OCCIDENTAL PETROLEUM CORP /DE/

Previous wording

Occidental’s operations, financial condition, cash flows and levels of expenditures are highly dependent on oil prices and, to a lesser extent, NGL and natural gas prices, the Midland-to-Gulf-Coast oil spreads, chemical product prices and inflationary pressures in the macro-economic environment. The average WTI price per barrel for the three months ended March 31, 2025 was $71.42, comparedto $70.27 for the three months ended December 31, 2024 and $76.96 for the three months ended March 31, 2024.

Current wording

Occidental’s financial condition, cash flows and levels of expenditures are highly dependent on oil prices and, to a lesser extent, NGL and natural gas prices, the Midland-to-Gulf-Coast oil spreads, chemical product prices and inflationary pressures in the macro-economic environment. The average WTI price per barrel for the three months ended June 30, 2025 was $63.74, comparedto $71.42 for the three months ended March 31, 2025 and $80.56 for the three months ended June 30, 2024.

Previous wording

Given the ongoing negotiations, Occidental is not able to assess the impact of any final trade agreements or implemented tariffs on its businesses. However, the implementation of these tariffs could have several implications for Occidental's business operations and financial performance as tariffs may be levied on the Company's suppliers which in turn may increase costs. In addition, OxyChem imports and exports certain products which could be subject to tariffs. Occidental is monitoring the ongoing trade developments with the Company's supply chain team to assess the impact of any applicable tariffs.

Current wording

In April 2025, President Trump announced a sweeping tariff policy that imposes a 10% baseline tariff on the majority of imports, with significantly higher reciprocal rates for certain nations. While the United States engaged with many countries on trade agreements, the most significant reciprocal rates were paused, some of which have been modified as conversations continue. The implementation of these tariffs could have several implications for Occidental's business operations and financial performance as tariffs may be levied on the Company's suppliers which in turn may increase costs. In addition, OxyChem imports and exports certain products which could be subject to tariffs.

Previous wording

Occidental is focused on delivering a unique shareholder value proposition with its portfolio of oil and gas, chemical and midstream and marketing assets as well as its ongoing development of carbon management and storage solutions and GHG emissions reduction efforts. Occidental conducts its operations with a priority on technical expertise, HSE, sustainability and social responsibility. In order to maximize shareholder returns, Occidental will:

Current wording

Occidental is focused on delivering a unique shareholder value proposition with its portfolio of oil and gas, chemical and midstream and marketing assets as well as its ongoing development of carbon management and sequestration solutions and GHG emissions reduction efforts. Occidental conducts its operations with a priority on technical expertise, HSE, sustainability and social responsibility. In order to maximize shareholder returns, Occidental will:

Previous wording

As of March 31, 2025, Occidental’s long-term debt was rated Baa3 by Moody’s Investors Service, BBB- by Fitch Ratings and BB+ by Standard and Poor’s. Any downgrade in credit ratings could impact Occidental's ability to access capital markets and increase its cost of capital. In addition, Occidental or its subsidiaries may be requested, elect to provide or in some cases be required to provide collateral in the form of cash, letters of credit, surety bonds or other acceptable support as financial assurance of their performance and payment obligations under certain contractual arrangements, such as pipeline transportation contracts, oil and gas purchase contracts and certain derivative instruments; certain permits, including with respect to carbon capture, utilization and storage activities; and environmental remediation matters.

Current wording

As of June 30, 2025, Occidental’s debt was rated Baa3 by Moody’s Investors Service, BBB- by Fitch Ratings and BB+ by Standard and Poor’s. Any downgrade in credit ratings could impact Occidental's ability to access capital markets and increase its cost of capital. In addition, Occidental or its subsidiaries may be requested, elect to provide or in some cases be required to provide collateral in the form of cash, letters of credit, surety bonds or other acceptable support as financial assurance of their performance and payment obligations under certain contractual arrangements, such as pipeline transportation contracts, oil and gas purchase contracts and certain derivative instruments; certain permits, including with respect to carbon capture, utilization and sequestration activities; and environmental remediation matters.

