LyondellBasell Industries 10-Q 2022-09-30

Filed 2022-10-28. 7 sections, 195K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-34726

LYONDELLBASELL INDUSTRIES N.V.

(Exact name of registrant as specified in its charter)

Netherlands98-0646235
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1221 McKinney St.,4th Floor, One Vine Street
Suite 300LondonDelftseplein 27E
Houston,TexasW1J0AH3013AARotterdam
USA77010United KingdomNetherlands

(Addresses of registrant’s principal executive offices)

(713)309-7200+44 (0)207220 2600+31 (0)102755 500

(Registrant’s telephone numbers, including area codes)

______________________________________________________________________________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading SymbolName of Each Exchange On Which Registered
Ordinary Shares, €0.04 Par ValueLYBNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerxAccelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

The registrant had 325,624,433 ordinary shares, €0.04 par value, outstanding at October 26, 2022 (excluding 14,798,065 treasury shares).

LYONDELLBASELL INDUSTRIES N.V.

TABLE OF CONTENTS

Page
Part I – Financial Information1
Item 1. Consolidated Financial Statements (Unaudited)1
Consolidated Statements of Income1
Consolidated Statements of Comprehensive Income2
Consolidated Balance Sheets3
Consolidated Statements of Cash Flows5
Consolidated Statements of Shareholders’ Equity6
Notes to the Consolidated Financial Statements8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations29
Item 3. Quantitative and Qualitative Disclosures About Market Risk45
Item 4. Controls and Procedures46
Part II – Other Information47
Item 1. Legal Proceedings47
Item 1A. Risk Factors47
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds47
Item 4. Mine Safety Disclosures47
Item 6. Exhibits48
Signature49

PART I. FINANCIAL INFORMATION

Item 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF INCOME

Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollars, except earnings per share2022202120222021
Sales and other operating revenues:
Trade$12,044$12,401$39,443$32,586
Related parties206299802757
12,25012,70040,24533,343
Operating costs and expenses:
Cost of sales11,08810,10934,49126,463
Impairments——69—
Selling, general and administrative expenses319313976927
Research and development expenses31309591
11,43810,45235,63127,481
Operating income8122,2484,6145,862
Interest expense(70)(126)(202)(366)
Interest income71138
Other income (expense), net4(12)(63)27
Income from continuing operations before equity investments and income taxes7532,1114,3625,531
(Loss) income from equity investments(26)10425389
Income from continuing operations before income taxes7272,2154,3875,920
Provision for income taxes1544528481,028
Income from continuing operations5731,7633,5394,892
Loss from discontinued operations, net of tax(1)(1)(3)(1)
Net income5721,7623,5364,891
Dividends on redeemable non-controlling interests(2)(2)(5)(5)
Net income attributable to the Company shareholders$570$1,760$3,531$4,886
Earnings per share:
Net income (loss) attributable to the Company shareholders —
Basic
Continuing operations$1.75$5.25$10.77$14.58
Discontinued operations——(0.01)—
$1.75$5.25$10.76$14.58
Diluted
Continuing operations$1.75$5.25$10.75$14.57
Discontinued operations——(0.01)—
$1.75$5.25$10.74$14.57

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended September 30,Nine Months Ended September 30,
Millions of dollars2022202120222021
Net income$572$1,762$3,536$4,891
Other comprehensive income (loss), net of tax –
Financial derivatives2335213132
Unrealized losses on available-for-sale debt securities———(1)
Defined benefit pension and other postretirement benefit plans512813456
Foreign currency translations(169)(97)(355)(127)
Total other comprehensive (loss) income, net of tax(95)(34)(8)60
Comprehensive income4771,7283,5284,951
Dividends on redeemable non-controlling interests(2)(2)(5)(5)
Comprehensive income attributable to the Company shareholders$475$1,726$3,523$4,946

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollarsSeptember 30, 2022December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents$1,480$1,472
Restricted cash65
Short-term investments—9
Accounts receivable:
Trade, net4,1494,565
Related parties180243
Inventories5,1534,901
Prepaid expenses and other current assets1,3601,022
Total current assets12,32812,217
Operating lease assets1,7691,946
Property, plant and equipment22,64022,382
Less: Accumulated depreciation(7,817)(7,826)
Property, plant and equipment, net14,82314,556
Equity investments4,3864,786
Goodwill1,7461,875
Int

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

This discussion should be read in conjunction with the information contained in our Consolidated Financial Statements, and the accompanying notes elsewhere in this report. 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.”).

