# Huntsman CORP: Form 10-Q for the period ended Sep 30, 2024

- Company: [Huntsman CORP](/companies/hun.md) (CIK 1307954)
- Form: 10-Q
- Filed: 2024-11-05
- Accepted by EDGAR: Nov 5, 2024, 12:13 ET
- Period: 2024-09-30
- Accession: 0001437749-24-033260
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1307954/000143774924033260/hun20240930_10q.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1307954/000143774924033260/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2024-09-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2024-07-01 to 2024-09-30 | $1.54bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 9 months, 2024-01-01 to 2024-09-30 | $4.58bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2024-07-01 to 2024-09-30 | $1.31bn | us-gaap:CostOfRevenue |
| Cost of revenue | 9 months, 2024-01-01 to 2024-09-30 | $3.91bn | us-gaap:CostOfRevenue |
| Gross profit | 3 months, 2024-07-01 to 2024-09-30 | $234.0m | us-gaap:GrossProfit |
| Gross profit | 9 months, 2024-01-01 to 2024-09-30 | $678.0m | us-gaap:GrossProfit |
| Research and development | 3 months, 2024-07-01 to 2024-09-30 | $27.0m | us-gaap:ResearchAndDevelopmentExpense |
| Research and development | 9 months, 2024-01-01 to 2024-09-30 | $91.0m | us-gaap:ResearchAndDevelopmentExpense |
| Selling, general and administrative | 3 months, 2024-07-01 to 2024-09-30 | $153.0m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Selling, general and administrative | 9 months, 2024-01-01 to 2024-09-30 | $505.0m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months, 2024-07-01 to 2024-09-30 | $42.0m | us-gaap:OperatingIncomeLoss |
| Operating income | 9 months, 2024-01-01 to 2024-09-30 | $38.0m | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months, 2024-07-01 to 2024-09-30 | $39.0m | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 9 months, 2024-01-01 to 2024-09-30 | $32.0m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2024-07-01 to 2024-09-30 | −$33.0m | us-gaap:NetIncomeLoss |
| Net income | 9 months, 2024-01-01 to 2024-09-30 | −$48.0m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2024-07-01 to 2024-09-30 | −$0.19 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 9 months, 2024-01-01 to 2024-09-30 | −$0.28 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2024-07-01 to 2024-09-30 | −$0.19 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 9 months, 2024-01-01 to 2024-09-30 | −$0.28 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2024-07-01 to 2024-09-30 | 172,100,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 9 months, 2024-01-01 to 2024-09-30 | 172,000,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 9 months, 2024-01-01 to 2024-09-30 | $110.0m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 9 months, 2024-01-01 to 2024-09-30 | $133.0m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 9 months, 2024-01-01 to 2024-09-30 | $130.0m | us-gaap:PaymentsOfDividendsCommonStock |
| Share repurchases | 9 months, 2024-01-01 to 2024-09-30 | $1.0m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | at 2024-09-30 | $330.0m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2024-09-30 | $2.29bn | us-gaap:AssetsCurrent |
| Total assets | at 2024-09-30 | $7.33bn | us-gaap:Assets |
| Current liabilities | at 2024-09-30 | $1.56bn | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2024-09-30 | $3.99bn | us-gaap:Liabilities |
| Long-term debt | at 2024-09-30 | $1.51bn | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | at 2024-09-30 | $346.0m | us-gaap:LongTermDebtCurrent |
| Shareholders' equity | at 2024-09-30 | $3.11bn | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 51,576 characters.

### Results of Operations

As discussed in “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our condensed consolidated financial statements, the results from continuing operations primarily exclude the results of our Textile Effects Business for all periods presented. For each of our Company and Huntsman International, the following tables set forth the condensed consolidated results of operations (dollars in millions, except per share amounts):

### Huntsman Corporation

|  | Three months ended September 30, 2024 | 2023 | Percent change | Nine months ended September 30, 2024 | 2023 | Percent change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| **Revenues** | $1,540 | $1,506 | 2% | $4,584 | $4,708 | (3)% |
| **Cost of goods sold** | 1,306 | 1,275 | 2% | 3,906 | 3,954 | (1)% |
| Gross profit | 234 | 231 | 1% | 678 | 754 | (10)% |
| Operating expenses, net | 187 | 198 | (6)% | 600 | 609 | (1)% |
| Restructuring, impairment and plant closing costs | 5 | 6 | (17)% | 20 | 7 | 186% |
| Gain on acquisition of assets, net | — | — | — | (51) | — | NM |
| Prepaid asset write-off | — | — | — | 71 | — | NM |
| Operating income | 42 | 27 | 56% | 38 | 138 | (72)% |
| Interest expense, net | (21) | (15) | 40% | (60) | (48) | 25% |
| Equity in income of investment in unconsolidated affiliates | 5 | 30 | (83)% | 42 | 70 | (40)% |
| Other income (expense), net | 8 | — | NM | 22 | (2) | NM |
| Income from continuing operations before income taxes | 34 | 42 | (19)% | 42 | 158 | (73)% |
| **Income tax expense** | (39) | (27) | 44% | (32) | (66) | (52)% |
| (Loss) income from continuing operations | (5) | 15 | NM | 10 | 92 | (89)% |
| (Loss) income from discontinued operations, net of tax(1) | (12) | — | NM | (12) | 120 | NM |
| **Net (loss) income** | (17) | 15 | NM | (2) | 212 | NM |
| **Reconciliation of net (loss) income to adjusted EBITDA:** |  |  |  |  |  |  |
| Net income attributable to noncontrolling interests | (16) | (15) | 7% | (46) | (40) | 15% |
| Interest expense, net from continuing operations | 21 | 15 | 40% | 60 | 48 | 25% |
| Income tax expense from continuing operations | 39 | 27 | 44% | 32 | 66 | (52)% |
| Income tax (benefit) expense from discontinued operations | — | (2) | (100)% | (8) | 14 | NM |
| Depreciation and amortization from continuing operations | 70 | 69 | 1% | 214 | 208 | 3% |
| Other adjustments: |  |  |  |  |  |  |
| Business acquisition and integration expenses and purchase accounting inventory adjustments, net | — | — |  | 21 | 3 |  |
| EBITDA from discontinued operations(1) | 12 | 2 |  | 20 | (134) |  |
| Fair value adjustments to Venator investment, net and other tax matter adjustments | (5) | — |  | (12) | 5 |  |
| Certain legal and other settlements and related expenses(2) | 11 | 2 |  | 13 | 4 |  |
| (Loss) gain on sale of business/assets | 1 | — |  | 1 | (1) |  |
| Certain nonrecurring information technology project implementation costs | — | 2 |  | — | 5 |  |
| Amortization of pension and postretirement actuarial losses | 9 | 10 |  | 25 | 25 |  |
| Restructuring, impairment and plant closing and transition costs(3) | 6 | 11 |  | 25 | 13 |  |
| **Adjusted EBITDA(4)** | $131 | $136 | (4)% | $343 | $428 | (20)% |
| Net cash provided by operating activities from continuing operations |  |  |  | $126 | $85 | 48% |
| Net cash (used in) provided by investing activities from continuing operations |  |  |  | (87) | 395 | NM |
| Net cash used in financing activities |  |  |  | (231) | (581) | (60)% |
| Capital expenditures from continuing operations |  |  |  | (133) | (147) | (10)% |

