Huntsman CORP: Form 10-Q for the period ended Sep 30, 2025
Filed with the SEC on Nov 7, 2025 and accepted by EDGAR at Nov 7, 2025, 13:29 ET.
Management's discussion and analysis
As filed, 46,086 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
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, 2025 | 2024 | Percent change | Nine months ended September 30, 2025 | 2024 | Percent change | |
|---|---|---|---|---|---|---|
| Revenues | $1,460 | $1,540 | (5)% | $4,328 | $4,584 | (6)% |
| Cost of goods sold | 1,256 | 1,306 | (4)% | 3,741 | 3,906 | (4)% |
| Gross profit | 204 | 234 | (13)% | 587 | 678 | (13)% |
| Operating expenses: | ||||||
| Selling, general and administrative | 163 | 153 | 7% | 489 | 505 | (3)% |
| Research and development | 29 | 27 | 7% | 94 | 91 | 3% |
| Restructuring, impairment and plant closing costs | 12 | 5 | 140% | 137 | 20 | 585% |
| Gain on acquisition of assets, net | — | — | — | (5) | (51) | (90)% |
| Prepaid asset write-off | — | — | — | — | 71 | (100)% |
| Income associated with litigation matter, net | — | — | — | (33) | — | NM |
| Other operating (income) expense, net | (6) | 7 | NM | (23) | 4 | NM |
| Total operating expenses | 198 | 192 | 3% | 659 | 640 | 3% |
| Operating income (loss) | 6 | 42 | (86)% | (72) | 38 | NM |
| Interest expense, net | (20) | (21) | (5)% | (60) | (60) | — |
| Equity in income of investment in unconsolidated affiliates | 1 | 5 | (80)% | — | 42 | (100)% |
| Other income, net | 6 | 8 | (25)% | 13 | 22 | (41)% |
| (Loss) income from continuing operations before income taxes | (7) | 34 | NM | (119) | 42 | NM |
| Income tax expense | (3) | (39) | (92)% | (25) | (32) | (22)% |
| (Loss) income from continuing operations | (10) | (5) | 100% | (144) | 10 | NM |
| Income from discontinued operations, net of tax | (1) | (12) | (92)% | (1) | (12) | (92)% |
| Net loss | (11) | (17) | (35)% | (145) | (2) | NM |
| Reconciliation of net loss to adjusted EBITDA(1): | ||||||
| Net income attributable to noncontrolling interests | (14) | (16) | (13)% | (43) | (46) | (7)% |
| Interest expense, net from continuing operations | 20 | 21 | (5)% | 60 | 60 | — |
| Income tax expense from continuing operations | 3 | 39 | (92)% | 25 | 32 | (22)% |
| Income tax expense (benefit) from discontinued operations | — | — | — | 1 | (8) | NM |
| Depreciation and amortization from continuing operations | 73 | 70 | 4% | 214 | 214 | — |
| Other adjustments: | ||||||
| Business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net | — | — | (5) | 21 | ||
| EBITDA from discontinued operations | 1 | 12 | — | 20 | ||
| Fair value adjustments to Venator investment, net and other tax matter adjustments | — | (5) | — | (12) | ||
| Certain legal and other settlements and related expenses (income), net | — | 11 | (32) | 13 | ||
| Loss on sale of business/assets | 2 | 1 | 2 | 1 | ||
| Amortization of pension and postretirement actuarial losses | 8 | 9 | 22 | 25 | ||
| Restructuring, impairment and plant closing and transition costs(2) | 12 | 6 | 141 | 25 | ||
| Adjusted EBITDA(1) | $94 | $131 | (28)% | $240 | $343 | (30)% |
| Net cash provided by operating activities from continuing operations | $221 | $126 | 75% | |||
| Net cash used in investing activities | (74) | (87) | (15)% | |||
| Net cash used in financing activities | (14) | (231) | (94)% | |||
| Capital expenditures from continuing operations | (116) | (133) | (13)% | |||
| Amounts attributable to Huntsman Corporation: | ||||||
| Loss from continuing operations | $(24) | $(21) | $(187) | $(36) | ||
| Loss from discontinued operations, net of tax | (1) | (12) | (1) | (12) | ||
| Net loss | $(25) | $(33) | $(188) | $(48) |
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Huntsman International
| Three months ended September 30, 2025 | 2024 | Percent change | Nine months ended September 30, 2025 | 2024 | Percent change | |
