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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 June 30,Six Months Ended June 30,
Millions of dollars, except earnings per share2025202420252024
Sales and other operating revenues:
Trade$7,503$8,518$15,031$16,654
Related parties155160304328
7,6588,67815,33516,982
Operating costs and expenses:
Cost of sales6,8717,24413,99914,444
Impairments32—32—
Selling, general and administrative expenses435402836823
Research and development expenses35336965
7,3737,67914,93615,332
Operating income2859993991,650
Interest expense(118)(120)(225)(247)
Interest income21375178
Gain on sale of business—293—293
Other income, net2995014
Income from continuing operations before equity investments and income taxes2171,2182751,788
Income (loss) from equity investments7(19)8(46)
Income from continuing operations before income taxes2241,1992831,742
Provision for income taxes69253105363
Income from continuing operations1559461781,379
(Loss) income from discontinued operations, net of tax(40)(22)11418
Net income1159242921,397
Dividends on redeemable non-controlling interests(1)(1)(3)(3)
Net income attributable to the Company shareholders$114$923$289$1,394
Earnings per share:
Net income (loss) attributable to the Company shareholders —
Basic
Continuing operations$0.47$2.89$0.53$4.21
Discontinued operations(0.13)(0.07)0.350.05
$0.34$2.82$0.88$4.26
Diluted
Continuing operations$0.47$2.88$0.53$4.20
Discontinued operations(0.13)(0.06)0.350.05
$0.34$2.82$0.88$4.25

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 dollars2025202420252024
Net income$115$924$292$1,397
Other comprehensive income (loss), net of tax –
Financial derivatives(35)49(6)50
Defined benefit pension and other postretirement benefit plans24(4)7
Foreign currency translations127(44)189(104)
Total other comprehensive income (loss), net of tax949179(47)
Comprehensive income2099334711,350
Dividends on redeemable non-controlling interests(1)(1)(3)(3)
Comprehensive income attributable to the Company shareholders$208$932$468$1,347

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollarsJune 30, 2025December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents$1,700$3,375
Restricted cash413
Accounts receivable:
Trade, net3,0833,121
Related parties122171
Inventories4,5684,658
Prepaid expenses and other current assets767928
Assets held for sale832—
Total current assets11,07612,266
Operating lease assets1,5061,467
Property, plant and equipment25,58824,174
Less: Accumulated depreciation(9,861)(9,108)
Property, plant and equipment, net15,72715,066
Equity investments4,0804,121
Goodwill1,6771,561
Intangible assets, net572577
Other assets714688
Total assets$35,352$35,746

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS

Millions of dollars, except shares and par value dataJune 30, 2025December 31, 2024
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY
Current liabilities:
Current maturities of long-term debt$495$498
Short-term debt119119
Accounts payable:
Trade2,6303,220
Related parties483512
Accrued and other current liabilities1,9502,356
Liabilities held for sale567—
Total current liabilities6,2446,705
Long-term debt11,21110,532
Operating lease liabilities1,4071,419
Other liabilities1,9191,967
Deferred income taxes2,5362,535
Commitments and contingencies
Redeemable non-controlling interests114114
Shareholders’ equity:
Ordinary shares, €0.04 par value, 1,275 million shares authorized, 321,627,610 and 323,889,832 shares outstanding, respectively1919
Additional paid-in capital6,1396,150
Retained earnings8,7329,325
Accumulated other comprehensive loss(1,353)(1,532)
Treasury stock, at cost, 18,794,888 and 16,532,666 ordinary shares, respectively(1,628)(1,500)
Total Company share of shareholders’ equity11,90912,462
Non-controlling interests1212
Total equity11,92112,474
Total liabilities, redeemable non-controlling interests and equity$35,352$35,746

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended June 30,
Millions of dollars20252024
Cash flows from operating activities:
Net income$292$1,397
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation and amortization655752
Impairments32—
Amortization of debt-related costs55
Share-based compensation5553
Equity investments—
Equity (income) loss(8)46
Distributions of earnings, net of tax1840
Deferred income tax benefit(30)(55)
Gain on sale of business—(293)
Changes in assets and liabilities that provided (used) cash:
Accounts receivable(81)(604)
Inventories(85)(335)
Accounts payable(433)373
Other, net(648)(145)
Net cash (used in) provided by operating activities(228)1,234
Cash flows from investing activities:
Expenditures for property, plant and equipment(1,022)(967)
Acquisition of equity method investments(8)(512)
Proceeds from sale of business—700
Proceeds from settlement of net investment hedges284—
Payments for settlement of net investment hedges(234)—
Other, net46(44)
Net cash used in investing activities$(934)$(823)

See Notes to the Consolidated Financial Statements.