### Huntsman International

|  | Three months ended September 30, 2024 | 2023 | Percent change | Nine months ended September 30, 2024 | 2023 | Percent change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| **Revenues** | $1,540 | $1,506 | 2% | $4,584 | $4,708 | (3)% |
| **Cost of goods sold** | 1,306 | 1,275 | 2% | 3,906 | 3,954 | (1)% |
| **Gross profit** | 234 | 231 | 1% | 678 | 754 | (10)% |
| Operating expenses, net | 186 | 197 | (6)% | 597 | 606 | (1)% |
| Restructuring, impairment and plant closing costs | 5 | 6 | (17)% | 20 | 7 | 186% |
| Gain on acquisition of assets, net | — | — | — | (51) | — | NM |
| Prepaid asset write-off | — | — | — | 71 | — | NM |
| Operating income | 43 | 28 | 54% | 41 | 141 | (71)% |
| Interest expense, net | (21) | (15) | 40% | (60) | (48) | 25% |
| Equity in income of investment in unconsolidated affiliates | 5 | 30 | (83)% | 42 | 70 | (40)% |
| Other income (expense), net | 8 | — | NM | 22 | (2) | NM |
| Income from continuing operations before income taxes | 35 | 43 | (19)% | 45 | 161 | (72)% |
| **Income tax expense** | (39) | (27) | 44% | (32) | (66) | (52)% |
| (Loss) income from continuing operations | (4) | 16 | NM | 13 | 95 | (86)% |
| (Loss) income from discontinued operations, net of tax(1) | (12) | — | NM | (12) | 120 | NM |
| **Net (loss) income** | (16) | 16 | NM | 1 | 215 | (100)% |
| **Reconciliation of net (loss) income to adjusted EBITDA:** |  |  |  |  |  |  |
| Net income attributable to noncontrolling interests | (16) | (15) | 7% | (46) | (40) | 15% |
| Interest expense, net from continuing operations | 21 | 15 | 40% | 60 | 48 | 25% |
| Income tax expense from continuing operations | 39 | 27 | 44% | 32 | 66 | (52)% |
| Income tax (benefit) expense from discontinued operations | — | (2) | (100)% | (8) | 14 | NM |
| Depreciation and amortization from continuing operations | 70 | 69 | 1% | 214 | 208 | 3% |
| Other adjustments: |  |  |  |  |  |  |
| Business acquisition and integration expenses and purchase accounting inventory adjustments, net | — | — |  | 21 | 3 |  |
| EBITDA from discontinued operations(1) | 12 | 2 |  | 20 | (134) |  |
| Fair value adjustments to Venator investment, net and other tax matter adjustments | (5) | — |  | (12) | 5 |  |
| Certain legal and other settlements and related expenses(2) | 11 | 2 |  | 13 | 4 |  |
| (Loss) gain on sale of business/assets | 1 | — |  | 1 | (1) |  |
| Certain nonrecurring information technology project implementation costs | — | 2 |  | — | 5 |  |
| Amortization of pension and postretirement actuarial losses | 9 | 10 |  | 25 | 25 |  |
| Restructuring, impairment and plant closing and transition costs(3) | 6 | 11 |  | 25 | 13 |  |
| **Adjusted EBITDA(4)** | $132 | $137 | (4)% | $346 | $431 | (20)% |
| Net cash provided by operating activities from continuing operations |  |  |  | $127 | $87 | 46% |
| Net cash (used in) provided by investing activities from continuing operations |  |  |  | (96) | 94 | NM |
| Net cash used in financing activities |  |  |  | (223) | (282) | (21)% |
| Capital expenditures from continuing operations |  |  |  | (133) | (147) | (10)% |

### Huntsman Corporation

| Reconciliation of net (loss) income to adjusted net income | Three months ended September 30, 2024 Gross | Tax and other(5) | Net | Three months ended September 30, 2023 Gross | Tax and other(5) | Net |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Net (loss) income |  |  | $(17) |  |  | $15 |
| Net income attributable to noncontrolling interests |  |  | (16) |  |  | (15) |
| Business acquisition and integration expenses and purchase accounting inventory adjustments, net | $— | $1 | 1 | $— | $1 | 1 |
| Loss from discontinued operations(1)(6) | 12 | — | 12 | 2 | (2) | — |
| Fair value adjustments to Venator investment, net and other tax matter adjustments | (5) | — | (5) | — | — | — |
| Certain legal and other settlements and related expenses(2) | 11 | 2 | 13 | 2 | — | 2 |
| Loss on sale of business/assets | 1 | 3 | 4 | — | — | — |
| Certain nonrecurring information technology project implementation costs | — | — | — | 2 | 1 | 3 |
| Amortization of pension and postretirement actuarial losses | 9 | 2 | 11 | 10 | — | 10 |
| Income tax settlement related to U.S. Tax Reform Act | — | 5 | 5 | — | — | — |
| Restructuring, impairment and plant closing and transition costs(3) | 6 | 3 | 9 | 11 | — | 11 |
| **Adjusted net income(4)** |  |  | $17 |  |  | $27 |
| Weighted average shares-basic |  |  | 172.1 |  |  | 175.7 |
| Weighted average shares-diluted |  |  | 172.1 |  |  | 177.0 |
| **Basic net loss attributable to Huntsman Corporation per share:** |  |  |  |  |  |  |
| Loss from continuing operations |  |  | $(0.12) |  |  | $— |
| Loss from discontinued operations |  |  | (0.07) |  |  | — |
| **Net loss** |  |  | $(0.19) |  |  | $— |
| **Diluted net loss attributable to Huntsman Corporation per share:** |  |  |  |  |  |  |
| Loss from continuing operations |  |  | $(0.12) |  |  | $— |
| Loss from discontinued operations |  |  | (0.07) |  |  | — |
| **Net loss** |  |  | $(0.19) |  |  | $— |
| **Other non-GAAP measures:** |  |  |  |  |  |  |
| Diluted adjusted net income per share(4) |  |  | $0.10 |  |  | $0.15 |