|---|---|---|---|---|---|---|
| Revenues | $1,460 | $1,540 | (5)% | $4,328 | $4,584 | (6)% |
| Cost of goods sold | 1,256 | 1,306 | (4)% | 3,741 | 3,906 | (4)% |
| Gross profit | 204 | 234 | (13)% | 587 | 678 | (13)% |
| Operating expenses: | ||||||
| Selling, general and administrative | 162 | 152 | 7% | 486 | 502 | (3)% |
| Research and development | 29 | 27 | 7% | 94 | 91 | 3% |
| Restructuring, impairment and plant closing costs | 12 | 5 | 140% | 137 | 20 | 585% |
| Gain on acquisition of assets, net | — | — | — | (5) | (51) | (90)% |
| Prepaid asset write-off | — | — | — | — | 71 | (100)% |
| Income associated with litigation matter, net | — | — | — | (33) | — | NM |
| Other operating (income) expense, net | (6) | 7 | NM | (23) | 4 | NM |
| Total operating expenses | 197 | 191 | 3% | 656 | 637 | 3% |
| Operating income (loss) | 7 | 43 | (84)% | (69) | 41 | NM |
| Interest expense, net | (20) | (21) | (5)% | (60) | (60) | — |
| Equity in income of investment in unconsolidated affiliates | 1 | 5 | (80)% | — | 42 | (100)% |
| Other income, net | 6 | 8 | (25)% | 13 | 22 | (41)% |
| (Loss) income from continuing operations before income taxes | (6) | 35 | NM | (116) | 45 | NM |
| Income tax expense | (4) | (39) | (90)% | (26) | (32) | (19)% |
| (Loss) income from continuing operations | (10) | (4) | 150% | (142) | 13 | NM |
| Income from discontinued operations, net of tax | (1) | (12) | (92)% | (1) | (12) | (92)% |
| Net (loss) income | (11) | (16) | (31)% | (143) | 1 | NM |
| Reconciliation of net (loss) income to adjusted EBITDA(1): | ||||||
| Net income attributable to noncontrolling interests | (14) | (16) | (13)% | (43) | (46) | (7)% |
| Interest expense, net from continuing operations | 20 | 21 | (5)% | 60 | 60 | — |
| Income tax expense from continuing operations | 4 | 39 | (90)% | 26 | 32 | (19)% |
| Income tax expense (benefit) from discontinued operations | — | — | — | 1 | (8) | NM |
| Depreciation and amortization from continuing operations | 73 | 70 | 4% | 214 | 214 | — |
| Other adjustments: | ||||||
| Business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net | — | — | (5) | 21 | ||
| EBITDA from discontinued operations | 1 | 12 | — | 20 | ||
| Fair value adjustment to Venator investment, net of other tax matter adjustments | — | (5) | — | (12) | ||
| Certain legal and other settlements and related expenses (income), net | — | 11 | (32) | 13 | ||
| Loss on sale of business/assets | 2 | 1 | 2 | 1 | ||
| Amortization of pension and postretirement actuarial losses | 8 | 9 | 22 | 25 | ||
| Restructuring, impairment and plant closing and transition costs(2) | 12 | 6 | 141 | 25 | ||
| Adjusted EBITDA(1) | $95 | $132 | (28)% | $243 | $346 | (30)% |
| Net cash provided by operating activities from continuing operations | $222 | $127 | 75% | |||
| Net cash used in investing activities | (79) | (96) | (18)% | |||
| Net cash used in financing activities | (10) | (223) | (96)% | |||
| Capital expenditures from continuing operations | (116) | (133) | (13)% | |||
| Amounts attributable to Huntsman International: | ||||||
| Loss from continuing operations | $(24) | $(20) | $(185) | $(33) | ||
| Loss from discontinued operations, net of tax | (1) | (12) | (1) | (12) | ||
| Net loss | $(25) | $(32) | $(186) | $(45) |
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Huntsman Corporation
| Reconciliation of net loss to adjusted net (loss) income(1): | Three months ended September 30, 2025 Gross | Tax and other(3) | Net | Three months ended September 30, 2024 Gross | Tax and other(3) | Net |
|---|---|---|---|---|---|---|
| Net loss | $(11) | $(17) | ||||
| Net income attributable to noncontrolling interests | (14) | (16) | ||||
