HUN Huntsman Corporation

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 29, 2015

Huntsman Corporation

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:

(801) 584-5700

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On July 29, 2015, we issued a press release announcing our results for the three months ended June 30, 2015.  The press release is furnished herewith as Exhibit 99.1.

We will hold a telephone conference to discuss our second quarter 2015 results on Wednesday, July 29, 2015 at 10 a.m. Eastern Time.

The conference call will be available via webcast and can be accessed from the investor relations page of our website at http://www.huntsman.com.

The conference call will be available for replay beginning July 29, 2015 and ending August 5, 2015. The call-in numbers for the replay are as follows:

Information with respect to the conference call, together with a copy of the press release furnished herewith as Exhibit 99.1, is available on the investor relations page of our website at http://www.huntsman.com.

Item 9.01. Financial Statements and Exhibits.

(d)     Exhibits.

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SIGNATURES

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 hereunto duly authorized.

Dated: July 29, 2015

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EXHIBIT INDEX

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Exhibit 99.1

HUNTSMAN RELEASES SECOND QUARTER 2015 RESULTS;

ADJUSTED EARNINGS PER SHARE IMPROVES MORE THAN 50%

COMPARED TO THE FIRST QUARTER

Second Quarter 2015 Highlights

·                 Adjusted EBITDA was $385 million compared to $363 million in the prior year period and $285 million in the prior quarter.

·                 Adjusted diluted income per share was $0.63 compared to $0.59 in the prior year period and $0.40 in the prior quarter.

·                 Net income attributable to Huntsman Corporation was $29 million compared to net income of $119 million in the prior year period and $5 million in the prior quarter.

·                 The stronger U.S. dollar reduced adjusted EBITDA by an estimated $49 million compared to the prior year period.

·                 Extended planned maintenance at our Port Neches, TX facility reduced adjusted EBITDA in the second quarter 2015 by approximately $35 million.

See end of press release for footnote explanations

The Woodlands, TX — Huntsman Corporation (NYSE: HUN) today reported second quarter 2015 results with revenues of $2,740 million and adjusted EBITDA of $385 million.

Peter R. Huntsman, our President and CEO, commented:

“Our Performance Products and Advanced Materials businesses continue to demonstrate remarkable earnings. Combined, these businesses represent approximately 50% of our adjusted EBITDA; they have EBITDA margins of approximately 20% and low earnings volatility. Their EBITDA grew approximately 20% compared to the prior year and we have growth projects in place for these businesses that are expected to deliver an additional $100 million over the next couple of years.

Notwithstanding EBITDA headwinds in the second quarter 2015 such as $49 million from foreign currency and $35 million from the extended maintenance outage at our Port Neches, TX facility, our earnings are growing. We are delivering on our announced restructuring savings and growth projects.  Our aggressive efforts to deliver $200 million of synergy and restructuring savings within our Pigments and Additives division by the middle of 2016 are progressing on-time and according to plan.”

Segment Analysis for 2Q15 Compared to 2Q14

Polyurethanes

The decrease in revenues in our Polyurethanes division for the three months ended June 30, 2015 compared to the same period in 2014 was primarily due to a planned maintenance outage at our PO/MTBE facility in Port Neches, Texas that extended into the second quarter of 2015 and lower average selling prices.  PO/MTBE sales volumes decreased due to the planned maintenance outage.  MDI sales volumes increased due to improved demand in the European region primarily due to improved demand within the insulation, composite wood products and automotive markets.    PO/MTBE average selling prices decreased in-line with lower pricing for high octane gasoline.  MDI average selling prices decreased in response to lower raw material costs and the foreign currency exchange impact of a stronger U.S. dollar against major European currencies.  The decrease in adjusted EBITDA was primarily due to lower PO/MTBE earnings, partially offset by higher MDI contribution margins.  We estimate the reduction to adjusted EBITDA from the planned PO/MTBE maintenance outage was approximately $30 million within this division in the second quarter 2015.

Performance Products

The decrease in revenues in our Performance Products division for the three months ended June 30, 2015 compared to the same period in 2014 was due to lower sales volumes and lower average selling prices.  Sales volumes decreased primarily due to the sale of our European commodity surfactants business at the end of the second quarter 2014 although sales volumes increased 2% excluding the impact of this sale.  Average selling prices decreased in response to lower raw material costs and the foreign currency exchange impact of a stronger U.S. dollar against major European currencies.  The increase in adjusted EBITDA was primarily due to higher contribution margins in our amines and upstream intermediate businesses.

Advanced Materials

The decrease in revenues in our Advanced Materials division for the three months ended June 30, 2015 compared to the same period in 2014 was primarily due to lower sales volumes.  Sales volumes decreased primarily due to the de-selection of certain business and our restructuring efforts.  Average selling prices increased on a local currency basis due to certain price increase initiatives and our focus on higher value markets, but were more than offset by the foreign currency exchange impact of a stronger U.S. dollar against major European currencies.  The increase in adjusted EBITDA was primarily due to higher contribution margins from our focus on higher value business and lower fixed costs.

