Huntsman CORP

Previous wording

Our management uses adjusted EBITDA to assess financial performance. Adjusted EBITDA is defined as net income of Huntsman Corporation or Huntsman International, as appropriate, before interest, income tax, depreciation and amortization, net income attributable to noncontrolling interests and certain Corporate and other items, as well as eliminating the following adjustments: (a) business acquisition and integration expenses and purchase accounting inventory adjustments, net; (b) EBITDA from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related expenses; (e) loss (gain) on sale of business/assets; (f) certain nonrecurring information technology project implementation costs; (g) amortization of pension and postretirement actuarial losses; and (h) restructuring, impairment and plant closing and transition costs. We believe that net income of Huntsman Corporation or Huntsman International, as appropriate, is the performance measure calculated and presented in accordance with U.S. GAAP that is most directly comparable to adjusted EBITDA.

Current wording

Our management uses adjusted EBITDA to assess financial performance. Adjusted EBITDA is defined as net income of Huntsman Corporation or Huntsman International, as appropriate, before interest, income tax, depreciation and amortization, net income attributable to noncontrolling interests and certain Corporate and other items, as well as eliminating the following adjustments: (a) business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net; (b) EBITDA from discontinued operations; (c) certain legal and other settlements and related (income) expenses; (d) amortization of pension and postretirement actuarial losses; and (e) restructuring, impairment and plant closing and transition costs. We believe that net income of Huntsman Corporation or Huntsman International, as appropriate, is the performance measure calculated and presented in accordance with U.S. GAAP that is most directly comparable to adjusted EBITDA.

Previous wording

Adjusted net income is computed by eliminating the after-tax amounts related to the following from net income attributable to Huntsman Corporation: (a) business acquisition and integration expenses and purchase accounting inventory adjustments, net; (b) loss (income) from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related expenses; (e) loss (gain) on sale of business/assets; (f) certain nonrecurring information technology project implementation costs; (g) amortization of pension and postretirement actuarial losses; (h) income tax settlement related to U.S. Tax Reform Act; and (i) restructuring, impairment and plant closing and transition costs. Basic adjusted net income per share excludes dilution and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period. Adjusted diluted net income per share reflects all potential dilutive common shares outstanding during the period and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period increased by the number of additional shares that would have been outstanding as dilutive securities. Adjusted net income and adjusted net income per share amounts are presented solely as supplemental information.

Current wording

Adjusted net income is computed by eliminating the after-tax amounts related to the following from net income attributable to Huntsman Corporation: (a) business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net; (b) loss from discontinued operations; (c) certain legal and other settlements and related (income) expenses; (d) amortization of pension and postretirement actuarial losses; (e) establishment of significant deferred tax asset valuation allowances; and (f) restructuring, impairment and plant closing and transition costs. Basic adjusted net income per share excludes dilution and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period. Adjusted diluted net income per share reflects all potential dilutive common shares outstanding during the period and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period increased by the number of additional shares that would have been outstanding as dilutive securities. Adjusted net income and adjusted net income per share amounts are presented solely as supplemental information.

Previous wording

For the three months ended September 30, 2024, loss from continuing operations attributable to Huntsman Corporation was $21 million, a decrease of $21 million from income of nil in the 2023 period. For the three months ended September 30, 2024, loss from continuing operations attributable to Huntsman International was $20 million a decrease of $21 million from income of $1 million in the 2023 period. The decreases noted above were the result of the following items:

Current wording

For the three months ended March 31, 2025, loss from continuing operations attributable to Huntsman Corporation was $4 million, an improvement of $26 million from a loss of $30 million in the 2024 period. For the three months ended March 31, 2025, loss from continuing operations attributable to Huntsman International was $4 million, an improvement of $24 million from a loss of $28 million in the 2024 period. The decreases noted above were the result of the following items:

Previous wording

The increase in revenues in our Polyurethanes segment for the three months ended September 30, 2024 compared to the same period of 2023 was primarily due to higher sales volumes, partially offset by lower MDI average selling prices. Sales volumes increased primarily due to improved demand and share gains in certain markets. MDI average selling prices decreased primarily due to less favorable supply and demand dynamics. The decrease in segment adjusted EBITDA was primarily due to lower MDI average selling prices and lower equity earnings from our minority-owned joint venture in China, partially offset by lower fixed costs and higher sales volumes.

