DOW CHEMICAL CO /DE/
For the period ended Sep 30, 2025. Filed Oct 24, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Oct 24, 2025
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Notes Payable, Long Term Debt and Available Credit Facilities
NOTE 13 –NOTES PAYABLE, LONG-TERM DEBT AND AVAILABLE CREDIT FACILITIES
| Notes Payable | Sep 30, 2025 | Dec 31, 2024 |
|---|---|---|
| In millions | ||
| Notes payable to banks and other lenders | $133 | $135 |
| Period-end average interest rates | 40.08% | 36.03% |
| Long-Term Debt | 2025 Average Rate | Sep 30, 2025 | 2024 Average Rate | Dec 31, 2024 |
|---|---|---|---|---|
| In millions | ||||
| Promissory notes and debentures: | ||||
| Final maturity 2025 | 4.55% | $208 | 5.63% | $333 |
| Final maturity 2028 | 4.80% | 600 | 4.80% | 600 |
| Final maturity 2029 1 | 7.53% | 951 | 7.58% | 1,368 |
| Final maturity 2030 | 2.10% | 818 | 2.10% | 818 |
| Final maturity 2031 and thereafter 1 | 5.41% | 11,561 | 5.37% | 9,192 |
| Other facilities: | ||||
| Foreign currency notes and loans, various rates and maturities 1 | 2.56% | 2,244 | 2.01% | 2,540 |
| InterNotes®, varying maturities through 2053 | 4.71% | 891 | 4.31% | 661 |
| Medium-term notes, maturity 2025 | 4.75% | 1 | 4.75% | 1 |
| Finance lease obligations 2 | 1,079 | 939 | ||
| Unamortized debt discount and issuance costs | (231) | (244) | ||
| Long-term debt due within one year 3 | (413) | (497) | ||
| Long-term debt | $17,709 | $15,711 | ||
Cost includes net fair value hedge adjustment gains of$35 millionat September 30, 2025 ($9 million at December 31, 2024). See Note 20 for additional information.
See Note 15 for additional information.
Presented net of current portion of unamortized debt issuance costs.
| Maturities of Long-Term Debt for Next Five Years at Sep 30, 2025 | |
|---|---|
| In millions | |
| 2025 | $245 |
| 2026 | $207 |
| 2027 | $782 |
| 2028 | $750 |
| 2029 | $1,061 |
| 2030 | $996 |
2025 Activity
In the first quarter of 2025, the Company completed debt neutral liability management activities. The Company issued $1 billion of senior unsecured notes. The offering included $400 million aggregate principal amount of 5.35 percent notes due 2035 and $600 million aggregate principal amount of 5.95 percent notes due 2055. The Company used the proceeds to complete cash tender offers for certain debt securities. In total, $943 million aggregate principal amount was tendered and retired. As a result, the Company recognized a pretax loss of $60 million on the early extinguishment of debt, included in "Sundry income (expense) - net" in the consolidated statements of income, related to Corporate.
In the third quarter of 2025, the Company issued $1.4 billion of senior unsecured notes. The offering included $750 million aggregate principal amount of 4.80 percent notes due 2031 and $650 million aggregate principal amount of 5.65 percent notes due 2036. Additionally, the Company redeemed $55 million aggregate principal amount of 9.40 percent notes due 2039. As a result of the redemption, the Company recognized a pretax loss of $18 million on the early extinguishment of debt, included in "Sundry income (expense) - net" in the consolidated statements of income, related to Corporate.
In the first nine months of 2025, the Company issued an aggregate principal amount of $252 million of InterNotes®. Additionally, the Company repaid $125 million of long-term debt at maturity.
Available Credit Facilities
The following table summarizes the Company's credit facilities:
| Committed and Available Credit Facilities at Sep 30, 2025 | ||||
|---|---|---|---|---|
| In millions | Committed Credit | Available Credit | Maturity Date | Interest |
| Five Year Competitive Advance and Revolving Credit Facility | $5,000 | $5,000 | June 2030 | Floating rate |
| Bilateral Revolving Credit Facility | 300 | 300 | November 2025 | Floating rate |
| Bilateral Revolving Credit Facility | 300 | 300 | February 2026 | Floating rate |
| Bilateral Revolving Credit Facility | 100 | 100 | March 2026 | Floating rate |
| Bilateral Revolving Credit Facility | 375 | 375 | October 2026 | Floating rate |
| Bilateral Revolving Credit Facility | 150 | 150 | November 2026 | Floating rate |
| Bilateral Revolving Credit Facility | 200 | 200 | November 2026 | Floating rate |
| Bilateral Revolving Credit Facility | 250 | 250 | March 2027 | Floating rate |
| Bilateral Revolving Credit Facility | 100 | 100 | May 2027 | Floating rate |
| Bilateral Revolving Credit Facility | 350 | 350 | June 2027 | Floating rate |
| Bilateral Revolving Credit Facility | 200 | 200 | September 2027 | Floating rate |
| Bilateral Revolving Credit Facility | 100 | 100 | October 2027 | Floating rate |
| Bilateral Revolving Credit Facility | 100 | 100 | March 2028 | Floating rate |
| Bilateral Revolving Credit Facility | 100 | 100 | March 2028 | Floating rate |
| Bilateral Revolving Credit Facility | 300 | 300 | May 2028 | Floating rate |
| Bilateral Revolving Credit Facility | 200 | 200 | September 2028 | Floating rate |
| Bilateral Revolving Credit Facility | 175 | 175 | September 2028 | Floating rate |
| Bilateral Revolving Credit Facility | 100 | 100 | June 2030 | Floating rate |
| Total committed and available credit facilities | $8,400 | $8,400 | ||
Debt Covenants and Default Provisions
There were no material changes to the debt covenants and default provisions related to the Company's outstanding long-term debt and primary, private credit agreements in the first nine months of 2025. For additional information on the Company's debt covenants and default provisions, see Note 14 to the Consolidated Financial Statements included in the 2024 10-K.
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