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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 share20232022
Sales and other operating revenues:
Trade$10,076$12,840
Related parties171317
10,24713,157
Operating costs and expenses:
Cost of sales8,86411,136
Impairment252—
Selling, general and administrative expenses385328
Research and development expenses3332
9,53411,496
Operating income7131,661
Interest expense(116)(74)
Interest income232
Other income, net519
Income from continuing operations before equity investments and income taxes6251,608
Income from equity investments1729
Income from continuing operations before income taxes6421,637
Provision for income taxes167316
Income from continuing operations4751,321
Loss from discontinued operations, net of tax(1)(1)
Net income4741,320
Dividends on redeemable non-controlling interests(2)(2)
Net income attributable to the Company shareholders$472$1,318
Earnings per share:
Net income attributable to the Company shareholders —
Basic
Continuing operations$1.45$4.01
Discontinued operations——
$1.45$4.01
Diluted
Continuing operations$1.44$4.00
Discontinued operations——
$1.44$4.00

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended March 31,
Millions of dollars20232022
Net income$474$1,320
Other comprehensive income (loss), net of tax –
Financial derivatives488
Defined benefit pension and other postretirement benefit plans25
Foreign currency translations59(25)
Total other comprehensive income, net of tax6568
Comprehensive income5391,388
Dividends on redeemable non-controlling interests(2)(2)
Comprehensive income attributable to the Company shareholders$537$1,386

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollarsMarch 31, 2023December 31, 2022
ASSETS
Current assets:
Cash and cash equivalents$1,790$2,151
Restricted cash145
Accounts receivable:
Trade, net3,7153,392
Related parties186201
Inventories5,1584,804
Prepaid expenses and other current assets1,1611,292
Total current assets12,02411,845
Operating lease assets1,6771,725
Property, plant and equipment24,13023,724
Less: Accumulated depreciation(8,729)(8,337)
Property, plant and equipment, net15,40115,387
Equity investments4,2664,295
Goodwill1,6051,827
Intangible assets, net651662
Other assets631624
Total assets$36,255$36,365

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollars, except shares and par value dataMarch 31, 2023December 31, 2022
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY
Current liabilities:
Current maturities of long-term debt$432$432
Short-term debt343349
Accounts payable:
Trade3,0293,106
Related parties543477
Accrued liabilities2,1662,396
Total current liabilities6,5136,760
Long-term debt10,60110,540
Operating lease liabilities1,5071,510
Other liabilities1,8991,954
Deferred income taxes2,8862,858
Commitments and contingencies
Redeemable non-controlling interests114114
Shareholders’ equity:
Ordinary shares, €0.04 par value, 1,275 million shares authorized, 325,468,601 and 325,723,567 shares outstanding, respectively1919
Additional paid-in capital6,0926,119
Retained earnings9,2779,195
Accumulated other comprehensive loss(1,307)(1,372)
Treasury stock, at cost, 14,953,897 and 14,698,931 ordinary shares, respectively(1,360)(1,346)
Total Company share of shareholders’ equity12,72112,615
Non-controlling interests1414
Total equity12,73512,629
Total liabilities, redeemable non-controlling interests and equity$36,255$36,365

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31,
Millions of dollars20232022
Cash flows from operating activities:
Net income$474$1,320
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization396311
Impairment252—
Amortization of debt-related costs34
Share-based compensation2418
Equity investments—
Equity income(17)(29)
Distributions of earnings, net of tax2234
Deferred income tax provision6137
Changes in assets and liabilities that provided (used) cash:
Accounts receivable(279)(629)
Inventories(319)(117)
Accounts payable40724
Other, net(120)(271)
Net cash provided by operating activities4821,502
Cash flows from investing activities:
Expenditures for property, plant and equipment(352)(446)
Proceeds from equity securities—8
Acquisition of equity method investment(2)—
Other, net(17)(18)
Net cash used in investing activities(371)(456)
Cash flows from financing activities:
Repurchases of Company ordinary shares(70)(217)
Dividends paid - common stock(389)(371)
Net proceeds from (repayments of) commercial paper—(169)
Collateral received from interest rate derivatives—51
Other, net(18)(7)
Net cash used in financing activities(477)(713)
Effect of exchange rate changes on cash14(16)
(Decrease) increase in cash and cash equivalents and restricted cash(352)317
Cash and cash equivalents and restricted cash at beginning of period2,1561,477
Cash and cash equivalents and restricted cash at end of period$1,804$1,794

