MIDLAND, Mich., Oct. 20, 2021 /PRNewswire/ -- Dow (NYSE:
DOW):
FINANCIAL HIGHLIGHTS
- GAAP earnings per share (EPS) was $2.23; Operating EPS¹ was $2.75, compared to $0.50 in the year-ago period. Operating EPS
excludes certain items in the quarter, totaling $0.52 per share, primarily related to an early
extinguishment of debt.
- Net sales were $14.8 billion, up
53% versus the year-ago period and 7% sequentially, with gains in
all operating segments and regions.
- Local price increased 50% versus the year-ago period and 5%
sequentially, reflecting gains in all operating segments,
businesses and regions, driven by tight supply and demand dynamics
across key value chains.
- Volume increased 2% versus the year-ago period, driven by gains
in Packaging & Specialty Plastics and Performance Materials
& Coatings. Sequentially, volume was also up 2%, reflecting
ongoing economic recovery and continued underlying end-market
demand strength, partly offset by supply and global logistics
constraints.
- Equity earnings were $249
million, up $189 million from
the year-ago period, primarily driven by margin expansion at Sadara
and the Kuwait joint ventures.
Equity earnings were down $29 million
from the prior quarter as Sadara gains were more than offset
primarily by a planned maintenance turnaround at a Kuwait
joint venture.
- GAAP Net Income was $1.7 billion.
Operating EBIT1 was $2.9
billion, up more than $2.1
billion from the year-ago period. Gains were posted across
all operating segments and businesses, reflecting margin expansion
and increased equity earnings. Sequentially, operating EBIT
increased 2%, on gains in Industrial Intermediates &
Infrastructure and Performance Materials and Coatings.
- Cash provided by operating activities – continuing operations
was $2.7 billion, up $958 million year-over-year and an increase of
$698 million compared to the prior
quarter. Free cash flow1 was $2.3
billion.
- Gross debt was reduced by more than $1.1
billion in the quarter. Proactive liability management
actions to tender existing notes have resulted in no substantive
long-term debt maturities due until 2026 and reduced annual
interest expense by more than $60
million.
- Returns to shareholders totaled $918
million in the quarter, comprised of $518 million in dividends and $400 million in share repurchases.
SUMMARY FINANCIAL RESULTS
|
Three Months Ended
September 30
|
Three Months
Ended June 30
|
In millions,
except per share amounts
|
3Q21
|
3Q20
|
vs.
SQLY
[B /
(W)]
|
2Q21
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$14,837
|
$9,712
|
$5,125
|
$13,885
|
$952
|
GAAP Income, Net
of Tax
|
$1,706
|
$(1)
|
$1,707
|
$1,932
|
$(226)
|
Operating
EBIT¹
|
$2,886
|
$761
|
$2,125
|
$2,828
|
$58
|
Operating EBIT
Margin¹
|
19.5%
|
7.8%
|
1,170
bps
|
20.4%
|
(90)
bps
|
Operating
EBITDA¹
|
$3,611
|
$1,485
|
$2,126
|
$3,573
|
$38
|
GAAP Earnings Per
Share
|
$2.23
|
$(0.04)
|
$2.27
|
$2.51
|
$(0.28)
|
Operating Earnings
Per Share¹
|
$2.75
|
$0.50
|
$2.25
|
$2.72
|
$0.03
|
Cash Provided by
(Used for)
Operating Activities – Cont. Ops
|
$2,719
|
$1,761
|
$958
|
$2,021
|
$698
|
|
|
1.
|
Op. Earnings Per Share, Op. EBIT, Op. EBIT Margin,
Op. EBITDA, and Free Cash Flow are non-GAAP measures. See page 6
for further discussion. ®TM Trademark of The
Dow Chemical Company ("Dow") or an affiliated company of
Dow
|
CEO QUOTE
Jim Fitterling, chairman and
chief executive officer, commented on the quarter:
"The Dow team delivered another quarter of sequential and
year-over-year top- and bottom-line growth. Despite higher energy
costs and industry-wide value chain disruptions from hurricanes on
the U.S. Gulf Coast, our proactive storm preparations enabled us to
maintain the safety of our team and operations, and recover
quickly. Coupled with our global footprint, feedstock flexibility
and structural cost advantages, we continued to capture robust
end-market demand and price momentum. As a result, we generated
higher cash flow from operations and achieved sales growth across
all segments and geographies.
Additionally, earlier this month at our 2021 Investor Day we
outlined a strategic plan to increase underlying EBITDA by more
than $3 billion across the cycle through the implementation of
a phased and disciplined approach to decarbonize our footprint and
grow earnings. Our strategy enables us to capture demand growth for
circular and low- to zero-carbon emissions products; progress our
productivity actions; and continue to deliver our financial
priorities."
SEGMENT HIGHLIGHTS
Packaging & Specialty Plastics
|
Three Months Ended
September 30
|
Three Months Ended
June 30
|
In millions,
except margin
percentages
|
3Q21
|
3Q20
|
vs.
SQLY
[B /
(W)]
|
2Q21
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$7,736
|
$4,565
|
$3,171
|
$7,121
|
$615
|
Operating
EBIT
|
$1,954
|
$647
|
$1,307
|
$2,014
|
($60)
|
Operating EBIT
Margin
|
25.3%
|
14.2%
|
1,110
bps
|
28.3%
|
(300)
bps
|
Equity
Earnings
|
$124
|
$71
|
$53
|
$130
|
($6)
|
Packaging & Specialty Plastics segment net sales were
$7.7 billion, up 69% versus the
year-ago period. Local price increased 63% year-over-year due to
tight supply and demand dynamics, with gains in both businesses and
across all regions. Volume increased 5% year-over-year, as gains in
energy and olefins were partly offset by lower polyethylene volumes
due to weather-related supply constraints. Currency increased net
sales by 1%. On a sequential basis, the segment recorded a 9% net
sales improvement, primarily driven by continued local price gains
in the U.S. & Canada.
Equity earnings for the segment were $124 million, up
$53 million compared to the year-ago period due to higher
integrated polyethylene margins at the principle joint ventures. On
a sequential basis, equity earnings decreased by $6 million as
earnings improvement at Sadara was more than offset by rising
energy costs at the Kuwait and
Thai joint ventures.
Operating EBIT was $2 billion, compared to
$647 million in the year-ago period, reflecting Op. EBIT
margin improvement in the core business, which was up
1,110 basis points. Sequentially, Op. EBIT was down
$60 million, and Op. EBIT margins declined by 300 basis
points on higher raw material and energy costs.