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended June 30,
Millions of dollars20252024
Cash flows from financing activities:
Repurchases of Company ordinary shares$(201)$(75)
Dividends paid - common stock(878)(846)
Issuance of long-term debt499744
Payments of debt issuance costs(5)(7)
Repayment of long-term debt—(775)
Proceeds from settlement of cash flow hedges—882
Payments for settlement of cash flow hedges—(835)
Other, net(13)19
Net cash used in financing activities(598)(893)
Effect of exchange rate changes on cash76(59)
Decrease in cash and cash equivalents and restricted cash(1,684)(541)
Cash and cash equivalents and restricted cash at beginning of period3,3883,405
Cash and cash equivalents and restricted cash at end of period$1,704$2,864

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, 2025$19$(1,559)$6,132$9,064$(1,447)$12,209$12
Net income———115—115—
Other comprehensive income————9494—
Share-based compensation—227(3)—26—
Dividends - common stock ($1.37 per share)———(443)—(443)—
Dividends - redeemable non-controlling interests ($15.00 per share)———(1)—(1)—
Repurchases of Company ordinary shares—(91)———(91)—
Balance, June 30, 2025$19$(1,628)$6,139$8,732$(1,353)$11,909$12
Ordinary SharesAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossCompany Share of Shareholders’ EquityNon- Controlling Interests
Millions of dollarsIssuedTreasury
Balance, March 31, 2024$19$(1,372)$6,112$9,752$(1,532)$12,979$14
Net income———924—924—
Other comprehensive income————99—
Share-based compensation—4510(4)—51—
Dividends - common stock ($1.34 per share)———(438)—(438)—
Dividends - redeemable non-controlling interests ($15.00 per share)———(1)—(1)—
Repurchases of Company ordinary shares—(75)———(75)—
Balance, June 30, 2024$19$(1,402)$6,122$10,233$(1,523)$13,449$14
Ordinary SharesAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossCompany Share of Shareholders’ EquityNon- Controlling Interests
Millions of dollarsIssuedTreasury
Balance, December 31, 2024$19$(1,500)$6,150$9,325$(1,532)$12,462$12
Net income———292—292—
Other comprehensive income————179179—
Share-based compensation—73(11)(4)—58—
Dividends - common stock ($2.71 per share)———(878)—(878)—
Dividends - redeemable non-controlling interests ($30.00 per share)———(3)—(3)—
Repurchases of Company ordinary shares—(201)———(201)—
Balance, June 30, 2025$19$(1,628)$6,139$8,732$(1,353)$11,909$12
Ordinary SharesAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive LossCompany Share of Shareholders’ EquityNon- Controlling Interests
Millions of dollarsIssuedTreasury
Balance, December 31, 2023$19$(1,450)$6,145$9,692$(1,476)$12,930$14
Net income———1,397—1,397—
Other comprehensive loss————(47)(47)—
Share-based compensation—123(23)(7)—93—
Dividends - common stock ($2.59 per share)———(846)—(846)—
Dividends - redeemable non-controlling interests ($30.00 per share)———(3)—(3)—
Repurchases of Company ordinary shares—(75)———(75)—
Balance, June 30, 2024$19$(1,402)$6,122$10,233$(1,523)$13,449$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 Presentation10
2.Accounting and Reporting Changes10
3.Discontinued Operations11
4.Assets Held for Sale11
5.Revenues12
6.Accounts Receivable13
7.Inventories13
8.Debt14
9.Financial Instruments and Fair Value Measurements17
10.Income Taxes20
11.Commitments and Contingencies21
12.Shareholders’ Equity and Redeemable Non-controlling Interests22
13.Per Share Data25
14.Segment and Related Information27

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 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, 2024. 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.

In February 2025, we ceased business operations at our Houston refinery. Accordingly, our refining business, previously disclosed as the Refining segment, is reported as a discontinued operation. The related operating results of our refining business are reported as discontinued operations for all periods presented.

2. Accounting and Reporting Changes

Recently Adopted Guidance

There were no new standards or Accounting Standard Updates (“ASU”) adopted in the six months ended June 30, 2025, that had a material impact on the Consolidated Financial Statements.

Accounting Guidance Issued But Not Adopted as of June 30, 2025

Expense Disaggregation Disclosures—In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This guidance requires incremental disclosures about specific expense categories, including but not limited to, purchases of inventory, employee compensation, depreciation, amortization and selling expenses. The amendments are effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. While permitted, we do not plan to early adopt this guidance. The guidance may be applied either prospectively or retrospectively. The adoption of this ASU will not have a material impact on our Consolidated Financial Statements as the guidance relates only to disclosure.

