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Item 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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Item 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF INCOME

Three Months Ended March 31,
Millions of dollars, except earnings per share20222021
Sales and other operating revenues:
Trade$12,840$8,851
Related parties317231
13,1579,082
Operating costs and expenses:
Cost of sales11,1367,678
Selling, general and administrative expenses328287
Research and development expenses3229
11,4967,994
Operating income1,6611,088
Interest expense(74)(110)
Interest income22
Other income, net1925
Income from continuing operations before equity investments and income taxes1,6081,005
Income from equity investments29137
Income from continuing operations before income taxes1,6371,142
Provision for income taxes31670
Income from continuing operations1,3211,072
Loss from discontinued operations, net of tax(1)(2)
Net income1,3201,070
Dividends on redeemable non-controlling interests(2)(2)
Net income attributable to the Company shareholders$1,318$1,068
Earnings per share:
Net income (loss) attributable to the Company shareholders —
Basic
Continuing operations$4.01$3.20
Discontinued operations—(0.01)
$4.01$3.19
Diluted
Continuing operations$4.00$3.19
Discontinued operations—(0.01)
$4.00$3.18

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended March 31,
Millions of dollars20222021
Net income$1,320$1,070
Other comprehensive income (loss), net of tax –
Financial derivatives88175
Defined benefit pension and other postretirement benefit plans511
Foreign currency translations(25)(107)
Total other comprehensive income, net of tax6879
Comprehensive income1,3881,149
Dividends on redeemable non-controlling interests(2)(2)
Comprehensive income attributable to the Company shareholders$1,386$1,147

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollarsMarch 31, 2022December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents$1,785$1,472
Restricted cash95
Short-term investments—9
Accounts receivable:
Trade, net5,0924,565
Related parties299243
Inventories4,9794,901
Prepaid expenses and other current assets1,1271,022
Total current assets13,29112,217
Operating lease assets1,9051,946
Property, plant and equipment22,73322,382
Less: Accumulated depreciation(8,004)(7,826)
Property, plant and equipment, net14,72914,556
Equity investments4,7434,786
Goodwill1,8661,875
Intangible assets, net673695
Other assets647667
Total assets$37,854$36,742

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollars, except shares and par value dataMarch 31, 2022December 31, 2021
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY
Current liabilities:
Current maturities of long-term debt$8$6
Short-term debt141362
Accounts payable:
Trade4,2383,460
Related parties776831
Accrued liabilities2,3762,571
Total current liabilities7,5397,230
Long-term debt11,17511,246
Operating lease liabilities1,6101,649
Other liabilities2,2152,295
Deferred income taxes2,4872,334
Commitments and contingencies
Redeemable non-controlling interests116116
Shareholders’ equity:
Ordinary shares, €0.04 par value, 1,275 million shares authorized, 327,644,034 and 329,536,389 shares outstanding, respectively1919
Additional paid-in capital6,0566,044
Retained earnings9,5148,563
Accumulated other comprehensive loss(1,735)(1,803)
Treasury stock, at cost, 12,625,433 and 10,675,605 ordinary shares, respectively(1,156)(965)
Total Company share of shareholders’ equity12,69811,858
Non-controlling interests1414
Total equity12,71211,872
Total liabilities, redeemable non-controlling interests and equity$37,854$36,742

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31,
Millions of dollars20222021
Cash flows from operating activities:
Net income$1,320$1,070
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization311335
Amortization of debt-related costs45
Share-based compensation1819
Equity investments—
Equity income(29)(137)
Distributions of earnings, net of tax3420
Deferred income tax provision (benefit)137(83)
Changes in assets and liabilities that provided (used) cash:
Accounts receivable(629)(593)
Inventories(117)(360)
Accounts payable724327
Other, net(271)(32)
Net cash provided by operating activities1,502571
Cash flows from investing activities:
Expenditures for property, plant and equipment(446)(340)
Proceeds from maturities of available-for-sale debt securities—74
Proceeds from equity securities8226
Other, net(18)(19)
Net cash used in investing activities(456)(59)
Cash flows from financing activities:
Repurchases of Company ordinary shares(217)—
Dividends paid - common stock(371)(352)
Repayments of long-term debt—(500)
Net repayments of commercial paper(169)—
Collateral received from interest rate derivatives5166
Other, net(7)4
Net cash used in financing activities(713)(782)
Effect of exchange rate changes on cash(16)(32)
Increase (decrease) in cash and cash equivalents and restricted cash317(302)
Cash and cash equivalents and restricted cash at beginning of period1,4771,765
Cash and cash equivalents and restricted cash at end of period$1,794$1,463