| Business acquisition and integration expenses and purchase accounting inventory adjustments, net | $— | $— | — | $— | $1 | 1 |
| Loss from discontinued operations | 1 | — | 1 | 12 | — | 12 |
| Fair value adjustments to Venator investment, net and other tax matter adjustments | — | — | — | (5) | — | (5) |
| Certain legal and other settlements and related expenses, net | — | — | — | 11 | 2 | 13 |
| Loss on sale of business/assets | 2 | — | 2 | 1 | 3 | 4 |
| Amortization of pension and postretirement actuarial losses | 8 | (2) | 6 | 9 | 2 | 11 |
| Income tax settlement related to U.S. Tax Reform Act | — | — | — | — | 5 | 5 |
| Restructuring, impairment and plant closing and transition costs(2) | 12 | (1) | 11 | 6 | 3 | 9 |
| Adjusted net (loss) income(1) | $(5) | $17 | ||||
| Weighted average shares-basic | 172.6 | 172.1 | ||||
| Weighted average shares-diluted | 172.6 | 172.1 | ||||
| Basic net loss attributable to Huntsman Corporation per share: | ||||||
| Loss from continuing operations | $(0.14) | $(0.12) | ||||
| Loss from discontinued operations | — | (0.07) | ||||
| Net loss | $(0.14) | $(0.19) | ||||
| Diluted net loss attributable to Huntsman Corporation per share: | ||||||
| Loss from continuing operations | $(0.14) | $(0.12) | ||||
| Loss from discontinued operations | — | (0.07) | ||||
| Net loss | $(0.14) | $(0.19) | ||||
| Other non-GAAP measures: | ||||||
| Diluted adjusted net (loss) income per share(1) | $(0.03) | $0.10 |
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| Reconciliation of net loss to adjusted net (loss) income(1): | Nine months ended September 30, 2025 Gross | Tax and other(3) | Net | Nine months ended September 30, 2024 Gross | Tax and other(3) | Net |
|---|---|---|---|---|---|---|
| Net loss | $(145) | $(2) | ||||
| Net income attributable to noncontrolling interests | (43) | (46) | ||||
| Business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net | $(5) | $— | (5) | $21 | $(16) | 5 |
| Loss from discontinued operations | — | 1 | 1 | 20 | (8) | 12 |
| Fair value adjustments to Venator investment, net and other tax matter adjustments | — | — | — | (12) | 2 | (10) |
| Certain legal and other settlements and related (income) expenses, net | (32) | 7 | (25) | 13 | 1 | 14 |
| Loss on sale of business/assets | 2 | — | 2 | 1 | 3 | 4 |
| Amortization of pension and postretirement actuarial losses | 22 | (4) | 18 | 25 | 1 | 26 |
| Establishment of significant deferred tax asset valuation allowances, net | — | 1 | 1 | — | — | — |
| Income tax settlement related to U.S. Tax Reform Act | — | — | — | — | 5 | 5 |
| Restructuring, impairment and plant closing and transition costs(2) | 141 | (3) | 138 | 25 | (3) | 22 |
| Adjusted net (loss) income(1) | $(58) | $30 | ||||
| Weighted average shares-basic | 172.5 | 172.0 | ||||
| Weighted average shares-diluted | 172.5 | 172.0 | ||||
| Basic net loss attributable to Huntsman Corporation per share: | ||||||
| Loss from continuing operations | $(1.09) | $(0.21) | ||||
| Loss from discontinued operations | — | (0.07) | ||||
| Net loss | $(1.09) | $(0.28) | ||||
| Diluted net loss attributable to Huntsman Corporation per share: | ||||||
| Loss from continuing operations | $(1.09) | $(0.21) | ||||
| Loss from discontinued operations | — | (0.07) | ||||
| Net loss | $(1.09) | $(0.28) | ||||
| Other non-GAAP measures: | ||||||
| Diluted adjusted net (loss) income per share(1) | $(0.34) | $0.17 | ||||
| Net cash provided by operating activities from continuing operations | $221 | $126 | ||||
| Capital expenditures from continuing operations | (116) | (133) | ||||
| Free cash flow from continuing operations(1) | $105 | $(7) | ||||
| Effective tax rate | (21)% | 76% | ||||
| Impact of non-GAAP adjustments, net(4) | 288% | (42)% | ||||
| Adjusted effective tax rate | 267% | 34% |
NM—Not meaningful
(1) See “—Non-GAAP Financial Measures.”