Packaging and Specialty Plastics business reported a net
sales increase versus the year-ago period, led by local price gains
in industrial & consumer packaging, and flexible food &
beverage packaging applications. Volumes declined year-over-year
due to lower polyethylene supply from planned maintenance
turnarounds and weather-related outages. Compared to the prior
quarter, the business delivered increased volume and price gains on
strong demand in industrial & consumer packaging applications
that were partly offset by additional weather-related outages.
Hydrocarbons & Energy business reported a net sales
increase compared to the year-ago period, driven primarily by
higher local prices and volumes in olefins and aromatics.
Sequentially, the business delivered sales gains due to local price
increases, which were partly offset by lower volumes as a result of
planned maintenance turnarounds and weather-related outages.
Industrial Intermediates & Infrastructure
|
Three Months Ended
September 30
|
Three Months Ended
June 30
|
In millions,
except margin percentages
|
3Q21
|
3Q20
|
vs.
SQLY
[B /
(W)]
|
2Q21
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$4,481
|
$3,058
|
$1,423
|
$4,215
|
$266
|
Operating
EBIT
|
$713
|
$104
|
$609
|
$648
|
$65
|
Operating EBIT
Margin
|
15.9%
|
3.4%
|
1,250
bps
|
15.4%
|
50
bps
|
Equity Earnings
(Losses)
|
$122
|
$(13)
|
$135
|
$144
|
$(22)
|
Industrial Intermediates & Infrastructure segment net sales
were $4.5 billion, up 47% versus
the year-ago period. Local price improved 49% year-over-year with
gains in both businesses and in all regions on tight supply and
demand dynamics. Currency increased net sales by 2%. Despite strong
demand, volumes declined 4% year-over-year due to a planned
transition of a low-margin coproducer contract, weather-related
outages and third-party supply constraints. On a sequential basis,
the segment recorded a net sales increase of 6%, driven by volume
and price gains in both businesses due to strong demand and
improved supply availability.
Equity earnings for the segment were $122 million, an
increase of $135 million compared to the year-ago period,
driven by margin expansion at the Sadara and Kuwait joint ventures. On a sequential basis,
equity earnings decreased by $22 million as the Kuwait joint ventures' margin improvement was
more than offset by planned maintenance turnaround activity, as
well as reduced margins at the Thai joint ventures.
Operating EBIT was $713 million, an increase of
$609 million compared to the year-ago period, primarily due to
continued tight supply and demand dynamics in both businesses.
Op. EBIT margins were up 1,250 basis points
year-over-year. Sequentially, Op. EBIT was up
$65 million, and Op. EBIT margins expanded by
50 basis points on volume and price gains in both
businesses.
Polyurethanes & Construction Chemicals business
increased net sales compared to the year-ago period with price
gains in all regions on tight supply and demand dynamics in key
value chains. Volume declines year-over-year were primarily driven
by a planned transition of a low-margin coproducer contract,
weather-related outages and third-party supply constraints.
Sequentially, the business delivered sales growth due to higher
local price and volume increases from additional supply
availability to meet resilient demand.
Industrial Solutions business net sales increased from the
year-ago period with local price gains in all regions. Volume
increased year-over-year on strong demand, particularly in
industrial manufacturing and energy applications. Net sales
increased sequentially on volume growth primarily in coatings and
industrial applications from increased supply as well as on local
price gains in all regions.
Performance Materials & Coatings
|
Three Months Ended
September 30
|
Three Months Ended
June 30
|
In millions,
except margin percentages
|
3Q21
|
3Q20
|
vs.
SQLY
[B /
(W)]
|
2Q21
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$2,526
|
$2,002
|
$524
|
$2,465
|
$61
|
Operating
EBIT
|
$284
|
$75
|
$209
|
$225
|
$59
|
Operating EBIT
Margin
|
11.2%
|
3.7%
|
750
bps
|
9.1%
|
210
bps
|
Equity
Earnings
|
$3
|
$1
|
$2
|
-
|
$3
|
Performance Materials & Coatings segment net sales were
$2.5 billion, up 26% versus the
year-ago period. Local price increased 23% year-over-year due to
tight supply and demand dynamics, with gains in both businesses and
in all regions. Volume increased 2% year-over-year as stronger
demand for mobility, electronics, personal care and industrial
applications was partly offset by supply constraints for acrylic
monomers and architectural coatings. Currency increased net sales
by 1% year-over-year. On a sequential basis, the segment recorded a
2% increase in sales with price gains in both businesses and in all
regions. Volume declined 5% sequentially as continued consumer and
industrial demand strength was more than offset by third-party
supply and global logistics constraints.
Operating EBIT was $284 million, compared to
$75 million in the year-ago period, as Op. EBIT margins
increased 750 basis points due to strong price momentum and
robust demand recovery for silicones and industrial coatings
offerings. Sequentially, Op. EBIT was up $59 million,
expanding Op. EBIT margins by 210 basis points on price gains
leading to margin expansion.
Consumer Solutions business achieved higher net sales
year-over-year with local price gains in all regions. Volume
increased versus the year-ago period, led by stronger consumer
demand for personal care, mobility, and electronics offerings.
Sequentially, sales were down as price increases in all regions
were more than offset by volume declines from planned maintenance
and third-party supply and logistics constraints.
Coatings & Performance Monomers business achieved
increased net sales year-over-year as higher raw material costs and
tight supply and demand dynamics led to local price gains in all
regions. Volumes were down versus the year-ago period as demand
recovery for industrial coatings was more than offset by supply
availability challenges due to weather-related outages and
third-party supply and logistics constraints. Sequentially, the
business delivered local price gains in all regions. Volume
increased sequentially due to continued strong demand for acrylic
monomers and architectural coatings and increased supply.
OUTLOOK
"We continue to see robust end-market demand that is expected to
extend into 2022, coupled with near-term logistics constraints and
low inventory levels across our value chains," said Fitterling.
"Looking ahead, Dow is well-positioned to increase earnings, cash
flow and returns as we decarbonize our footprint and achieve our
2030 and 2050 carbon emissions reduction targets. We will continue
to build on our competitive advantage with growth from
higher-margin, sustainability-driven, downstream solutions, and
value-accretive investments to replace end-of-life assets with
carbon-efficient and higher-ROIC production. Dow expects to deliver
significant long-term value for shareholders as we continue to
apply our balanced capital allocation approach to grow earnings
while maintaining our strong operational and financial
discipline."
Conference Call
Dow will host a live webcast of its third quarter earnings
conference call with investors to discuss its results, business
outlook and other matters today at 8:00 a.m.
ET. The webcast and slide presentation that accompany the
conference call will be posted on the events and presentations page
of investors.dow.com.