Previous wording

In the three months ended March 31, 2025, Occidental used cash on hand and proceeds from asset sales to redeem $465 million of senior notes due 2025 and repaid $50 million of the two-year term loan due 2026. Subsequent to March 31, 2025, but before the date of this filing, Occidental used proceeds from asset sales and the warrant exercise to pay all remaining current maturities of $1.4 billion and long-term maturities of $350 million, leaving principal debt outstanding of $22.1 billion. For information on Occidental's debt activity, see Note 4 - Long-Term Debt in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q for additional information.

Current wording

Subsequent to June 30, 2025, but before the date of this filing, Occidental used cash from a combination of sources to repay an additional $700 million of the two-year term loan due 2026, reducing principal debt outstanding to $21.4 billion. For information on Occidental's debt activity, see Note 4 - Long-Term Debt in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q for additional information.

Previous wording

As of March 31, 2025, approximately 89% of Occidental's outstanding debt was fixed rate.

Current wording

As of June 30, 2025, approximately 90% of Occidental's outstanding debt was fixed rate.

Previous wording

On March 3, 2025, Occidental announced an offer to exercise its outstanding publicly traded warrants at a temporarily reduced price of $21.30 per share with an expiration date of March 31, 2025. In April 2025, Occidental issued 41.9 million shares of stock in return for proceeds of approximately $890 million. The incremental fair value of the warrants related to the change in exercise price will be recognized as an equity issuance cost in the second quarter of 2025. The proceeds from the warrant exercise were used to repay near-term debt maturities. See Note 4 - Long Term Debt in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q.

Current wording

On March 3, 2025, Occidental announced an offer to exercise its outstanding publicly traded warrants at a temporarily reduced price of $21.30 per share with an expiration date of March 31, 2025. In April 2025, Occidental issued 41.9 million shares of common stock in return for proceeds of approximately $890 million. The proceeds from the warrant exercise were used to repay near-term debt maturities. See Note 4 - Long Term Debt in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q.

Previous wording

(b)Included amounts from income from equity investments and other in the Consolidated Condensed Statement of Operations.

Current wording

(a)Included amounts from income from equity investments and other in the Consolidated Condensed Statement of Operations.

Previous wording

(c)The three months ended March 31, 2024 included $44 million of financing costs related to the CrownRock Acquisition. The remaining amounts for each period are related to CrownRock transaction costs.

Current wording

(b)The six months ended June 30, 2024 included $59 million of financing costs related to the CrownRock Acquisition. The remaining amounts for each period are related to CrownRock transaction costs.

Previous wording

Excluding the impact of items affecting comparability, net income for the three months ended March 31, 2025, compared to the three months ended December 31, 2024, increased, driven by higher domestic prices across all products in the oil and gas segment, partially offset by lower sales volumes in the oil and gas segment and lower realized caustic soda and polyvinyl chloride prices along with higher ethylene and natural gas costs in the chemical segment.

Current wording

Excluding the impact of items affecting comparability, net income for the three months ended June 30, 2025, compared to the three months ended March 31, 2025, decreased due to lower commodity prices across all products in the oil and gas segment, partially offset by higher crude oil sales volumes and lower lease operating expense in the oil and gas segment and higher gas margins from transportation capacity optimization in the Permian Basin in the midstream and marketing segment.

Previous wording

Excluding the impact of items affecting comparability, net income for the three months ended March 31, 2025, compared to the same period in 2024, increased, driven by higher sales volumes and higher domestic gas and NGL prices in the oil and gas segment, partially offset by lower oil prices in the oil and gas segment and higher ethylene and natural gas prices in the chemical segment.

Current wording

Excluding the impact of items affecting comparability, net income for the six months ended June 30, 2025, compared to the same period in 2024, decreased primarily due to lower crude oil prices in the oil and gas segment, higher ethylene and energy costs in the chemical segment, and higher interest expense related to the issuance of debt for the CrownRock Acquisition, partially offset by higher sales volumes in the oil and gas segment due to a full six months of production from CrownRock assets in 2025.

Previous wording

Net sales of $6.8 billion for the three months ended March 31, 2025 remained consistent, compared to $6.8 billion for the three months ended December 31, 2024, as the effect of higher commodity prices was offset by lower sales volumes across all products in the oil and gas segment.

Current wording

Net sales of $6.4 billion decreased for the three months ended June 30, 2025, compared to $6.8 billion for the three months ended March 31, 2025, primarily due to lower commodity prices partially offset by higher crude oil and NGL sales volumes in the oil and gas segment.