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, 2022$19$(1,346)$6,119$9,195$(1,372)$12,615$14
Net income———474—474—
Other comprehensive income————6565—
Share-based compensation—60(27)(1)—32—
Dividends - common stock ($1.19 per share)———(389)—(389)—
Dividends - redeemable non-controlling interests ($15.00 per share)———(2)—(2)—
Repurchases of Company ordinary shares—(74)———(74)—
Balance, March 31, 2023$19$(1,360)$6,092$9,277$(1,307)$12,721$14
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

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 Measurements14
8.Income Taxes16
9.Commitments and Contingencies17
10.Shareholders’ Equity and Redeemable Non-controlling Interests18
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 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, 2022. 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.

Effective January 1, 2023, our Catalloy and polybutene-1 products were moved from our Advanced Polymer Solutions (“APS”) segment and reintegrated into our Olefins and Polyolefins-Americas (*“*O&P-Americas”) and Olefins and Polyolefins-Europe, Asia, International (“O&P-EAI”) segments. This move allows the APS team to focus on our compounding and solutions business, and to develop a more agile operating model with meaningful regional and segment growth strategies. Segment information provided throughout the report has been revised for all periods presented to reflect these changes.

2. Accounting and Reporting Changes

Recently Adopted Guidance

Supplier Finance Program—In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. The guidance requires an entity that uses supplier finance programs in connection with the purchase of goods and services to disclose certain qualitative and quantitative information about its programs including the key terms and conditions, activity during the period, and potential magnitude. The guidance is effective retrospectively for the year ending December 31, 2023, including interim periods, with disclosures required for each period for which a balance sheet is presented, except for the disclosure of roll forward information, which is effective for fiscal years beginning after December 15, 2023. The adoption of this guidance did not have a material impact on our Consolidated Financial Statements.

Accounting Guidance Issued But Not Adopted as of March 31, 2023

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. 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 $175 million and $167 million at March 31, 2023 and December 31, 2022, respectively. Revenue recognized in each reporting period, included in the contract liability balance at the beginning of the period, was immaterial.

*Disaggregation of Revenues—*Effective January 1, 2023, our Catalloy and polybutene-1 products were moved from our APS segment and reintegrated into our O&P-Americas and O&P-EAI segments. See Note 12 for additional detail regarding the change in segments. Consistent with this change, we have updated the disclosure of revenue disaggregated by key products for all periods presented.

The following table presents our revenues disaggregated by key products:

Three Months Ended March 31,
Millions of dollars20232022
Sales and other operating revenues:
Olefins and co-products$883$1,157
Polyethylene2,0162,707
Polypropylene1,5262,263
Propylene oxide and derivatives641885
Oxyfuels and related products1,2331,254
Intermediate chemicals7461,110
Compounding and solutions9951,135
Refined products2,0572,458
Other150188
Total$10,247$13,157

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

Three Months Ended March 31,
Millions of dollars20232022
Sales and other operating revenues:
United States$4,852$6,074
Germany786995
China514656
Mexico430442
Italy376518
Japan365423
France294387
Poland239395
The Netherlands233390
Other2,1582,877
Total$10,247$13,157

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, 2023 and December 31, 2022.