(2) Includes costs associated with transition activities relating primarily to our program to realign our cost structure in Europe and our Corporate program to optimize our global approach to managed services in various information technology functions.
(3) The income tax impacts, if any, are computed on the pre-tax adjustments using a with and without approach.
(4) For details regarding the tax impacts of our non-GAAP adjustments, please see the reconciliation of our net (loss) income to adjusted net (loss) income noted above.
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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 (gain) 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 (income), net; (e) loss on sale of business/assets; (f) amortization of pension and postretirement actuarial losses; and (g) 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 (gain) and purchase accounting inventory adjustments, net; (b) loss 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 (income), net; (e) loss on sale of business/assets; (f) amortization of pension and postretirement actuarial losses; (g) income tax settlement related to U.S. Tax Reform Act; (h) restructuring, impairment and plant closing and transition costs; and (i) establishment of significant deferred tax asset valuation allowances. 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. Free cash flow is defined as net cash provided by operating activities less capital expenditures. Free cash flow is not a defined term under U.S. GAAP, and it should not be inferred that the entire free cash flow amount is available for discretionary expenditures.
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, that we believe are not indicative of the businesses’ operational profitability and that may obscure underlying business results and trends.
Three Months Ended September 30, 2025 Compared with Three Months Ended September 30, 2024
For the three months ended September 30, 2025, loss from continuing operations attributable to Huntsman Corporation was $24 million, a decline of $3 million from $21 million in the 2024 period. For the three months ended September 30, 2025, loss from continuing operations attributable to Huntsman International was $24 million, a decline of $4 million from $20 million in the 2024 period. The declines noted above were the result of the following items:
- Revenues for the three months ended September 30, 2025 decreased by $80 million, or 5%, as compared with the 2024 period. The decrease was primarily due to lower average selling prices in all our segments, partially offset by higher sales volumes in our Polyurethanes and Advanced Materials segments. See “—Segment Analysis” below.
- Gross profit for the three months ended September 30, 2025 decreased by $30 million, or 13%, as compared with the 2024 period. The decrease resulted from lower gross profits in our Polyurethanes and Performance Products segments. See “—Segment Analysis” below.
- Our selling, general and administrative expenses and the selling, general and administrative expenses of Huntsman International for the three months ended September 30, 2025 both increased by $10 million, or 7%, as compared with the 2024 period primarily related to an adjustment to reduce incentive compensation accrual in the third quarter of 2024, partially offset by lower costs during the third quarter of 2025 resulting from the impact of our restructuring programs.
- Restructuring, impairment and plant closing costs for the three months ended September 30, 2025 increased by $7 million as compared with the 2024 period. For more information on restructuring activities, see “Note 8. Restructuring, Impairment and Plant Closing Costs” to our condensed consolidated financial statements.
- Other operating (income) expense, net for the three months ended September 30, 2025 was income of $6 million as compared with a loss of $7 million in the 2024 period primarily related to an adjustment to a loss contingency accrual.
- Equity in income of investment in unconsolidated affiliates for the three months ended September 30, 2025 decreased to $1 million from $5 million in the 2024 period primarily related to a decrease in income at our PO/MTBE joint venture in China, in which we hold at 49% interest.
- Our income tax expense for the three months ended September 30, 2025 was $3 million as compared with $39 million in the 2024 period. The income tax expense of Huntsman International for the three months ended September 30, 2025 was $4 million as compared with $39 million in the 2024 period. The decrease in income tax expense was primarily due to the increase in loss from continuing operations before income taxes and to our mix of income and losses in the tax jurisdictions in which we operate, as impacted by the presence of valuation allowances in certain tax jurisdictions. In particular, losses from jurisdictions for which no benefit can be recognized are excluded from the overall computation of the estimated AETR and a separate estimated AETR is computed and applied to the respective loss jurisdictions. This results in recognition of tax expense in jurisdictions with pre-tax income without recognition of a tax benefit from pre-tax losses in jurisdictions with valuation allowances. For further information, see “Note 19. Income Taxes” to our condensed consolidated financial statements.
