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 June 30,Six Months Ended June 30,
Millions of dollars, except earnings per share2022202120222021
Sales and other operating revenues:
Trade$14,559$11,334$27,399$20,185
Related parties279227596458
14,83811,56127,99520,643
Operating costs and expenses:
Cost of sales12,2678,67623,40316,354
Impairments69—69—
Selling, general and administrative expenses329327657614
Research and development expenses32326461
12,6979,03524,19317,029
Operating income2,1412,5263,8023,614
Interest expense(58)(130)(132)(240)
Interest income4567
Other (expense) income, net(86)14(67)39
Income from continuing operations before equity investments and income taxes2,0012,4153,6093,420
Income from equity investments2214851285
Income from continuing operations before income taxes2,0232,5633,6603,705
Provision for income taxes378506694576
Income from continuing operations1,6452,0572,9663,129
(Loss) income from discontinued operations, net of tax(1)2(2)—
Net income1,6442,0592,9643,129
Dividends on redeemable non-controlling interests(1)(1)(3)(3)
Net income attributable to the Company shareholders$1,643$2,058$2,961$3,126
Earnings per share:
Net income (loss) attributable to the Company shareholders —
Basic
Continuing operations$5.00$6.13$9.01$9.33
Discontinued operations—0.01(0.01)—
$5.00$6.14$9.00$9.33
Diluted
Continuing operations$4.98$6.12$8.99$9.32
Discontinued operations—0.01(0.01)—
$4.98$6.13$8.98$9.32

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended June 30,Six Months Ended June 30,
Millions of dollars2022202120222021
Net income$1,644$2,059$2,964$3,129
Other comprehensive income (loss), net of tax –
Financial derivatives102(78)19097
Unrealized losses on available-for-sale debt securities—(1)—(1)
Defined benefit pension and other postretirement benefit plans78178328
Foreign currency translations(161)77(186)(30)
Total other comprehensive income, net of tax19158794
Comprehensive income1,6632,0743,0513,223
Dividends on redeemable non-controlling interests(1)(1)(3)(3)
Comprehensive income attributable to the Company shareholders$1,662$2,073$3,048$3,220

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollarsJune 30, 2022December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents$1,057$1,472
Restricted cash95
Short-term investments—9
Accounts receivable:
Trade, net5,1484,565
Related parties259243
Inventories5,0974,901
Prepaid expenses and other current assets1,2751,022
Total current assets12,84512,217
Operating lease assets1,8631,946
Property, plant and equipment22,66422,382
Less: Accumulated depreciation(7,923)(7,826)
Property, plant and equipment, net14,74114,556
Equity investments4,5444,786
Goodwill1,7931,875
Intangible assets, net621695
Other assets617667
Total assets$37,024$36,742

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollars, except shares and par value dataJune 30, 2022December 31, 2021
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY
Current liabilities:
Current maturities of long-term debt$8$6
Short-term debt405362
Accounts payable:
Trade4,1033,460
Related parties703831
Accrued liabilities2,4342,571
Total current liabilities7,6537,230
Long-term debt11,06211,246
Operating lease liabilities1,5691,649
Other liabilities1,9392,295
Deferred income taxes2,4412,334
Commitments and contingencies
Redeemable non-controlling interests116116
Shareholders’ equity:
Ordinary shares, €0.04 par value, 1,275 million shares authorized, 327,244,650 and 329,536,389 shares outstanding, respectively1919
Additional paid-in capital6,0776,044
Retained earnings9,0508,563
Accumulated other comprehensive loss(1,716)(1,803)
Treasury stock, at cost, 13,092,354 and 10,675,605 ordinary shares, respectively(1,200)(965)
Total Company share of shareholders’ equity12,23011,858
Non-controlling interests1414
Total equity12,24411,872
Total liabilities, redeemable non-controlling interests and equity$37,024$36,742

