UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the Month of November 2022

Commission File Number: 001-37668

FERROGLOBE PLC

(Name of Registrant)

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5 Fleet Place

London, EC4M7RD

(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):      ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):      ☐

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This Form 6-K consists of the following materials, which appear immediately following this page:

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This Form 6-K is being furnished for the purpose of incorporating by reference the information in this Form 6-K into (a) Registration Statement No. 333-208911 on Form S-8, (b) Registration Statement No. 333-259445 on Form F-3, (c) Registration Statement No. 333-258254 on Form F-3 and (d) Registration Statement No. 333-255973 on Form F-3 and related prospectuses, as such registration statements and prospectuses may be amended from time to time.

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SIGNATURES

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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Ferroglobe Reports Solid Third Quarter 2022 Results Despite Weaker Market Conditions

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LONDON, November 15, 2022 (GLOBE NEWSWIRE) – Ferroglobe PLC (NASDAQ: GSM) (“Ferroglobe”, the “Company”, or the “Parent”), a leading producer globally of silicon metal, silicon-based and manganese-based specialty alloys, today announced results for the third quarter 2022.

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FINANCIAL HIGHLIGHTS

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BUSINESS HIGHLIGHTS

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Dr. Marco Levi, Ferroglobe’s Chief Executive Officer, commented, “During the third quarter, we have seen a challenging environment driven by demand slowdown and continued volatility in energy prices in Europe.  Steel production has been heavily curtailed in Europe, where we have also seen massive closures of aluminum plants.  

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“Despite a difficult environment during the third quarter, Ferroglobe continues to perform well, generating robust sales and healthy profitability.  The various initiatives that we have implemented over the past two years have enabled us to perform well during challenging periods and declining prices.  We continue to focus on improving our overall competitiveness in the market and optimizing  our cost position.  The restart of our Polokwane facility will provide us with a competitive source of silicon metal with a location that will provide the flexibility to move production away from plants impacted by burdened energy costs and expand business in new geographies.  As we have mentioned in prior earnings calls, we continue reducing our leverage with the objective of further strengthening our balance sheet.  During the third quarter we redeemed $60 million of our 9% super senior secured notes, reducing our annual interest expense by over $5 million.  We will continue to focus on optimizing our costs to improve the efficiency of our organization,” concluded Dr. Levi.

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Third Quarter 2022 Financial Highlights

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Sales

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In the third quarter of 2022, Ferroglobe reported net sales of $593.2 million, a decrease of 29% compared with the prior quarter and an increase of 38% compared with the third quarter of 2021. The decrease in our third quarter results is primarily attributable to lower volumes across our product portfolio, and lower pricing in our main products. The $248 million decrease in sales over the prior quarter was primarily driven by silicon metal, which accounted for $92 million of the decrease, silicon based alloys, which accounted for $57 million and manganese-based alloys, which accounted for $95 million.

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Raw materials and energy consumption for production

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Raw materials and energy consumption for production was $285.2 million in the third quarter of 2022 versus $369.8 million in the prior quarter, a decrease of 23%. As a percentage of sales, raw materials and energy consumption for production was 48% in the third quarter of 2022 versus 44% in the prior quarter. This variance is mainly due to the larger energy benefit in France recognized in the second quarter, the increase in the price of energy and inflationary pressure on raw material prices, particularly coal.

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Net Income (Loss) Attributable to the Parent

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In the third quarter of 2022, net profit attributable to the Parent was $97.6 million, or $0.52 per dilutedshare, compared to a net profit attributable to the Parent of $185.3 million, or $0.98 per diluted share in the second quarter.  

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Adjusted EBITDA

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In the third quarter of 2022, Adjusted EBITDA was $185.3 million, or 31% of sales, a decrease of 5 percentage points compared to adjusted EBITDA of $303.2 million, or 36% of sales in the second quarter of 2022. The decrease in the the third quarter of 2022 Adjusted EBITDA as a percentage of sales is primarily attributable to the decrease in sale volumes and price.

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Total Cash

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The total cash balance was $236.8 million as of September 30, 2022, down $69.7 million from $306.5 million as of June 30, 2022.