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Ordinary SharesAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossCompany Share of Shareholders’ EquityNon- Controlling Interests
Millions of dollarsIssuedTreasury
Balance, December 31, 2021$19$(965)$6,044$8,563$(1,803)$11,858$14
Net income———1,320—1,320—
Other comprehensive income————6868—
Share-based compensation—11124—27—
Dividends - common stock ($1.13 per share)———(371)—(371)—
Dividends - redeemable non-controlling interests ($15.00 per share)———(2)—(2)—
Repurchases of Company ordinary shares—(202)———(202)—
Balance, March 31, 2022$19$(1,156)$6,056$9,514$(1,735)$12,698$14
Ordinary SharesAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossCompany Share of Shareholders’ EquityNon- Controlling Interests
Millions of dollarsIssuedTreasury
Balance, December 31, 2020$19$(531)$5,986$4,440$(1,943)$7,971$17
Net income———1,070—1,070—
Other comprehensive income————7979—
Share-based compensation—2572—34—
Dividends - common stock ($1.05 per share)———(352)—(352)—
Dividends - redeemable non-controlling interests ($15.00 per share)———(2)—(2)—
Sales of non-controlling interest——————(3)
Balance, March 31, 2021$19$(506)$5,993$5,158$(1,864)$8,800$14

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

TABLE OF CONTENTS

Page
1.Basis of Presentation8
2.Accounting and Reporting Changes8
3.Revenues9
4.Accounts Receivable10
5.Inventories10
6.Debt11
7.Financial Instruments and Fair Value Measurements13
8.Income Taxes16
9.Commitments and Contingencies16
10.Shareholders’ Equity and Redeemable Non-controlling Interests17
11.Per Share Data21
12.Segment and Related Information22

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation

LyondellBasell Industries N.V. is a limited liability company (Naamloze Vennootschap) incorporated under Dutch law by deed of incorporation dated October 15, 2009. Unless otherwise indicated, the “Company,” “we,” “us,” “our” or similar words are used to refer to LyondellBasell Industries N.V. together with its consolidated subsidiaries (“LyondellBasell N.V.”). LyondellBasell N.V. is a worldwide manufacturer of chemicals and polymers, a refiner of crude oil, a significant producer of gasoline blending components and a developer and licensor of technologies for the production of polymers.

The accompanying unaudited Consolidated Financial Statements have been prepared from the books and records of LyondellBasell N.V. in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial information. Certain notes and other information have been condensed or omitted from the interim financial statements included in this report. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States (“U.S. GAAP”) for complete financial statements. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair statement have been included. These statements contain some amounts that are based upon management estimates and judgments. Future actual results could differ from such current estimates. The results for interim periods are not necessarily indicative of results for the entire year.

2. Accounting and Reporting Changes

Recently Adopted Guidance

There were no new standards or Accounting Standard Updates (“ASU”) adopted in the quarter ended March 31, 2022 that had a material impact on our Consolidated Financial Statements.

Accounting Guidance Issued But Not Adopted as of March 31, 2022

Government Assistance—In November 2021, the Financial Accounting Standards Board (“FASB”) issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance. The guidance requires disclosures about assistance received from the government that have been accounted for by analogizing to a grant or contribution accounting model including the nature and form of assistance, the accounting policies used to account for the assistance and its impact on the entity’s financial statements. The guidance is effective for annual periods beginning after December 15, 2021, with early application permitted. The adoption of this guidance will not have a material impact on our Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

3. Revenues

*Contract Balances—*Contract liabilities were $214 million and $169 million at March 31, 2022 and December 31, 2021, respectively. Revenue recognized in each reporting period, included in the contract liability balance at the beginning of the period, was immaterial.

*Disaggregation of Revenues—*The following table presents our revenues disaggregated by key products:

Three Months Ended March 31,
Millions of dollars20222021
Sales and other operating revenues:
Olefins and co-products$1,157$1,091
Polyethylene2,6842,153
Polypropylene2,0141,718
Propylene oxide and derivatives885502
Oxyfuels and related products1,254607
Intermediate chemicals1,110578
Compounding and solutions1,1351,038
Advanced polymers272231
Refined products2,458993
Other188171
Total$13,157$9,082

The following table presents our revenues disaggregated by geography, based upon the location of the customer:

Three Months Ended March 31,
Millions of dollars20222021
Sales and other operating revenues:
United States$6,074$4,086
Germany995765
China656560
Italy518378
Mexico442247
Japan423230
Poland395270
The Netherlands390270
France387290
Other2,8771,986
Total$13,157$9,082

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

4. Accounts Receivable

Our accounts receivable are reflected in the Consolidated Balance Sheets, net of allowance for credit losses, of $6 million as of March 31, 2022 and December 31, 2021.