37

| Reconciliation of net (loss) income to adjusted net income | Nine months ended September 30, 2024 Gross | Tax and other(5) | Net | Nine months ended September 30, 2023 Gross | Tax and other(5) | Net |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| **Net (loss) income** |  |  | $(2) |  |  | $212 |
| Net income attributable to noncontrolling interests |  |  | (46) |  |  | (40) |
| Business acquisition and integration expenses and purchase accounting inventory adjustments, net | $21 | $(16) | 5 | $3 | $— | 3 |
| Loss (income) from discontinued operations(1)(6) | 20 | (8) | 12 | (134) | 14 | (120) |
| Fair value adjustments to Venator investment, net and other tax matter adjustments | (12) | 2 | (10) | 5 | — | 5 |
| Certain legal and other settlements and related expenses(2) | 13 | 1 | 14 | 4 | — | 4 |
| Loss (gain) on sale of business/assets | 1 | 3 | 4 | (1) | — | (1) |
| Certain nonrecurring information technology project implementation costs | — | — | — | 5 | — | 5 |
| Amortization of pension and postretirement actuarial losses | 25 | 1 | 26 | 25 | (2) | 23 |
| Income tax settlement related to U.S. Tax Reform Act | — | 5 | 5 | — | — | — |
| Restructuring, impairment and plant closing and transition costs(3) | 25 | (3) | 22 | 13 | (1) | 12 |
| **Adjusted net income(4)** |  |  | $30 |  |  | $103 |
| Weighted average shares-basic |  |  | 172.0 |  |  | 179.1 |
| Weighted average shares-diluted |  |  | 172.0 |  |  | 180.5 |
| **Basic net (loss) income attributable to Huntsman Corporation per share:** |  |  |  |  |  |  |
| (Loss) income from continuing operations |  |  | $(0.21) |  |  | $0.29 |
| (Loss) income from discontinued operations |  |  | (0.07) |  |  | 0.67 |
| **Net (loss) income** |  |  | $(0.28) |  |  | $0.96 |
| **Diluted net (loss) income attributable to Huntsman Corporation per share:** |  |  |  |  |  |  |
| (Loss) income from continuing operations |  |  | $(0.21) |  |  | $0.29 |
| (Loss) income from discontinued operations |  |  | (0.07) |  |  | 0.66 |
| **Net (loss) income** |  |  | $(0.28) |  |  | $0.95 |
| **Other non-GAAP measures:** |  |  |  |  |  |  |
| Diluted adjusted net income per share(4) |  |  | $0.17 |  |  | $0.57 |
| Net cash provided by operating activities from continuing operations |  |  | $126 |  |  | $85 |
| Capital expenditures from continuing operations |  |  | (133) |  |  | (147) |
| Free cash flow from continuing operations(4) |  |  | $(7) |  |  | $(62) |
| Effective tax rate |  |  | 76% |  |  | 42% |
| Impact of non-GAAP adjustments, net(7) |  |  | (42)% |  |  | (9)% |
| Adjusted effective tax rate |  |  | 34% |  |  | 33% |

NM—Not meaningful

(1) Includes the net loss (gain) on the sale of our Textile Effects Business.

(2) Certain legal and other settlements and related expenses for the three and nine months ended September 30, 2024 includes approximately $10 million related to the settlement of a claim in connection with a commercial dispute.

(3) Includes costs associated with transition activities related primarily to our Corporate program to optimize our global approach to managed services in various information technology functions and our program to realign our cost structure in Europe.

​(4) See “—Non-GAAP Financial Measures.”

(5) The income tax impacts, if any, are computed on the pre-tax adjustments using a with and without approach.

(6) In addition to income tax impacts, this adjusting item is also impacted by depreciation and amortization expense and interest expense.

(7) For details regarding the tax impacts of our non-GAAP adjustments, please see the reconciliation of our net (loss) income to adjusted net income noted above.

### Non-GAAP Financial Measures

Our condensed consolidated financial statements are prepared in accordance with GAAP, which we supplement with certain non-GAAP financial information. These non-GAAP measures should not be considered in isolation or as a substitute for the related GAAP measures, and other companies may define such measures differently. We encourage investors to review our financial statements and the reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures in their entirety and not to rely on any single financial measure. These non-GAAP measures exclude the impact of certain income and expenses that we do not believe are indicative of our core operating results.

#### Adjusted EBITDA

Our management uses adjusted EBITDA to assess financial performance. Adjusted EBITDA is defined as net income of Huntsman Corporation or Huntsman International, as appropriate, before interest, income tax, depreciation and amortization, net income attributable to noncontrolling interests and certain Corporate and other items, as well as eliminating the following adjustments: (a) business acquisition and integration expenses and purchase accounting inventory adjustments, net; (b) EBITDA from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related expenses; (e) loss (gain) on sale of business/assets; (f) certain nonrecurring information technology project implementation costs; (g) amortization of pension and postretirement actuarial losses; and (h) restructuring, impairment and plant closing and transition costs. We believe that net income of Huntsman Corporation or Huntsman International, as appropriate, is the performance measure calculated and presented in accordance with U.S. GAAP that is most directly comparable to adjusted EBITDA.

