decorative Paints and Performance Coatings.
The net balance sheet position (according to IAS 19) of the pension
plans at the end of Q4 was a surplus of €0.6 billion (year-end 2024:
surplus of €0.6 billion). The development during 2025 was mainly the
offsetting effect of lower inflation rates and lower plan asset returns in
key countries.
Revenue disaggregation
January-December 2025
in € millions
The Netherlands
Decorative
Paints
Performance
Coatings
Total
2,192
2,364
4,556
North Asia
1,166
1,592
South East and South Asia
1,206
North America
1,264
1,264
Latin America
1,210
4,090
6,068
10,158
Other EMEA countries
Total
Hyperinflation accounting (Türkiye and
Argentina)
For Türkiye and Argentina, hyperinflation accounting is applied. The
impact of the application of hyperinflation accounting, which includes
the use of end of period rates to translate the statement of the
income statement, is shown in the table below.
The carrying amount of the financial assets and current liabilities is a
reasonable approximation of their fair value. The fair value of total
borrowings as at December 31, 2025, was €4,768 million (December
31, 2024: €5,256 million); the carrying amount measured at
amortized cost was €4,863 million (December 31, 2024: €5,368
million).
During the year there have been no material changes in the fair value
hierarchy.
Cash flow reconciliation
in € millions
Cash and cash equivalents in the
balance sheet
Debt to credit institutions
Hyperinflation accounting
Total per statement of cash flows
Timing of revenue recognition
Goods transferred at a point in time
Services transferred over time
Total
4,027
5,850
9,877
4,090
6,068
10,158
Seasonality
Revenue and results in Decorative Paints are impacted by seasonal
influences. Revenue and profitability tend to be higher in the second
and third quarter of the year as weather conditions determine if
paints and coatings can be applied.
In Performance Coatings, revenue and profitability vary, among
others, with building patterns from original equipment manufacturers.
Other activities
Fourth quarter
2025 in € millions
7 Revenue
(5) Operating income
Hyperinflation: gain/loss on net monetary
(6) position
(1) Other financing income/expenses
(12) Profit before tax
— Income tax
(12) Profit for the period
2 Non-controlling interests
(10) Net income
Hyperinflation impact on adjusted EBITDA for the full-year was €18
million negative (2024: €28 million negative); the impact for Q4 was
€4 million negative (2024: €3 million negative).
Financial risk management
In Other activities, we report activities which are not allocated to a
particular segment.
December 31,
2024 December 31, 2025
1,302
1,618
1,273
1,605
January-December
The consolidated financial statements for the year ended
December 31, 2024, provide a description of the financial risks faced
by the company in its regular operations, as well as the policies and
procedures established to mitigate these risks.
The risks, policies and procedures outlined in the consolidated
financial statements are still applicable and relevant.
Related parties
AkzoNobel traded goods and services with various related parties in
which we hold a 50% or less equity interest (associates), which are
not material to the condensed consolidated financial statements.
We consider the members of the Executive Committee and the
Supervisory Board to be the key management personnel as defined
in IAS 24 “Related parties”.
AkzoNobel | Report for the fourth quarter and full-year 2025
Contingent liabilities/Project Ichthys update
A contingent liability is a liability of uncertain timing or amount.
Contingent liabilities are not recognized in the balance sheet because
they are dependent on the occurrence or non-occurrence of one or
more uncertain future events not wholly within the control of the
entity, or because (i) it is not probable that an outflow of resources
embodying economic benefits will be required to settle the
obligation; or (ii) the amount of the obligation cannot be measured
with sufficient reliability.
Legal proceedings
The company and certain of its (former) group companies are
involved in legal proceedings as well as proceedings by / discussions
with governments, tax authorities, environmental agencies and other
authorities.
While it is not feasible to predict or determine the outcome of all
pending and threatening legal proceedings and proceedings by/
discussions with governments, tax, environmental agencies and
other authorities, the company is of the opinion that the case
described below may have a significant impact on the company’s
consolidated financial position, results of operations and cash flows.
In accordance with IAS 37.92, certain information is not disclosed for
legal proceedings for which the company concludes that disclosure
can be expected to seriously prejudice the outcome of the matter.