5. Inventories

Inventories consisted of the following components:

Millions of dollarsMarch 31, 2022December 31, 2021
Finished goods$3,382$3,329
Work-in-process206178
Raw materials and supplies1,3911,394
Total inventories$4,979$4,901

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

6. Debt

Long-term loans, notes and other debt, net of unamortized discount and debt issuance cost, consisted of the following:

Millions of dollarsMarch 31, 2022December 31, 2021
Senior Notes due 2024, $1,000 million, 5.75% ($2 million of debt issuance cost)$773$773
Senior Notes due 2055, $1,000 million, 4.625% ($15 million of discount; $11 million of debt issuance cost)974974
Guaranteed Notes due 2027, $300 million, 8.1%300300
Issued by LYB International Finance B.V.:
Guaranteed Notes due 2023, $750 million, 4.0% ($1 million of discount)424423
Guaranteed Notes due 2043, $750 million, 5.25% ($19 million of discount; $7 million of debt issuance cost)724724
Guaranteed Notes due 2044, $1,000 million, 4.875% ($10 million of discount; $9 million of debt issuance cost)981981
Issued by LYB International Finance II B.V.:
Guaranteed Notes due 2026, €500 million, 0.875% ($1 million of discount; $2 million of debt issuance cost)547562
Guaranteed Notes due 2027, $1,000 million, 3.5% ($3 million of discount; $3 million of debt issuance cost)612631
Guaranteed Notes due 2031, €500 million, 1.625% ($5 million of discount; $3 million of debt issuance cost)547558
Issued by LYB International Finance III LLC:
Guaranteed Notes due 2025, $500 million, 1.25% ($1 million of discount; $3 million of debt issuance cost)479486
Guaranteed Notes due 2030, $500 million, 3.375% ($1 million of debt issuance cost)133143
Guaranteed Notes due 2030, $500 million, 2.25% ($3 million of discount; $4 million of debt issuance cost)481490
Guaranteed Notes due 2040, $750 million, 3.375% ($2 million of discount; $7 million of debt issuance cost)741741
Guaranteed Notes due 2049, $1,000 million, 4.2% ($15 million of discount; $10 million of debt issuance cost)975975
Guaranteed Notes due 2050, $1,000 million, 4.2% ($6 million of discount; $10 million of debt issuance cost)976981
Guaranteed Notes due 2051, $1,000 million, 3.625% ($3 million of discount; $11 million of debt issuance cost)957986
Guaranteed Notes due 2060, $500 million, 3.8% ($4 million of discount; $6 million of debt issuance cost)490490
Other6934
Total11,18311,252
Less current maturities(8)(6)
Long-term debt$11,175$11,246

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Fair value hedging adjustments associated with the fair value hedge accounting of our fixed-for-floating interest rate swaps for the applicable periods are as follows:

Gains (Losses)Cumulative Fair Value Hedging Adjustments Included in Carrying Amount of Debt
Three Months Ended March 31,March 31,December 31,
Millions of dollars2022202120222021
Guaranteed Notes due 2025, 1.25%$7$—$9$2
Guaranteed Notes due 2026, 0.875%4151
Guaranteed Notes due 2027, 3.5%194(27)(46)
Guaranteed Notes due 2030, 3.375%10—8(2)
Guaranteed Notes due 2030, 2.25%10—122
Guaranteed Notes due 2050, 4.2%5—83
Guaranteed Notes due 2051, 3.625%29—29—
Total$84$5$44$(40)

Fair value adjustments are recognized in Interest expense in the Consolidated Statements of Income.