We believe adjusted EBITDA is useful to investors in assessing the businesses’ ongoing financial performance and provides improved comparability between periods through the exclusion of certain items that management believes are not indicative of the businesses’ operational profitability and that may obscure underlying business results and trends. However, this measure should not be considered in isolation or viewed as a substitute for net income of Huntsman Corporation or Huntsman International, as appropriate, or other measures of performance determined in accordance with U.S. GAAP. Moreover, adjusted EBITDA as used herein is not necessarily comparable to other similarly titled measures of other companies due to potential inconsistencies in the methods of calculation. Our management believes this measure is useful to compare general operating performance from period to period and to make certain related management decisions. Adjusted EBITDA is also used by securities analysts, lenders and others in their evaluation of different companies because it excludes certain items that can vary widely across different industries or among companies within the same industry. For example, interest expense can be highly dependent on a company’s capital structure, debt levels and credit ratings. Therefore, the impact of interest expense on earnings can vary significantly among companies. In addition, the tax positions of companies can vary because of their differing abilities to take advantage of tax benefits and because of the tax policies of the various jurisdictions in which they operate. As a result, effective tax rates and tax expense can vary considerably among companies. Finally, companies employ productive assets of different ages and utilize different methods of acquiring and depreciating such assets. This can result in considerable variability in the relative costs of productive assets and the depreciation and amortization expense among companies.

Nevertheless, our management recognizes that there are material limitations associated with the use of adjusted EBITDA in the evaluation of our Company as compared to net income of Huntsman Corporation or Huntsman International, as appropriate, which reflects overall financial performance. For example, we have borrowed money in order to finance our operations and interest expense is a necessary element of our costs and ability to generate revenue. Our management compensates for the limitations of using adjusted EBITDA by using this measure to supplement U.S. GAAP results to provide a more complete understanding of the factors and trends affecting the business rather than U.S. GAAP results alone.

#### Adjusted Net Income

Adjusted net income is computed by eliminating the after-tax amounts related to the following from net income attributable to Huntsman Corporation: (a) business acquisition and integration expenses and purchase accounting inventory adjustments, net; (b) loss (income) from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related expenses; (e) loss (gain) on sale of business/assets; (f) certain nonrecurring information technology project implementation costs; (g) amortization of pension and postretirement actuarial losses; (h) income tax settlement related to U.S. Tax Reform Act; and (i) restructuring, impairment and plant closing and transition costs. Basic adjusted net income per share excludes dilution and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period. Adjusted diluted net income per share reflects all potential dilutive common shares outstanding during the period and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period increased by the number of additional shares that would have been outstanding as dilutive securities. Adjusted net income and adjusted net income per share amounts are presented solely as supplemental information.

We believe adjusted net income is useful to investors in assessing the businesses’ ongoing financial performance and provides improved comparability between periods through the exclusion of certain items that management believes are not indicative of the businesses’ operational profitability and that may obscure underlying business results and trends.

#### Free Cash Flow

We believe free cash flow is an important indicator of our liquidity as it measures the amount of cash we generate. Management internally uses a free cash flow measure: (a) to evaluate our liquidity, (b) evaluate strategic investments, (c) plan stock buyback and dividend levels and (d) evaluate our ability to incur and service debt.

#### Adjusted Effective Tax Rate

We believe that the effective tax rate of Huntsman Corporation or Huntsman International, as appropriate, is the performance measure calculated and presented in accordance with U.S. GAAP that is most directly comparable to adjusted effective tax rate. We believe our adjusted effective tax rate provides improved comparability between periods through the exclusion of certain items, such as, business acquisition and integration expenses and purchase accounting inventory adjustments, certain legal and other settlements and related expenses, gains on sale of businesses/assets and certain tax only items, including tax law changes not yet enacted, that we believe are not indicative of the businesses’ operational profitability and that may obscure underlying business results and trends.

Our forward-looking adjusted effective tax rate is calculated based on our forecast effective tax rate, and the range of our forward-looking adjusted effective tax rate equals the range of our forecast effective tax rate. We disclose forward-looking adjusted effective tax rate because we cannot adequately forecast certain items and events that may or may not impact us in the near future, such as business acquisition and integration expenses and purchase accounting inventory adjustments, certain legal and other settlements and related expenses, gains on sale of businesses/assets and certain tax only items, including tax law changes not yet enacted. Each of such adjustment has not yet occurred, is out of our control and/or cannot be reasonably predicted. In our view, our forward-looking adjusted effective tax rate represents the forecast effective tax rate on our underlying business operations but does not reflect any adjustments related to the items noted above that may occur and can cause our effective tax rate to differ.

### Three Months Ended September 30, 2024 Compared with Three Months Ended September 30, 2023

For the three months ended September 30, 2024, loss from continuing operations attributable to Huntsman Corporation was $21 million, a decrease of $21 million from income of nil in the 2023 period. For the three months ended September 30, 2024, loss from continuing operations attributable to Huntsman International was $20 million a decrease of $21 million from income of $1 million in the 2023 period. The decreases noted above were the result of the following items:

- Revenues for the three months ended September 30, 2024 increased by $34 million, or 2%, as compared with the 2023 period. The increase was primarily due to higher sales volumes in all our segments, partially offset by lower average selling prices in all our segments. See “—Segment Analysis” below.
- Gross profit for the three months ended September 30, 2024 increased by $3 million, or 1%, as compared with the 2023 period. The increase resulted from higher gross profits in our Polyurethanes and Performance Products segments. See “—Segment Analysis” below.
- Operating expenses, net for the three months ended September 30, 2024 decreased by $11 million, or 6%, as compared with the 2023 period primarily related to decreases in selling, general and administrative expenses and research and development costs as well as the positive impact of translating foreign currency amounts to the U.S. dollar, partially offset by an increase in other operating expenses.
- Interest expense, net for the three months ended September 30, 2024 increased by $6 million, or 40%, as compared with the 2023 period. The increase resulted primarily from higher borrowings under our 2022 Revolving Credit Facility.
- Equity in income of investment in unconsolidated affiliates for the three months ended September 30, 2024 decreased to $5 million from $30 million in the 2023 period primarily related to a decrease in income at our PO/MTBE joint venture in China, in which we hold at 49% interest.
- Other income (expense), net was income of $8 million for the three months ended September 30, 2024 as compared with nil in the 2023 period. The increase in income was primarily due to income recognized during the third quarter of 2024 for the resolution of certain matters related to the 2017 separation of our titanium dioxide and performance additives business.
- Our income tax expense and the income tax expense of Huntsman International for the three months ended September 30, 2024 increased to $39 million as compared with $27 million in the 2023 period. The increase in income tax expense was primarily due to our mix of income and losses in the tax jurisdictions in which we operate, including decreased income (more losses) in jurisdictions in which we have tax benefits that are subject to valuation allowances, and therefore, we do not record a tax benefit for those losses. The cumulative effect of these valuation allowances is an increase to our estimated annual effective tax rate applied to the year-to-date income. For further information, see “Note 18. Income Taxes” to our condensed consolidated financial statements.