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended June 30,
Millions of dollars20222021
Cash flows from operating activities:
Net income2,964$3,129
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization615665
Impairments69—
Amortization of debt-related costs813
Share-based compensation3735
Equity investments—
Equity income(51)(285)
Distributions of earnings, net of tax184142
Deferred income tax provision6834
Changes in assets and liabilities that provided (used) cash:
Accounts receivable(829)(1,502)
Inventories(415)(541)
Accounts payable750482
Other, net(299)301
Net cash provided by operating activities3,1012,473
Cash flows from investing activities:
Expenditures for property, plant and equipment(978)(771)
Proceeds from maturities of available-for-sale debt securities—291
Proceeds from equity securities8264
Acquisition of equity method investment—(104)
Other, net(64)(42)
Net cash used in investing activities(1,034)(362)
Cash flows from financing activities:
Repurchases of Company ordinary shares(262)—
Dividends paid - common stock(2,464)(730)
Repayments of long-term debt—(1,775)
Debt extinguishment costs—(23)
Net proceeds from commercial paper105—
Collateral received from interest rate derivatives21751
Other, net127
Net cash used in financing activities(2,392)(2,470)
Effect of exchange rate changes on cash(86)(23)
Decrease in cash and cash equivalents and restricted cash(411)(382)
Cash and cash equivalents and restricted cash at beginning of period1,4771,765
Cash and cash equivalents and restricted cash at end of period$1,066$1,383

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, March 31, 2022$19$(1,156)$6,056$9,514$(1,735)$12,698$14
Net income———1,644—1,644—
Other comprehensive income————1919—
Share-based compensation—1021(14)—17—
Dividends - common stock ($1.19 per share)———(389)—(389)—
Special dividends - common stock ($5.20 per share)———(1,704)—(1,704)—
Dividends - redeemable non-controlling interests ($15.00 per share)———(1)—(1)—
Repurchases of Company ordinary shares—(54)———(54)—
Balance, June 30, 2022$19$(1,200)$6,077$9,050$(1,716)$12,230$14
Ordinary SharesAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossCompany Share of Shareholders’ EquityNon- Controlling Interests
Millions of dollarsIssuedTreasury
Balance, March 31, 2021$19$(506)$5,993$5,158$(1,864)$8,800$14
Net income———2,059—2,059—
Other comprehensive income————1515—
Share-based compensation—1218(1)—29—
Dividends - common stock ($1.13 per share)———(378)—(378)—
Dividends - redeemable non-controlling interests ($15.00 per share)———(1)—(1)—
Balance, June 30, 2021$19$(494)$6,011$6,837$(1,849)$10,524$14

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———2,964—2,964—
Other comprehensive income————8787—
Share-based compensation—2133(10)—44—
Dividends - common stock ($2.32 per share)———(760)—(760)—
Special dividends - common stock ($5.20 per share)———(1,704)—(1,704)—
Dividends - redeemable non-controlling interests ($30.00 per share)———(3)—(3)—
Repurchases of Company ordinary shares—(256)———(256)—
Balance, June 30, 2022$19$(1,200)$6,077$9,050$(1,716)$12,230$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———3,129—3,129—
Other comprehensive income————9494—
Share-based compensation—37251—63—
Dividends - common stock ($2.18 per share)———(730)—(730)—
Dividends - redeemable non-controlling interests ($30.00 per share)———(3)—(3)—
Sales of non-controlling interest——————(3)
Balance, June 30, 2021$19$(494)$6,011$6,837$(1,849)$10,524$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 Presentation9
2.Accounting and Reporting Changes9
3.Revenues10
4.Accounts Receivable11
5.Inventories11
6.Debt12
7.Financial Instruments and Fair Value Measurements15
8.Pension Benefits18
9.Income Taxes19
10.Commitments and Contingencies19
11.Shareholders’ Equity and Redeemable Non-controlling Interests21
12.Per Share Data24
13.Segment and Related Information26

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 during the six months ended June 30, 2022 that had a material impact on our Consolidated Financial Statements.