Short-term loans, notes and other debt consisted of the following:

Millions of dollarsMarch 31, 2022December 31, 2021
U.S. Receivables Facility$—$—
Commercial paper35204
Precious metal financings106155
Other—3
Total Short-term debt$141$362

Long-Term Debt

Senior Revolving Credit Facility—Our $3,250 million Senior Revolving Credit Facility, which expires in November 2026, may be used for dollar and euro denominated borrowings. The facility has a $200 million sub-limit for dollar and euro denominated letters of credit, a $1,000 million uncommitted accordion feature and supports our commercial paper program. Borrowings under the facility bear interest at either a base rate, LIBOR rate or EURIBOR rate, plus an applicable margin. Additional fees are incurred for the average daily unused commitments. At March 31, 2022, we had no borrowings or letters of credit outstanding and $3,215 million of unused availability under this facility.

Short-Term Debt

U.S. Receivables Facility—Our U.S. Receivables Facility, which expires in June 2024, has a purchase limit of $900 million in addition to a $300 million uncommitted accordion feature. This facility provides liquidity through the sale or contribution of trade receivables by certain of our U.S. subsidiaries to a wholly owned, bankruptcy-remote subsidiary on an ongoing basis and without recourse. We pay variable interest rates on our secured borrowings. Additional fees are incurred for the average daily unused commitments. This facility also provides for the issuance of letters of credit up to $200 million. At March 31, 2022, we had no borrowings or letters of credit outstanding and $900 million unused availability under this facility.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Commercial Paper Program—We have a commercial paper program under which we may issue up to $2,500 million of privately placed, unsecured, short-term promissory notes (“commercial paper”). Interest rates on the commercial paper outstanding at March 31, 2022 are based on the terms of the notes and range from 0.45% to 0.55%. At March 31, 2022, we had $35 million of outstanding commercial paper.

Weighted Average Interest Rate—At March 31, 2022 and December 31, 2021, our weighted average interest rates on outstanding Short-term debt were 1.2% and 0.9%, respectively.

Additional Information

Debt Discount and Issuance Costs—Amortization of debt discounts and debt issuance costs resulted in amortization expense of $4 million and $5 million for the three months ended March 31, 2022 and 2021, respectively, which is included in Interest expense in the Consolidated Statements of Income.

As of March 31, 2022, we are in compliance with our debt covenants.

7. Financial Instruments and Fair Value Measurements

We are exposed to market risks, such as changes in commodity pricing, interest rates and currency exchange rates. To manage the volatility related to these exposures, we selectively enter into derivative contracts pursuant to our risk management policies.

Financial Instruments Measured at Fair Value on a Recurring Basis—The following table summarizes financial instruments outstanding for the periods presented that are measured at fair value on a recurring basis:

March 31, 2022December 31, 2021
Millions of dollarsNotional AmountFair ValueNotional AmountFair ValueBalance Sheet Classification
Assets–
Derivatives designated as hedges:
Commodities$30$40$41$24Prepaid expenses and other current assets
Foreign currency6149061463Prepaid expenses and other current assets
Foreign currency2,085611,78543Other assets
Interest rates—13—7Prepaid expenses and other current assets
Interest rates——3001Other assets
Derivatives not designated as hedges:
Commodities551222130Prepaid expenses and other current assets
Commodities121——Other assets
Foreign currency83—341Prepaid expenses and other current assets
Non-derivatives:
Equity securities——98Short-term investments
Total$2,879$217$3,004$177

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

March 31, 2022December 31, 2021
Millions of dollarsNotional AmountFair ValueNotional AmountFair ValueBalance Sheet Classification
Liabilities–
Derivatives designated as hedges:
Foreign currency$—$26$—$14Accrued liabilities
Foreign currency1,499801,80099Other liabilities
Interest rates—5—3Accrued liabilities
Interest rates2,7632471,863280Other liabilities
Derivatives not designated as hedges:
Commodities17614241Accrued liabilities
Commodities316——Other Liabilities
Foreign currency544141882Accrued liabilities
Total$5,013$392$3,875$399

The financial instruments in the table above are classified as Level 2, except for our investment in equity securities which are measured at fair value using the net asset value per share, or its equivalent, practical expedient and are not classified in the fair value hierarchy. We present the gross assets and liabilities of our derivative financial instruments on the Consolidated Balance Sheets.

Financial Instruments Not Measured at Fair Value on a Recurring Basis—The following table presents the carrying value and estimated fair value of our Short-term precious metal financings and Long-term debt:

March 31, 2022December 31, 2021
Millions of dollarsCarrying ValueFair ValueCarrying ValueFair Value
Precious metal financings$106$105$155$130
Long-term debt11,15011,37911,21812,756
Total$11,256$11,484$11,373$12,886

The financial instruments in the table above are classified as Level 2. Our other financial instruments classified within Current assets and Current liabilities have a short maturity and their carrying value generally approximates fair value.