### Segment Analysis

*(Dollars in millions)*

| Revenues | Three months ended September 30, 2024 | 2023 | Percent change favorable (unfavorable) |
| --- | ---: | ---: | ---: |
| Polyurethanes | $1,003 | $967 | 4% |
| Performance Products | 280 | 277 | 1% |
| Advanced Materials | 261 | 268 | (3)% |
| **Total reportable segments’ revenues** | 1,544 | 1,512 | 2% |
| Intersegment eliminations | (4) | (6) | NM |
| **Total** | $1,540 | $1,506 | 2% |
| **Huntsman Corporation** |  |  |  |
| **Segment adjusted EBITDA(1)** |  |  |  |
| Polyurethanes | $76 | $81 | (6)% |
| Performance Products | 42 | 47 | (11)% |
| Advanced Materials | 47 | 49 | (4)% |
| **Total reportable segments’ adjusted EBITDA** | 165 | 177 | (7)% |
| Corporate and other | (34) | (41) | 17% |
| **Total** | $131 | $136 | (4)% |
| **Huntsman International** |  |  |  |
| **Segment adjusted EBITDA(1)** |  |  |  |
| Polyurethanes | $76 | $81 | (6)% |
| Performance Products | 42 | 47 | (11)% |
| Advanced Materials | 47 | 49 | (4)% |
| **Total reportable segments’ adjusted EBITDA** | 165 | 177 | (7)% |
| Corporate and other | (33) | (40) | 18% |
| **Total** | $132 | $137 | (4)% |

NM—Not meaningful

(1) For further information, including reconciliation of total reportable segments’ adjusted EBITDA to income from continuing operations before income taxes of Huntsman Corporation or Huntsman International, as appropriate, see “Note 20. Operating Segment Information” to our condensed consolidated financial statements.

| Period-over-period (decrease) increase | Three months ended September 30, 2024 vs 2023 Average selling price(1) Local currency and mix | Foreign currency translation impact | Sales volumes(2) |
| --- | ---: | ---: | ---: |
| Polyurethanes | (1)% | — | 5% |
| Performance Products | (3)% | — | 4% |
| Advanced Materials | (7)% | (1)% | 5% |

(1) Excludes revenues from tolling arrangements, byproducts and raw materials.

(2) Excludes sales volumes of byproducts and raw materials.

### Polyurethanes

The increase in revenues in our Polyurethanes segment for the three months ended September 30, 2024 compared to the same period of 2023 was primarily due to higher sales volumes, partially offset by lower MDI average selling prices. Sales volumes increased primarily due to improved demand and share gains in certain markets. MDI average selling prices decreased primarily due to less favorable supply and demand dynamics. The decrease in segment adjusted EBITDA was primarily due to lower MDI average selling prices and lower equity earnings from our minority-owned joint venture in China, partially offset by lower fixed costs and higher sales volumes.

​***Performance Products***

The increase in revenues in our Performance Products segment for the three months ended September 30, 2024 compared to the same period of 2023 was primarily due to higher sales volumes, partially offset by lower average selling prices. Sales volumes increased primarily due to improved demand in fuels and lubes and coatings and adhesives markets. Average selling prices decreased primarily due to competitive pressure. The decrease in segment adjusted EBITDA was primarily due to lower average selling prices and unfavorable sales mix, partially offset by higher sales volumes and lower fixed costs.

### Advanced Materials

The decrease in revenues in our Advanced Materials segment for the three months ended September 30, 2024 compared to the same period of 2023 was primarily due to lower average selling prices, partially offset by higher sales volumes. Average selling prices decreased primarily due to unfavorable sales mix. Sales volumes increased in our aerospace and coatings markets driven by market recovery, partially offset by lower demand in our industrial market. The decrease in segment adjusted EBITDA was primarily due to higher fixed costs.

### Corporate and other

Corporate and other includes unallocated corporate overhead, unallocated foreign currency exchange gains and losses, LIFO inventory valuation reserve adjustments, loss on early extinguishment of debt, unallocated restructuring, impairment and plant closing costs, nonoperating income and expense and gains and losses on the disposition of corporate assets. For the three months ended September 30, 2024, adjusted EBITDA from Corporate and other for Huntsman Corporation was a loss of $34 million as compared to a loss of $41 million for the same period of 2023. For the three months ended September 30, 2024, adjusted EBITDA from Corporate and other for Huntsman International was a loss of $33 as compared to a loss of $40 million for the same period of 2023. The increase in adjusted EBITDA from Corporate and other resulted primarily from decreases in corporate overhead costs and unallocated foreign currency exchange losses, partially offset by an increase in LIFO valuation losses.