During the third quarter of 2022, we generated positive operating cash flow of $54.9 million, had negative cash flow from investing activities of $14.8 million, and $108.9 million in negative cash flow from financing activities, primarily driven by the $60 million of 9% super senior notes redeemed in July 2022.

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Total Working Capital

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Total working capital was $717.3 million at September 30, 2022, increasing from $687.3 million at June 30, 2022.  The $30.0 million increase in working capital during the quarter was due primarily to a $108.6 million increase in inventories, partially offset by a $84.9 million decrease in accounts receivables. On a relative basis, our working capital as a percentage of sales increased during the third quarter to 30.2%, compared to 20.4% during the prior quarter.  

Beatriz García-Cos, Ferroglobe’s Chief Financial Officer, commented, “During the third quarter we continued to follow through on our stated commitment to deleverage the balance sheet with the redemption of our 9% super senior notes that was completed in July.  This reduced our adjusted gross debt by $60 million.  This was in addition to the $19 million of the senior notes that we purchased in the open market during the second quarter.

“While our end-markets were challenging in the third quarter, we were able to successfully manage our cost to report healthy EBITDA, which remained relatively strong, as well as EBITDA margins, which were the third highest in the Company’s history.  The third quarter results highlight that the cost cutting initiatives that we have implemented over the past couple of years enable us to perform well in both challenging markets as well as healthy ones.

“Ferroglobe’s financial condition is strong with $237 million in total cash, with provides us with much flexibility to manage our business” concluded Mrs. García-Cos.

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Product Category Highlights

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Silicon Metal

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Silicon metal revenue in the third quarter was $263.8 million, a decrease of 25.8% over the prior quarter.  The average realized selling price decreased by 7.6%, while total shipments decreased by 19.8%, primarily due to a decline in market demand. Adjusted EBITDA for silicon metal decreased to $113.2 million during the third quarter, a decrease of 35.4% compared with $175.1 million for the prior quarter.

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Silicon-Based Alloys

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Silicon-based alloy revenue in the third quarter was $179.0 million, a decrease of 24.2% over the prior quarter. The average realized selling price decreased by 10.8%, due to a decline in demand for ferrosilicons linked to general industry declines in the steel sector. Total shipments of silicon-based alloys decreased 15.1%, driven by lower demand in our foundry business during the quarter due to the broader commodities slowdown. Adjusted EBITDA for the silicon-based alloys portfolio decreased to $59.7 million in the third quarter of 2022, a decrease of 38.6% compared with $97.1 million for the prior quarter.

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Manganese-Based Alloys

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Manganese-based alloy revenue in the third quarter was $97.5 million, a decrease of 49.4% over the prior quarter. The average realized selling price decreased by 20.2% and total shipments decreased 36.5%.  Shipments declined, as a result of lower demand following an extraordinarily high second quarter, production self-constraint in Spain due to high energy prices, and higher pressure from Asian suppliers. Adjusted EBITDA for the manganese-based alloys portfolio decreased to $14.7 million in the third quarter of 2022, a decrease of 55.3% compared with $32.9 million for the prior quarter.

Russia – Ukraine War

The ongoing war between Russia and Ukraine has disrupted supply chains and caused instability in the global economy, while the United States, United Kingdom and European Union, among other countries, announced sanctions against Russia. The ongoing conflict could result in the imposition of further economic sanctions against Russia. Sanctions imposed on coal and assimilated products such as anthracite and metallurgical coke have obliged Ferroglobe to redirect its sourcing of such products to other origins at a moment of strong market demand, leading to a temporary increase in raw materials prices. The uncertain supply and logistical conditions in Russia have also led Ferroglobe to diversify its sourcing of carbon electrodes. New sourcing was put in place during the course of the quarter allowing Ferroglobe to ensure supply continuity to its operations worldwide while maintaining compliance with applicable sanctions.

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Subsequent event

Restart of Polokwane facility

In October 2022, the company announced the intention to restart its 55,000-ton silicon metal facility in Polokwane, South Africa.  The decision to restart the Polokwane facility was made as part of Ferroglobe’s strategic plan to increase its capacity of silicon metal to address strong market demand.  The Polokwane plant will enable the Company to add capacity that is lower cost and strategically located, optimizing its asset footprint, and providing flexibility in addressing the volatile energy markets in Europe.