Project Ichthys
AkzoNobel is defending claims brought by INPEX Operations
Australia in 2021 and JKC Australia LNG in 2017 relating to the
specification and use of an AkzoNobel product which was applied to
part of the pipework for the Ichthys Onshore Project in Darwin,
Australia, a large LNG project, between 2013 and 2015. The claims
allege that AkzoNobel is liable for significant damages (relating to
degradation of the coating on extensive parts of the pipework) and
associated remediation costs are sought under the Australian
Consumer Law. The vast majority of the damages claimed for
remediation costs have not yet been incurred, rather they relate to
(modelled) future inspection and remediation costs. AkzoNobel
denies liability and contests the quantum of alleged damages.
In 2024, the case proceeded to trial in the Federal Court of Australia.
As part of the proceedings, the Federal Court of Australia appointed
a Referee for the consideration of the potential quantum should any
liability be established. Following issuance of the Referee’s quantum
report, INPEX has sought damages in the amount of AUD 4.8 billion
(€2.7 billion). There are several other scenarios in the Referee’s
quantum report for calculating potential damages with significantly
lower amounts. Following the completion of the main hearing phase
in May 2025, the Federal Court continues to address various
procedural and substantive matters as part of the ongoing
proceedings.
AkzoNobel maintains that it is not liable for any alleged damages and
thus argues its liability towards both INPEX and JKC should be zero
(0). The Federal Court of Australia has yet to decide on liability, and if
AkzoNobel is found liable, on the appropriate amount of damages
that AkzoNobel is liable for (including whether any liability should be
shared with other parties involved).
In Q3 2025, AkzoNobel recognized a provision of €300 million in
respect of Project Ichthys, relating to the elements in the claims for
which the IAS37 recognition criteria are met. Other elements not
meeting the requirements are presented as contingent liabilities and
remain unprovided for. AkzoNobel is insured with a maximum
coverage of €500 million for cash outflows, whether presented as a
provision or as a contingent liability. In accordance with IAS 37.92,
no further information is disclosed, as such disclosure might
seriously prejudice the outcome of the matter.
The timing of the Federal Court of Australia’s judgment remains
uncertain, although it is not anticipated before 2027. Either party can
appeal the first instance decision to the Full Court of the Federal
Court of Australia. A further appeal can be made to the High Court of
Australia if special leave is granted. Under Australian law, a verdict
would be payable soon after being issued, unless a stay would be
obtained. The amounts in such verdict could be significantly higher
than the amount currently provided for.
Alternative Performance Measures
In presenting and discussing AkzoNobel’s operating results,
management uses certain Alternative Performance Measures (APMs)
not defined by IFRS Accounting Standards. Management considers
these APMs to be relevant supplementary indicators of the
company’s performance. These or similar measures are widely used
in the industry to assess operational performance, developments and
positions. Management believes that reporting these measures
supports readers’ understanding of, among others, the company’s
sales performance, profitability, financial strength and funding
requirements.
APMs should not be viewed in isolation as alternatives to the
equivalent IFRS measures. Rather, they should be used as
supplementary information in conjunction with the most directly
comparable IFRS measures. APMs do not have a standardized
meaning under IFRS Accounting Standards and therefore may not
be comparable to similar measures presented by other companies.
Explanations and reconciliations of the APMs to the most directly
comparable IFRS measures can be found in this paragraph.
Identified items
Identified items are special charges and benefits, (post) acquisition
and divestment related items, major restructuring and impairment
charges, charges and benefits related to major legal, environmental
and tax cases, pension curtailments and buy-outs, and hyperinflation
accounting adjustments for inventory positions that exceed normal
operational levels.
Identified items are excluded when calculating adjusted operating
income, adjusted EBITDA, adjusted EBITDA margin, return on
investments (ROI) and adjusted earnings per share (EPS).
AkzoNobel | Report for the fourth quarter and full-year 2025
Adjusted EBITDA and Adjusted operating income
Operating income to adjusted EBITDA
Full-year 2024
Full-year 2025
Decorative
Paints
Performance
Coatings
Other
activities
(167)
Decorative
Paints
Performance
Coatings
Other
activities
Total
917 Operating income
1,164
(144) Restructuring-related costs
including impairments
(200)
(23) Acquisitions and divestments
(19) Hyperinflation
— Legal and environmental
(272)
(301)
— Pension curtailments and buy-outs
Total in € millions
Adjusted EBITDA is operating income excluding depreciation,
amortization and identified items. Adjusted operating income is
operating income excluding identified items. These measures are
used to evaluate the performance of the company and its segments.