### Nine Months Ended September 30, 2024 Compared with Nine Months Ended September 30, 2023

For the nine months ended September 30, 2024, loss from continuing operations attributable to Huntsman Corporation was $36 million, a decrease of $88 million from income of $52 million in the 2023 period. For the nine months ended September 30, 2024, loss from continuing operations attributable to Huntsman International was $33 million, a decrease of $88 million from income of $55 million in the 2023 period. The decreases noted above were the result of the following items:

- Revenues for the nine months ended September 30, 2024 decreased by $124 million, or 3%, as compared with the 2023 period. The decrease was primarily due to lower average selling prices in all our segments, partially offset by higher sales volumes in all our segments. See “—Segment Analysis” below.
- Gross profit for the nine months ended September 30, 2024 decreased by $76 million, or 10%, as compared with the 2023 period. The decrease resulted from lower gross profits in our Polyurethanes and Performance Products segments. See “—Segment Analysis” below.
- Restructuring, impairment and plant closing costs were $20 million for the nine months ended September 30, 2024 as compared with $7 million in the 2023 period. For further information, see “Note 7. Restructuring, Impairment and Plant Closing Costs” to our condensed consolidated financial statements.
- Gain on acquisition of assets, net was approximately $51 million for the nine months ended September 30, 2024 related to a net bargain purchase gain related to the separation and acquisition of assets of SLIC. For further information, see “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our condensed consolidated financial statements.
- Prepaid asset write-off was approximately $71 million for the nine months ended September 30, 2024. Concurrent with the acquisition of assets of SLIC, we wrote off certain prepaid assets related to operating agreements with SLIC and other joint venture partners. For further information, see “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our condensed consolidated financial statements.
- Interest expense, net for the nine months ended September 30, 2024 increased by $12 million, or 25%, as compared with the 2023 period. The increase resulted primarily from higher borrowings under our 2022 Revolving Credit Facility.
- Equity in income of investment in unconsolidated affiliates for the nine months ended September 30, 2024 decreased to $42 million from $70 million in the 2023 period primarily related to a decrease in income at our PO/MTBE joint venture in China, in which we hold a 49% interest.
- Other income (expense), net was income of $22 million for the nine months ended September 30, 2024 as compared with expense of $2 million in the 2023 period. The increase in income was primarily due to a decrease in losses related to the fair value adjustments to our investment in Venator as well as income recognized during the nine months ended September 30, 2024 for the resolution of certain matters related to the 2017 separation of our titanium dioxide and performance additives business.
- Our income tax expense and the income tax expense of Huntsman International for the nine months ended September 30, 2024 was $32 million as compared with $66 million in the 2023 period. The decrease in income tax expense was primarily due to the decrease in income from continuing operations before income taxes as well as a discrete tax benefit of $18 million resulting from the write-off of certain prepaid assets related to operating agreements with SLIC and other joint venture partners concurrent with the separation and acquisition of assets of SLIC. For further information, see “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our condensed consolidated financial statements. Our income tax expense is significantly affected by the mix of income and losses in the tax jurisdictions in which we operate along with the impact of valuation allowances in certain tax jurisdictions. For further information, see “Note 18. Income Taxes” to our condensed consolidated financial statements.

### Segment Analysis

*(Dollars in millions)*

| Revenues | Nine months ended September 30, 2024 | 2023 | Percent change (unfavorable) favorable |
| --- | ---: | ---: | ---: |
| Polyurethanes | $2,930 | $2,970 | (1)% |
| Performance Products | 870 | 918 | (5)% |
| Advanced Materials | 801 | 841 | (5)% |
| **Total reportable segments’ revenue** | 4,601 | 4,729 | (3)% |
| Intersegment eliminations | (17) | (21) | NM |
| **Total** | $4,584 | $4,708 | (3)% |
| **Huntsman Corporation** |  |  |  |
| **Segment adjusted EBITDA(1)** |  |  |  |
| Polyurethanes | $195 | $235 | (17)% |
| Performance Products | 130 | 173 | (25)% |
| Advanced Materials | 142 | 148 | (4)% |
| **Total reportable segments’ adjusted EBITDA** | 467 | 556 | (16)% |
| Corporate and other | (124) | (128) | 3% |
| **Total** | $343 | $428 | (20)% |
| **Huntsman International** |  |  |  |
| **Segment adjusted EBITDA(1)** |  |  |  |
| Polyurethanes | $195 | $235 | (17)% |
| Performance Products | 130 | 173 | (25)% |
| Advanced Materials | 142 | 148 | (4)% |
| **Total reportable segments’ adjusted EBITDA** | 467 | 556 | (16)% |
| Corporate and other | (121) | (125) | 3% |
| **Total** | $346 | $431 | (20)% |

NM—Not meaningful

(1) For further information, including reconciliation of total reportable segments’ adjusted EBITDA to income from continuing operations before income taxes of Huntsman Corporation or Huntsman International, as appropriate, see “Note 20. Operating Segment Information” to our condensed consolidated financial statements.

| Period-over-period (decrease) increase | Nine months ended September 30, 2024 vs September 30, 2023 Average selling price(1) Local currency and mix | Foreign currency translation impact | Sales volumes(2) |
| --- | ---: | ---: | ---: |
| Polyurethanes | (9)% | — | 8% |
| Performance Products | (10)% | — | 5% |
| Advanced Materials | (9)% | — | 4% |

(1) Excludes revenues from tolling arrangements, byproducts and raw materials.

(2) Excludes sales volumes of byproducts and raw materials.

### Polyurethanes

The decrease in revenues in our Polyurethanes segment for the nine months ended September 30, 2024 compared to the same period of 2023 was primarily due to lower MDI average selling prices, partially offset by higher sales volumes. MDI average selling prices decreased primarily due to less favorable supply and demand dynamics. Sales volumes increased primarily due to improved demand and share gains in certain markets. The decrease in segment adjusted EBITDA was primarily due to lower MDI average selling prices and lower equity earnings from our minority-owned joint venture in China, partially offset by lower raw materials costs, lower fixed costs and higher sales volumes.

​***Performance Products***

The decrease in revenues in our Performance Products segment for the nine months ended September 30, 2024 compared to the same period of 2023 was primarily due to lower average selling prices and unfavorable sales mix, partially offset by higher sales volumes. Average selling prices decreased primarily due to competitive pressure. Sales volumes increased primarily due to improved demand in fuels and lubes and coatings and adhesives markets. The decrease in segment adjusted EBITDA was primarily due to lower average selling prices and higher fixed costs, partially offset by higher sales volumes and lower raw materials costs.

### Advanced Materials

The decrease in revenues in our Advanced Materials segment for the nine months ended September 30, 2024 compared to the same period of 2023 was primarily due to lower average selling prices, partially offset by higher sales volumes. Average selling prices decreased primarily due to unfavorable sales mix. Sales volumes increased in our aerospace and infrastructure markets driven by market recovery. The decrease in segment adjusted EBITDA was primarily due to higher fixed costs.