About Dow
Dow combines global breadth, asset integration and scale,
focused innovation and leading business positions to achieve
profitable growth. The Company's ambition is to become the most
innovative, customer centric, inclusive and sustainable materials
science company, with a purpose to deliver a sustainable future for
the world through our materials science expertise and collaboration
with our partners. Dow's portfolio of plastics, industrial
intermediates, coatings and silicones businesses delivers a broad
range of differentiated science-based products and solutions for
its customers in high-growth market segments, such as packaging,
infrastructure, mobility and consumer care. Dow operates
106 manufacturing sites in 31 countries and employs
approximately 35,700 people. Dow delivered sales of approximately
$39 billion in 2020. References to
Dow or the Company mean Dow Inc. and its subsidiaries. For more
information, please visit www.dow.com or follow @DowNewsroom
on Twitter.
Cautionary Statement about Forward-Looking Statements
Certain statements in this presentation are "forward-looking
statements" within the meaning of the federal securities laws,
including Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
Such statements often address expected future business and
financial performance, financial condition, and other matters, and
often contain words or phrases such as "anticipate," "believe,"
"estimate," "expect," "intend," "may," "opportunity," "outlook,"
"plan," "project," "seek," "should," "strategy," "target," "will,"
"will be," "will continue," "will likely result," "would" and
similar expressions, and variations or negatives of these words or
phrases.
Forward-looking statements are based on current assumptions and
expectations of future events that are subject to risks,
uncertainties and other factors that are beyond Dow's control,
which may cause actual results to differ materially from those
projected, anticipated or implied in the forward-looking statements
and speak only as of the date the statements were made. These
factors include, but are not limited to: sales of Dow's products;
Dow's expenses, future revenues and profitability; the continuing
global and regional economic impacts of the coronavirus disease
2019 ("COVID-19") pandemic and other public health-related risks
and events on Dow's business; capital requirements and need for and
availability of financing; unexpected barriers in the development
of technology, including with respect to Dow's contemplated capital
and operating projects; Dow's ability to realize its commitment to
carbon neutrality on the contemplated timeframe; size of the
markets for Dow's products and services and ability to compete in
such markets; failure to develop and market new products and
optimally manage product life cycles; the rate and degree of market
acceptance of Dow's products; significant litigation and
environmental matters and related contingencies and unexpected
expenses; the success of competing technologies that are or may
become available; the ability to protect Dow's intellectual
property in the United States and
abroad; developments related to contemplated restructuring
activities and proposed divestitures or acquisitions such as
workforce reduction, manufacturing facility and/or asset closure
and related exit and disposal activities, and the benefits and
costs associated with each of the foregoing; fluctuations in energy
and raw material prices; management of process safety and product
stewardship; changes in relationships with Dow's significant
customers and suppliers; changes in consumer preferences and
demand; changes in laws and regulations, political conditions or
industry development; global economic and capital markets
conditions, such as inflation, market uncertainty, interest and
currency exchange rates, and equity and commodity prices; business
or supply disruptions; security threats, such as acts of sabotage,
terrorism or war; weather events and natural disasters; and
disruptions in Dow's information technology networks and
systems.
Risks related to Dow's separation from DowDuPont Inc. include,
but are not limited to: (i) Dow's inability to achieve some or all
of the benefits that it expects to receive from the separation from
DowDuPont Inc.; (ii) certain tax risks associated with the
separation; (iii) the failure of Dow's pro forma financial
information to be a reliable indicator of Dow's future results;
(iv) non-compete restrictions under the separation agreement; (v)
receipt of less favorable terms in the commercial agreements Dow
entered into with DuPont de Nemours, Inc. ("DuPont") and Corteva,
Inc. ("Corteva"), including restrictions under intellectual
property cross-license agreements, than Dow would have received
from an unaffiliated third party; and (vi) Dow's obligation to
indemnify DuPont and/or Corteva for certain liabilities.
Where, in any forward-looking statement, an expectation or
belief as to future results or events is expressed, such
expectation or belief is based on the current plans and
expectations of management and expressed in good faith and believed
to have a reasonable basis, but there can be no assurance that the
expectation or belief will result or be achieved or accomplished. A
detailed discussion of principal risks and uncertainties which may
cause actual results and events to differ materially from such
forward-looking statements is included in the section titled "Risk
Factors" contained in the Company's Annual Report on Form 10-K for
the year ended December 31, 2020.
These are not the only risks and uncertainties that Dow faces.
There may be other risks and uncertainties that Dow is unable to
identify at this time or that Dow does not currently expect to have
a material impact on its business. If any of those risks or
uncertainties develops into an actual event, it could have a
material adverse effect on Dow's business. Dow assumes no
obligation to update or revise publicly any forward-looking
statements whether because of new information, future events, or
otherwise, except as required by securities and other applicable
laws.
®TM Trademark of The Dow Chemical Company ("Dow") or
an affiliated company of Dow
Non-GAAP Financial Measures
This earnings release includes information that does not conform
to U.S. GAAP and are considered non-GAAP measures. Management uses
these measures internally for planning, forecasting and evaluating
the performance of the Company's segments, including allocating
resources. Dow's management believes that these non-GAAP measures
best reflect the ongoing performance of the Company during the
periods presented and provide more relevant and meaningful
information to investors as they provide insight with respect to
ongoing operating results of the Company and a more useful
comparison of year-over-year results. These non-GAAP measures
supplement the Company's U.S. GAAP disclosures and should not be
viewed as alternatives to U.S. GAAP measures of performance.
Furthermore, such non-GAAP measures may not be consistent with
similar measures provided or used by other companies. Non-GAAP
measures included in this release are defined below.
Reconciliations for these non-GAAP measures to U.S. GAAP are
provided in the Selected Financial Information and Non-GAAP
Measures section starting on page 11. Dow does not provide
forward-looking U.S. GAAP financial measures or a reconciliation of
forward-looking non-GAAP financial measures to the most comparable
U.S. GAAP financial measures on a forward-looking basis because the
Company is unable to predict with reasonable certainty the ultimate
outcome of pending litigation, unusual gains and losses, foreign
currency exchange gains or losses and potential future asset
impairments, as well as discrete taxable events, without
unreasonable effort. These items are uncertain, depend on various
factors, and could have a material impact on U.S. GAAP results for
the guidance period.
Operating earnings per share is defined as "Earnings (loss) per
common share - diluted" excluding the after-tax impact of
significant items.
Operating EBIT is defined as earnings (i.e., "Income (loss)
before income taxes") before interest, excluding the impact of
significant items.
Operating EBIT margin is defined as Operating EBIT as a
percentage of net sales.
Operating EBITDA is defined as earnings (i.e., "Income (loss)
before income taxes") before interest, depreciation and
amortization, excluding the impact of significant items.