By excluding identified items, the comparability of the operational
results increases and financial performance can be evaluated more
effectively.
Management views adjusted EBITDA and adjusted operating income
as appropriate measures for (segment) performance.
(10) Other
(196) Total identified items
(102)
(365)
(107)
1,113 Adjusted operating income
1,081
Adjusted EBITDA margin
(150)
(178)
(365) Depreciation and amortization*
(145)
(178)
(363)
1,478 Adjusted EBITDA
1,444
Adjusted EBITDA margin is an operational profit margin. Adjusted
EBITDA margin is adjusted EBITDA as a percentage of revenue. The
measure provides a clear picture of (the development of) profitability.
* Excluding identified items
Adjusted EBITDA margin
Operating income to adjusted EBITDA
Fourth quarter 2024
Fourth quarter 2025
Decorative
Paints
Performance
Coatings
Other
activities
Fourth quarter
Decorative
Paints
Performance
Coatings
Other
activities
Total
127 Operating income
(81) Restructuring-related costs
including impairments
(7) Acquisitions and divestments
Total in € millions
(5) Hyperinflation
— Legal and environmental
— Pension curtailments and buy-outs
(7) Other
(100) Total identified items
227 Adjusted operating income
(94) Depreciation and amortization*
321 Adjusted EBITDA
* Excluding identified items
January-December
2025 in %
13.5 Decorative Paints
13.1 Performance Coatings
Other activities*
13.0 Total
Free cash flow
AkzoNobel reports on free cash flow as management believes it to
be a useful measure to provide additional insight into the cash
generating capability of its operations. A reconciliation of free cash
flow to the most directly comparable IFRS measure is available in the
condensed consolidated financial statements.
AkzoNobel | Report for the fourth quarter and full-year 2025
Capital expenditures
Capital expenditures is the total of investments in property, plant and
equipment and investments in intangible assets. Reporting on capital
expenditures gives insight into the total allocation of investments.
comparing performance over time, as well as to industry
benchmarks and peers.
Return on investment (ROI)
Adjusted earnings per share from continuing operations
Fourth quarter
January-December
Capital expenditures
2025 in € millions
606 Profit from continuing operations
(570) Identified items reported in operating income
Fourth quarter
January-December
2025 in € millions
98 Investments in property, plant and equipment
2 Investments in intangible assets
100 Capital expenditures
Organic sales
Organic sales exclude the impact of changes in consolidation, the
impact of changes in foreign exchange rates and the impact of
hyperinflation accounting.
The impact of changes in foreign exchange rates is calculated by retranslating the prior year local currency amounts into euros at the
current year’s foreign exchange rates.
Organic sales comparison provides a better understanding of
underlying revenue growth factors. Reconciliation to the
development of revenue is available in the financial highlights (for
consolidated revenues), as well as in the Decorative Paints and
Performance Coatings sections.
Trade working capital is defined as the sum of inventories, trade
receivables and trade payables. When expressed as a ratio, trade
working capital is measured against four times last quarter revenue.
A reconciliation of trade working capital to the most directly
comparable IFRS measure is available in the condensed
consolidated financial statements.
Management uses trade working capital for cash flow management,
to identify opportunities to improve cash generation and to optimize
our use of cash.
Adjusted earnings per share
Adjusted earnings per share is used to provide additional insight into
the underlying profitability per share of the company. It helps with
ROI is adjusted operating income of the last 12 months as a
percentage of average invested capital. Management uses ROI to
assess the efficiency of investments and make informed decisions on
capital allocation, in order to maximize returns and drive long-term
growth.