Derivative Instruments:

Commodity Prices—The following table presents the notional amounts of our outstanding commodity derivative instruments:

March 31, 2022December 31, 2021
Millions of dollarsNotional AmountNotional AmountMaturity Date
Derivatives designated as hedges:
Cash flow hedges$30$412022
Derivatives not designated as hedges:
Commodity contracts2742452022

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Interest Rates—The following table presents the notional amounts of our outstanding interest rate derivative instruments:

March 31, 2022December 31, 2021
Millions of dollarsNotional AmountNotional AmountMaturity Date
Cash flow hedges$1,000$1,0002023 to 2024
Fair value hedges1,7631,1632025 to 2030

As of March 31, 2022 and December 31, 2021, Other assets included $187 million and $238 million of collateral related to these forward-starting interest swaps, representing the maximum amount of collateral that may be required under these contracts.

Foreign Currency Rates—The following table presents the notional amounts of our outstanding foreign currency derivative instruments:

March 31, 2022December 31, 2021
Millions of dollarsNotional AmountNotional AmountMaturity Date
Net investment hedges$3,048$3,0482022 to 2030
Cash flow hedges1,1501,1502024 to 2027
Not designated6272222022 to 2023

Impact on Earnings and Other Comprehensive Income—The following tables summarize the pre-tax effect of derivative and non-derivative instruments recorded in Accumulated other comprehensive loss (“AOCI”), the gains (losses) reclassified from AOCI to earnings and additional gains (losses) recognized directly in earnings:

Effects of Financial Instruments
Three Months Ended March 31,
Balance SheetIncome Statement
Gain (Loss) Recognized in AOCIGain (Loss) Reclassified to Income from AOCIAdditional Gain (Loss) Recognized in IncomeIncome Statement
Millions of dollars202220212022202120222021Classification
Derivatives designated as hedges:
Commodities$26$6$(11)$(1)$—$—Cost of sales
Foreign currency44148(25)(92)(4)12Interest expense
Interest rates1122231142Interest expense
Derivatives not designated as hedges:
Commodities————363Sales and other operating revenues
Commodities————311Cost of sales
Foreign currency————(19)(14)Other income, net
Total$182$377$(35)$(92)$20$14

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

As of March 31, 2022, on a pre-tax basis, $6 million is scheduled to be reclassified from Accumulated other comprehensive loss as an increase to interest expense over the next twelve months.

Other Financial Instruments:

Cash and Cash Equivalents—At March 31, 2022 and December 31, 2021, we had marketable securities classified as Cash and cash equivalents of $1,089 million and $438 million, respectively.

8. Income Taxes

For interim tax reporting, we estimate an annual effective tax rate which is applied to the year-to-date ordinary income. Tax effects of significant unusual or infrequently occurring items are excluded from the estimated annual effective tax rate calculation and recognized in the interim period in which they occur. Our effective income tax rate fluctuates based on, among other factors, changes in pretax income in countries with varying statutory tax rates, changes in valuation allowances, changes in foreign exchange gains or losses, the amount of exempt income, changes in unrecognized tax benefits associated with uncertain tax positions and changes in tax laws.

Our exempt income primarily includes interest income, export incentives, and equity earnings of joint ventures. Interest income earned by certain of our European subsidiaries through intercompany financings is taxed at rates substantially lower than the U.S. statutory rate. Export incentives relate to tax benefits derived from elections and structures available for U.S. exports. Equity earnings attributable to the earnings of our joint ventures, when paid through dividends to certain European subsidiaries, are exempt from all or portions of normal statutory income tax rates. We currently anticipate the favorable treatment for interest income, dividends, and export incentives to continue in the near term; however, this treatment is based on current law and tax rulings, which could change if the tax reform proposals in the U.S. and the Pillar Two proposals by the Organization for Economic Cooperation and Development (“OECD”) are enacted.

Our effective income tax rates for the first quarter of 2022 was 19.3% compared to 6.1% for the first quarter of 2021. In the first quarter of 2021, we benefited from return to accrual adjustments primarily associated with a step-up of certain Italian assets to fair market value and benefits resulting from the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) of 10.5% and 2.6% respectively; such benefits did not impact our effective tax rate in the first quarter of 2022.