Income Tax Disclosures—In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The guidance requires companies to disclose certain specific categories in the rate reconciliation and provide additional information for reconciling items that meet the quantitative threshold of 5% of the expected tax using the applicable statutory income tax rate. There is also a required disclosure to provide the net income taxes paid or received disaggregated by federal, state, and foreign taxes with jurisdictions to be separately disclosed if the jurisdiction is 5% or more of the total net income taxes paid or received. The guidance is effective for annual periods beginning after December 15, 2024. We will adopt the new guidance for our Income Tax Disclosures in the 2025 annual period. The adoption of this ASU will not have a material impact on our Consolidated Financial Statements as the guidance relates only to disclosure.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

3. Discontinued Operations

The following table presents components of (Loss) income from discontinued operations, net of tax:

Three Months Ended June 30,Six Months Ended June 30,
Millions of dollars2025202420252024
Sales and other operating revenues$326$2,345$1,525$4,435
Cost of sales3692,3691,3704,401
Selling, general and administrative expenses2549
Operating (loss) income(45)(29)15125
Other (expense) income, net(2)3(2)1
(Benefit from) provision for income taxes(7)(4)358
(Loss) income from discontinued operations, net of tax$(40)$(22)$114$18

4. Assets Held for Sale

*Proposed European Asset Sale—*In June 2025, we entered into an agreement for the sale of select olefins & polyolefins assets and the associated business in Europe. The sites to be sold have been part of the previously announced European strategic assessment and are located in Berre l’Etang (France), Münchsmünster (Germany), Carrington (United Kingdom), and Tarragona (Spain). The sites identified for sale are within our Olefins & Polyolefins-Europe, Asia, International (“O&P-EAI”) segment. The agreement is a put option deed under which the purchaser has committed to enter into an agreed form purchase agreement if we exercise our put option, after conclusion of certain works council consultation processes.

Closing of the proposed transaction is currently expected in the first half of 2026, subject to the completion of the information and consultation processes with the relevant employee representative bodies in accordance with applicable laws, as well as regulatory and other customary closing conditions. The assets and liabilities associated with the business to be sold have been classified as held for sale in the Consolidated Balance Sheets as of June 30, 2025.

In connection with the sale, we expect to recognize a loss on sale of approximately $700 million to $900 million upon closing. The loss principally consists of the transfer of net working capital of approximately $340 million, a cash contribution of $300 million to the sold businesses prior to closing, a foreign currency translation adjustment of approximately $300 million to $400 million, and a net equity method investment of approximately $10 million, partially offset by the transfer of pension and other liabilities of $150 million to $250 million.

Other costs, including selling expenses, separation costs, and employee-related costs, of approximately $100 million to $150 million, are estimated to be incurred prior to closing. During the second quarter of 2025, we incurred $10 million of such costs in connection with this transaction.

During the second quarter of 2025, a non-cash impairment loss of $32 million was recognized and allocated to property, plant and equipment. The fair value of the disposal group was determined based on the expected consideration and other fair value indicators obtained through our marketing efforts and classified as Level 2 within the fair value hierarchy. The impairment charge is presented within Impairments in the Consolidated Statements of Income.

*U.S. Specialty Powders Business—*In the second quarter of 2025, we entered into an agreement to sell our U.S. specialty powders business for a total consideration of approximately $10 million, subject to working capital and other adjustments. The transaction is expected to close in the second half of 2025 and is subject to customary closing conditions. The business had been identified as a non-core business within our Advanced Polymer Solutions (“APS”) segment.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

The following table summarizes the assets and liabilities held for sale in the Consolidated Balance Sheets:

June 30, 2025
Millions of dollarsEuropean AssetsU.S. Specialty Powders BusinessTotal
ASSETS
Accounts receivable - Trade, net$345$—$345
Inventories39910409
Prepaid expenses and other current assets30—30
Operating lease assets10717
Equity investments29—29
Goodwill—22
Total assets held for sale$813$19$832
LIABILITIES
Accounts payable - Trade$207$—$207
Accrued and other current liabilities1121113
Operating lease liabilities7613
Other liabilities2191220
Deferred income taxes14—14
Total liabilities held for sale$559$8$567

5. Revenues

*Contract Balances—*Contract liabilities were $146 million and $117 million as of June 30, 2025 and December 31, 2024, respectively. Revenue recognized in each reporting period that was 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 dollars2025202420252024
Sales and other operating revenues:
Olefins and co-products$933$1,317$1,999$2,562
Polyethylene1,8821,9423,6603,840
Polypropylene1,5651,5773,1033,075
Propylene oxide and derivatives5566301,1441,232
Oxyfuels and related products1,1511,4312,2822,541
Intermediate chemicals5116671,0521,456
Compounding and solutions9139431,8171,903
Other147171278373
Total$7,658$8,678$15,335$16,982

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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 dollars2025202420252024
Sales and other operating revenues:
United States$2,654$3,177$5,509$6,344
Germany5576631,1731,323
China4805359601,141
Mexico400432809868
Italy359393686794
Japan286360604594
France298301563558
Poland210247413489
The Netherlands228214394399
Other2,1862,3564,2244,472
Total$7,658$8,678$15,335$16,982

6. Accounts Receivable

Accounts receivable are reflected in the Consolidated Balance Sheets, net of allowance for credit losses of $3 million and $4 million as of June 30, 2025 and December 31, 2024, respectively.