Previous wording

Net sales of $6.8 billion increased for the three months ended March 31, 2025, compared to $6.0 billion for the same period in 2024, primarily due to higher volumes across all products and higher domestic natural gas prices, partially offset by lower oil prices in the oil and gas segment.

Current wording

Net sales of $13.2 billion increased for the six months ended June 30, 2025, compared to $12.8 billion for the same period in 2024, primarily due to higher oil volumes due to a full six months of production from the CrownRock assets and higher domestic natural gas and NGL prices, partially offset by lower oil prices in the oil and gas segment.

Previous wording

Depreciation, depletion and amortization of $1.9 billion increased for the three months ended March 31, 2025, compared to $1.7 billion for the same period in 2024, primarily related to increased sales volumes in the Permian Basin from the CrownRock Acquisition.

Current wording

Depreciation, depletion and amortization of $3.9 billion increased for the six months ended June 30, 2025, compared to $3.5 billion for the same period in 2024, primarily due to a full six months of production from the CrownRock assets.

Previous wording

The midstream and marketing segment also includes Occidental's low-carbon ventures businesses. Occidental's low-carbon ventures businesses seek to leverage Occidental’s legacy of carbon management experience to develop carbon capture, utilization and storage projects, including the commercialization of direct air capture technology, invest in other low-carbon technologies intended to reduce greenhouse gas emissions from Occidental's operations and strategically partner with other industries to help reduce their emissions.

Current wording

The midstream and marketing segment also includes Occidental's low-carbon ventures businesses. Occidental's low-carbon ventures businesses seek to leverage Occidental’s legacy of carbon management experience to develop carbon capture, utilization and sequestration projects, including the commercialization of direct air capture technology, invest in other low-carbon technologies intended to reduce greenhouse gas emissions from Occidental's operations and strategically partner with other industries to help reduce their emissions.

Previous wording

Oil and gas segment earnings were $1.7 billion for the three months ended March 31, 2025, compared with segment earnings of $1.2 billion for the three months ended December 31, 2024. Excluding the impact of items affecting comparability, oil and gas segment earnings increased due to higher domestic prices across all products and higher other revenues, partially offset by lower sales volumes.

Current wording

Oil and gas segment earnings were $0.9 billion for the three months ended June 30, 2025, compared with segment earnings of $1.7 billion for the three months ended March 31, 2025. Excluding the impact of items affecting comparability, oil and gas segment earnings decreased due to lower commodity prices across all products, partially offset by higher crude oil sales volumes and lower lease operating expense.

Previous wording

Oil and gas segment earnings were $1.7 billion for the three months ended March 31, 2025, compared to $1.2 billion for the three months ended March 31, 2024. Excluding the impact of items affecting comparability, oil and gas segment earnings increased primarily due to higher domestic sales volumes and natural gas and NGL prices, partially offset by lower domestic crude oil prices and higher depreciation expense from the CrownRock Acquisition.

Current wording

Oil and gas segment earnings were $2.6 billion for the six months ended June 30, 2025, compared to $2.9 billion for the six months ended June 30, 2024. Excluding the impact of items affecting comparability, oil and gas segment earnings decreased primarily due to lower crude oil prices, partially offset by higher sales volumes due to a full six months of production from CrownRock assets in 2025.

Previous wording

Average daily sales volumes increased for the three months ended March 31, 2025, compared to the same period in 2024, mainly due to the CrownRock Acquisition.

Current wording

Average daily sales volumes increased for the six months ended June 30, 2025, compared to the same period in 2024, mainly due to the CrownRock Acquisition.

Previous wording

Chemical segment earnings for the three months ended March 31, 2025 were $185 million, compared to $270 million for the three months ended December 31, 2024. Excluding items affecting comparability, the decrease was due primarily to lower realized caustic soda and polyvinyl chloride prices along with higher ethylene and natural gas costs.

Current wording

Chemical segment earnings for the six months ended June 30, 2025 were $398 million, compared to $550 million for the six months ended June 30, 2024. Excluding items affecting comparability, the decrease was primarily due to lower PVC margins from lower pricing and higher ethylene costs.