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Textile Effects

The decrease in revenues in our Textile Effects division for the three months ended June 30, 2015 compared to the same period in 2014 was due to lower average selling prices and lower sales volumes.  Average selling prices decreased primarily due to the impact of a stronger U.S. dollar against major European currencies.  Sales volumes decreased primarily due to the de-selection of lower value business and destocking within the fibers and dyes supply chain.  The increase in adjusted EBITDA was primarily due to higher contribution margins from our focus on higher value business and lower fixed costs.

Pigments and Additives

Pro forma for the acquisition of Rockwood Performance Additives and Titanium Dioxide businesses, revenues decreased in our Pigments and Additives division for the three months ended June 30, 2015 compared to the same period in 2014 due to lower sales volumes and lower average selling prices.  Sales volumes decreased primarily as a result of lower end use demand in Europe and North America.  Average selling prices decreased primarily as a result of high titanium dioxide industry inventory levels and the foreign currency exchange impact of a stronger U.S. dollar against major European currencies.  The decrease in pro forma adjusted EBITDA was primarily due to lower contribution margins for titanium dioxide.

Corporate, LIFO and Other

Adjusted EBITDA from Corporate, LIFO and Other improved by $16 million to a loss of $31 million for the three months ended June 30, 2015 compared to a loss of $47 million for the same period in 2014.  The increase in adjusted EBITDA was primarily the result of a benefit from LIFO inventory valuation income of $9 million and an increase in income from benzene sales of $5 million.

Liquidity, Capital Resources and Outstanding Debt

As of June 30, 2015, we had $1,418 million of combined cash and unused borrowing capacity compared to $1,601 million at December 31, 2014.

Total capital expenditures for the three months ended June 30, 2015 were $147 million.  We expect to spend approximately $525 million on base capital expenditures in 2015, net of reimbursements.  In addition, in 2015 we expect to spend approximately $100 million combined on our new Chinese MDI facility, the completion of our Augusta, Georgia color pigments facility and replacement of Rockwood computer systems.

Based on the preliminary allocation of the purchase accounting for the Rockwood Performance Additives and Titanium Dioxide businesses, we expect our annual depreciation and amortization rate to be approximately $400 million.

Income Taxes

During the three months ended June 30, 2015, we recorded an income tax expense of $34 million and paid $19 million in cash for income taxes.  Our adjusted effective income tax rate for the three months ended June 30, 2015 was 32%.

We expect our 2015 and long term adjusted effective tax rate to be approximately 30%.

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Earnings Conference Call Information

We will hold a conference call to discuss our second quarter 2015 financial results on Wednesday, July 29, 2015 at 10:00 a.m. ET.

Call-in numbers for the conference call:

In order to facilitate the registration process, you may use the following link to pre-register for the conference call. Callers who pre-register will be given a unique PIN to gain immediate access to the call and bypass the live operator. You may pre-register at any time, including up to and after the call start time. To pre-register, please go to: https://www.theconferencingservice.com/prereg/key.process?key=PWX3M7V4U

Webcast Information

The conference call will be available via webcast and can be accessed from the company’s website at ir.huntsman.com.

Replay Information

The conference call will be available for replay beginning July 29, 2015 and ending August 5, 2015.

Call-in numbers for the replay:

Upcoming Conferences

During the third quarter a member of management will present at the Jefferies Industrials Conference, August 11, 2015.  A webcast of the presentation, if applicable, along with accompanying materials will be available at ir.huntsman.com.

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Table 1 — Results of Operations

See end of press release for footnote explanations

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Table 2 — Results of Operations by Segment

See end of press release for footnote explanations

Table 3 — Pro Forma (2) Results of Operations by Segment

See end of press release for footnote explanations

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Table 4 — Factors Impacting Sales Revenues

(a) Excludes sales from tolling arrangements, by-products and raw materials.

(b) Excludes sales from by-products and raw materials.

(c) Includes full revenue impact from the October 1, 2014 acquisition of the Performance Additives and Titanium Dioxide businesses of Rockwood Holdings, Inc.

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Table 5 — Factors Impacting Pro Forma (2) Sales Revenues

(a) Excludes sales from tolling arrangements, by-products and raw materials.

(b) Excludes sales from by-products and raw materials.

(c) Excludes volume impact from planned maintenance at our PO/MTBE facility in 2Q15.

(d) Excludes volume impact from closure of European surfactants plant in 2Q14.

(e) Excludes volume impact from de-selection of lower margin business.

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Table 6 — Reconciliation of U.S. GAAP to Non-GAAP Measures