### Corporate and other

Corporate and other includes unallocated corporate overhead, unallocated foreign currency exchange gains and losses, LIFO inventory valuation reserve adjustments, loss on early extinguishment of debt, unallocated restructuring, impairment and plant closing costs, nonoperating income and expense and gains and losses on the disposition of corporate assets. For the nine months ended September 30, 2024, adjusted EBITDA from Corporate and other for Huntsman Corporation was a loss of $124 million as compared to a loss of $128 million for the same period of 2023. For the nine months ended September 30, 2024, adjusted EBITDA from Corporate and other for Huntsman International was a loss of $121 million as compared to a loss of $125 million for the same period of 2023. The increase in adjusted EBITDA from Corporate and other resulted primarily from decreases in corporate overhead costs and unallocated foreign currency exchange losses, partially offset by an increase in LIFO valuation losses.

### Liquidity and Capital Resources

The following is a discussion of our liquidity and capital resources and generally does not include separate information with respect to Huntsman International in accordance with General Instructions H(1)(a) and (b) of Form 10-Q.

### Cash Flows for the Nine Months Ended September 30, 2024 Compared with the Nine Months Ended September 30, 2023

Net cash provided by operating activities from continuing operations for the nine months ended September 30, 2024 and 2023 was $126 million and $85 million, respectively. The increase in net cash provided by operating activities from continuing operations was primarily attributable to an increase in dividends received from unconsolidated subsidiaries and a net cash inflow of $22 million related to changes in operating assets and liabilities, partially offset by decreased operating income as described in “—Results of Operations” above for the nine months ended September 30, 2024 as compared with the same period of 2023.

Net cash (used in) provided by investing activities from continuing operations for the nine months ended September 30, 2024 and 2023 was $(87) million and $395 million, respectively. During the nine months ended September 30, 2024 and 2023, we paid $133 million and $147 million for capital expenditures, respectively. During the nine months ended September 30, 2024, we received approximately $30 million as an interim liquidating distribution from SLIC, and we received $16 million for the sale of businesses, net, primarily related to the resolution of net working capital of $12 million from the sale of our Textile Effects Business. During the nine months ended September 30, 2023, we received $544 million for the sale of businesses, net, primarily related to net proceeds of $530 million from the sale of our Textile Effects Business. See “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our condensed consolidated financial statements.

Net cash used in financing activities for the nine months ended September 30, 2024 and 2023 was $231 million and $581 million, respectively. During the nine months ended September 30, 2024 and 2023, we made repayments against our 2022 Revolving Credit Facility and our A/R Programs of $169 million and $115 million, respectively. During the nine months ended September 30, 2024, we received proceeds of approximately $350 million related to the issuance of our 2034 Senior Notes. See “Note 8. Debt—Direct and Subsidiary Debt—Senior Notes” to our condensed consolidated financial statements. During the nine months ended September 30, 2024, HPS paid approximately $218 million against the note payable with SLIC for the acquisition of assets. See “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our condensed consolidated financial statements. During the nine months ended September 30, 2023, we paid $296 million for repurchases of our common stock.

​Free cash flow from continuing operations for the nine months ended September 30, 2024 and 2023 was a use of cash of $7 million and $62 million, respectively. The increase in free cash flow from continuing operations was primarily attributable to an increase in cash provided by operating activities from continuing operations and a decrease in cash used for capital expenditures during the nine months ended September 30, 2024 as compared with the same period of 2023.

### Changes in Financial Condition

The following information summarizes our working capital position (dollars in millions):

|  | September 30, 2024 | December 31, 2023 | Decrease (increase) | Percent change |
| --- | ---: | ---: | ---: | ---: |
| Cash and cash equivalents | $330 | $540 | $(210) | (39)% |
| Accounts and notes receivable, net | 829 | 753 | 76 | 10% |
| Inventories | 1,004 | 867 | 137 | 16% |
| Other current assets | 130 | 154 | (24) | (16)% |
| **Total current assets** | 2,293 | 2,314 | (21) | (1)% |
| Accounts payable | 745 | 719 | 26 | 4% |
| Accrued liabilities | 414 | 395 | 19 | 5% |
| Current portion of debt | 346 | 12 | 334 | NM |
| Current operating lease liabilities | 55 | 46 | 9 | 20% |
| **Total current liabilities** | 1,560 | 1,172 | 388 | 33% |
| **Working capital** | $733 | $1,142 | $(409) | (36)% |

​Our working capital decreased by $409 million as a result of the net impact of the following significant changes:

- The decrease in cash and cash equivalents of $210 million resulted from the matters identified on our condensed consolidated statements of cash flows. See also “—Cash Flows for the Nine Months Ended September 30, 2024 Compared with the Nine Months Ended September 30, 2023.”
- Accounts and notes receivable, net increased by $76 million primarily due to higher revenues in the third quarter of 2024 compared to the fourth quarter of 2023.
- Inventories increased by $137 million primarily due to seasonally higher inventory volumes.
- Other current assets decreased by $24 million primarily due to decreases in certain prepaid expenses.
- Accounts payable increased by $26 million primarily due to higher inventory purchases.
- Accrued liabilities increased by $19 million primarily due to increases in accrued taxes, accrued interest, accrued rebates and accrued environmental liabilities, partially offset by a decrease in accrued restructuring costs.
- Current portion of debt increased by $334 million primarily due to the outstanding balance on our 4.25% senior notes due April 2025 (“2025 Senior Notes”) that are now classified as current debt.