Segment Analysis
(Dollars in millions)
| Revenues | Three months ended September 30, 2025 | 2024 | Percent change (unfavorable) favorable |
|---|---|---|---|
| Polyurethanes | $956 | $1,003 | (5)% |
| Performance Products | 246 | 280 | (12)% |
| Advanced Materials | 265 | 261 | 2% |
| Total reportable segments’ revenues | 1,467 | 1,544 | (5)% |
| Intersegment eliminations | (7) | (4) | NM |
| Total | $1,460 | $1,540 | (5)% |
| Segment adjusted EBITDA(1) | |||
| Polyurethanes | $48 | $76 | (37)% |
| Performance Products | 29 | 42 | (31)% |
| Advanced Materials | 44 | 47 | (6)% |
NM—Not meaningful
(1) For more information regarding reconciliations of segment adjusted EBITDA of our reportable operating segments to (loss) income from continuing operations before income taxes of Huntsman Corporation or Huntsman International, as appropriate, see “Note 21. Operating Segment Information” to our condensed consolidated financial statements.
| Period-over-period (decrease) increase | Three months ended September 30, 2025 vs 2024 Average selling price(1) Local currency and mix | Foreign currency translation impact | Sales volumes(2) |
|---|---|---|---|
| Polyurethanes | (10)% | 1% | 4% |
| Performance Products | (2)% | — | (10)% |
| Advanced Materials | (1)% | 2% | 1% |
| Combined segments | (7)% | 1% | 1% |
(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 three months ended September 30, 2025 compared to the same period of 2024 was primarily due to lower 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 in the Americas and Asia regions. The decrease in segment adjusted EBITDA was primarily due to the impacts of lower average selling prices, inventory reductions and lower equity earnings from our minority-owned joint venture in China, partially offset by higher sales volumes, lower raw materials costs and cost savings achieved from our cost optimization program.
Performance Products
The decrease in revenues in our Performance Products segment for the three months ended September 30, 2025 compared to the same period of 2024 was primarily due to lower sales volumes and lower average selling prices. Sales volumes decreased primarily due to the closure of our Moers, Germany maleic anhydride facility and overall softening market conditions. Average selling prices decreased primarily due to competitive pressures. The decrease in segment adjusted EBITDA was primarily due to lower sales volumes and margins.
Advanced Materials
The increase in revenues in our Advanced Materials segment for the three months ended September 30, 2025 compared to the same period of 2024 was primarily due to higher average selling prices. Average selling prices increased primarily due to the positive impact of major foreign currency exchange rate movements against the U.S. dollar. Sales volumes were essentially unchanged from the same period in 2024. Segment adjusted EBITDA was slightly lower primarily due to an unfavorable impact from inventory reductions.
Nine Months Ended September 30, 2025 Compared with Nine Months Ended September 30, 2024
For the nine months ended September 30, 2025, loss from continuing operations attributable to Huntsman Corporation was $187 million, a decline of $151 million from $36 million in the 2024 period. For the nine months ended September 30, 2025, loss from continuing operations attributable to Huntsman International was $185 million, a decline of $152 million from $33 million in the 2024 period. The declines noted above were the result of the following items:
- Revenues for the nine months ended September 30, 2025 decreased by $256 million, or 6%, as compared with the 2024 period. The decrease was primarily due to lower average selling prices in our Polyurethanes and Advanced Materials segments and lower sales volumes in our Performance Products segment. See “—Segment Analysis” below.
- Gross profit for the nine months ended September 30, 2025 decreased by $91 million, or 13%, as compared with the 2024 period. The decrease resulted from lower gross profits in all of our segments. See “—Segment Analysis” below.
- Our selling, general and administrative expenses and the selling, general and administrative expenses of Huntsman International for the nine months ended September 30, 2025 both decreased by $16 million, or 3%, as compared with the 2024 period primarily related to lower costs resulting from the impact of our restructuring programs.
- Restructuring, impairment and plant closing costs for the nine months ended September 30, 2025 increased by $117 million as compared with the 2024 period. For more information on restructuring activities, see “Note 8. Restructuring, Impairment and Plant Closing Costs” to our condensed consolidated financial statements.