Return on investment (ROI)
(2) Identified items reported in interest
January 2024 – December 2024/January 2025 – December 2025
70 Identified items reported in income tax
(8) Non-controlling interests
Decorative Paints
96 Adjusted net income from continuing
operations
Performance Coatings
170.8
Other activities1
171.1 Weighted average number of shares (in
millions)
170.7
0.56 Adjusted earnings per share from
continuing operations
171.0
Total
1 ROI for Other activities is not shown, as this is not meaningful.
Adjusted gross margin
(Average) invested capital
Average invested capital is the average of the quarter-end invested
capital balances for the last four quarters. Invested capital is total
assets (excluding cash and cash equivalents, short-term
investments, investments in associates, pension assets, assets held
for sale) less current tax liabilities, deferred tax liabilities and trade
and other payables.
Adjusted gross profit is revenue less cost of sales, excluding
identified items. Adjusted gross margin is adjusted gross profit as a
percentage of revenue. This measure provides insight into profit
development excluding SG&A costs.
By excluding identified items, the comparability of the gross margin
development increases and financial performance can be evaluated
more effectively.
Average invested capital
January 2024 – December 2024/January 2025 – December 2025
Trade working capital
in € millions
Decorative Paints
3,921
3,525
(10%)
Performance Coatings
3,773
3,595
8,350
8,016
Other activities
Total
Management uses average invested capital to monitor, assess and
optimize the total amount of capital invested.
Adjusted gross margin
Fourth quarter
January-December
1,026
936 Gross profit
4,337
4,049
(155)
1,055
965 Adjusted gross profit
(29) Identified items
4,410
4,204
40.7 Adjusted gross margin
AkzoNobel | Report for the fourth quarter and full-year 2025
Leverage ratio
Management monitors capital headroom based on the leverage ratio
net debt/adjusted EBITDA. The leverage ratio is calculated based on
the net debt per balance sheet position divided by adjusted EBITDA
of the last 12 months.
Adjusted EBITDA
January 2024 – December 2024/January 2025 – December 2025
in € millions
Operating income
1,164
Depreciation and amortization*
Identified items
1,478
1,444
Adjusted EBITDA
* Excluding identified items.
Leverage ratio
Prior to the sale to JSW, the rights to the Dulux brand in India were
sold to ANIL for €115 million. ANIL at the same time sold the Powder
Coatings business and International Research Center to AkzoNobel
Powder Coatings India Ltd, a fully owned subsidiary of Akzo Nobel
N.V., for €207 million.
The divested businesses represented our operations in India,
excluding our Powder Coatings business and International Research
Center. The divested businesses contributed €316 million in revenue
in 2025, of which €192 million related to Decorative Paints and €124
million related to Performance Coatings. In terms of operating
income, the divested business contributed €44 million, of which €29
million related to Decorative Paints, €21 million related to
Performance Coatings and negative €6 million to other activities. In
terms of adjusted EBITDA the divested business contributed €54
million, of which €34 million related to Decorative Paints, €24 million
related to Performance Coatings and negative €4 million to other
activities.
January 2024 – December 2024/January 2025 – December 2025
in € millions
Net debt*
3,901
2,942
Adjusted EBITDA
1,478
1,444
Leverage ratio
* Breakdown of net debt is available in the net debt paragraph in the condensed consolidated
financial statements section.
Divestment Akzo Nobel India Ltd.
On December 10, 2025, AkzoNobel sold 61% of the shares of Akzo
Nobel India Limited (ANIL) to the JSW Group (JSW); as a result
AkzoNobel no longer controlled the company. Prior to that
transaction, on September 24, 2025, AkzoNobel sold 5% of the
share capital of ANIL through market block trades. After the
transaction with JSW, AkzoNobel retained a 9% share in ANIL,
which was subsequently sold in a block trade on December 17,
2025. As these block trades were linked to the agreement and
transaction with JSW, they have been accounted for as part of the
deal result.
As part of the disposal, AkzoNobel is entitled to additional contingent
consideration up to €26 million, dependent on the occurrence of
specified future events. The contingent consideration receivable is
recognized at its fair value of €20 million, determined using a
probability-weighted assessment of the expected future receipts and
discounted to present value.
Since the divested company does not represent a separate major
line of business or geographical area, no discontinued operations
accounting was applied.