The Polokwane facility provides a lower-cost source of silicon metal that is driven by competitive energy rates, an efficient asset base and a strategic location that can serve customers in Europe, the United States, the Middle East and Asia.   Ferroglobe expects to begin production of the three-furnace operation by the end of November 2022, with initial production of approximately 1,150 metric tons per month, gradually ramping up to approximately 3,750 metric tons per month by the end of the second quarter of 2023.

Conference Call

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Ferroglobe invites all interested persons to participate on its conference call at 8:30 AM, U.S. Eastern Standard Time on November 16, 2022. Please dial-in at least five minutes prior to the call to register. The call may also be accessed via an audio webcast.

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To join via phone:                                                                 
Conference call participants should pre-register using this link:
https://register.vevent.com/register/BI5ce939a3c6fa4ea1b91f9b12ba70c281
Once registered, you will receive the dial-in numbers and a personal PIN, which are required to access the conference call.

To join via webcast:        
A simultaneous audio webcast, and replay will be accessible here:
https://edge.media-server.com/mmc/p/bq7jdch6

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About Ferroglobe

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Ferroglobe is one of the world’s leading suppliers of silicon metal, silicon- and manganese-based specialty alloys, and other ferroalloys serving a customer base across the globe in dynamic and fast-growing end markets, such as solar, automotive, consumer products, construction and energy. The Company is based in London. For more information, visit http://investor.ferroglobe.com.

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Forward-Looking Statements

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This release contains “forward-looking statements” within the meaning of U.S. securities laws. Forward-looking statements are not historical facts but are based on certain assumptions of management and describe the Company’s future plans, strategies and expectations. Forward-looking statements often use forward-looking terminology, including words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “forecast”, “guidance”, “intends”, “likely”, “may”, “plan”, “potential”, “predicts”, “seek”, “target”, “will” and words of similar meaning or the negative thereof.

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Forward-looking statements contained in this press release are based on information currently available to the Company and assumptions that management believe to be reasonable, but are inherently uncertain. As a result, Ferroglobe’s actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements, which are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond the Company’s control.

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Forward-looking financial information and other metrics presented herein represent the Company’s goals and are not intended as guidance or projections for the periods referenced herein or any future periods.

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All information in this press release is as of the date of its release. Ferroglobe does not undertake any obligation to update publicly any of the forward-looking statements contained herein to reflect new information, events or circumstances arising after the date of this press release. You should not place undue reliance on any forward-looking statements, which are made only as of the date of this press release.

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Non-IFRS Measures

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This document may contain summarized, non-audited or non-GAAP financial information. The information contained herein should therefore be considered as a whole and in conjunction with all the public information regarding the Company available, including any other documents released by the Company that may contain more detailed information. Adjusted EBITDA, adjusted EBITDA as a percentage of sales, working capital as a percentage of sales, adjusted EBITDA margin, adjusted net profit, adjusted profit per share, working capital, adjusted gross debt and net debt, are non-IFRS financial metrics that management uses in its decision making. Ferroglobe has included these financial metrics to provide supplemental measures of its performance. The Company believes these metrics are important and useful to investors because they eliminate items that have less bearing on the Company’s current and future operating performance and highlight trends in its core business that may not otherwise be apparent when relying solely on IFRS financial measures.

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INVESTOR CONTACT:

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Anis Barodawalla
Vice President – Investor Relations 
Email:   investor.relations@ferroglobe.com

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MEDIA CONTACT:

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Cristina Feliu Roig

Executive Director – Communications & Public Affairs

Email:   corporate.comms@ferroglobe.com

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Ferroglobe PLC and Subsidiaries

Unaudited Condensed Consolidated Income Statement

(in thousands of U.S. dollars, except per share amounts)

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Ferroglobe PLC and Subsidiaries

Unaudited Condensed Consolidated Statement of Financial Position

(in thousands of U.S. dollars)

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Ferroglobe PLC and Subsidiaries

Unaudited Condensed Consolidated Statement of Cash Flows

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