Free cash flow is defined as "Cash provided by operating
activities - continuing operations," less capital expenditures.
Under this definition, free cash flow represents the cash generated
by the Company from operations after investing in its asset base.
Free cash flow, combined with cash balances and other sources of
liquidity, represent the cash available to fund obligations and
provide returns to shareholders. Free cash flow is an integral
financial measure used in the Company's financial planning
process.
Cash flow conversion is defined as "Cash provided by operating
activities - continuing operations," divided by Operating EBITDA.
Management believes cash flow conversion is an important financial
metric as it helps the Company determine how efficiently it is
converting its earnings into cash flow.
Dow Inc. and
Subsidiaries
Consolidated
Statements of Income
|
|
In millions, except
per share amounts (Unaudited)
|
Three Months
Ended
|
Nine Months
Ended
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
Net sales
|
$
|
14,837
|
|
$
|
9,712
|
|
$
|
40,604
|
|
$
|
27,836
|
|
Cost of
sales
|
11,611
|
|
8,371
|
|
32,413
|
|
24,211
|
|
Research and
development expenses
|
210
|
|
193
|
|
632
|
|
554
|
|
Selling, general and
administrative expenses
|
403
|
|
372
|
|
1,209
|
|
1,063
|
|
Amortization of
intangibles
|
100
|
|
100
|
|
301
|
|
300
|
|
Restructuring and
asset related charges - net
|
—
|
|
617
|
|
22
|
|
719
|
|
Integration and
separation costs
|
—
|
|
63
|
|
—
|
|
174
|
|
Equity in earnings
(losses) of nonconsolidated affiliates
|
249
|
|
60
|
|
751
|
|
(124)
|
|
Sundry income
(expense) - net
|
(350)
|
|
182
|
|
(225)
|
|
154
|
|
Interest
income
|
14
|
|
6
|
|
35
|
|
27
|
|
Interest expense and
amortization of debt discount
|
178
|
|
202
|
|
561
|
|
617
|
|
Income before income
taxes
|
2,248
|
|
42
|
|
6,027
|
|
255
|
|
Provision for income
taxes
|
542
|
|
43
|
|
1,383
|
|
215
|
|
Net income
(loss)
|
1,706
|
|
(1)
|
|
4,644
|
|
40
|
|
Net income
attributable to noncontrolling interests
|
23
|
|
24
|
|
69
|
|
51
|
|
Net income (loss)
available for Dow Inc. common stockholders
|
$
|
1,683
|
|
$
|
(25)
|
|
$
|
4,575
|
|
$
|
(11)
|
|
|
|
—
|
|
|
—
|
|
Per common share
data:
|
|
|
|
|
Earnings (loss) per
common share - basic
|
$
|
2.25
|
|
$
|
(0.04)
|
|
$
|
6.11
|
|
$
|
(0.02)
|
|
Earnings (loss) per
common share - diluted
|
$
|
2.23
|
|
$
|
(0.04)
|
|
$
|
6.06
|
|
$
|
(0.02)
|
|
|
|
|
|
|
Weighted-average
common shares outstanding - basic
|
744.5
|
|
740.5
|
|
745.4
|
|
740.0
|
|
Weighted-average
common shares outstanding - diluted
|
750.0
|
|
740.5
|
|
750.9
|
|
740.0
|
|
Dow Inc. and
Subsidiaries
Consolidated
Balance Sheets
|
|
In millions, except
share amounts (Unaudited)
|
Sep 30,
2021
|
Dec 31,
2020
|
Assets
|
|
|
Current
Assets
|
|
|
Cash and cash
equivalents (variable interest entities restricted - 2021: $49;
2020: $26)
|
$
|
2,911
|
|
$
|
5,104
|
|
Accounts and notes
receivable:
|
|
|
Trade (net of
allowance for doubtful receivables - 2021: $59; 2020:
$51)
|
6,844
|
|
4,839
|
|
Other
|
2,565
|
|
2,551
|
|
Inventories
|
7,111
|
|
5,701
|
|
Other current
assets
|
962
|
|
889
|
|
Total current
assets
|
20,393
|
|
19,084
|
|
Investments
|
|
|
Investment in
nonconsolidated affiliates
|
1,910
|
|
1,327
|
|
Other investments
(investments carried at fair value - 2021: $1,958; 2020:
$1,674)
|
3,053
|
|
2,775
|
|
Noncurrent
receivables
|
472
|
|
465
|
|
Total
investments
|
5,435
|
|
4,567
|
|
Property
|
|
|
Property
|
56,522
|
|
56,325
|
|
Less: Accumulated
depreciation
|
36,874
|
|
36,086
|
|
Net property (variable
interest entities restricted - 2021: $187; 2020: $232)
|
19,648
|
|
20,239
|
|
Other
Assets
|
|
|
Goodwill
|
8,801
|
|
8,908
|
|
Other intangible
assets (net of accumulated amortization - 2021: $4,747; 2020:
$4,428)
|
2,962
|
|
3,352
|
|
Operating lease
right-of-use assets
|
1,727
|
|
1,856
|
|
Deferred income tax
assets
|
1,357
|
|
2,215
|
|
Deferred charges and
other assets
|
1,426
|
|
1,249
|
|
Total other
assets
|
16,273
|
|
17,580
|
|
Total
Assets
|
$
|
61,749
|
|
$
|
61,470
|
|
Liabilities and
Equity
|
|
|
Current
Liabilities
|
|
|
Notes
payable
|
$
|
270
|
|
$
|
156
|
|
Long-term debt due
within one year
|
291
|
|
460
|
|
Accounts
payable:
|
|
|
Trade
|
4,601
|
|
3,763
|
|
Other
|
2,896
|
|
2,126
|
|
Operating lease
liabilities - current
|
413
|
|
416
|
|
Income taxes
payable
|
621
|
|
397
|
|
Accrued and other
current liabilities
|
3,701
|
|
3,790
|
|
Total current
liabilities
|
12,793
|
|
11,108
|
|
Long-Term Debt
(variable interest entities nonrecourse - 2021: $4; 2020:
$6)
|
14,027
|
|
16,491
|
|
Other Noncurrent
Liabilities
|
|
|
Deferred income tax
liabilities
|
501
|
|
405
|
|
Pension and other
postretirement benefits - noncurrent
|
8,586
|
|
11,648
|
|
Asbestos-related
liabilities - noncurrent
|
962
|
|
1,013
|
|
Operating lease
liabilities - noncurrent
|
1,428
|
|
1,521
|
|
Other noncurrent
obligations
|
6,424
|
|
6,279
|
|
Total other noncurrent
liabilities
|
17,901
|
|
20,866
|
|
Stockholders'
Equity
|
|
|
Common stock