Current wording

The decrease in revenues in our Polyurethanes segment for the three months ended March 31, 2025 compared to the same period of 2024 was primarily due to lower average selling prices, partially offset by higher sales volumes. Average selling prices decreased primarily due to unfavorable sales mix. Sales volumes increased primarily due to improved demand and share gains in certain markets. The increase in segment adjusted EBITDA was primarily due to lower raw materials costs, lower fixed costs and higher sales volumes, partially offset by unfavorable sales mix, the negative impact of major foreign currency exchange rate movements against the U.S. dollar and lower equity earnings from our minority-owned joint venture in China.

Previous wording

The increase in revenues in our Performance Products segment for the three months ended September 30, 2024 compared to the same period of 2023 was primarily due to higher sales volumes, partially offset by lower average selling prices. Sales volumes increased primarily due to improved demand in fuels and lubes and coatings and adhesives markets. Average selling prices decreased primarily due to competitive pressure. The decrease in segment adjusted EBITDA was primarily due to lower average selling prices and unfavorable sales mix, partially offset by higher sales volumes and lower fixed costs.

Current wording

The decrease in revenues in our Performance Products segment for the three months ended March 31, 2025 compared to the same period of 2024 was primarily due to lower sales volumes, partially offset by favorable sales mix. Sales volumes decreased primarily due to lower customer demand and unplanned production outages at our Moers, Germany facility. The decrease in segment adjusted EBITDA was primarily due to lower sales volumes mainly in Europe, partially offset by favorable sales mix.

Previous wording

The decrease in revenues in our Advanced Materials segment for the nine months ended September 30, 2024 compared to the same period of 2023 was primarily due to lower average selling prices, partially offset by higher sales volumes. Average selling prices decreased primarily due to unfavorable sales mix. Sales volumes increased in our aerospace and infrastructure markets driven by market recovery. The decrease in segment adjusted EBITDA was primarily due to higher fixed costs.

Current wording

The decrease in revenues in our Advanced Materials segment for the three months ended March 31, 2025 compared to the same period of 2024 was primarily due to lower average selling prices. Average selling prices decreased primarily due to unfavorable sales mix and the negative impact of major foreign currency exchange rate movements against the U.S. dollar. Sales volumes remained relatively stable. The decrease in segment adjusted EBITDA was primarily due to lower average selling prices.

Previous wording

Corporate and other includes unallocated corporate overhead, unallocated foreign currency exchange gains and losses, LIFO inventory valuation reserve adjustments, loss on early extinguishment of debt, unallocated restructuring, impairment and plant closing costs, nonoperating income and expense and gains and losses on the disposition of corporate assets. For the three months ended September 30, 2024, adjusted EBITDA from Corporate and other for Huntsman Corporation was a loss of $34 million as compared to a loss of $41 million for the same period of 2023. For the three months ended September 30, 2024, adjusted EBITDA from Corporate and other for Huntsman International was a loss of $33 as compared to a loss of $40 million for the same period of 2023. The increase in adjusted EBITDA from Corporate and other resulted primarily from decreases in corporate overhead costs and unallocated foreign currency exchange losses, partially offset by an increase in LIFO valuation losses.

Current wording

Corporate and other includes unallocated corporate overhead, unallocated foreign currency exchange gains and losses, LIFO inventory valuation reserve adjustments, loss on early extinguishment of debt, unallocated restructuring, impairment and plant closing costs, nonoperating income and expense and gains and losses on the disposition of corporate assets. For the three months ended March 31, 2025, adjusted EBITDA from Corporate and other for Huntsman Corporation was a loss of $36 million as compared to a loss of $43 million for the same period of 2024. For the three months ended March 31, 2025, adjusted EBITDA from Corporate and other for Huntsman International was a loss of $34 million as compared to a loss of $41 million for the same period of 2024. The increase in adjusted EBITDA from Corporate and other resulted primarily from a decrease in corporate overhead costs and an increase in unallocated foreign currency exchange gains, partially offset by an increase in LIFO valuation losses.