### Liquidity

We depend upon our cash, our 2022 Revolving Credit Facility, A/R Programs and other debt instruments to provide liquidity for our operations and working capital needs. As of September 30, 2024, we had $1,733 million of combined cash and unused borrowing capacity, consisting of $330 million in cash, $1,194 million in availability under our 2022 Revolving Credit Facility and $209 million in availability under our A/R Programs. Our liquidity can be significantly impacted by various factors. The following matters are expected to have a significant impact on our liquidity:

### Short-Term Liquidity

- During 2024, we expect to spend between approximately $180 million to $190 million on capital expenditures. Our future expenditures include certain environmental, health and safety upgrades; expansions and upgrades of our existing manufacturing and other facilities; construction of new facilities; certain cost reduction projects, including those described below; and certain information technology expenditures. We expect to fund capital expenditures with cash provided by operations.
- During the remainder of 2024, we expect to make additional contributions to our pension and other postretirement benefit plans of approximately $8 million.
- On January 31, 2024, we completed the planned separation and acquisition of assets of SLIC, our joint venture with BASF and three Chinese chemical companies. The final purchase price of the acquired assets has been determined based on an asset valuation, which was completed in the second quarter of 2024. The acquisition of the assets was funded in part with HPS issuing a U.S. dollar equivalent note payable at closing of approximately $218 million, which has been repaid in full as of September 30, 2024 using available funds at HPS. During the third quarter of 2024, we received approximately $64 million of cash from SLIC, of which $34 million was a dividend and $30 million was an interim liquidating distribution. Upon the full liquidation of the joint venture, all remaining cash of SLIC, primarily resulting from the proceeds received by SLIC, will be distributed back to the joint venture partners. We currently anticipate that approximately RMB 300 million will be distributed as a liquidating distribution and return of investment upon full liquidation, which we anticipate will be completed in 2025.
- On February 28, 2023, we completed the sale of our Textile Effects Business to Archroma, and during the first quarter of 2024, we finalized the purchase price valued at $597 million, which includes adjustments to the purchase price for working capital, plus the assumption of underfunded pension liabilities. During the nine months ended September 30, 2024, we paid cash taxes of approximately $10 million, and we expect to pay additional cash taxes of approximately $3 million and expect to pay cash for contingencies and post-closing indemnifications in future periods related to the sale of our Textile Effects Business. See “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our condensed consolidated financial statements.
- During 2020 and 2021, management implemented cost realignment and synergy plans and, in November 2022, committed to further plans to realign our cost structure with additional restructuring in Europe, including exiting and consolidating certain facilities, workforce relocation to lower cost locations and further personnel rationalization. In connection with these plans, we have achieved combined annualized cost savings and synergy benefits in excess of $280 million. Associated with these plans, we expect total cash costs of approximately $302 million (including approximately $59 million of capital expenditures) through 2026, of which we have spent approximately $272 million through the third quarter of 2024 (including approximately $43 million of capital expenditures). Of the remaining cash costs, the majority will be payments related to our restructuring in Europe, primarily for personnel who have exited as of the end of 2023 as well as capital expenditures related to our research and development footprint, which is included in our overall future capital expenditures projections.
- As of September 30, 2024, we have approximately $547 million remaining under the authorization of our existing share repurchase program. Repurchases may be commenced or suspended from time to time without prior notice.

### Long-Term Liquidity

- On September 26, 2024, Huntsman International completed a $350 million offering of its 2034 Senior Notes. Huntsman International used the net proceeds from the offering for general corporate purposes, including repayment of debt. The 2034 Senior Notes bear interest at 5.70% per year, payable semi-annually on April 15 and October 15 of each year, and will mature on October 15, 2034. For more information, see “Note 8. Debt—Direct and Subsidiary Debt—Senior Notes” to our condensed consolidated financial statements.
- On January 22, 2024, we entered into an amendment to our U.S. A/R Program that extended the scheduled maturity date of our U.S. A/R Program from July 2024 to January 2027. In addition, on January 31, 2024, we entered into an amendment to our EU A/R Program, effective as of February 15, 2024, that extended the scheduled maturity date of our EU A/R Program from July 2024 to July 2027. Aside from the extended maturity dates, these amendments to our A/R Programs secured substantially similar terms as those in the prior agreements.
- On April 19, 2024, the Louisiana Fourth Circuit Court of Appeal affirmed the $93.1 million jury verdict and district court judgment in our favor in our long-running court battle against Praxair/Linde, one of the industrial gas suppliers to our Geismar, Louisiana MDI manufacturing site. The case was filed after Praxair refused to maintain properly its own Geismar facility and then repeatedly failed to supply our requirements for industrial gases needed to manufacture MDI under long-term supply contracts that expired in 2013. After adding mandatory pre-judgment and post-judgment interest to the award, we expect damages to exceed $135 million before deducting for taxes and legal contingency fees. The award is presently subject to review by the Louisiana Supreme Court but, if affirmed, we would expect to receive net proceeds of approximately $50 million to $60 million. We have not yet recognized the award in our condensed consolidated statements of operations and the timing of the resolution of this matter is uncertain.

As of September 30, 2024, we had $346 million classified as current portion of debt, including $334 million outstanding under our 2025 Senior Notes, debt at our variable interest entities of $9 million and certain other short-term facilities and scheduled amortization payments totaling $3 million. We intend to renew, repay or extend the majority of these short-term facilities in the next twelve months.

As of September 30, 2024, we had approximately $305 million of cash and cash equivalents held by our foreign subsidiaries, including our variable interest entities. With the exception of certain amounts that we expect to repatriate in the foreseeable future, we intend to use cash held in our foreign subsidiaries to fund our local operations. Nevertheless, we could repatriate additional cash as dividends, and the repatriation of cash as a dividend would generally not be subject to U.S. taxation. However, such repatriation may potentially be subject to limited foreign withholding taxes. ​

For more information regarding our debt, see “Note 8. Debt” to our condensed consolidated financial statements.

## Market risk

As filed, 430 characters.

We are exposed to market risks, such as changes in interest rates, foreign exchange rates and commodity prices. From time to time, we enter into transactions, including transactions involving derivative instruments, to manage certain of these exposures. We also hedge our net investment in certain European operations. See “Note 9. Derivative Instruments and Hedging Activities” to our condensed consolidated financial statements.

## Controls and procedures

As filed, 1,369 characters.

Our management, with the participation of our chief executive officer and chief financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of September 30, 2024. Based on this evaluation, our chief executive officer and chief financial officer have concluded that, as of September 30, 2024, our disclosure controls and procedures were effective, in that they ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms and (2) accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

No changes to our internal control over financial reporting occurred during the quarter ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). However, we can only give reasonable assurance that our internal controls over financial reporting will prevent or detect material misstatements on a timely basis.

## Risk factors

As filed, 147 characters.

For information regarding risk factors, see “Part I. Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023.

Filed Nov 5, 2024.
Source: SEC EDGAR, the filing index for accession 0001437749-24-033260. Last ingested by Listed: Nov 3, 2026, 14:16 ET. No prices; not investment advice.