7. Inventories

Inventories consisted of the following components:

Millions of dollarsJune 30, 2025December 31, 2024
Finished goods$2,963$3,014
Work-in-process126145
Raw materials and supplies1,4791,499
Total inventories$4,568$4,658

During the first six months of 2025, inventory liquidations associated with our exit from the refinery business generated a last-in, first-out (“LIFO”) benefit of $196 million, net of tax, or $0.60 per diluted share. This benefit is reflected in (Loss) income from discontinued operations, net of tax in the Consolidated Statements of Income. No material inventory liquidations were recognized during the three months ended June 30, 2025, or the six months ended June 30, 2024.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

8. Debt

Long-term loans, notes and other debt, net of unamortized discount, debt issuance cost and cumulative fair value hedging adjustments, consisted of the following:

Millions of dollarsJune 30, 2025December 31, 2024
Senior Notes due 2055, $1,000 million, 4.625% ($15 million of discount; $10 million of debt issuance cost)$975$975
Guaranteed Notes due 2027, $300 million, 8.1%300300
Issued by LYB International Finance B.V.:
Guaranteed Notes due 2043, $750 million, 5.25% ($17 million of discount; $6 million of debt issuance cost)727726
Guaranteed Notes due 2044, $1,000 million, 4.875% ($9 million of discount; $8 million of debt issuance cost)983983
Issued by LYB International Finance II B.V.:
Guaranteed Notes due 2026, €500 million, 0.875% ($1 million of debt issuance cost)582515
Guaranteed Notes due 2027, $1,000 million, 3.5% ($1 million of discount; $1 million of debt issuance cost)588584
Guaranteed Notes due 2031, €500 million, 1.625% ($3 million of discount; $2 million of debt issuance cost)579514
Issued by LYB International Finance III LLC:
Guaranteed Notes due 2025, $500 million, 1.25%490487
Guaranteed Notes due 2030, $500 million, 3.375% ($1 million of debt issuance cost)128123
Guaranteed Notes due 2030, $500 million, 2.25% ($2 million of discount; $3 million of debt issuance cost)479473
Guaranteed Notes due 2033, $500 million, 5.625% ($5 million of debt issuance cost)495495
Guaranteed Notes due 2034, $750 million, 5.5% ($5 million of discount, $6 million of debt issuance cost)739738
Guaranteed Notes due 2035, $500 million, 6.150% ($1 million of discount, $5 million of debt issuance cost494—
Guaranteed Notes due 2040, $750 million, 3.375% ($1 million of discount; $7 million of debt issuance cost)742742
Guaranteed Notes due 2049, $1,000 million, 4.2% ($13 million of discount; $10 million of debt issuance cost)977976
Guaranteed Notes due 2050, $1,000 million, 4.2% ($6 million of discount; $10 million of debt issuance cost)984982
Guaranteed Notes due 2051, $1,000 million, 3.625% ($2 million of discount; $10 million of debt issuance cost)941918
Guaranteed Notes due 2060, $500 million, 3.8% ($4 million of discount; $5 million of debt issuance cost)486482
Other1717
Total11,70611,030
Less current maturities(495)(498)
Long-term debt$11,211$10,532

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 dollars202520242025202420252024
Guaranteed Notes due 2025, 1.25%$(1)$(1)$(3)$(1)$1$4
Guaranteed Notes due 2026, 0.875%(1)—(1)—34
Guaranteed Notes due 2027, 3.5%(1)—(3)425
Guaranteed Notes due 2030, 3.375%(2)—(5)31318
Guaranteed Notes due 2030, 2.25%(2)—(5)31621
Guaranteed Notes due 2031, 1.625%(1)11221
Guaranteed Notes due 2050, 4.2%(1)(1)(2)(3)—2
Guaranteed Notes due 2051, 3.625%(9)(1)(23)104770
Guaranteed Notes due 2060, 3.8%(2)—(4)359
Total$(20)$(2)$(45)$21$89$134

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

Long-Term Debt

Senior Revolving Credit Facility—Our $3,750 million senior unsecured revolving credit facility (the “Senior Revolving Credit Facility”), which expires in July 2029, may be used for dollar and euro denominated borrowings. The facility also supports our commercial paper program, has a $200 million sub-limit for dollar and euro denominated letters of credit and a $1,000 million uncommitted accordion feature. Borrowings under the facility bear interest at either a base rate, secured overnight financing rate or EURIBOR rate, plus an applicable margin. Additional fees are incurred for the average daily unused commitments. As of June 30, 2025, we had no borrowings or letters of credit outstanding and $3,750 million of unused availability under this facility.

Guaranteed Notes due 2035—In May 2025, LYB International Finance III, LLC (“LYB Finance III”), a wholly owned finance subsidiary of LyondellBasell Industries N.V., issued $500 million of 6.150% guaranteed notes due 2035 (the “2035 Notes”) at a discounted price of 99.7%. Net proceeds after deducting original issuance discounts, underwriting fees and offering expenses totaled $494 million. Net proceeds from the sale of the notes are used for general corporate purposes, including the repayment of our 2025 Notes.