Previous wording

Midstream and marketing segment losses for the three months ended March 31, 2025 were $77 million, compared to segment losses of $134 million for the three months ended December 31, 2024. Excluding the impact of items affecting comparability, midstream and marketing first quarter results increased due to higher crude margins related to the timing impact of crude sales and higher sulfur prices at Al Hosn.

Current wording

Midstream and marketing segment earnings for the three months ended June 30, 2025 were $49 million, compared to segment losses of $77 million for the three months ended March 31, 2025. Excluding the impact of items affecting comparability, midstream and marketing second quarter results increased due to higher gas margins from transportation capacity optimization in the Permian Basin and higher sulfur prices at Al Hosn.

Previous wording

Midstream and marketing segment losses for the three months ended March 31, 2025 were $77 million, compared to segment losses of $33 million for the three months ended March 31, 2024. Excluding the impact of items affecting comparability, the increase in midstream and marketing first quarter results reflected higher gas margins from transportation capacity optimization in the Permian and higher sulfur prices at Al Hosn, partially offset by lower margins related to the timing impact of crude sales.

Current wording

Midstream and marketing segment losses for the six months ended June 30, 2025 were $28 million, compared to segment earnings of $83 million for the six months ended June 30, 2024. Excluding the impact of items affecting comparability, midstream and marketing results increased due to higher gas margins from transportation capacity optimization in the Permian Basin and higher sulfur prices at Al Hosn, partially offset by losses from equity method investees and higher expenses due to the increase in activities in the low-carbon ventures businesses.

Previous wording

For more information on the potential impacts to Occidental related to the IRA and Pillar Two initiative, see Note 7 - Income Taxes.

Current wording

For more information on the potential impacts to Occidental related to the OBBB, IRA, and Pillar Two initiative, see Note 7 - Income Taxes in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q for additional information.

Previous wording

As of March 31, 2025, Occidental's sources of liquidity included $2.6 billion of cash and cash equivalents, $4.15 billion of borrowing capacity under its RCF, and $600 million of available borrowing capacity on its receivables securitization facility. In February 2024, Occidental entered into a Third Amended and Restated Credit Agreement for the RCF extending the maturity date to June 30, 2028, and in May 2024, Occidental amended the RCF to increase its borrowing capacity by an additional $150 million to $4.15 billion. In July 2024, Occidental amended and extended the maturity date of its existing receivables securitization facility to July 30, 2027, maintaining $600 million of available borrowing capacity. There were no borrowings outstanding on Occidental's RCF or receivables securitization facility as of March 31, 2025.

Current wording

As of June 30, 2025, Occidental's sources of liquidity included $2.3 billion of cash and cash equivalents, $4.15 billion of borrowing capacity under its RCF, and $600 million of available borrowing capacity on its receivables securitization facility. The RCF and receivables securitization facility mature on June 30, 2028 and July 31, 2027, respectively. There were no borrowings outstanding on Occidental's RCF or receivables securitization facility as of June 30, 2025.

Previous wording

Operating cash flow from continuing operations was $2.1 billion for the three months ended March 31, 2025, compared to $2.0 billion for the three months ended March 31, 2024. The increase in operating cash flow from continuing operations, compared to the same period in 2024, was primarily due to higher sales volumes, including volumes from the CrownRock Acquisition and GOA, offset primarily by higher use of working capital due to timing of federal tax payments and other current payables.

Current wording

Operating cash flow from continuing operations was $5.1 billion for the six months ended June 30, 2025, compared to $4.4 billion for the six months ended June 30, 2024. The increase in operating cash flow from continuing operations, compared to the same period in 2024, was primarily due to higher sales volumes, including volumes from the CrownRock Acquisition in the oil and gas segment and lower use of working capital in the midstream and marketing segment due to timing of crude oil shipments, offset primarily by lower commodity prices in the oil and gas segment and higher use of working capital due to timing of federal tax payments and other current payables.

Previous wording

Occidental’s net cash used by investing activities was $0.7 billion for the three months ended March 31, 2025, compared to $1.8 billion for the three months ended March 31, 2024. Investing activities included $1.3 billion in divestitures of non-core oil and gas assets. See Note 5 - Acquisitions and Divestitures in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q for additional information.