(authorized 5,000,000,000 shares of $0.01 par value
each; issued 2021: 761,777,581
shares; 2020: 755,993,198 shares)
|
8
|
|
8
|
|
Additional paid-in
capital
|
7,988
|
|
7,595
|
|
Retained
earnings
|
19,357
|
|
16,361
|
|
Accumulated other
comprehensive loss
|
(9,665)
|
|
(10,855)
|
|
Unearned ESOP
shares
|
(24)
|
|
(49)
|
|
Treasury stock at cost
(2021: 22,163,169 shares; 2020: 12,803,303 shares)
|
(1,225)
|
|
(625)
|
|
Dow Inc.'s
stockholders' equity
|
16,439
|
|
12,435
|
|
Noncontrolling
interests
|
589
|
|
570
|
|
Total
equity
|
17,028
|
|
13,005
|
|
Total Liabilities and
Equity
|
$
|
61,749
|
|
$
|
61,470
|
|
Dow Inc. and
Subsidiaries
Consolidated
Statements of Cash Flows
|
|
In millions
(Unaudited)
|
Nine Months
Ended
|
Sep 30,
2021
|
Sep 30,
2020
|
Operating
Activities
|
|
|
Net income
|
$
|
4,644
|
|
$
|
40
|
|
Adjustments to
reconcile net income to net cash provided by operating
activities:
|
|
|
Depreciation and
amortization
|
2,187
|
|
2,148
|
|
Provision (credit) for
deferred income tax
|
488
|
|
(198)
|
|
Earnings of
nonconsolidated affiliates less than (in excess of) dividends
received
|
(519)
|
|
515
|
|
Net periodic pension
benefit cost
|
34
|
|
195
|
|
Pension
contributions
|
(1,166)
|
|
(188)
|
|
Net gain on sales of
assets, businesses and investments
|
(67)
|
|
(283)
|
|
Restructuring and
asset related charges - net
|
22
|
|
719
|
|
Other net
loss
|
874
|
|
288
|
|
Changes in assets and
liabilities, net of effects of acquired and divested
companies:
|
|
|
Accounts and notes
receivable
|
(2,222)
|
|
339
|
|
Inventories
|
(1,502)
|
|
587
|
|
Accounts
payable
|
1,487
|
|
(560)
|
|
Other assets and
liabilities, net
|
252
|
|
994
|
|
Cash provided by
operating activities - continuing operations
|
4,512
|
|
4,596
|
|
Cash used for
operating activities - discontinued operations
|
(78)
|
|
—
|
|
Cash provided by
operating activities
|
4,434
|
|
4,596
|
|
Investing
Activities
|
|
|
Capital
expenditures
|
(1,035)
|
|
(955)
|
|
Investment in gas
field developments
|
(44)
|
|
(5)
|
|
Purchases of
previously leased assets
|
(5)
|
|
(4)
|
|
Proceeds from sales of
property and businesses, net of cash divested
|
15
|
|
295
|
|
Acquisitions of
property and businesses, net of cash acquired
|
(107)
|
|
(130)
|
|
Investments in and
loans to nonconsolidated affiliates
|
—
|
|
(280)
|
|
Distributions and loan
repayments from nonconsolidated affiliates
|
11
|
|
7
|
|
Purchases of
investments
|
(1,004)
|
|
(582)
|
|
Proceeds from sales
and maturities of investments
|
644
|
|
1,009
|
|
Other investing
activities, net
|
(10)
|
|
29
|
|
Cash used for
investing activities
|
(1,535)
|
|
(616)
|
|
Financing
Activities
|
|
|
Changes in short-term
notes payable
|
(44)
|
|
(267)
|
|
Proceeds from issuance
of short-term debt greater than three months
|
144
|
|
163
|
|
Payments on short-term
debt greater than three months
|
—
|
|
(163)
|
|
Proceeds from issuance
of long-term debt
|
95
|
|
4,649
|
|
Payments on long-term
debt
|
(2,638)
|
|
(4,347)
|
|
Purchases of treasury
stock
|
(600)
|
|
(125)
|
|
Proceeds from issuance
of stock
|
212
|
|
53
|
|
Transaction financing,
debt issuance and other costs
|
(536)
|
|
(175)
|
|
Employee taxes paid
for share-based payment arrangements
|
(11)
|
|
(26)
|
|
Distributions to
noncontrolling interests
|
(35)
|
|
(19)
|
|
Dividends paid to
stockholders
|
(1,561)
|
|
(1,552)
|
|
Cash used for
financing activities
|
(4,974)
|
|
(1,809)
|
|
Effect of exchange
rate changes on cash, cash equivalents and restricted
cash
|
(57)
|
|
4
|
|
Summary
|
|
|
Increase (decrease) in
cash, cash equivalents and restricted cash
|
(2,132)
|
|
2,175
|
|
Cash, cash equivalents
and restricted cash at beginning of period
|
5,108
|
|
2,380
|
|
Cash, cash equivalents
and restricted cash at end of period
|
$
|
2,976
|
|
$
|
4,555
|
|
Less: Restricted cash
and cash equivalents, included in "Other current assets"
|
65
|
|
6
|
|
Cash and cash
equivalents at end of period
|
$
|
2,911
|
|
$
|
4,549
|
|
Dow Inc. and
Subsidiaries
Net Sales by
Segment and Geographic Region
|
|
Net Sales by
Segment
|
Three Months
Ended
|
Nine Months
Ended
|
|
In millions
(Unaudited)
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
|
Packaging &
Specialty Plastics
|
$
|
7,736
|
$
|
4,565
|
$
|
20,939
|
$
|
13,175
|
|
Industrial
Intermediates & Infrastructure
|
4,481
|
3,058
|
12,303
|
8,520
|
|
Performance Materials
& Coatings
|
2,526
|
2,002
|
7,114
|
5,922
|
|
Corporate
|
94
|
87
|
248
|
219
|
|
Total
|
$
|
14,837
|
$
|
9,712
|
$
|
40,604
|
$
|
27,836
|
|
U.S. &
Canada
|
$
|
5,476
|
$
|
3,391
|
$
|
14,431
|
$
|
9,885
|
|
EMEAI
1
|
5,229
|
3,272
|
14,660
|
9,394
|
|
Asia
Pacific
|
2,579
|
2,073
|
7,423
|
5,850
|
|
Latin
America
|
1,553
|
976
|
4,090
|
2,707
|
|
Total
|
$
|
14,837
|
$
|
9,712
|
$
|
40,604
|
$
|
27,836
|
|
|
|
Net Sales Variance
by Segment and Geographic Region
|
Three Months Ended
Sep 30, 2021
|
Nine Months Ended
Sep 30, 2021
|
|
Local Price &
Product Mix
|
Currency
|
Volume
|
Total
|
Local
Price &
Product
Mix
|
Currency
|
Volume
|
Total
|
|
Percent change from
prior year