Previous wording

Cash Flows for the Nine Months Ended September 30, 2024 Compared with the Nine Months Ended September 30, 2023

Current wording

Cash Flows for the Three Months Ended March 31, 2025 Compared with the Three Months Ended March 31, 2024

Previous wording

Net cash provided by operating activities from continuing operations for the nine months ended September 30, 2024 and 2023 was $126 million and $85 million, respectively. The increase in net cash provided by operating activities from continuing operations was primarily attributable to an increase in dividends received from unconsolidated subsidiaries and a net cash inflow of $22 million related to changes in operating assets and liabilities, partially offset by decreased operating income as described in “—Results of Operations” above for the nine months ended September 30, 2024 as compared with the same period of 2023.

Current wording

Net cash used in operating activities from continuing operations for the three months ended March 31, 2025 and 2024 was $71 million and $63 million, respectively. The increase in net cash used in operating activities from continuing operations was primarily attributable to a net cash outflow of $59 million related to changes in operating assets and liabilities for the three months ended March 31, 2025 as compared with the same period of 2024, partially offset by an increase of $51 million in operating income from continuing operations adjusted for noncash activities as noted in our condensed consolidated statements of cash flows.

Previous wording

Net cash (used in) provided by investing activities from continuing operations for the nine months ended September 30, 2024 and 2023 was $(87) million and $395 million, respectively. During the nine months ended September 30, 2024 and 2023, we paid $133 million and $147 million for capital expenditures, respectively. During the nine months ended September 30, 2024, we received approximately $30 million as an interim liquidating distribution from SLIC, and we received $16 million for the sale of businesses, net, primarily related to the resolution of net working capital of $12 million from the sale of our Textile Effects Business. During the nine months ended September 30, 2023, we received $544 million for the sale of businesses, net, primarily related to net proceeds of $530 million from the sale of our Textile Effects Business. See “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our condensed consolidated financial statements.

Current wording

Net cash provided by (used in) investing activities for the three months ended March 31, 2025 and 2024 was $6 million and $(30) million, respectively. During the three months ended March 31, 2025 and 2024, we paid $36 million and $42 million for capital expenditures, respectively. During the three months ended March 31, 2025, we received a $41 million final liquidating distribution from SLIC. See “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our condensed consolidated financial statements. During the three months ended March 31, 2024, we received $12 million for the sale of businesses, net related to the resolution of net working capital from the sale of our Textile Effects Business. See “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our condensed consolidated financial statements.

Previous wording

Net cash used in financing activities for the nine months ended September 30, 2024 and 2023 was $231 million and $581 million, respectively. During the nine months ended September 30, 2024 and 2023, we made repayments against our 2022 Revolving Credit Facility and our A/R Programs of $169 million and $115 million, respectively. During the nine months ended September 30, 2024, we received proceeds of approximately $350 million related to the issuance of our 2034 Senior Notes. See “Note 8. Debt—Direct and Subsidiary Debt—Senior Notes” to our condensed consolidated financial statements. During the nine months ended September 30, 2024, HPS paid approximately $218 million against the note payable with SLIC for the acquisition of assets. See “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our condensed consolidated financial statements. During the nine months ended September 30, 2023, we paid $296 million for repurchases of our common stock.

Current wording

Net cash provided by financing activities for the three months ended March 31, 2025 and 2024 was $60 million and $108 million, respectively. During the three months ended March 31, 2025 and 2024, we had net borrowings from our 2022 Revolving Credit Facility and our A/R Programs of $427 million and $191 million, respectively. During the three months ended March 31, 2025, we paid approximately $315 million to satisfy and discharge our obligations under our 2025 Senior Notes. See “Note 9. Debt—Direct and Subsidiary Debt—Senior Notes” to our condensed consolidated financial statements. During the three months ended March 31, 2024, HPS paid approximately $28 million against the note payable with SLIC for the acquisition of assets. See “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our condensed consolidated financial statements.