Deal result
in € millions
Consideration for shares sold
Contingent consideration
Recycling of cash flow hedge reserve to P&L
Gross Proceeds
Derecognition of assets and liabilities (including non-controlling interest)
(137)
Cost allocated to the deal, including recycling of cumulative translation
differences to P&L
(130)
Pre-tax deal result
Income tax related to the sale
(100)
Total deal result
The pre-tax deal result is included in “Other results” in the
Condensed consolidated statement of income; income tax is
accounted for on the tax line.
Cash inflow from divestment
in € millions
Consideration for shares sold (including shares sold before and after the
transaction with JSW)
Proceeds from cash flow hedge
Cash and cash equivalents derecognized on disposal
Income taxes paid on divestment proceeds
Total (net) cash inflow from divestment
The total (net) cash inflow from divestment is presented within
“Acquisitions and divestments net of cash acquired/divested” in the
Condensed consolidated statement of cash flows.
Balance sheet at divestment date
December 10, 2025
in € millions
Intangible assets
Property, plant and equipment
Other non-current assets
Inventories
Trade receivables
Other current assets
Non-current liabilities
Trade payables
Other current liabilities
Non-controlling interest
Net assets and liabilities divested
Intended merger with Axalta
On November 18, 2025, Akzo Nobel N.V. (“AkzoNobel”) and Axalta
Coating Systems Ltd. (“Axalta”) announced that they had entered
into a definitive agreement to combine in an all-stock merger of
equals, creating a premier global coatings company.
The combination will bring together two coatings industry leaders
with complementary portfolios of highly regarded brands to better
serve customers across key end markets and enhance value for
shareholders, employees and other stakeholders.
The terms of the agreement stipulate that Axalta shareholders will
receive 0.6539 shares of AkzoNobel stock for each share of Axalta
common stock owned.
AkzoNobel | Report for the fourth quarter and full-year 2025
In connection with the transaction, AkzoNobel intends to pay a
special cash dividend to AkzoNobel shareholders equal to €2.5
billion, minus the aggregate amount of any regular annual and interim
dividends paid by AkzoNobel to AkzoNobel shareholders in 2026
prior to completion. The special dividend is conditional on
completion of the transaction and on the level of regular dividends
paid in 2026.
AkzoNobel shareholders will own approximately 55% and Axalta
shareholders will own approximately 45% of the combined company
on a pro forma basis immediately after closing. The companies
expect the transaction to close in late 2026 to early 2027, subject to
approval by shareholders of both AkzoNobel and Axalta, the receipt
of requisite regulatory approvals, authorization for the combined
company’s shares to be listed on NYSE, payment of the special
dividend by AkzoNobel, completion of AkzoNobel’s works council
consultation requirements and the satisfaction of other customary
closing conditions.
Outlook*
Based on current market visibility and at prevailing trading
conditions, the company expects to deliver €100 million of adjusted
EBITDA improvement in constant currencies. As a result, adjusted
EBITDA for the full-year 2026 is expected to be at or above €1.47
billion, based on year-end 2025 exchange rates and adjusted for the
India divestment.
For the mid-term, AkzoNobel aims to expand profitability to deliver
an adjusted EBITDA margin of above 16% and a return on
investment between 16% and 19%, underpinned by organic growth
and industrial excellence.
The company expects leverage to be around 2 times net debt/
adjusted EBITDA by the end of 2026. In the mid-term, AkzoNobel
aims to maintain leverage around 2 times, while remaining
committed to an investment grade credit rating.
Closing of the Axalta merger, which is subject to shareholder and
regulatory approvals, is expected in late 2026 or early 2027.
*Outlook represents current company expectations based on organic volumes adjusted for
the India divestment, is subject to ongoing market uncertainties and at exchange rates as of
the end of 2025. Outlook is on a standalone basis and excludes any effects from the
proposed merger with Axalta.