|
|
Packaging &
Specialty
Plastics
|
63
|
%
|
1
|
%
|
5
|
%
|
69
|
%
|
52
|
%
|
3
|
%
|
4
|
%
|
59
|
%
|
|
Industrial
Intermediates &
Infrastructure
|
49
|
|
2
|
|
(4)
|
|
47
|
|
41
|
|
3
|
|
—
|
|
44
|
|
|
Performance Materials
&
Coatings
|
23
|
|
1
|
|
2
|
|
26
|
|
14
|
|
3
|
|
3
|
|
20
|
|
|
Total
|
50
|
%
|
1
|
%
|
2
|
%
|
53
|
%
|
40
|
%
|
3
|
%
|
3
|
%
|
46
|
%
|
|
Total, excluding
the
Hydrocarbons & Energy
business
|
45
|
%
|
1
|
%
|
(1)
|
%
|
45
|
%
|
36
|
%
|
3
|
%
|
—
|
%
|
39
|
%
|
|
U.S. &
Canada
|
56
|
%
|
—
|
%
|
5
|
%
|
61
|
%
|
44
|
%
|
—
|
%
|
2
|
%
|
46
|
%
|
|
EMEAI
1
|
55
|
|
2
|
|
3
|
|
60
|
|
45
|
|
6
|
|
5
|
|
56
|
|
|
Asia
Pacific
|
28
|
|
2
|
|
(6)
|
|
24
|
|
24
|
|
3
|
|
—
|
|
27
|
|
|
Latin
America
|
60
|
|
—
|
|
(1)
|
|
59
|
|
51
|
|
—
|
|
—
|
|
51
|
|
|
Total
|
50
|
%
|
1
|
%
|
2
|
%
|
53
|
%
|
40
|
%
|
3
|
%
|
3
|
%
|
46
|
%
|
|
|
Net Sales Variance
by Segment and Geographic Region
|
Three Months Ended
Sep 30, 2021
|
|
Local
Price &
Product
Mix
|
Currency
|
Volume
|
Total
|
|
Percent change from
prior quarter
|
|
Packaging &
Specialty Plastics
|
6
|
%
|
—
|
%
|
3
|
%
|
9
|
%
|
|
Industrial
Intermediates & Infrastructure
|
3
|
|
(1)
|
|
4
|
|
6
|
|
|
Performance Materials
& Coatings
|
7
|
|
—
|
|
(5)
|
|
2
|
|
|
Total
|
5
|
%
|
—
|
%
|
2
|
%
|
7
|
%
|
|
Total, excluding the
Hydrocarbons & Energy business
|
4
|
%
|
—
|
%
|
2
|
%
|
6
|
%
|
|
U.S. &
Canada
|
12
|
%
|
—
|
%
|
(1)
|
%
|
11
|
%
|
|
EMEAI
1
|
2
|
|
(1)
|
|
1
|
|
2
|
|
|
Asia
Pacific
|
1
|
|
—
|
|
3
|
|
4
|
|
|
Latin
America
|
3
|
|
—
|
|
10
|
|
13
|
|
|
Total
|
5
|
%
|
—
|
%
|
2
|
%
|
7
|
%
|
|
1. Europe, Middle
East, Africa and India.
|
Dow Inc. and
Subsidiaries
Selected Financial
Information and Non-GAAP Measures
|
|
Operating EBIT by
Segment
|
|
Three Months
Ended
|
Nine Months
Ended
|
In millions
(Unaudited)
|
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
Packaging &
Specialty Plastics
|
|
$
|
1,954
|
|
$
|
647
|
|
$
|
5,196
|
|
$
|
1,545
|
|
Industrial
Intermediates & Infrastructure
|
|
713
|
|
104
|
|
1,687
|
|
59
|
|
Performance Materials
& Coatings
|
|
284
|
|
75
|
|
571
|
|
264
|
|
Corporate
|
|
(65)
|
|
(65)
|
|
(186)
|
|
(207)
|
|
Total
|
|
$
|
2,886
|
|
$
|
761
|
|
$
|
7,268
|
|
$
|
1,661
|
|
|
|
|
|
|
|
Depreciation and
Amortization by Segment
|
|
Three Months
Ended
|
Nine Months
Ended
|
In millions
(Unaudited)
|
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
Packaging &
Specialty Plastics
|
|
$
|
354
|
|
$
|
344
|
|
$
|
1,042
|
|
$
|
1,030
|
|
Industrial
Intermediates & Infrastructure
|
|
157
|
|
155
|
|
481
|
|
450
|
|
Performance Materials
& Coatings
|
|
207
|
|
217
|
|
642
|
|
648
|
|
Corporate
|
|
7
|
|
8
|
|
22
|
|
20
|
|
Total
|
|
$
|
725
|
|
$
|
724
|
|
$
|
2,187
|
|
$
|
2,148
|
|
|
|
|
|
|
|
Operating EBITDA
by Segment
|
|
Three Months
Ended
|
Nine Months
Ended
|
In millions
(Unaudited)
|
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
Packaging &
Specialty Plastics
|
|
$
|
2,308
|
|
$
|
991
|
|
$
|
6,238
|
|
$
|
2,575
|
|
Industrial
Intermediates & Infrastructure
|
|
870
|
|
259
|
|
2,168
|
|
509
|
|
Performance Materials
& Coatings
|
|
491
|
|
292
|
|
1,213
|
|
912
|
|
Corporate
|
|
(58)
|
|
(57)
|
|
(164)
|
|
(187)
|
|
Total
|
|
$
|
3,611
|
|
$
|
1,485
|
|
$
|
9,455
|
|
$
|
3,809
|
|
|
|
|
|
|
|
Equity in Earnings
(Losses) of Nonconsolidated
Affiliates by Segment
|
|
Three Months
Ended
|
Nine Months
Ended
|
In millions
(Unaudited)
|
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
Packaging &
Specialty Plastics
|
|
$
|
124
|
|
$
|
71
|
|
$
|
360
|
|
$
|
96
|
|
Industrial
Intermediates & Infrastructure
|
|
122
|
|
(13)
|
|
381
|
|
(202)
|
|
Performance Materials
& Coatings
|
|
3
|
|
1
|
|
5
|
|
4
|
|
Corporate
|
|
—
|
|
1
|
|
5
|
|
(22)
|
|
Total
|
|
$
|
249
|
|
$
|
60
|
|
$
|
751
|
|
$
|
(124)
|
|
|
|
|
|
|
|
Reconciliation of
"Net income" to "Operating EBIT"
|
Three Months
Ended
|
Nine Months
Ended
|
In millions
(Unaudited)
|
Jun 30,
2021
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
Net income
(loss)
|
$
|
1,932
|
|
$
|
1,706
|
|
$
|
(1)
|
|
$
|
4,644
|
|
$
|
40
|
|
+ Provision for income
taxes
|
524
|
|
542
|
|
43
|
|
1,383
|
|
215
|
|
Income before income
taxes
|
$
|
2,456
|
|
$
|
2,248
|
|
$
|
42
|
|
$
|
6,027
|
|
$
|
255
|
|
- Interest
income
|
13
|
|
14
|
|
6
|
|
35
|
|
27
|
|
+ Interest expense and
amortization of debt discount
|
187
|
|
178
|
|
202
|
|
561
|
|
617
|
|
- Significant
items
|
(198)
|
|
(474)
|
|
(523)
|
|
(715)
|
|
(816)
|
|
Operating EBIT
(non-GAAP)
|
$
|
2,828
|
|
$
|
2,886
|
|
$
|
761
|
|
$
|
7,268
|
|
$
|
1,661
|
|
Dow Inc. and
Subsidiaries
Selected Financial
Information and Non-GAAP Measures
|
|
Significant Items
Impacting Results for the Three Months Ended Sep 30,
2021
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net
Income 2
|
EPS
3
|
Income Statement
Classification
|
Reported
results
|
$
|
2,248
|
|
$
|
1,683
|
|
$
|
2.23
|
|
|
Less: Significant
items
|
|
|
|
|
Digitalization program
costs 4
|
(40)
|
|
(32)
|
|
(0.04)
|
|
Cost of sales ($36
million); R&D ($1