5. Inventories

Inventories consisted of the following components:

Millions of dollarsMarch 31, 2023December 31, 2022
Finished goods$3,443$3,027
Work-in-process219227
Raw materials and supplies1,4961,550
Total inventories$5,158$4,804

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, 2023December 31, 2022
Senior Notes due 2024, $1,000 million, 5.75% ($1 million of debt issuance cost)$774$774
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%425424
Guaranteed Notes due 2043, $750 million, 5.25% ($19 million of discount; $6 million of debt issuance cost)725725
Guaranteed Notes due 2044, $1,000 million, 4.875% ($10 million of discount; $8 million of debt issuance cost)982982
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)529518
Guaranteed Notes due 2027, $1,000 million, 3.5% ($2 million of discount; $2 million of debt issuance cost)590587
Guaranteed Notes due 2031, €500 million, 1.625% ($4 million of discount; $3 million of debt issuance cost)528516
Issued by LYB International Finance III LLC:
Guaranteed Notes due 2025, $500 million, 1.25% ($1 million of discount; $2 million of debt issuance cost)477475
Guaranteed Notes due 2030, $500 million, 3.375% ($1 million of debt issuance cost)124120
Guaranteed Notes due 2030, $500 million, 2.25% ($3 million of discount; $3 million of debt issuance cost)473469
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)976976
Guaranteed Notes due 2050, $1,000 million, 4.2% ($6 million of discount; $10 million of debt issuance cost)973971
Guaranteed Notes due 2051, $1,000 million, 3.625% ($2 million of discount; $11 million of debt issuance cost)914897
Guaranteed Notes due 2060, $500 million, 3.8% ($4 million of discount; $6 million of debt issuance cost)484481
Other4442
Total11,03310,972
Less current maturities(432)(432)
Long-term debt$10,601$10,540

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 dollars2023202220232022
Guaranteed Notes due 2025, 1.25%$(2)$7$12$14
Guaranteed Notes due 2026, 0.875%(1)41213
Guaranteed Notes due 2027, 3.5%(3)19(3)—
Guaranteed Notes due 2030, 3.375%(4)101721
Guaranteed Notes due 2030, 2.25%(3)102124
Guaranteed Notes due 2031, 1.625%(2)—911
Guaranteed Notes due 2050, 4.2%(2)51113
Guaranteed Notes due 2051, 3.625%(17)297390
Guaranteed Notes due 2060, 3.8%(3)—69
Total$(37)$84$158$195

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, 2023December 31, 2022
U.S. Receivables Facility$—$—
Commercial paper200200
Precious metal financings142131
Other118
Total Short-term debt$343$349

Long-Term Debt

Senior Revolving Credit Facility—Our $3,250 million senior unsecured revolving credit facility (the “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, 2023, we had no borrowings or letters of credit outstanding and $3,050 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 March 31, 2023, 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 commercial paper outstanding at March 31, 2023 are based on the terms of the notes and range from 4.90% to 4.98%. At March 31, 2023, we had $200 million of outstanding commercial paper.

Weighted Average Interest Rate—At March 31, 2023 and December 31, 2022, our weighted average interest rates on outstanding Short-term debt were 4.0% and 3.7%, respectively.

Additional Information

Debt Compliance—As of March 31, 2023, we are in compliance with our debt covenants.

Supply Chain Finance Arrangements

We facilitate a voluntary supply chain finance (“SCF”) program that provides suppliers, at their sole discretion, the opportunity to sell their receivables due from us to a participating financial intermediary in order to be paid earlier than our contracted payment terms. We are not a party to any agreement between our suppliers and the financial intermediary. When a supplier utilizes the program and receives an early payment from the financial intermediary, the supplier takes a discount on the invoice. We pay the financial intermediary the full amount of the invoice on the contractually agreed upon due date. The majority of the suppliers using the program are on 90-day payment terms. We have no economic impact from a supplier’s decision to take an early payment. No guarantees are provided by us or any of our subsidiaries under the program.

As of March 31, 2023 and December 31, 2022, Accounts payable-Trade included $63 million and $53 million, respectively, payable to suppliers who have elected to participate in the supply chain financing program. We do not believe that future changes in the availability of supply chain financing will have a significant impact on our liquidity.