Accounting Guidance Issued But Not Adopted as of June 30, 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.

Fair Value Measurement—In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The guidance clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security because it is a characteristic of the entity holding the equity security rather than a characteristic of the security and is not considered in measuring its fair value. The guidance is effective prospectively for the year ending December 31, 2024 including the interim periods, with the impact of adoption reflected in earnings. Early adoption is permitted. We are in the process of the assessing the impact of the new guidance on our Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

3. Revenues

*Contract Balances—*Contract liabilities were $196 million and $169 million at June 30, 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 June 30,Six Months Ended June 30,
Millions of dollars2022202120222021
Sales and other operating revenues:
Olefins and co-products$1,397$1,185$2,554$2,276
Polyethylene2,7242,6115,4084,764
Polypropylene1,9031,9963,9173,714
Propylene oxide and derivatives9317251,8161,227
Oxyfuels and related products1,5538382,8071,445
Intermediate chemicals1,2019482,3111,526
Compounding and solutions1,1131,0772,2482,115
Advanced polymers310256582487
Refined products3,5031,7415,9612,734
Other203184391355
Total$14,838$11,561$27,995$20,643

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

Three Months Ended June 30,Six Months Ended June 30,
Millions of dollars2022202120222021
Sales and other operating revenues:
United States$7,425$5,616$13,499$9,702
Germany1,0759342,0701,699
China6865611,3421,121
Mexico5983901,040637
Italy5214721,039850
Japan461331884561
France446366833656
Poland374271769541
The Netherlands344346734616
Other2,9082,2745,7854,260
Total$14,838$11,561$27,995$20,643

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 $5 million and $6 million as of June 30, 2022 and December 31, 2021, respectively.

5. Inventories

Inventories consisted of the following components:

Millions of dollarsJune 30, 2022December 31, 2021
Finished goods$3,298$3,329
Work-in-process219178
Raw materials and supplies1,5801,394
Total inventories$5,097$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 dollarsJune 30, 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; $3 million of debt issuance cost)508562
Guaranteed Notes due 2027, $1,000 million, 3.5% ($3 million of discount; $2 million of debt issuance cost)603631
Guaranteed Notes due 2031, €500 million, 1.625% ($5 million of discount; $3 million of debt issuance cost)509558
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)478486
Guaranteed Notes due 2030, $500 million, 3.375% ($1 million of debt issuance cost)127143
Guaranteed Notes due 2030, $500 million, 2.25% ($3 million of discount; $4 million of debt issuance cost)475490
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% ($14 million of discount; $10 million of debt issuance cost)976975
Guaranteed Notes due 2050, $1,000 million, 4.2% ($6 million of discount; $10 million of debt issuance cost)974981
Guaranteed Notes due 2051, $1,000 million, 3.625% ($3 million of discount; $11 million of debt issuance cost)933986
Guaranteed Notes due 2060, $500 million, 3.8% ($4 million of discount; $6 million of debt issuance cost)488490
Other8234
Total11,07011,252
Less current maturities(8)(6)
Long-term debt$11,062$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 June 30,Six Months Ended June 30,June 30,December 31,
Millions of dollars202220212022202120222021
Guaranteed Notes due 2025, 1.25%$1$—$8$—$10$2
Guaranteed Notes due 2026, 0.875%3—7181
Guaranteed Notes due 2027, 3.5%103297(17)(46)
Guaranteed Notes due 2030, 3.375%6(4)16(4)14(2)
Guaranteed Notes due 2030, 2.25%6—16—182
Guaranteed Notes due 2031, 1.625%3—3—3—
Guaranteed Notes due 2050, 4.2%2—7—103
Guaranteed Notes due 2051, 3.625%24—53—53—
Guaranteed Notes due 2060, 3.8%2—2—2—
Total$57$(1)$141$4$101$(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 dollarsJune 30, 2022December 31, 2021
U.S. Receivables Facility$—$—
Commercial paper309204
Precious metal financings96155
Other—3
Total Short-term debt$405$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 June 30, 2022, we had no borrowings or letters of credit outstanding and $2,941 million of unused availability under this facility.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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 June 30, 2022, we had no borrowings or letters of credit outstanding and $900 million unused availability under this facility.