Amsterdam, February 2, 2026
The Board of Management
Greg Poux-Guillaume
Maarten de Vries
AkzoNobel | Report for the fourth quarter and full-year 2025
Quarterly statistics
1,056
1,139
1,089
1,017
1,584
1,645
1,579
1,602
2,640
2,784
2,668
2,619
Full-year in € millions
Full-year
4,301 Decorative Paints
1,030
1,080
6,410 Performance Coatings
1,583
1,546
1,055
4,090
1,492
1,447
10,711 Total
2,613
6,068
2,626
2,547
2,372
10,158
556 Decorative Paints
862 Performance Coatings
(130) Other activities
1,288 Total
1,542
Revenue
EBITDA*
Adjusted EBITDA (excluding Identified items)*
635 Decorative Paints
913 Performance Coatings
(70) Other activities
1,478 Total
1,444
13.8 Adjusted EBITDA margin (in %)
Depreciation and amortization
(151) Decorative Paints
(153)
(183) Performance Coatings
(185)
(37) Other activities
(371) Total
(378)
Depreciation and amortization (excluding Identified items)
(150) Decorative Paints
(145)
(178) Performance Coatings
(178)
(37) Other activities
(365) Total
(363)
* Alternative Performance Measures: For more details on these measures, including reconciliations to the most directly comparable IFRS measures and explanation of their use, refer to the Notes
to the condensed consolidated financial statements, APM paragraph.
AkzoNobel | Report for the fourth quarter and full-year 2025
Quarterly statistics
Full-year in € millions
Full-year
405 Decorative Paints
679 Performance Coatings
(138)
(167) Other activities
917 Total
1,164
Operating income
Identified items included in operating income
(80) Decorative Paints
(102)
(56) Performance Coatings
(303)
(365)
(60) Other activities
(100)
(196) Total
(326)
Adjusted operating income (excluding Identified items)*
485 Decorative Paints
735 Performance Coatings
(107) Other activities
1,113 Total
1,081
Reconciliation financing income and expenses
61 Financing income
(187) Financing expenses
(176)
(126) Net interest on net debt
(127)
Other interest
27 Financing income related to post-retirement benefits
(3) Interest on provisions
— Other items
24 Net other financing charges
(102) Financing income and expenses
(199)
* Alternative Performance Measures: For more details on these measures, including reconciliations to the most directly comparable IFRS measures and explanation of their use,
refer to the Notes to the condensed consolidated financial statements, APM paragraph.
AkzoNobel | Report for the fourth quarter and full-year 2025
Quarterly statistics
Full-year
Full-year
Quarterly net income analysis (in € millions)
23 Results from associates
838 Profit before tax
(246) Income tax
(140)
(326)
592 Profit for the period from continuing operations
(190)
29 Effective tax rate (in %)
Earnings per share from continuing operations (in €)
3.17 Basic
(1.13)
3.16 Diluted
(1.12)
Earnings per share from discontinued operations (in €)
(0.01)
— Basic
(0.01)
(0.01)
(0.01)
— Diluted
(0.01)
(0.01)
Earnings per share from total operations (in €)
3.17 Basic
(1.13)
3.16 Diluted
(1.13)
Number of shares (in millions)
170.6
170.7
170.8
170.8
170.7 Weighted average number of shares1
170.8
171.0
171.0
171.1
171.0
170.6
170.8
170.8
170.8
170.8 Number of shares at end of quarter1
170.9
171.0
171.1
171.1
171.1
Adjusted earnings from continuing operations (in € millions)*
592 Profit from continuing operations
(190)
196 Identified items reported in operating income
(570)
(21) Identified items reported in interest
(54) Identified items reported in income tax
(50) Non-controlling interests
663 Adjusted net income from continuing operations
3.88 Adjusted earnings per share from continuing
operations (in €)
* Alternative performance measure: For more details on this measure, including reconciliations and explanation of its use,
refer to the Notes to the consolidated financial statements, APM paragraph.
AkzoNobel | Report for the fourth quarter and full-year 2025
Glossary
Adjusted earnings per share from continuing operations are
the basic earnings per share from continuing operations, excluding
Identified items and taxes thereon.
Adjusted EBITDA is operating income excluding depreciation,
amortization and Identified items.
Invested capital is total assets (excluding cash and cash
equivalents, short-term investments, investments in associates,
pension assets, assets held for sale) less current tax liabilities,
deferred tax liabilities and trade and other payables. Invested capital
balances on business area level contain intercompany positions,
which eliminate on consolidated level.
SG&A costs include selling and distribution expenses, general and
administrative expenses, and research, development and innovation
expenses.