OVERVIEW

During the third quarter of 2022 our results declined compared to the second quarter of 2022. Higher energy costs, new supply and weaker markets pressured global petrochemical margins. Global demand for our products utilized in consumer packaging remained stable, but demand from durable goods markets softened. In Europe, olefins, polyolefins and intermediate chemicals markets encountered significantly higher energy costs and weak demand. In response to these challenging conditions, we postponed the restart of our ethylene cracker in France until the first quarter of 2023 and reduced operating rates across our global asset base to match lower demand. In China, markets remained weak due to zero-COVID measures and tepid growth. In North America, new supply and inventory destocking led to declines in polyolefins prices. The impacts of higher energy, raw material, labor and transportation costs were reflected in our Advanced Polymers Solutions results. Our oxyfuels and refining businesses continued to earn margins above historical averages. Lastly we launched our value enhancement program, which we expect will generate $750 million in recurring annual EBITDA by the end of 2025.

During the first nine months of 2022 our results decreased compared to the first nine months of 2021, primarily due to lower results in our O&P—Americas segment driven by lower olefin margins, and in our O&P—EAI segment driven by lower volumes and margins across most businesses, lower income from equity investments and the unfavorable impacts of foreign exchange. These declines were partially offset by higher margins in our Refining and Intermediates & Derivatives segments.

During the third quarter and first nine months of 2022 we generated $1,414 million and $4,515 million in cash from operating activities, respectively. We remain committed to a disciplined approach to capital allocation. During the first nine months of 2022 we paid dividends of $2,859 million to shareholders, which included a special dividend and increased quarterly dividend, and repurchased $420 million worth of our shares.

Results of operations for the periods discussed are presented in the table below:

Three Months EndedNine Months Ended
September 30,June 30,September 30,September 30,
Millions of dollars2022202220222021
Sales and other operating revenues$12,250$14,838$40,245$33,343
Cost of sales11,08812,26734,49126,463
Impairments—6969—
Selling, general and administrative expenses319329976927
Research and development expenses31329591
Operating income8122,1414,6145,862
Interest expense(70)(58)(202)(366)
Interest income74138
Other income (expense), net4(86)(63)27
(Loss) income from equity investments(26)2225389
Income from continuing operations before income taxes7272,0234,3875,920
Provision for income taxes1543788481,028
Income from continuing operations5731,6453,5394,892
Loss from discontinued operations, net of tax(1)(1)(3)(1)
Net income5721,6443,5364,891
Other comprehensive income (loss), net of tax –
Financial derivatives23102213132
Unrealized losses on available-for-sale debt securities———(1)
Defined benefit pension and other postretirement benefit plans517813456
Foreign currency translations(169)(161)(355)(127)
Total other comprehensive (loss) income, net of tax(95)19(8)60
Comprehensive income$477$1,663$3,528$4,951

RESULTS OF OPERATIONS

Revenues—Revenues decreased by $2,588 million, or 17%, in the third quarter of 2022 compared to the second quarter of 2022. Average sales prices were lower for many of our products as sales prices generally correlate with crude oil prices, which decreased relative to the second quarter of 2022 coupled with lower demand across most of our segments and increased industry supply in our O&P*—*Americas and I&D segments. These lower prices led to a 12% decrease in revenue. Lower volumes driven by reduced demand resulted in a 3% decrease in Revenues. Unfavorable foreign exchange impacts resulted in a 2% decrease in Revenues.