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 June 30, 2022 are based on the terms of the notes and range from 1.77% to 1.85%. At June 30, 2022, we had $309 million of outstanding commercial paper.

Weighted Average Interest Rate—At June 30, 2022 and December 31, 2021, our weighted average interest rates on outstanding Short-term debt were 1.8% and 0.9%, respectively.

Additional Information

Debt Discount and Issuance Costs—Amortization of debt discounts and debt issuance costs resulted in amortization expense of $8 million and $13 million for the six months ended June 30, 2022 and 2021, respectively, which is included in Interest expense in the Consolidated Statements of Income.

As of June 30, 2022, we are in compliance with our debt covenants.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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:

June 30, 2022December 31, 2021
Millions of dollarsNotional AmountFair ValueNotional AmountFair ValueBalance Sheet Classification
Assets–
Derivatives designated as hedges:
Commodities$21$28$41$24Prepaid expenses and other current assets
Foreign currency61410961463Prepaid expenses and other current assets
Foreign currency3,8772311,78543Other assets
Interest rates—16—7Prepaid expenses and other current assets
Interest rates——3001Other assets
Derivatives not designated as hedges:
Commodities791322130Prepaid expenses and other current assets
Commodities245——Other assets
Foreign currency1641341Prepaid expenses and other current assets
Non-derivatives:
Equity securities——98Short-term investments
Total$4,779$403$3,004$177
Liabilities–
Derivatives designated as hedges:
Commodities$39$7$—$—Accrued liabilities
Foreign currency—13—14Accrued liabilities
Foreign currency40011,80099Other liabilities
Interest rates—9—3Accrued liabilities
Interest rates2,5581571,863280Other liabilities
Derivatives not designated as hedges:
Commodities20218241Accrued liabilities
Commodities24———Other Liabilities
Foreign currency769131882Accrued liabilities
Total$3,992$218$3,875$399

The financial instruments in the table above are classified as Level 2. We present the gross assets and liabilities of our derivative financial instruments on the Consolidated Balance Sheets.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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:

June 30, 2022December 31, 2021
Millions of dollarsCarrying ValueFair ValueCarrying ValueFair Value
Precious metal financings$96$85$155$130
Long-term debt11,0369,80611,21812,756
Total$11,132$9,891$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:

June 30, 2022December 31, 2021
Millions of dollarsNotional AmountNotional AmountMaturity Date
Derivatives designated as hedges:
Cash flow hedges$60$412022 to 2023
Derivatives not designated as hedges:
Commodity contracts3292452022 to 2023

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

June 30, 2022December 31, 2021
Millions of dollarsNotional AmountNotional AmountMaturity Date
Cash flow hedges$400$1,0002024
Fair value hedges2,1581,1632025 to 2031

As of June 30, 2022 and December 31, 2021, Other assets included $21 million and $238 million of collateral related to forward-starting interest swaps.

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

June 30, 2022December 31, 2021
Millions of dollarsNotional AmountNotional AmountMaturity Date
Net investment hedges$3,741$3,0482022 to 2030
Cash flow hedges1,1501,1502024 to 2027
Not designated9332222022 to 2023