These unsecured notes, which are fully and unconditionally guaranteed by LyondellBasell Industries N.V., rank equally in right of payment to all of LYB Finance III’s and LyondellBasell Industries N.V.’s existing and future senior unsecured indebtedness and will rank senior in right of payment to any future subordinated indebtedness that LYB Finance III or LyondellBasell Industries N.V. incurs. There are no significant restrictions that would impede LyondellBasell Industries N.V., as guarantor, from obtaining funds by dividend or loan from its subsidiaries. The indenture governing these notes contains limited covenants, including those restricting our ability, and the ability of our subsidiaries, to incur indebtedness secured by significant property or by capital stock of subsidiaries that own significant property, enter into certain sale and lease-back transactions with respect to any significant property or enter into consolidations, mergers or sales of all or substantially all of our assets.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

The 2035 Notes may be redeemed at any time in whole, or from time to time in part, prior to the scheduled maturity date, at a redemption price equal to the greater of (i) the sum of the present values of the remaining scheduled payments of principal and interest (discounted at the treasury rate plus the applicable basis points) less interest accrued on the notes to be redeemed, and (ii) 100% of the principal amount of the notes redeemed; plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date. The 2035 Notes may also be redeemed at any time, on or after the date that is three months prior to the scheduled maturity date of the notes at a redemption price equal to 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date. The notes are also redeemable upon certain tax events.

Short-Term Debt

U.S. Receivables Facility—Our U.S. Receivables Facility has a purchase limit of $900 million in addition to a $300 million uncommitted accordion feature. In May 2025, we extended the term of the facility to June 2026. 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. As of June 30, 2025, 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”). As of June 30, 2025, we had no borrowings of outstanding commercial paper.

Precious Metal Financings—At both June 30, 2025 and December 31, 2024, we had $119 million of Short-term debt related to our precious metal financings.

Weighted Average Interest Rate—As of June 30, 2025 and December 31, 2024, our weighted average interest rates on outstanding Short-term debt were 1.6% and 1.1%, respectively.

Additional Information

Debt Compliance—As of June 30, 2025, we are in compliance with our debt covenants.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

9. 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:

Fair Value
Millions of dollarsJune 30, 2025December 31, 2024Balance Sheet Classification
Assets–
Derivatives designated as hedges:
Commodities$3$14Prepaid expenses and other current assets
Commodities97Other assets
Foreign currency11146Prepaid expenses and other current assets
Foreign currency—66Other assets
Interest rates1816Prepaid expenses and other current assets
Derivatives not designated as hedges:
Commodities618Prepaid expenses and other current assets
Commodities—2Other assets
Foreign currency116Prepaid expenses and other current assets
Total$48$285
Liabilities–
Derivatives designated as hedges:
Commodities$20$14Accrued and other current liabilities
Commodities15Other liabilities
Foreign currency1039Accrued and other current liabilities
Foreign currency147—Other liabilities
Interest rates2636Accrued and other current liabilities
Interest rates102146Other liabilities
Derivatives not designated as hedges:
Commodities3511Accrued and other current liabilities
Foreign currency201Accrued and other current liabilities
Total$454$222

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, 2025December 31, 2024
Millions of dollarsCarrying ValueFair ValueCarrying ValueFair Value
Precious metal financings$119$149$119$122
Long-term debt11,1999,69710,5219,048
Total$11,318$9,846$10,640$9,170

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 approximates fair value.

Derivative Instruments:

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

Notional AmountUnit of MeasureMaturity Date
Millions of unitsJune 30, 2025December 31, 2024
Derivatives designated as hedges:
Natural gas6062MMBtu2025 to 2028
Ethane1414Bbls2025 to 2028
Power1—MWhs2025 to 2028
Derivatives not designated as hedges:
Ethane21—Bbls2025 to 2026
Other commodities36Bbls2025 to 2026

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

Notional Amount
Millions of dollarsJune 30, 2025December 31, 2024Maturity Date
Fair value hedges$2,035$2,1582025 to 2031

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

Notional Amount
Millions of dollarsJune 30, 2025December 31, 2024Maturity Date
Net investment hedges$2,779$3,2562025 to 2030
Cash flow hedges2943002027
Not designated1,1157722025 to 2026

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Impact on Earnings and Other Comprehensive Income (Loss)—The following tables summarize the pre-tax effect of derivative instruments recorded in Accumulated other comprehensive income (“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 dollars202520242025202420252024Classification
Derivatives designated as hedges:
Commodities$—$(1)$—$1$—$—Sales and other operating revenues
Commodities(49)31435——Cost of sales
Foreign currency(273)252411314Interest expense
Interest rates——117(17)Interest expense
Derivatives not designated as hedges:
Commodities————(17)5Cost of sales
Commodities—————13(Loss) income from discontinued operations, net of tax
Foreign currency————(52)16Other income, net
Total$(322)$55$29$38$(49)$31

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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 dollars202520242025202420252024Classification
Derivatives designated as hedges:
Commodities$—$(3)$—$2$—$—Sales and other operating revenues
Commodities(12)(17)273——Cost of sales
Foreign currency(392)12035(27)2535Interest expense
Interest rates—112220(61)Interest expense
Derivatives not designated as hedges:
Commodities—————(1)Sales and other operating revenues
Commodities————(36)3Cost of sales
Commodities————86(Loss) income from discontinued operations, net of tax
Foreign currency————(81)24Other income, net
Total$(404)$111$39$50$(64)$6

As of June 30, 2025, on a pre-tax basis, $5 million is scheduled to be reclassified from AOCI as an increase to Interest expense over the next twelve months.