9. Commitments and Contingencies

Commitments—We have various purchase commitments for materials, supplies and services incidental to the ordinary conduct of business, generally for quantities required for our businesses and at prevailing market prices. These commitments are designed to assure sources of supply and are not expected to be in excess of normal requirements. As of March 31, 2022, we had capital expenditure commitments, which we incurred in our normal course of business, including commitments of approximately $366 million related to building our new PO/TBA plant in Houston, Texas.

Financial Assurance Instruments—We have obtained letters of credit, performance and surety bonds and have issued financial and performance guarantees to support trade payables, potential liabilities and other obligations. Considering the frequency of claims made against the financial instruments we use to support our obligations, and the magnitude of those financial instruments in light of our current financial position, management does not expect that any claims against or draws on these instruments would have a material adverse effect on our Consolidated Financial Statements. We have not experienced any unmanageable difficulties in obtaining the required financial assurance instruments for our current operations.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Environmental Remediation—Our accrued liability for future environmental remediation costs at current and former plant sites and other remediation sites totaled $135 million and $138 million as of March 31, 2022 and December 31, 2021, respectively. At March 31, 2022, the accrued liabilities for individual sites range from less than $1 million to $27 million. The remediation expenditures are expected to occur over a number of years and are not concentrated in any single year. In our opinion, it is reasonably possible that losses in excess of the liabilities recorded may have been incurred. However, we cannot estimate any amount or range of such possible additional losses. New information about sites, new technology or future developments, such as involvement in investigations by regulatory agencies, could require us to reassess our potential exposure related to environmental matters.

Indemnification—We are parties to various indemnification arrangements, including arrangements entered into in connection with acquisitions, divestitures and the formation and dissolution of joint ventures. Pursuant to these arrangements, we provide indemnification to and/or receive indemnification from other parties in connection with liabilities that may arise in connection with the transactions and in connection with activities prior to completion of the transactions. These indemnification arrangements typically include provisions pertaining to third-party claims relating to environmental and tax matters and various types of litigation. As of March 31, 2022, we had not accrued any significant amounts for our indemnification obligations, and we are not aware of other circumstances that would likely lead to significant future indemnification obligations. We cannot determine with certainty the potential amount of future payments under the indemnification arrangements until events arise that would trigger a liability under the arrangements.

As part of our technology licensing contracts, we give indemnifications to our licensees for liabilities arising from possible patent infringement claims with respect to certain proprietary licensed technologies. Such indemnifications have a stated maximum amount and generally cover a period of 5 to 10 years.

*Legal Proceedings—*We are subject to various lawsuits and claims, including but not limited to, matters involving contract disputes, environmental damages, personal injury and property damage. We vigorously defend ourselves and prosecute these matters as appropriate.

Our legal organization applies its knowledge, experience and professional judgment to the specific characteristics of our cases, employing a litigation management process to manage and monitor legal proceedings in which we are a party. Our process facilitates the early evaluation and quantification of potential exposures in individual cases. This process also enables us to track those cases that have been scheduled for trial, mediation or other resolution. We regularly assess the adequacy of legal accruals based on our professional judgment, experience and the information available regarding our cases.

Based on a consideration of all relevant facts and circumstances, we do not believe the ultimate outcome of any currently pending lawsuit against us will have a material adverse effect upon our operations, financial condition or Consolidated Financial Statements.

10. Shareholders’ Equity and Redeemable Non-controlling Interests

Shareholders’ Equity

Dividend Distributions—The following table summarized the dividends paid in the period presented:

Millions of dollars, except per share amountsDividend Per Ordinary ShareAggregate Dividends PaidDate of Record
March 2022$1.13$371March 7, 2022

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Share Repurchase Authorization—In May 2021, our shareholders approved a proposal to authorize us to repurchase up to 34.0 million ordinary shares, through November 28, 2022 (“2021 Share Repurchase Authorization”), which superseded any prior repurchase authorizations. The timing and amount of these repurchases, which are determined based on our evaluation of market conditions and other factors, may be executed from time to time through open market or privately negotiated transactions. The repurchased shares, which are recorded at cost, are classified as Treasury stock and may be retired or used for general corporate purposes, including for various employee benefit and compensation plans.

The following table summarizes our share repurchase activity for the period presented:

Millions of dollars, except shares and per share amountsShares RepurchasedAverage Purchase PriceTotal Purchase Price, Including Commissions and Fees
For three months ended March 31, 2022:
2021 Share Repurchase Authorization2,073,378$97.70$202

Total cash paid for share repurchases for the three months ended March 31, 2022 was $217 million. Cash payments made during the reporting period may differ from the total purchase price, including commissions and fees, due to the timing of payments. There were no share repurchases during the three months ended March 31, 2021.