- Gain on acquisition of assets, net was approximately $5 million and $51 million, for nine months ended September 30, 2025 and 2024, respectively, representing net gains 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.
- Income associated with litigation matter, net was approximately $33 million for the nine months ended September 30, 2025. For further information, see “Note 16. Commitments and Contingencies—Legal Matters” to our condensed consolidated financial statements.
- Other operating (income) expense, net for the nine months ended September 30, 2025 was income of $23 million as compared with a loss of $4 million in the 2024 period primarily related to an adjustment to a loss contingency accrual.
- Equity in income of investment in unconsolidated affiliates for the nine months ended September 30, 2025 decreased to nil from $42 million in the 2024 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, net for the nine months ended September 30, 2025 decreased by $9 million, or 41%, as compared with the 2024 period. The decrease was primarily due to income recognized during the second 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 for the nine months ended September 30, 2025 was $25 million as compared with $32 million in the 2024 period. The income tax expense of Huntsman International for the nine months ended September 30, 2025 was $26 million as compared with $32 million in the 2024 period. The decrease in income tax expense was primarily due to the increase in loss from continuing operations before income taxes and to our mix of income and losses in the tax jurisdictions in which we operate, as impacted by the presence of valuation allowances in certain tax jurisdictions. In particular, losses from jurisdictions for which no benefit can be recognized are excluded from the overall computation of the estimated AETR and a separate estimated AETR is computed and applied to the respective loss jurisdictions. This results in recognition of tax expense in jurisdictions with pre-tax income without recognition of a tax benefit from pre-tax losses in jurisdictions with valuation allowances. In addition, during the nine months ended September 30, 2025, we recorded a discrete tax expense of $8 million resulting from income associated with the Praxair litigation and discrete establishments of valuation allowances of approximately $13 million, partially offset by a discrete release of a valuation allowance of approximately $8 million in Germany. During the nine months ended September 30, 2024, we recorded 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 19. Income Taxes” to our condensed consolidated financial statements.
Segment Analysis
(Dollars in millions)
| Revenues | Nine months ended September 30, 2025 | 2024 | Percent change (unfavorable) favorable |
|---|---|---|---|
| Polyurethanes | $2,800 | $2,930 | (4)% |
| Performance Products | 773 | 870 | (11)% |
| Advanced Materials | 778 | 801 | (3)% |
| Total reportable segments’ revenue | 4,351 | 4,601 | (5)% |
| Intersegment eliminations | (23) | (17) | NM |
| Total | $4,328 | $4,584 | (6)% |
| Segment adjusted EBITDA(1) | |||
| Polyurethanes | $121 | $195 | (38)% |
| Performance Products | 91 | 130 | (30)% |
| Advanced Materials | 125 | 142 | (12)% |
NM—Not meaningful
(1) For more information regarding reconciliations of segment adjusted EBITDA of our reportable operating segments to (loss) income from continuing operations before income taxes of Huntsman Corporation or Huntsman International, as appropriate, see “Note 21. Operating Segment Information” to our condensed consolidated financial statements.
| Period-over-period (decrease) increase | Nine months ended September 30, 2025 vs September 30, 2024 Average selling price(1) Local currency and mix | Foreign currency translation impact | Sales volumes(2) |
|---|---|---|---|
| Polyurethanes | (5)% | — | 1% |
| Performance Products | 1% | — | (12)% |
| Advanced Materials | (3)% | — | — |
| Combined segments | (4)% | — | (2)% |
(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, 2025 compared to the same period of 2024 was primarily due to lower average selling prices. MDI average selling prices decreased primarily due to less favorable supply and demand dynamics. Sales volumes remained relatively stable as the segment experienced an increase in volumes due to some improved demand and share gains in certain markets, offset by a decrease in volumes due to the scheduled turnaround at our Rotterdam, the Netherlands manufacturing facility during the second quarter of 2025. The decrease in segment adjusted EBITDA was primarily due to lower average selling prices and lower equity earnings from our minority-owned joint venture in China, partially offset by lower raw materials costs and cost savings achieved from our cost optimization program.