Other Financial Instruments:

Cash and Cash Equivalents—As of June 30, 2025 and December 31, 2024, we had marketable securities classified as Cash and cash equivalents of $820 million and $2,610 million, respectively.

10. 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 current year based on current law. The United Kingdom, as well as certain other jurisdictions in which we operate, enacted legislation implementing the Organization for Economic Cooperation and Development’s Pillar Two Model Rules effective as of January 1, 2024. This legislation did not have a material impact on the Consolidated Financial Statements, however, we continue to assess and monitor legislative changes.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted into law. OBBBA includes tax reform extending and modifying certain key Tax Cuts & Jobs Act provisions such as accelerated tax deductions for qualified property and domestic research expenditures, and modifications to the limitations on deductions for interest expense. The provisions of the OBBBA have different effective dates where some are effective in 2025 and others not until 2026. This legislation is not expected to have a material impact on the Consolidated Financial Statements; however, we continue to assess the impact.

Our effective income tax rate for the second quarter of 2025 was 30.8% compared to 21.1% for the second quarter of 2024. The higher effective tax rate for the second quarter of 2025 was primarily due to the discrete tax recognition of foreign exchange gains and losses with lower pre-tax earnings that increased our effective income tax rate by 26.9 percentage points. This increase to the effective tax rate was partially offset by the increased relative impact of our tax rate drivers, primarily exempt income and fluctuations in return to accruals, due to lower earnings that decreased our effective income tax rate by 15.3 percentage points.

Our effective income tax rate for the first six months of 2025 was 37.1% compared to 20.8% for the first six months of 2024. The higher effective tax rate for the first six months of 2025 was primarily due to the discrete tax recognition of foreign exchange gains and losses with lower pre-tax earnings that increased our effective tax rate by 32.2 percentage points. This increase to the effective tax rate was partially offset by the increased relative impact of our tax rate drivers, primarily exempt income, due to decreased earnings that decreased our effective income tax rate by 11.9 percentage points.

11. 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 ensure 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 the Consolidated Financial Statements. We have not experienced any unmanageable difficulties in obtaining the required financial assurance instruments for our current operations.

Environmental Remediation—Accrued liabilities for future environmental remediation costs at current and former plant sites and other remediation sites totaled $101 million and $140 million as of June 30, 2025 and December 31, 2024, respectively. As of June 30, 2025, the accrued liabilities for individual sites range from less than $1 million to $41 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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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, 2025, 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, tort claims, and regulatory disputes alleging environmental damages, personal injury and/or property damage, some of which are covered by insurance. 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 or claim against us will have a material adverse effect upon our operations, financial condition or Consolidated Financial Statements.

12. Shareholders’ Equity and Redeemable Non-controlling Interests

Shareholders’ Equity

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

Millions of dollars, except per share amountsDividend Per Ordinary ShareAggregate Dividends PaidDate of Record
March 2025$1.34$433March 10, 2025
June 20251.37445June 2, 2025
$2.71$878

Share Repurchase Authorization—In May 2025, our shareholders approved a proposal to authorize us to repurchase up to 34.0 million ordinary shares, through November 23, 2026 (“2025 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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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

Millions of dollars, except shares and per share amountsShares RepurchasedAverage Purchase Price Per ShareTotal Purchase Price, Including Commissions and Fees
For the six months ended June 30, 2025:
2024 Share Repurchase Authorization3,037,987$66.01$201
For the six months ended June 30, 2024:
2024 Share Repurchase Authorization784,505$95.62$75

Total cash paid for share repurchases for the six months ended June 30, 2025 and 2024 was $201 million and $75 million, respectively.

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

Six Months Ended June 30,
20252024
Ordinary shares outstanding:
Beginning balance323,889,832324,483,402
Share-based compensation491,0051,203,741
Employee stock purchase plan284,760176,046
Purchase of ordinary shares(3,037,987)(784,505)
Ending balance321,627,610325,078,684

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

Six Months Ended June 30,
20252024
Ordinary shares held as treasury shares:
Beginning balance16,532,66615,939,096
Share-based compensation(491,005)(1,203,741)
Employee stock purchase plan(284,760)(176,046)
Purchase of ordinary shares3,037,987784,505
Ending balance18,794,88815,343,814

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Accumulated Other Comprehensive Loss—The components of, and after-tax changes in, Accumulated other comprehensive loss as of and for the six months ended June 30, 2025 and 2024 are presented in the following tables.