Revenues increased by $6,902 million, or 21%, in the first nine months of 2022 compared to the first nine months of 2021. Average sales prices were higher for many of our products as sales prices generally correlate with crude oil prices, which increased relative to the first nine months of 2021. These higher prices led to a 22% increase in revenue. Higher volumes driven by improved demand resulted in a 3% increase in Revenues. Unfavorable foreign exchange impacts resulted in a 4% decrease in Revenues.

Cost of Sales—Cost of sales decreased by $1,179 million, or 10%, in the third quarter of 2022 compared to the second quarter of 2022. These decreases were primarily related to lower feedstock costs.

Cost of sales increased $8,028 million, or 30%, in the first nine months of 2022 compared to the first nine months of 2021. These increases were primarily related to higher feedstock and energy costs.

Operating Income—Operating income decreased by $1,329 million, or 62%, in the third quarter of 2022 compa

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Item 3. . QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our exposure to market and regulatory risks is described in Item 7A of our Annual Report on Form 10-K for the year ended December 31, 2021. Our exposure to such risks has not changed materially in the nine months ended September 30, 2022.

Item 4. CONTROLS AND PROCEDURES

As of September 30, 2022, with the participation of our management, our Chief Executive Officer (principal executive officer) and our Chief Financial Officer (principal financial and accounting officer) carried out an evaluation, pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the “Act”), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Act). Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures were effective as of September 30, 2022.

There have been no changes in our internal controls over financial reporting, as defined in Rule 13a-15(f) of the Act, in the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

Information regarding our litigation and legal proceedings can be found in Note 10 to the Consolidated Financial Statements, which is incorporated into this Item 1 by reference.

In September 2013, U.S. Environmental Protection Agency Region V issued a Notice and Finding of Violation alleging violations at our Morris, Illinois facility related to flaring activity. In July 2022, we entered into a final settlement agreement providing for a civil penalty of $324,000 and the installation of monitoring and control equipment. The consent decree approving the settlement was entered by the court and is now effective.

Additional information about our environmental proceedings can be found in Part I, Item 3 of our 2021 Annual Report on Form 10-K, which is incorporated into this Item 1 by reference.

Item 1A. RISK FACTORS

There have been no material changes to the risk factors associated with our business previously disclosed in “Item 1A. Risk Factors,” in our Annual Report on Form 10-K for the year ended December 31, 2021.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities
PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or AuthorizationsMaximum Number of Shares That May Yet Be Purchased Under the Plans or Authorizations
July 1 - July 311,137,656$86.291,137,65632,328,895
August 1 - August 31588,164$88.17588,16431,740,731
September 1 - September 30—$——31,740,731
Total1,725,820$86.931,725,82031,740,731

On May 27, 2022, our shareholders approved a share repurchase authorization of up to 34,026,947 shares of our ordinary shares, through November 27, 2023, which superseded any prior repurchase authorizations. The maximum number of shares that may yet be purchased is not necessarily an indication of the number of shares that will ultimately be purchased.

Item 4. MINE SAFETY DISCLOSURES

Not applicable.

Item 6. EXHIBITS

Exhibit NumberDescription
10.1+*Appointment letter for Torkel Rhenman dated September 27, 2022
10.2+*Appointment letter for Ken Lane dated September 26, 2022
31.1*Certification of Principal Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2*Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
32*Certifications pursuant to 18 U.S.C. Section 1350
101.INS*XBRL Instance Document–The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*XBRL Schema Document
101.CAL*XBRL Calculation Linkbase Document
101.DEF*XBRL Definition Linkbase Document
101.LAB*XBRL Labels Linkbase Document
101.PRE*XBRL Presentation Linkbase Document
104*Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

+ Management contract or compensatory plan, contract or arrangement

  • Filed herewith

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

LYONDELLBASELL INDUSTRIES N.V.
Date:October 28, 2022/s/ Chukwuemeka A. Oyolu
Chukwuemeka A. Oyolu
Senior Vice President,
Chief Accounting Officer and Investor Relations
(Principal Accounting Officer)