Ordinary Shares—The changes in the outstanding amounts of ordinary shares are as follows:

Three Months Ended March 31,
20222021
Ordinary shares outstanding:
Beginning balance329,536,389334,015,220
Share-based compensation123,550247,964
Employee stock purchase plan57,47349,956
Purchase of ordinary shares(2,073,378)—
Ending balance327,644,034334,313,140

*Treasury Shares—*The changes in the amounts of treasury shares held by the Company are as follows:

Three Months Ended March 31,
20222021
Ordinary shares held as treasury shares:
Beginning balance10,675,6056,030,408
Share-based compensation(123,550)(247,964)
Employee stock purchase plan—(49,956)
Purchase of ordinary shares2,073,378—
Ending balance12,625,4335,732,488

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Accumulated Other Comprehensive Loss—The components of, and after-tax changes in, Accumulated other comprehensive loss as of and for the three months ended March 31, 2022 and 2021 are presented in the following tables:

Millions of dollarsFinancial DerivativesDefined Benefit Pension and Other Postretirement Benefit PlansForeign Currency Translation AdjustmentsTotal
Balance – December 31, 2021$(354)$(528)$(921)$(1,803)
Other comprehensive income (loss) before reclassifications147—(14)133
Tax expense before reclassifications(32)—(11)(43)
Amounts reclassified from accumulated other comprehensive loss(35)8—(27)
Tax (expense) benefit8(3)—5
Net other comprehensive income (loss)885(25)68
Balance – March 31, 2022$(266)$(523)$(946)$(1,735)
Millions of dollarsFinancial DerivativesUnrealized Gains on Available -for-Sale Debt SecuritiesDefined Benefit Pension and Other Postretirement Benefit PlansForeign Currency Translation AdjustmentsTotal
Balance – December 31, 2020$(426)$1$(752)$(766)$(1,943)
Other comprehensive income (loss) before reclassifications315——(93)222
Tax expense before reclassifications(68)——(14)(82)
Amounts reclassified from accumulated other comprehensive loss(92)—15—(77)
Tax (expense) benefit20—(4)—16
Net other comprehensive income (loss)175—11(107)79
Balance – March 31, 2021$(251)$1$(741)$(873)$(1,864)

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

The amounts reclassified out of each component of Accumulated other comprehensive loss are as follows:

Three Months Ended March 31,Affected Line Item on the Consolidated Statements of Income
Millions of dollars20222021
Reclassification adjustments for:
Financial derivatives:
Commodities$(11)$(1)Cost of sales
Foreign currency(25)(92)Interest expense
Interest rates11Interest expense
Income tax benefit820Provision for income taxes
Financial derivatives, net of tax(27)(72)
Amortization of defined pension items:
Prior service cost11Other income, net
Actuarial loss714Other income, net
Income tax expense(3)(4)Provision for income taxes
Defined pension items, net of tax511
Total reclassifications, before tax(27)(77)
Income tax benefit516Provision for income taxes
Total reclassifications, after tax$(22)$(61)Amount included in net income

Redeemable Non-controlling Interests

Our redeemable non-controlling interests relate to shares of cumulative perpetual special stock (“redeemable non-controlling interest stock”) issued by a consolidated subsidiary. As of March 31, 2022 and December 31, 2021, we had 115,374 shares of redeemable non-controlling interest stock outstanding. In February 2022, we paid cash dividends of $15.00 per share to our redeemable non-controlling interest shareholders of record as of January 15, 2022. These dividends totaled $2 million for each of the three months ended March 31, 2022 and 2021.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

11. Per Share Data

Basic earnings per share is based upon the weighted average number of shares of common stock outstanding during the periods. Diluted earnings per share includes the effect of certain stock option and other equity-based compensation awards. Our unvested restricted stock units contain non-forfeitable rights to dividend equivalents and are considered participating securities. We calculate basic and diluted earnings per share under the two-class method.