Foreign Currency Translation Adjustments below include currency translation adjustments as well as gains (losses) on net investment hedges; the associated tax benefits or expenses are calculated separately for each component.

Millions of dollarsFinancial DerivativesDefined Benefit Pension and Other Postretirement Benefit PlansForeign Currency Translation AdjustmentsTotal
December 31, 2024$(111)$(281)$(1,140)$(1,532)
Other comprehensive income (loss) before reclassifications(47)(3)9646
Tax benefit before reclassifications12193106
Amounts reclassified from accumulated other comprehensive loss39(1)—38
Tax expense(10)(1)—(11)
Net other comprehensive income (loss)(6)(4)189179
Balance – June 30, 2025$(117)$(285)$(951)$(1,353)
Millions of dollarsFinancial DerivativesDefined Benefit Pension and Other Postretirement Benefit PlansForeign Currency Translation AdjustmentsTotal
Balance – December 31, 2023$(226)$(279)$(971)$(1,476)
Other comprehensive income (loss) before reclassifications17—(79)(62)
Tax expense before reclassifications(5)—(25)(30)
Amounts reclassified from accumulated other comprehensive loss508—58
Tax expense(12)(1)—(13)
Net other comprehensive income (loss)507(104)(47)
Balance – June 30, 2024$(176)$(272)$(1,075)$(1,523)

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 dollars2025202420252024
Reclassification adjustments for:
Financial derivatives:
Commodities$—$1$—$2Sales and other operating revenues
Commodities435273Cost of sales
Foreign currency24135(27)Interest expense
Interest rates1122Interest expense
Income tax expense(7)(11)(10)(12)Provision for income taxes
Financial derivatives, net of tax22272938
Amortization of defined pension items:
Actuarial loss3467Other income, net
Prior service cost1—21Other income, net
Curtailment gain——(9)—Income from discontinued operations, net of tax
Income tax expense(2)—(1)(1)Provision for income taxes
Defined pension items, net of tax24(2)7
Total reclassifications, before tax33423858
Income tax expense(9)(11)(11)(13)Provision for income taxes
Total reclassifications, after tax$24$31$27$45Amount 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, 2025 and December 31, 2024, we had 113,053 shares of redeemable non-controlling interest stock outstanding. These shares may be redeemed at any time at the discretion of the holders.

In January and May 2025, we paid cash dividends of $15.00 per share to our redeemable non-controlling interest shareholders of record as of January 15, 2025 and April 15, 2025. These dividends totaled $3 million for each of the six month periods ended June 30, 2025 and 2024.

13. 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 options and other equity-based compensation awards. Our unvested restricted stock units contain non-forfeitable rights to dividend equivalents and are considered participating securities. We compute basic and diluted earnings per share under the two-class method.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Earnings per share data is as follows:

Three Months Ended June 30,
20252024
Millions of dollarsContinuing OperationsDiscontinued OperationsContinuing OperationsDiscontinued Operations
Net income (loss)$155$(40)$946$(22)
Dividends on redeemable non-controlling interests(1)—(1)—
Net income attributable to participating securities(3)—(5)—
Net income (loss) attributable to ordinary shareholders – basic and diluted$151$(40)$940$(22)
Millions of shares, except per share amounts
Basic weighted average common stock outstanding322322325325
Effect of dilutive securities——11
Diluted weighted average common stock outstanding322322326326
Earnings per share:
Basic$0.47$(0.13)$2.89$(0.07)
Diluted$0.47$(0.13)$2.88$(0.06)
Six Months Ended June 30,
20252024
Millions of dollarsContinuing OperationsDiscontinued OperationsContinuing OperationsDiscontinued Operations
Net income$178$114$1,379$18
Dividends on redeemable non-controlling interests(3)—(3)—
Net income attributable to participating securities(5)—(6)—
Net income attributable to ordinary shareholders – basic and diluted$170$114$1,370$18
Millions of shares, except per share amounts
Basic weighted average common stock outstanding323323325325
Effect of dilutive securities——11
Diluted weighted average common stock outstanding323323326326
Earnings per share:
Basic$0.53$0.35$4.21$0.05
Diluted$0.53$0.35$4.20$0.05

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

14. 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. The Chief Executive Officer uses EBITDA as the primary measure for reviewing the profitability of our segments and allocating resources to the segments. We define EBITDA as net income before interest, income taxes, and depreciation and amortization. Our chief operating decision maker does not receive information about total assets by reportable segment.

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 and acetyls.

  • 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.