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:

March 31, 2023December 31, 2022
Millions of dollarsNotional AmountFair ValueNotional AmountFair ValueBalance Sheet Classification
Assets–
Derivatives designated as hedges:
Commodities$8$2$—$—Prepaid expenses and other current assets
Commodities324——Other assets
Foreign currency903114903109Prepaid expenses and other current assets
Foreign currency2,0991142,725133Other assets
Interest rates—28—16Prepaid expenses and other current assets
Interest rates4001040025Other assets
Derivatives not designated as hedges:
Commodities2153919227Prepaid expenses and other current assets
Foreign currency1441160—Prepaid expenses and other current assets
Total$3,801$312$4,380$310
Liabilities–
Derivatives designated as hedges:
Commodities$16$2$35$14Accrued liabilities
Commodities244——Other liabilities
Foreign currency—27—15Accrued liabilities
Foreign currency1,500296508Other liabilities
Interest rates—26—23Accrued liabilities
Interest rates2,1681912,164229Other liabilities
Derivatives not designated as hedges:
Commodities14385011Accrued liabilities
Commodities11273Other liabilities
Foreign currency423112366Accrued liabilities
Total$4,285$300$3,142$309

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:

March 31, 2023December 31, 2022
Millions of dollarsCarrying ValueFair ValueCarrying ValueFair Value
Precious metal financings$142$114$131$113
Long-term debt10,5809,20110,5178,882
Total$10,722$9,315$10,648$8,995

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, 2023December 31, 2022
Millions of dollarsNotional AmountNotional AmountMaturity Date
Derivatives designated as hedges:
Cash flow hedges$80$352023 to 2026
Derivatives not designated as hedges:
Commodity contracts3692492023 to 2024

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

March 31, 2023December 31, 2022
Millions of dollarsNotional AmountNotional AmountMaturity Date
Cash flow hedges$400$4002024
Fair value hedges2,1682,1642025 to 2031

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

March 31, 2023December 31, 2022
Millions of dollarsNotional AmountNotional AmountMaturity Date
Net investment hedges$3,352$3,1282023 to 2030
Cash flow hedges1,1501,1502024 to 2027
Not designated5673962023 to 2024

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 March 31,
Balance SheetIncome Statement
Gain (Loss) Recognized in AOCIGain (Loss) Reclassified to Income from AOCIAdditional Gain (Loss) Recognized in IncomeIncome Statement
Millions of dollars202320222023202220232022Classification
Derivatives designated as hedges:
Commodities$(5)$26$19$(11)$—$—Cost of sales
Foreign currency(55)4420(25)14(4)Interest expense
Interest rates(14)1121123(77)Interest expense
Derivatives not designated as hedges:
Commodities————(33)36Sales and other operating revenues
Commodities————273Cost of sales
Foreign currency————(11)(19)Other income, net
Total$(74)$182$40$(35)$20$(61)

As of March 31, 2023, on a pre-tax basis, $3 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, 2023 and December 31, 2022, we had marketable securities classified as Cash and cash equivalents of $1,065 million and $1,191 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 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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Our exempt income primarily includes interest income, export incentives, and equity earnings of joint ventures. Interest income earned by certain of our 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. We continue to monitor the Organization for Economic Cooperation and Development (“OECD”)’s Pillar One and Two legislation which focus on taxing rights and minimum taxes in countries where we operate, including the United Kingdom; however, we do not expect the impact to be material based on the principles agreed to at this stage.

Our effective income tax rate for the first quarter of 2023 was 26.0% compared with 19.3% for the first quarter of 2022. The higher effective tax rate for the first quarter of 2023 was primarily due to the first quarter 2023 goodwill impairment, for which there is no tax benefit, of 6.6%.

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. Additionally, we have capital expenditure commitments, which we incur in our normal course of business.

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.

Environmental Remediation—Our accrued liability for future environmental remediation costs at current and former plant sites and other remediation sites totaled $126 million and $127 million as of March 31, 2023 and December 31, 2022, respectively. At March 31, 2023, the accrued liabilities for individual sites range from less than $1 million to $25 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, 2023, 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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

*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.