Average invested capital is the average of the quarter-end
invested capital balances for the last four quarters.
Safe harbor statement
Latin America excludes Mexico.
Adjusted EBITDA margin is adjusted EBITDA as percentage of
revenue.
Leverage ratio is calculated as net debt divided by adjusted
EBITDA for the last 12 months.
Adjusted operating income is operating income excluding
Identified items.
Net debt is defined as long-term borrowings plus short-term
borrowings, less cash and cash equivalents and short-term
investments.
Capital expenditures is the total of investments in property, plant
and equipment and investments in intangible assets.
Comprehensive income is the change in equity during a period
resulting from transactions and other events other than those
changes resulting from transactions with shareholders in their
capacity as shareholders.
Constant currencies calculations exclude the impact of changes in
foreign exchange rates by re-translating the prior year local currency
amounts into euros at the current year’s foreign exchange rates.
EBITDA is operating income excluding depreciation and
amortization.
EBITDA margin is EBITDA as a percentage of revenue.
EMEA is Europe, Middle East and Africa.
Free cash flow is net cash generated from/(used for) operating
activities minus capital expenditures.
Identified items are special charges and benefits, (post) acquisition
and divestment related items, major restructuring and impairment
charges, charges and benefits related to major legal, environmental
and tax cases, and hyperinflation accounting adjustments for
inventory positions that exceed normal operational levels.
North America includes Mexico.
North Asia includes, among others, China, Japan and South Korea.
Operating income is defined as income excluding net financing
expenses, results from associates, income tax and profit/loss from
discontinued operations. Operating income includes the share of
non-controlling interests. Operating income includes Identified items
to the extent these relate to lines included in operating income.
SESA is South East and South Asia and includes the Pacific.
This report contains statements which address such key issues as
AkzoNobel’s growth strategy, future financial results, market
positions, product development, products in the pipeline and
product approvals. Such statements should be carefully considered,
and it should be understood that many factors could cause forecast
and actual results to differ from these statements. These factors
include, but are not limited to, price fluctuations, currency
fluctuations, developments in raw material and personnel costs,
pensions, physical and environmental risks, legal issues, and
legislative, fiscal, and other regulatory measures, as well as
significant market disruptions. Stated competitive positions are
based on management estimates supported by information provided
by specialized external agencies. For a more comprehensive
discussion of the risk factors affecting our business, please see our
latest annual report.
Important information regarding the proposed
Axalta transaction
Trade working capital is defined as the sum of inventories, trade
receivables and trade payables. When expressed as a ratio, trade
working capital is measured against four times last quarter revenue.
General restrictions
Operating expenses (OPEX) includes SG&A costs and fixed
manufacturing costs within cost of sales.
This communication is not for release, publication, or distribution, in
whole or in part, in or into, directly or indirectly, any jurisdiction in
which such release, publication, or distribution would be unlawful.
Organic sales compares sales between periods, excluding the
impact of changes in consolidation, the impact of changes in foreign
exchange rates and the impact of hyperinflation accounting. Refer to
“Constant currencies” for details on the calculation of the foreign
exchange rate impact.
Other working capital is defined as other receivables, plus current
tax assets, less other payables and current tax liabilities.
ROI is adjusted operating income of the last 12 months as a
percentage of average invested capital.
This communication is not a prospectus and the information in this
communication is not intended to be complete. This communication
is for informational purposes only and is not intended to be and shall
not constitute a solicitation of any vote or approval, or an offer to buy
or sell, or the solicitation of an offer to buy or sell, any securities, or
an invitation or recommendation to subscribe for, acquire or buy
securities of AkzoNobel or Axalta or any other financial products or
securities, in any place or jurisdiction, nor shall there be any offer,
solicitation or sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
AkzoNobel | Report for the fourth quarter and full-year 2025
qualification under the securities laws of any such jurisdiction. No
offer of securities shall be made except by means of a prospectus
meeting the requirements of Section 10 of the U.S. Securities Act of
1933, as amended (the “Securities Act”).
Any decision to purchase, subscribe for, otherwise acquire, sell or
otherwise dispose of any securities must be made only on the basis
of the information contained in and incorporated by reference into
the prospectus with respect to the shares to be allotted by
AkzoNobel in the proposed transaction once published. A
prospectus in relation to the proposed transaction described in this
communication is expected to be published in due course.