million); SG&A ($3 million)
|
Restructuring,
implementation costs and
asset related charges - net 5
|
(16)
|
|
(13)
|
|
(0.02)
|
|
Cost of sales ($13
million); R&D ($2
million); SG&A ($1 million)
|
Loss on early
extinguishment of debt
|
(472)
|
|
(387)
|
|
(0.52)
|
|
Sundry income
(expense) - net
|
Litigation related
charges, awards and
adjustments
|
54
|
|
42
|
|
0.06
|
|
Sundry income
(expense) - net
|
Total significant
items
|
$
|
(474)
|
|
$
|
(390)
|
|
$
|
(0.52)
|
|
|
Operating results
(non-GAAP)
|
$
|
2,722
|
|
$
|
2,073
|
|
$
|
2.75
|
|
|
|
Significant Items
Impacting Results for the Three Months Ended Sep 30,
2020
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net
Income 2
|
EPS
3
|
Income Statement
Classification
|
Reported
results
|
$
|
42
|
|
$
|
(25)
|
|
$
|
(0.04)
|
|
|
Less: Significant
items
|
|
|
|
|
Integration and
separation costs
|
(63)
|
|
(49)
|
|
(0.06)
|
|
Integration and
separation costs
|
Restructuring,
implementation costs and
asset related charges - net 5
|
(617)
|
|
(495)
|
|
(0.67)
|
|
Restructuring and
asset related
charges - net
|
Net gain on
divestitures 6
|
220
|
|
195
|
|
0.26
|
|
Sundry income
(expense) - net
|
Loss on early
extinguishment of debt
|
(63)
|
|
(52)
|
|
(0.07)
|
|
Sundry income
(expense) - net
|
Total significant
items
|
$
|
(523)
|
|
$
|
(401)
|
|
$
|
(0.54)
|
|
|
Operating results
(non-GAAP)
|
$
|
565
|
|
$
|
376
|
|
$
|
0.50
|
|
|
|
1. "Income (loss)
before income taxes."
|
2. "Net income (loss)
available for Dow Inc. common stockholders." The income tax effect
on significant items was calculated based upon the
enacted tax laws and statutory income tax rates
applicable in the tax jurisdiction(s) of the underlying non-GAAP
adjustment.
|
3. "Earnings (loss)
per common share - diluted," which includes the impact of
participating securities in accordance with the two-class
method.
|
4. Costs associated
with implementing the Company's Digital Acceleration
program.
|
5. Restructuring
charges, asset related charges, and costs associated with
implementing the Company's 2020 Restructuring Program. The
three
months ended September 30, 2020 include pretax
restructuring charges of $575 million related to the 2020
Restructuring Program, including
the following charges: $297 million for severance and
related benefit costs, $197 million for asset write-downs and
write-offs and $81 million
for contract terminations and environmental
remediation costs. Also includes other asset impairment charges of
$46 million.
|
6. Primarily related
to a gain on the sale of rail infrastructure in the U.S. &
Canada.
|
Dow Inc. and
Subsidiaries
Selected Financial
Information and Non-GAAP Measures
|
|
Significant Items
Impacting Results for the Nine Months Ended Sep 30,
2021
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net Income
2
|
EPS
3
|
Income Statement
Classification
|
Reported
results
|
$
|
6,027
|
|
$
|
4,575
|
|
$
|
6.06
|
|
|
Less: Significant
items
|
|
|
|
|
Digitalization program
costs 4
|
(121)
|
|
(94)
|
|
(0.12)
|
|
Cost of sales ($106
million);
R&D ($2 million);
SG&A ($13 million)
|
Restructuring,
implementation costs and
asset related charges - net 5
|
(69)
|
|
(55)
|
|
(0.07)
|
|
Cost of sales ($39
million);
R&D ($5 million);
SG&A ($3 million);
Restructuring and asset related
charges - net ($22 million)
|
Loss on early
extinguishment of debt
|
(574)
|
|
(471)
|
|
(0.63)
|
|
Sundry income
(expense) - net
|
Litigation related
charges, awards and
adjustments
|
54
|
|
42
|
|
0.06
|
|
Sundry income
(expense) - net
|
Indemnification and
other transaction
related costs 6
|
(5)
|
|
(5)
|
|
(0.01)
|
|
Sundry income
(expense) - net
|
Total significant
items
|
$
|
(715)
|
|
$
|
(583)
|
|
$
|
(0.77)
|
|
|
Operating results
(non-GAAP)
|
$
|
6,742
|
|
$
|
5,158
|
|
$
|
6.83
|
|
|
|
Significant Items
Impacting Results for the Nine Months Ended Sep 30,
2020
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net Income
2
|
EPS
3
|
Income Statement
Classification
|
Reported
results
|
$
|
255
|
|
$
|
(11)
|
|
$
|
(0.02)
|
|
|
Less: Significant
items
|
|
|
|
|
Integration and
separation costs
|
(174)
|
|
(136)
|
|
(0.18)
|
|
Integration and
separation costs
|
Restructuring,
implementation costs and
asset related charges - net 5
|
(719)
|
|
(580)
|
|
(0.79)
|
|
Restructuring and
asset related
charges -
net
|
Net gain on
divestitures 7
|
220
|
|
195
|
|
0.26
|
|
Sundry income
(expense) - net
|
Loss on early
extinguishment of debt
|
(149)
|
|
(122)
|
|
(0.16)
|
|
Sundry income
(expense) - net
|
Litigation related
charges, awards and
adjustments
|
6
|
|
6
|
|
0.01
|
|
Sundry income
(expense) - net
|
Total significant
items
|
$
|
(816)
|
|
$
|
(637)
|
|
$
|
(0.86)
|
|
|
Operating results
(non-GAAP)
|
$
|
1,071
|
|
$
|
626
|
|
$
|
0.84
|
|
|
|
1. "Income before
income taxes"
|
2. "Net income (loss)
available for Dow Inc. common stockholders." The income tax effect
on significant items was calculated based upon the
enacted tax laws and statutory income tax rates
applicable in the tax jurisdiction(s) of the underlying non-GAAP
adjustment.