Current wording

Occidental’s net cash used by investing activities was $2.7 billion for the six months ended June 30, 2025, compared to $3.7 billion for the six months ended June 30, 2024. Investing activities included $1.5 billion in divestitures of non-core oil and gas assets. See Note 5 - Acquisitions and Divestitures in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q for additional information.

Previous wording

Capital expenditures, of which the majority were for the oil and gas segment, were $1.9 billion for the three months ended March 31, 2025, compared to $1.8 billion for the three months ended March 31, 2024.

Current wording

Capital expenditures, of which the majority were for the oil and gas segment, were $3.9 billion for the six months ended June 30, 2025, compared to $3.6 billion for the six months ended June 30, 2024.

Previous wording

Occidental’s net cash used by financing activities was $0.9 billion for the three months ended March 31, 2025, which included payments of long-term debt of $0.5 billion and payments of common and preferred dividends of $0.4 billion. See Note 4 - Long-Term Debt in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q.

Current wording

Occidental’s net cash used by financing activities was $2.2 billion for the six months ended June 30, 2025, which included payments of long-term debt of $2.3 billion and payments of common and preferred dividends of approximately $800 million, partially offset by cash received of approximately $890 million related to warrant exercises. See Note 4 - Long-Term Debt in the Notes to Consolidated Condensed Financial Statements in Part I, Item 1 of this Form 10-Q.

Previous wording

Cash used in financing activities for the three months ended March 31, 2024 was $0.3 billion, which was primarily related to cash dividends.

Current wording

Cash used in financing activities for the six months ended June 30, 2024 was $300 million, which was primarily related to payment of common and preferred dividends of $700 million, partially offset by cash received of $487 million related to warrant exercises.

Previous wording

As of the date of this filing, Occidental was in compliance with all covenants in its financing agreements. As of the date of this filing, Occidental has no debt maturities due in 2025, $2.9 billion in 2026, $1.5 billion in 2027 and $17.7 billion thereafter. Occidental currently expects its cash on hand, operating cash flows and funds available from the RCF and other committed facilities to be sufficient to meet its near-term debt maturities, operating expenditures, capital expenditures and other obligations for the next 12 months from the date of this filing.

Current wording

As of the date of this filing, Occidental was in compliance with all covenants in its financing agreements. As of the date of this filing, Occidental has no remaining debt maturities due in 2025, $2.2 billion in 2026, $1.5 billion in 2027 and $17.7 billion thereafter. Occidental currently expects its cash on hand, operating cash flows and funds available from the RCF and other committed facilities to be sufficient to meet its near-term debt maturities, operating expenditures, capital expenditures and other obligations for the next 12 months from the date of this filing.

Previous wording

The laws that require or address environmental remediation, including CERCLA and similar federal, regional, state, provincial, tribal, local and international laws, may apply retroactively and regardless of fault, the legality of the original activities or the current ownership or control of sites. Occidental or certain of its subsidiaries participate in or actively monitor a range of remedial activities and government or private proceedings under these laws with respect to alleged past practices at Third-Party, Currently Operated, and Closed or Non-Operated Sites, which categories may include NPL Sites. Remedial activities may include one or more of the following: investigation involving sampling, modeling, risk assessment or monitoring; cleanup measures including removal, treatment or disposal; or operation and maintenance of remedial systems. The environmental proceedings seek funding or performance of remediation and, in some cases, compensation for alleged property damage, natural resource damages, punitive damages, civil penalties, injunctive relief and government oversight costs.

Current wording

The laws that require or address environmental remediation, including CERCLA and similar federal, regional, state, provincial, tribal, local and international laws, may apply retroactively and regardless of fault, the legality of the original activities or the current ownership or control of sites. Occidental or certain of its subsidiaries participate in or actively monitor a range of remedial activities and government or private proceedings under these laws with respect to alleged past practices at Third-Party, Currently Operated, and Closed or Non-Operated Sites, in addition to NPL Sites. Remedial activities may include one or more of the following: investigation involving sampling, modeling, risk assessment or monitoring; cleanup measures including removal, treatment or disposal; or operation and maintenance of remedial systems. The environmental proceedings seek funding or performance of remediation and, in some cases, compensation for alleged property damage, natural resource damages, punitive damages, civil penalties, injunctive relief and government oversight costs.