10. Shareholders’ Equity and Redeemable Non-controlling Interests

Shareholders’ Equity

Dividend Distributions—The following table summarizes the dividends paid in the periods presented:

Millions of dollars, except per share amountsDividend Per Ordinary ShareAggregate Dividends PaidDate of Record
March 2023 - Quarterly dividend$1.19$389March 6, 2023

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 periods 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, 2023:
2022 Share Repurchase Authorization846,500$87.28$74
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, 2023 and 2022 was $70 million and $217 million, respectively. Cash payments made during the reporting period may differ from the total purchase price, including commissions and fees, due to the timing of payments.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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

Three Months Ended March 31,
20232022
Ordinary shares outstanding:
Beginning balance325,723,567329,536,389
Share-based compensation516,142123,550
Employee stock purchase plan75,39257,473
Purchase of ordinary shares(846,500)(2,073,378)
Ending balance325,468,601327,644,034

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

Three Months Ended March 31,
20232022
Ordinary shares held as treasury shares:
Beginning balance14,698,93110,675,605
Share-based compensation(516,142)(123,550)
Employee stock purchase plan(75,392)—
Purchase of ordinary shares846,5002,073,378
Ending balance14,953,89712,625,433

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, 2023 and 2022 are presented in the following tables:

Millions of dollarsFinancial DerivativesDefined Benefit Pension and Other Postretirement Benefit PlansForeign Currency Translation AdjustmentsTotal
Balance – December 31, 2022$(146)$(182)$(1,044)$(1,372)
Other comprehensive income (loss) before reclassifications(35)—4914
Tax benefit before reclassifications9—1019
Amounts reclassified from accumulated other comprehensive loss403—43
Tax expense(10)(1)—(11)
Net other comprehensive income425965
Balance – March 31, 2023$(142)$(180)$(985)$(1,307)

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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)

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 dollars20232022
Reclassification adjustments for:
Financial derivatives:
Commodities$19$(11)Cost of sales
Foreign currency20(25)Interest expense
Interest rates11Interest expense
Income tax (expense) benefit(10)8Provision for income taxes
Financial derivatives, net of tax30(27)
Amortization of defined pension items:
Actuarial loss27Other income, net
Prior service cost11Other income, net
Income tax expense(1)(3)Provision for income taxes
Defined pension items, net of tax25
Total reclassifications, before tax43(27)
Income tax (expense) benefit(11)5Provision for income taxes
Total reclassifications, after tax$32$(22)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, 2023 and December 31, 2022, we had 113,466 and 113,471 shares of redeemable non-controlling interest stock outstanding, respectively. These shares may be redeemed at any time at the discretion of the holders.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

In February 2023, we paid cash dividends of $15.00 per share to our redeemable non-controlling interest shareholders of record as of January 15, 2023. These dividends totaled $2 million for each of the three months ended March 31, 2023 and 2022.

11. Per Share Data

Basic earnings per share is based upon the weighted average number of shares of common stock outstanding during the period. 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,
20232022
Millions of dollarsContinuing OperationsDiscontinued OperationsContinuing OperationsDiscontinued Operations
Net income (loss)$475$(1)$1,321$(1)
Dividends on redeemable non-controlling interests(2)—(2)—
Net income attributable to participating securities(1)—(2)—
Net income (loss) attributable to ordinary shareholders – basic and diluted$472$(1)$1,317$(1)
Millions of shares, except per share amounts
Basic weighted average common stock outstanding326326328328
Effect of dilutive securities1111
Potential dilutive shares327327329329
Earnings per share:
Basic$1.45$—$4.01$—
Diluted$1.44$—$4.00$—

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:

  • O&P-Americas. Our O&P-Americas segment produces and markets olefins and co-products, polyethylene, polypropylene, Catalloy and polybutene-1.

  • O&P-EAI. Our O&P-EAI segment produces and markets olefins and co-products, polyethylene, polypropylene, Catalloy and polybutene-1.

  • 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.

  • APS. Our APS segment produces and markets compounding and solutions, such as polypropylene compounds, engineered plastics, masterbatches, engineered composites, colors and powders.