Earnings per share data is as follows:

Three Months Ended March 31,
20222021
Millions of dollarsContinuing OperationsDiscontinued OperationsContinuing OperationsDiscontinued Operations
Net income (loss)$1,321$(1)$1,072$(2)
Dividends on redeemable non-controlling interests(2)—(2)—
Net income attributable to participating securities(2)—(2)—
Net income (loss) attributable to ordinary shareholders – basic and diluted$1,317$(1)$1,068$(2)
Millions of shares, except per share amounts
Basic weighted average common stock outstanding328328334334
Effect of dilutive securities11——
Potential dilutive shares329329334334
Earnings per share:
Basic$4.01$—$3.20$(0.01)
Diluted$4.00$—$3.19$(0.01)

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

12. Segment and Related Information

Our operations are managed by senior executives who report to our Chief Executive Officer, the chief operating decision maker. Discrete financial information is available for each of the segments, and our Chief Executive Officer uses the operating results of each of the operating segments for performance evaluation and resource allocation. The activities of each of our segments from which they earn revenues and incur expenses are described below:

  • Olefins and Polyolefins—Americas (“O&P—Americas”). Our O&P—Americas segment produces and markets olefins and co-products, polyethylene and polypropylene.

  • Olefins and Polyolefins—Europe, Asia, International (“O&P—EAI”). Our O&P—EAI segment produces and markets olefins and co-products, polyethylene and polypropylene.

  • Intermediates and Derivatives (“I&D”). Our I&D segment produces and markets propylene oxide and its derivatives, oxyfuels and related products, and intermediate chemicals such as styrene monomer, acetyls, ethylene oxide and ethylene glycol.

  • Advanced Polymer Solutions (“APS”). Our APS segment produces and markets compounding and solutions, such as polypropylene compounds, engineered plastics, masterbatches, engineered composites, colors and powders, and advanced polymers, which includes Catalloy and polybutene-1.

  • Refining. Our Refining segment refines heavy, high-sulfur crude oil and other crude oils of varied types and sources available on the U.S. Gulf Coast into refined products, including gasoline and distillates.

  • Technology. Our Technology segment develops and licenses chemical and polyolefin process technologies and manufactures and sells polyolefin catalysts.

Our chief operating decision maker uses EBITDA as the primary measure for reviewing profitability of our segments, and therefore, we have presented EBITDA for all segments. We define EBITDA as earnings from continuing operations before interest, income taxes, and depreciation and amortization.

“Other” includes intersegment eliminations and items that are not directly related or allocated to business operations, such as foreign exchange gains or losses and components of pension and other postretirement benefit costs other than service costs. Sales between segments are made primarily at prices approximating prevailing market prices.

Summarized financial information concerning reportable segments is shown in the following tables for the periods presented:

Three Months Ended March 31, 2022
Millions of dollarsO&P– AmericasO&P– EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$2,325$3,543$3,276$1,407$2,458$148$—$13,157
Intersegment1,27021963126233(1,848)—
3,5953,7623,3391,4082,720181(1,848)13,157
Income (loss) from equity investments331(5)————29
EBITDA911188546125148103(1)2,020
Capital expenditures132891631814291446

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Three Months Ended March 31, 2021
Millions of dollarsO&P– AmericasO&P– EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$2,135$2,840$1,704$1,269$993$141$—$9,082
Intersegment72420763113324(1,152)—
2,8593,0471,7671,2701,126165(1,152)9,082
Income from equity investments309512————137
EBITDA867412182135(110)9451,585
Capital expenditures654014520252223340

In April 2022 we announced our decision to cease operation of our Houston Refinery no later than December 31, 2023. We determined that exiting the refining business by the end of next year is the best strategic and financial path forward for the company. Our exit of the refining business progresses our decarbonization goals, and the site’s prime location gives us more options for advancing our future strategic objectives, including circularity. In the interim, we will continue serving the fuels market, which is expected to remain strong in the near-term, and consider potential transactions and alternatives for the site.

In connection with the exit plan, we expect to incur certain costs primarily consisting of accelerated amortization of operating lease assets of approximately $300 million to $400 million, asset decommissioning costs of approximately $150 million to $250 million, personnel related costs of approximately $80 million to $120 million, and other charges of approximately $50 million to $100 million. As we intend to proceed with an orderly shut-down, we do not expect to recognize these charges all at once, but over time through 2024. The actual size and timing of costs associated with the closure may differ from our current expectations, and such differences may be material.

A reconciliation of EBITDA to Income from continuing operations before income taxes is shown in the following table for each of the periods presented:

Three Months Ended March 31,
Millions of dollars20222021
EBITDA:
Total segment EBITDA$2,021$1,580
Other EBITDA(1)5
Less:
Depreciation and amortization expense(311)(335)
Interest expense(74)(110)
Add:
Interest income22
Income from continuing operations before income taxes$1,637$1,142

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