Previous wording

​Free cash flow from continuing operations for the nine months ended September 30, 2024 and 2023 was a use of cash of $7 million and $62 million, respectively. The increase in free cash flow from continuing operations was primarily attributable to an increase in cash provided by operating activities from continuing operations and a decrease in cash used for capital expenditures during the nine months ended September 30, 2024 as compared with the same period of 2023.

Current wording

​Free cash flow from continuing operations for the three months ended March 31, 2025 and 2024 was a use of cash of $107 million and $105 million, respectively. The slight decrease in free cash flow from continuing operations was primarily attributable to an increase in cash used in operating activities from continuing operations, partially offset by a decrease in cash used for capital expenditures during the three months ended March 31, 2025 as compared with the same period of 2024.

Previous wording

The following information summarizes our working capital position (dollars in millions):

Current wording

The following information summarizes our working capital (dollars in millions):

Previous wording

​Our working capital decreased by $409 million as a result of the net impact of the following significant changes:

Current wording

​Our working capital increased by $186 million as a result of the net impact of the following significant changes:

Previous wording

We depend upon our cash, our 2022 Revolving Credit Facility, A/R Programs and other debt instruments to provide liquidity for our operations and working capital needs. As of September 30, 2024, we had $1,733 million of combined cash and unused borrowing capacity, consisting of $330 million in cash, $1,194 million in availability under our 2022 Revolving Credit Facility and $209 million in availability under our A/R Programs. Our liquidity can be significantly impacted by various factors. The following matters are expected to have a significant impact on our liquidity:

Current wording

We depend upon our cash, our 2022 Revolving Credit Facility, our A/R Programs and other debt instruments to provide liquidity for our operations and working capital needs. As of March 31, 2025, we had $1,294 million of combined cash and unused borrowing capacity, consisting of $334 million in cash, $924 million in availability under our 2022 Revolving Credit Facility and $36 million in availability under our A/R Programs. Our liquidity can be significantly impacted by various factors. The following matters are expected to have a significant impact on our liquidity:

Previous wording

As of September 30, 2024, we had $346 million classified as current portion of debt, including $334 million outstanding under our 2025 Senior Notes, debt at our variable interest entities of $9 million and certain other short-term facilities and scheduled amortization payments totaling $3 million. We intend to renew, repay or extend the majority of these short-term facilities in the next twelve months.

Current wording

As of March 31, 2025, we had $284 million classified as current portion of debt, including $273 million outstanding under our 2022 Revolving Credit Facility, debt at our variable interest entities of $9 million and certain other short-term facilities and scheduled amortization payments totaling $2 million. We intend to renew, repay or extend the majority of these short-term facilities in the next twelve months.

Previous wording

As of September 30, 2024, we had approximately $305 million of cash and cash equivalents held by our foreign subsidiaries, including our variable interest entities. With the exception of certain amounts that we expect to repatriate in the foreseeable future, we intend to use cash held in our foreign subsidiaries to fund our local operations. Nevertheless, we could repatriate additional cash as dividends, and the repatriation of cash as a dividend would generally not be subject to U.S. taxation. However, such repatriation may potentially be subject to limited foreign withholding taxes. ​

Current wording

As of March 31, 2025, we had approximately $331 million of cash and cash equivalents held by our foreign subsidiaries, including our variable interest entities. With the exception of certain amounts that we expect to repatriate in the foreseeable future, we intend to use cash held in our foreign subsidiaries to fund our local operations. Nevertheless, we could repatriate additional cash as dividends, and the repatriation of cash as a dividend would generally not be subject to U.S. taxation. However, such repatriation may potentially be subject to limited foreign withholding taxes. ​