|
3. "Earnings per
common share - diluted," which includes the impact of participating
securities in accordance with the two-class method.
|
4. Costs associated
with implementing the Company's Digital Acceleration
program.
|
5. Restructuring
charges, asset related charges, and costs associated with
implementing the Company's 2020 Restructuring Program. The
three
months ended September 30, 2020 include pretax
restructuring charges of $575 million related to the 2020
Restructuring Program, including
the following charges: $297 million for
severance and related benefit costs, $197 million for asset
write-downs and write-offs and $81 million
for contract terminations and environmental
remediation costs. Also includes other asset impairment charges of
$46 million.
|
6. Primarily related
to charges associated with agreements entered into with DuPont and
Corteva as part of the separation and distribution
which, among other matters, provides for
cross-indemnities and allocations of obligations and liabilities
for periods prior to, at and after the
completion of the separation.
|
7. Primarily related
to a gain on the sale of rail infrastructure in the U.S. &
Canada.
|
Dow Inc. and
Subsidiaries
Selected Financial
Information and Non-GAAP Measures
|
|
Significant Items
Impacting Results for the Three Months Ended Jun 30,
2021
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net
Income 2
|
EPS
3
|
Income Statement
Classification
|
Reported
results
|
$
|
2,456
|
|
$
|
1,901
|
|
$
|
2.51
|
|
|
Less: Significant
items
|
|
|
|
|
Digitalization program
costs 4
|
(48)
|
|
(37)
|
|
(0.05)
|
|
Cost of sales ($41
million); R&D ($1
million); SG&A ($6 million)
|
Restructuring,
implementation costs and asset related charges - net
5
|
(43)
|
|
(34)
|
|
(0.04)
|
|
Cost of sales ($17
million);
R&D ($2 million);
SG&A ($2 million);
Restructuring and asset related
charges - net ($22 million)
|
Loss on early
extinguishment of debt
|
(102)
|
|
(84)
|
|
(0.11)
|
|
Sundry income
(expense) - net
|
Indemnification and
other transaction related costs 6
|
(5)
|
|
(5)
|
|
(0.01)
|
|
Sundry income
(expense) - net
|
Total significant
items
|
$
|
(198)
|
|
$
|
(160)
|
|
$
|
(0.21)
|
|
|
Operating results
(non-GAAP)
|
$
|
2,654
|
|
$
|
2,061
|
|
$
|
2.72
|
|
|
|
1. "Income before
income taxes"
|
2. "Net income
available for Dow Inc. common stockholders." The income tax effect
on significant items was calculated based upon the enacted
tax laws and statutory income tax rates
applicable in the tax jurisdiction(s) of the underlying non-GAAP
adjustment.
|
3. "Earnings per
common share - diluted," which includes the impact of participating
securities in accordance with the two-class method.
|
4. Costs associated
with implementing the Company's Digital Acceleration
program.
|
5. Restructuring
charges, asset related charges, and costs associated with
implementing the Company's 2020 Restructuring Program.
|
6. Primarily related
to charges associated with agreements entered into with DuPont and
Corteva as part of the separation and distribution
which, among other matters, provides for
cross-indemnities and allocations of obligations and liabilities
for periods prior to, at and after the
completion of the separation.
|
Reconciliation of
Free Cash Flow
|
Three Months
Ended
|
Nine Months
Ended
|
In millions
(Unaudited)
|
Sep 30,
2021
|
Sep 30,
2020
|
Sep 30,
2021
|
Sep 30,
2020
|
Cash provided by
operating activities - continuing operations (GAAP)
|
$
|
2,719
|
|
$
|
1,761
|
|
$
|
4,512
|
|
$
|
4,596
|
|
Capital
expenditures
|
(413)
|
|
(287)
|
|
(1,035)
|
|
(955)
|
|
Free cash flow
(non-GAAP) 1
|
$
|
2,306
|
|
$
|
1,474
|
|
$
|
3,477
|
|
$
|
3,641
|
|
1. Free cash flow in
the first nine months of 2021 reflects a $1 billion elective
pension contribution.
|
|
Reconciliation of
Cash Flow Conversion
|
Three Months
Ended
|
In millions
(Unaudited)
|
Dec 31,
2020
|
Mar 31,
2021
|
Jun 30,
2021
|
Sep 30,
2021
|
Cash provided by
(used for) operating activities - continuing
operations (GAAP)
|
$
|
1,656
|
|
$
|
(228)
|
|
$
|
2,021
|
|
$
|
2,719
|
|
Operating EBITDA
(non-GAAP)
|
$
|
1,780
|
|
$
|
2,271
|
|
$
|
3,573
|
|
$
|
3,611
|
|
Cash flow conversion
(Operating EBITDA to cash flow from
operations) (non-GAAP) 1
|
93.0
|
%
|
(10.0)
|
%
|
56.6
|
%
|
75.3
|
%
|
Cash flow conversion -
trailing twelve months (non-GAAP)
|
|
54.9
|
%
|
1. Cash flow
conversion in the first quarter of 2021 reflects a $1 billion
elective pension contribution.
|
For further
information, please contact:
|
|
Investors:
Pankaj
Gupta
pgupta@dow.com
+1
989-638-5265
|
Media:
Kyle
Bandlow
kbandlow@dow.com
+1
989-638-2417
|
Twitter: https://twitter.com/DowNewsroom
Facebook: https://www.facebook.com/dow/
LinkedIn: http://www.linkedin.com/company/dow-chemical
Instagram: http://instagram.com/dow_official
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SOURCE The Dow Chemical Company