  • 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 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, 2023
Millions of dollarsO&P- AmericasO&P- EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$1,727$2,710$2,641$995$2,057$117$—$10,247
Intersegment1,08118241213322(1,461)—
2,8082,8922,6829972,190139(1,461)10,247
Income (loss) from equity investments231(6)(1)———17
EBITDA54177426(226)24673(6)1,131
Capital expenditures8254179172171352

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Three Months Ended March 31, 2022
Millions of dollarsO&P– AmericasO&P– EAII&DAPSRefiningTechnologyOtherTotal
Sales and other operating revenues:
Customers$2,453$3,687$3,276$1,135$2,458$148$—$13,157
Intersegment1,28123963126233(1,879)—
3,7343,9263,3391,1362,720181(1,879)13,157
Income (loss) from equity investments331(5)————29
EBITDA93921454671148103(1)2,020
Capital expenditures135891631514291446

The following assets are summarized and reconciled to consolidated totals in the following table:

Millions of dollarsO&P- AmericasO&P- EAII&DAPSRefiningTechnologyTotal
March 31, 2023
Property, plant and equipment, net$6,337$1,914$5,800$639$193$518$15,401
Equity investments2,0381,6635632——4,266
December 31, 2022
Property, plant and equipment, net$6,378$1,880$5,728$636$255$510$15,387
Equity investments2,0531,6555852——4,295

*Segment Structure Changes and Related Goodwill Impairment—*Effective January 1, 2023, our Catalloy and polybutene-1 products were moved from our APS segment and reintegrated into our O&P-Americas and O&P-EAI segments. Accordingly, on January 1, 2023, we allocated goodwill from our APS segment to our O&P-Americas and O&P-EAI segments of $315 million and $269 million, respectively, based on the relative fair values of the products that were reintegrated compared to the fair value of the APS segment.

As of December 31, 2022, goodwill included in our APS reporting unit was $1,370 million, the majority of which related to the 2018 acquisition of A. Schulman. As of December 31, 2022, a large portion of the APS reporting unit’s fair value was derived from our Catalloy and polybutene-1 products, which had disproportionately low carrying values in comparison to the remaining assets of the reporting unit, which had relatively higher carrying values due to the 2018 purchase price allocation associated with the acquisition of A. Schulman. As a result of the reallocation of goodwill and the change in both fair value and carrying value among reporting units, we determined the APS reporting units goodwill fair value to be $753 million, resulting in a non-cash goodwill impairment charge of $252 million in the first quarter of 2023 in our APS segment. Fair values were determined utilizing a discounted cash flow method under the income approach and assumptions including management’s view on long-term growth rates in our industry, discount rates and other assumptions based on a market participant perspective, which are inherently subjective. The fair value of the reporting unit is Level 3 within the fair value hierarchy.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

*Exit of Houston Refinery Operations—*In April 2022 we announced our decision to cease operation of our Houston refinery no later than the end of 2023 after determining that exiting the refining business is our best strategic and financial path forward. In connection with the planned exit from the refinery business, during the first quarter of 2023 we expensed accelerated lease amortization costs of $51 million, personnel costs of $16 million, asset retirement cost depreciation of $55 million, and asset retirement obligation accretion of $2 million. In subsequent periods, we expect to incur additional costs primarily consisting of accelerated amortization of operating lease assets of $100 million to $200 million, personnel costs of $40 million to $70 million and other charges of $50 million to $100 million. Additionally, we estimate that the Houston refinery’s asset retirement obligations are in the range of $150 million to $450 million. As of March 31, 2023, we recorded asset retirement obligations of $253 million representing our best estimate. We do not anticipate any material cash payments related to the exit of the refinery business to be made in 2023.

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 dollars20232022
EBITDA:
Total segment EBITDA$1,137$2,021
Other EBITDA(6)(1)
Less:
Depreciation and amortization expense(396)(311)
Interest expense(116)(74)
Add:
Interest income232
Income from continuing operations before income taxes$642$1,637

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