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Impact on Earnings and Other Comprehensive Income—The following tables summarize the pre-tax effect of 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 June 30,
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$4$23$(21)$(3)$—$—Cost of sales
Foreign currency277(9)(77)241913Interest expense
Interest rates146(123)22(50)3Interest expense
Derivatives not designated as hedges:
Commodities————469Sales and other operating revenues
Commodities————812Cost of sales
Foreign currency————(20)(15)Other (expense) income, net
Total$427$(109)$(96)$23$3$22
Effects of Financial Instruments
Six Months Ended June 30,
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$30$29$(32)$(4)$—$—Cost of sales
Foreign currency321139(102)(68)3125Interest expense
Interest rates25810033(127)5Interest expense
Derivatives not designated as hedges:
Commodities————8212Sales and other operating revenues
Commodities————1123Cost of sales
Foreign currency————(39)(29)Other (expense) income, net
Total$609$268$(131)$(69)$(42)$36

As of June 30, 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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Other Financial Instruments:

Cash and Cash Equivalents—At June 30, 2022 and December 31, 2021, we had marketable securities classified as Cash and cash equivalents of $569 million and $438 million, respectively.

8. Pension Benefits

Components of net periodic pension costs for our U.S. and non-U.S. plans are as follows:

U.S. Plans
Three Months Ended June 30,Six Months Ended June 30,
Millions of dollars2022202120222021
Service cost$13$15$26$30
Interest cost1192117
Expected return on plan assets(27)(27)(57)(54)
Settlement loss944944
Actuarial loss amortization5101221
Net periodic benefit costs$96$11$96$18
Non-U.S. Plans
Three Months Ended June 30,Six Months Ended June 30,
Millions of dollars2022202120222021
Service cost$9$11$19$22
Interest cost751411
Expected return on plan assets(5)(4)(10)(8)
Prior service amortization1111
Actuarial loss amortization2448
Net periodic benefit costs$14$17$28$34

The components of net periodic benefit cost other than the service cost component are included in Other (expense) income, net in the Consolidated Statements of Income.

In May 2022, a LyondellBasell sponsored pension plan purchased a group annuity contract from an insurance company to transfer $361 million of our outstanding pension benefit obligations related to certain U.S. retirees and beneficiaries. The purchase of the group annuity contract was funded with pension plan assets. The insurance company is now required to pay and administer the retirement benefits owed to approximately 9,000 U.S. retirees and beneficiaries with no change to their monthly retirement benefit payment amounts. In connection with this transaction and regular lump sum distributions, in the second quarter of 2022, we recognized a non-cash pension settlement loss of $94 million, reflected in Other (expense) income, net, primarily related to the accelerated recognition of actuarial losses included in Accumulated other comprehensive loss.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

9. 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 pre-tax 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 rate for the second quarter of 2022 was 18.7% compared with 19.7% for the second quarter of 2021. The lower effective tax rate for the second quarter of 2022 is primarily attributable to changes in pre-tax income in countries with varying statutory tax rates and changes in foreign exchange gains or losses which resulted in a 1.8% and 1.0% decrease in our effective tax rate, respectively. These decreases were partially offset by a 1.8% increase in the effective tax rate driven by benefits recognized in the second quarter of 2021 resulting from the Coronavirus Aid, Relief, and Economic Security Act, also known as “CARES Act”; such benefits did not impact our effective tax rate in the second quarter of 2022.

Our effective income tax rate for the first six months of 2022 was 19.0% compared with 15.5% for the first six months of 2021. In the first six months 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 CARES Act of 3.2% and 2.0%, respectively; such benefits did not impact our effective tax rate in the first six months of 2022. These increases were partially offset by a 1.1% decrease in our effective income tax rate due to changes in pre-tax income in countries with varying statutory tax rates.

10. 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 June 30, 2022, we had capital expenditure commitments, which we incurred in our normal course of business, including commitments of approximately $147 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 $129 million and $138 million as of June 30, 2022 and December 31, 2021, respectively. At June 30, 2022, the accrued liabilities for individual sites range from less than $1 million to $26 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 June 30, 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 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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

11. Shareholders’ Equity and Redeemable Non-controlling Interests

Shareholders’ Equity

Dividend Distributions—In May 2022, our board of directors declared a special dividend of $5.20 per share. The following table summarizes the dividends paid in the period presented:

Millions of dollars, except per share amountsDividend Per Ordinary ShareAggregate Dividends PaidDate of Record
March 2022 - Quarterly dividend$1.13$371March 7, 2022
June 2022 - Quarterly dividend1.19389June 6, 2022
June 2022 - Special dividend5.201,704June 6, 2022
$7.52$2,464

Share Repurchase Authorization—In May 2022, our shareholders approved a proposal to authorize us to repurchase up to 34.0 million ordinary shares, through November 27, 2023 (“2022 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 six months ended June 30, 2022:
2021 Share Repurchase Authorization2,111,538$97.72$206
2022 Share Repurchase Authorization560,39689.2450
2,671,934$95.94$256

Total cash paid for share repurchases for the six months ended June 30, 2022 was $262 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 six months ended June 30, 2021.

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

Six Months Ended June 30,
20222021
Ordinary shares outstanding:
Beginning balance329,536,389334,015,220
Share-based compensation255,185390,264
Employee stock purchase plan125,01098,034
Purchase of ordinary shares(2,671,934)—
Ending balance327,244,650334,503,518

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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

Six Months Ended June 30,
20222021
Ordinary shares held as treasury shares:
Beginning balance10,675,6056,030,408
Share-based compensation(255,185)(390,264)
Employee stock purchase plan—(50,006)
Purchase of ordinary shares2,671,934—
Ending balance13,092,3545,590,138

Accumulated Other Comprehensive Loss—The components of, and after-tax changes in, Accumulated other comprehensive loss as of and for the six months ended June 30, 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 reclassifications372—(123)249
Tax expense before reclassifications(84)—(63)(147)
Amounts reclassified from accumulated other comprehensive loss(131)109—(22)
Tax (expense) benefit33(26)—7
Net other comprehensive income (loss)19083(186)87
Balance – June 30, 2022$(164)$(445)$(1,107)$(1,716)
Millions of dollarsFinancial DerivativesUnrealized Gains (Losses) 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 reclassifications193(1)—(12)180
Tax expense before reclassifications(42)——(18)(60)
Amounts reclassified from accumulated other comprehensive loss(69)—32—(37)
Tax (expense) benefit15—(4)—11
Net other comprehensive income (loss)97(1)28(30)94
Balance – June 30, 2021$(329)$—$(724)$(796)$(1,849)

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 June 30,Six Months Ended June 30,Affected Line Item on the Consolidated Statements of Income
Millions of dollars2022202120222021
Reclassification adjustments for:
Financial derivatives:
Commodities$(21)$(3)$(32)$(4)Cost of sales
Foreign currency(77)24(102)(68)Interest expense
Interest rates2233Interest expense
Income tax (expense) benefit25(5)3315Provision for income taxes
Financial derivatives, net of tax(71)18(98)(54)
Amortization of defined pension items:
Settlement loss944944Other (expense) income, net
Actuarial loss6121326Other (expense) income, net
Prior service cost1122Other (expense) income, net
Income tax expense(23)—(26)(4)Provision for income taxes
Defined pension items, net of tax78178328
Total reclassifications, before tax540(22)(37)
Income tax (expense) benefit2(5)711Provision for income taxes
Total reclassifications, after tax$7$35$(15)$(26)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 June 30, 2022 and December 31, 2021, we had 115,374 shares of redeemable non-controlling interest stock outstanding. In February and May 2022, we paid cash dividends of $15.00 per share to our redeemable non-controlling interest shareholders of record as of January 15, 2022 and April 15, 2022. Dividends totaled $3 million for each of the six months ended June 30, 2022 and 2021.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

12. 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 June 30,
20222021
Millions of dollarsContinuing OperationsDiscontinued OperationsContinuing OperationsDiscontinued Operations
Net income (loss)$1,645$(1)$2,057$2
Dividends on redeemable non-controlling interests(1)—(1)—
Net income attributable to participating securities(7)—(6)—
Net income (loss) attributable to ordinary shareholders – basic and diluted$1,637$(1)$2,050$2
Millions of shares, except per share amounts
Basic weighted average common stock outstanding328328334334
Effect of dilutive securities1111
Potential dilutive shares329329335335
Earnings per share:
Basic$5.00$—$6.13$0.01
Diluted$4.98$—$6.12$0.01