The distribution of this communication may, in some countries, be
restricted by law or regulation. Accordingly, persons who come into
possession of this document should inform themselves of and
observe these restrictions. To the fullest extent permitted by
applicable law, AkzoNobel and Axalta disclaim any responsibility or
liability for the violation of any such restrictions by any person.
Neither AkzoNobel, nor Axalta, nor any of their advisors assume any
responsibility for any violation by any person of any of these
restrictions. Shareholders of AkzoNobel and Axalta, respectively,
with any doubt as to their position should consult an appropriate
professional advisor without delay.
Additional information and where to find it
In connection with the proposed transaction between AkzoNobel
and Axalta, AkzoNobel will file with the U.S. Securities and Exchange
Commission (the “SEC”) a registration statement on Form F-4, which
will include a proxy statement of Axalta that also constitutes a
prospectus with respect to the shares to be offered by AkzoNobel in
the proposed transaction. The definitive proxy statement/prospectus
will be sent to the shareholders of Axalta. Each of AkzoNobel and
Axalta will also file other relevant documents in connection with the
proposed transaction. This communication is not a substitute for any
registration statement, proxy statement/prospectus or other
documents AkzoNobel and/or Axalta may file with the SEC or any
other competent regulator in connection with the proposed
transaction. This communication does not contain all the information
that should be considered concerning the proposed transaction and
is not intended to form the basis of any investment decision or any
other decision in respect of the proposed transaction. BEFORE
MAKING ANY VOTING OR INVESTMENT DECISIONS,
INVESTORS, STOCKHOLDERS AND SHAREHOLDERS OF
AKZONOBEL AND AXALTA ARE URGED TO READ
CAREFULLY AND IN THEIR ENTIRETY THE PROXY
STATEMENT/PROSPECTUS, AS APPLICABLE, AND ANY
OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL
BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS
OR SUPPLEMENTS TO THESE DOCUMENTS, IN
CONNECTION WITH THE PROPOSED TRANSACTION WHEN
THEY BECOME AVAILABLE, AS THEY CONTAIN OR WILL
CONTAIN IMPORTANT INFORMATION ABOUT AKZONOBEL,
AXALTA, THE PROPOSED TRANSACTION AND RELATED
MATTERS. The registration statement and proxy statement/
prospectus and other relevant documents filed by AkzoNobel and
Axalta with the SEC, when filed, will be available free of charge at the
SEC’s website at www.sec.gov. In addition, investors and
shareholders will be able to obtain free copies of the proxy
statement/prospectus and other documents filed with the SEC from
Axalta’s investor relations webpage at https://ir.axalta.com/secfilings/all-sec-filings or from AkzoNobel’s investor relations webpage
at https://www.akzonobel.com/en/investors.
The contents of this communication should not be construed as
financial, legal, business, investment, tax or other professional
advice. Each recipient should consult with its own professional
advisors for any such matter and advice.
Brand and trademarks
In this report, reference is made to brands and trademarks owned
by, or licensed to, AkzoNobel. Unauthorized use of these is strictly
prohibited.
AkzoNobel | Report for the fourth quarter and full-year 2025
Akzo Nobel N.V.
Christian Neefestraat 2
P.O. Box 75730
1070 AS Amsterdam, the Netherlands
www.akzonobel.com
For more information:
The explanatory sheets used during the press conference can be
viewed on AkzoNobel’s corporate website: www.akzonobel.com
Since 1792, we’ve been supplying the innovative paints and coatings
that help to color people’s lives and protect what matters most.
Our world class portfolio of brands – including Dulux, International,
Sikkens and Interpon – is trusted by customers around the globe.
We’re active in more than 150 countries and use our expertise to
sustain and enhance everyday life. Because we believe every
surface is an opportunity. It’s what you’d expect from a pioneering
and long-established paints company that’s dedicated to providing
more sustainable solutions and preserving the best of what we have
today – while creating an even better tomorrow. Let’s paint the
future together.
For more information, please visit www.akzonobel.com.
© 2026 Akzo Nobel N.V. All rights reserved.
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