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

“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.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

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

Three Months Ended June 30, 2025
Millions of dollarsO&P– AmericasO&P– EAII&DAPSTechnologyOtherTotal
Sales and other operating revenues:
Customers$1,851$2,537$2,244$913$113$—$7,658
Intersegment52616731424(752)—
2,3772,7042,275917137(752)7,658
Less:
Cost of sales2,1082,5752,04880782(749)6,871
Impairments—32————32
Income from equity investments(4)(3)————(7)
Other items12413640983310441
Add:
Depreciation and amortization expense16438992011—332
EBITDA$313$2$286$32$33$(13)$653
Capital expenditures$305$115$73$19$27$—$539
Three Months Ended June 30, 2024
Millions of dollarsO&P– AmericasO&P– EAII&DAPSTechnologyOtherTotal
Sales and other operating revenues:
Customers$2,188$2,659$2,751$943$137$—$8,678
Intersegment73818344522(992)—
2,9262,8422,795948159(992)8,678
Less:
Cost of sales2,2972,6932,34484457(991)7,244
Loss from equity investments1162———19
Gain on sale of business——(293)———(293)
Other items1101175186286398
Add:
Depreciation and amortization expense152541032210—341
EBITDA$670$70$794$40$84$(7)$1,651
Capital expenditures$174$107$150$25$20$2$478

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Six Months Ended June 30, 2025
Millions of dollarsO&P- AmericasO&P- EAII&DAPSTechnologyOtherTotal
Sales and other operating revenues:
Customers$3,808$4,972$4,526$1,817$212$—$15,335
Intersegment1,05033247845(1,482)—
4,8585,3044,5731,825257(1,482)15,335
Less:
Cost of sales4,3815,0854,2811,607126(1,481)13,999
Impairments—32————32
(Income) loss from equity investments(11)3————(8)
Other items2432421101806713855
Add:
Depreciation and amortization expense319771984021—655
EBITDA$564$19$380$78$85$(14)$1,112
Capital expenditures$521$239$164$49$49$—$1,022
Six Months Ended June 30, 2024
Millions of dollarsO&P– AmericasO&P– EAII&DAPSTechnologyOtherTotal
Sales and other operating revenues:
Customers$4,275$5,221$5,278$1,903$305$—$16,982
Intersegment1,5223661031046(2,047)—
5,7975,5875,3811,913351(2,047)16,982
Less:
Cost of sales4,6975,3364,6441,705109(2,047)14,444
(Income) loss from equity investments(8)486———46
Gain on sale of business——(293)———(293)
Other items2202251211756115817
Add:
Depreciation and amortization expense3031062034221—675
EBITDA$1,191$84$1,106$75$202$(15)$2,643
Capital expenditures$355$194$292$48$44$3$936

Other items include Selling, general and administrative (“SG&A”) expenses, Research and development expenses, and Other income, net.

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

A reconciliation of EBITDA to Income from continuing operations before income taxes is shown in the following table for each of the periods presented. Indirect SG&A expense reallocation to continuing operations represents corporate SG&A expenses that were previously allocated to the refining segment:

Three Months Ended June 30,Six Months Ended June 30,
Millions of dollars2025202420252024
EBITDA:
Total segment EBITDA$666$1,658$1,126$2,658
Other EBITDA(13)(7)(14)(15)
Less:
Depreciation and amortization expense(332)(341)(655)(675)
Interest expense(118)(120)(225)(247)
Indirect SG&A expense reallocation to continuing operations—(28)—(57)
Add:
Interest income21375178
Income from continuing operations before income taxes$224$1,199$283$1,742

*Closure of European PO Joint Venture—*In March 2025, we announced our plans to permanently close the Propylene Oxide Styrene Monomer (POSM) production unit at the Maasvlakte site in the Netherlands. The Maasvlakte site is a joint venture between us and Covestro (our “European PO Joint Venture”). The joint venture was formed solely for the benefit of the partners and does not manufacture for any other parties. We report the cost of our product off-take as Inventory and the equity loss as Cost of sales in our Consolidated Financial Statements.

As of December 31, 2024, the book value of the European PO Joint Venture was immaterial largely due to asset impairments recognized during 2023. We will carry out a process to safely shut down and prepare for the demolition of the asset. We estimate our portion of the total shutdown costs will be approximately $215 million and will be incurred through 2027. During the first quarter of 2025, we incurred $117 million of shutdown costs.

Disposition of Ethylene Oxide & Derivatives (“EO&D”) Business—In May 2024, we sold our U.S. Gulf Coast-based EO&D business along with the production facilities located in Bayport, TX. The EO&D business was included in our I&D segment. In connection with the sale, we received cash proceeds of $700 million and recognized a pre-tax gain of $293 million in the first six months of 2024.

Acquisition of Joint Venture—In May 2024, we acquired a 35% interest in Saudi Arabia-based National Petrochemical Industrial Company (“NATPET”) from Alujain Corporation for approximately $500 million. The joint venture is enabled by our Spheripol polypropylene (“PP”) technology and positions us to expand our core PP business by gaining access to advantaged feedstocks. The joint venture has the capacity to produce 0.4 million tons of PP per year. We market the majority of the off-take through our global sales team. The joint venture is included in our O&P-EAI segment and accounted for using the equity method of accounting.

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