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Six Months Ended June 30,
20222021
Millions of dollarsContinuing OperationsDiscontinued OperationsContinuing OperationsDiscontinued Operations
Net income (loss)$2,966$(2)$3,129$—
Dividends on redeemable non-controlling interests(3)—(3)—
Net income attributable to participating securities(9)—(8)—
Net income (loss) attributable to ordinary shareholders – basic and diluted$2,954$(2)$3,118$—
Millions of shares, except per share amounts
Basic weighted average common stock outstanding328328334334
Effect of dilutive securities1111
Potential dilutive shares329329335335
Earnings per share:
Basic$9.01$(0.01)$9.33$—
Diluted$8.99$(0.01)$9.32$—

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

13. 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 June 30, 2022
Millions of dollarsO&P– AmericasO&P– EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$2,559$3,476$3,714$1,423$3,503$163$—$14,838
Intersegment1,51023852228531(2,118)—
4,0693,7143,7661,4253,788194(2,118)14,838
Income (loss) from equity investments29(1)(6)————22
EBITDA905159675118418112(6)2,381
Capital expenditures1041092651212273532

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Three Months Ended June 30, 2021
Millions of dollarsO&P– AmericasO&P– EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$2,564$3,240$2,531$1,333$1,741$152$—$11,561
Intersegment1,15921554320431(1,666)—
3,7233,4552,5851,3361,945183(1,666)11,561
Income from equity investments3510211————148
EBITDA1,576708596129(81)92(2)3,018
Capital expenditures82472451520202431
Six Months Ended June 30, 2022
Millions of dollarsO&P– AmericasO&P– EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$4,884$7,019$6,990$2,830$5,961$311$—$27,995
Intersegment2,780457115354764(3,966)—
7,6647,4767,1052,8336,508375(3,966)27,995
Income (loss) from equity investments62—(11)————51
EBITDA1,8163471,221243566215(7)4,401
Capital expenditures2361984283026564978
Six Months Ended June 30, 2021
Millions of dollarsO&P– AmericasO&P– EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$4,699$6,080$4,235$2,602$2,734$293$—$20,643
Intersegment1,883422117433755(2,818)—
6,5826,5024,3522,6063,071348(2,818)20,643
Income from equity investments6519723————285
EBITDA2,4431,120778264(191)18634,603
Capital expenditures1478739035454225771

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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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.

As of June 30, 2022, we had $428 million and $469 million of renewable identification numbers reflected in Prepaid expenses and other current assets and Accrued liabilities, respectively, for our Refinery segment.

In the second quarter of 2022 we sold our ownership interest in our polypropylene manufacturing facility located in Geelong, Australia, LyondellBasell Australia (Holdings) Pty Ltd, for consideration of $38 million. In connection with this sale, we assessed the net assets of the disposal group for impairment and determined that the carrying value exceeded the fair value less costs to sell. As a result, we recognized a non-cash impairment charge in the second quarter of 2022 of $69 million in the operating results of our O&P—EAI segment. The fair value measurement for the disposal group is based on expected consideration and classified as Level 3 within the fair value hierarchy. The charge is reflected as Impairments in our Consolidated Statements of Income.

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 June 30,Six Months Ended June 30,
Millions of dollars2022202120222021
EBITDA:
Total segment EBITDA$2,387$3,020$4,408$4,600
Other EBITDA(6)(2)(7)3
Less:
Depreciation and amortization expense(304)(330)(615)(665)
Interest expense(58)(130)(132)(240)
Add:
Interest income4567
Income from continuing operations before income taxes$2,023$2,563$3,660$3,705

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