Performance Products
The decrease in revenues in our Performance Products segment for the nine months ended September 30, 2025 compared to the same period of 2024 was primarily due to lower sales volumes. Average selling prices remained relatively flat as favorable sales mix was mostly offset by a decrease in selling prices. Sales volumes decreased primarily due to overall soft market conditions as well as lower operating rates at and the closure of our Moers, Germany maleic anhydride facility. The decrease in segment adjusted EBITDA was primarily due to lower sales volumes and unfavorable impact from inventory reductions, partially offset by lower variable direct costs.
Advanced Materials
The decrease in revenues in our Advanced Materials segment for the nine months ended September 30, 2025 compared to the same period of 2024 was primarily due to lower average selling prices. Average selling prices decreased primarily due to unfavorable sales mix. Sales volumes remained relatively stable. The decrease in segment adjusted EBITDA was primarily due to unfavorable sales mix.
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, 2025 Compared with the Nine Months Ended September 30, 2024
Net cash provided by operating activities from continuing operations for the nine months ended September 30, 2025 and 2024 was $221 million and $126 million, respectively. The increase in net cash provided by operating activities from continuing operations was primarily attributable to a net cash inflow of $234 million related to changes in operating assets and liabilities for the nine months ended September 30, 2025 as compared with the same period of 2024, partially offset by an increase of $139 million in operating loss from continuing operations adjusted for noncash activities as noted in our condensed consolidated statements of cash flows.
Net cash used in investing activities for the nine months ended September 30, 2025 and 2024 was $74 million and $87 million, respectively. During the nine months ended September 30, 2025 and 2024, we paid $116 million and $133 million for capital expenditures, respectively. During the nine months ended September 30, 2025, we received a $41 million final liquidating distribution from SLIC, and during the nine months ended September 30, 2024, we received approximately $30 million as an interim liquidating distribution from SLIC. 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, 2024, 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. 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, 2025 and 2024 was $14 million and $231 million, respectively. During the nine months ended September 30, 2025 and 2024, we had net borrowings (repayments) from our 2022 Revolving Credit Facility and our A/R Programs of $457 million and $(169) million, respectively. During the nine months ended September 30, 2025, we paid approximately $315 million to satisfy and discharge our obligations under our 2025 Senior Notes. See “Note 9. Debt—Direct and Subsidiary Debt—Senior Notes” to our condensed consolidated financial statements. During the nine months ended September 30, 2024, we received proceeds of approximately $350 million related to the issuance of our 2034 Senior Notes. 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.
Free cash flow from continuing operations for the nine months ended September 30, 2025 and 2024 were proceeds of cash of $105 million as compared with a use of cash of $7 million, respectively. The improvement in free cash flow from continuing operations was primarily attributable to an increase in cash provided by operating activities from continuing operations as well as a decrease in cash used for capital expenditures during the nine months ended September 30, 2025 as compared with the same period of 2024.
Changes in Financial Condition
The following information summarizes our working capital (dollars in millions):
| September 30, 2025 | December 31, 2024 | Increase (decrease) | Percent change | |
|---|---|---|---|---|
| Cash and cash equivalents | $468 | $340 | $128 | 38% |
| Accounts and notes receivable, net | 768 | 725 | 43 | 6% |
| Inventories | 836 | 917 | (81) | (9)% |
| Prepaid expenses | 57 | 114 | (57) | (50)% |
| Other current assets | 53 | 29 | 24 | 83% |
| Total current assets | 2,182 | 2,125 | 57 | 3% |
| Accounts payable | 688 | 770 | (82) | (11)% |
| Accrued liabilities | 478 | 416 | 62 | 15% |
| Current portion of debt | 378 | 325 | 53 | 16% |
| Current operating lease liabilities | 57 | 54 | 3 | 6% |
| Total current liabilities | 1,601 | 1,565 | 36 | 2% |
| Working capital | $581 | $560 | $21 | 4% |
Our working capital increased by $21 million as a result of the net impact of the following significant changes:
- The increase in cash and cash equivalents of $128 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, 2025 Compared with the Nine Months Ended September 30, 2024.”
- Accounts and notes receivable, net increased by $43 million primarily due to higher revenues in September of 2025 as compared with December of 2024.
- Inventories decreased by $81 million primarily due to lower inventory costs and volumes.
- Prepaid expenses decreased by $57 million primarily due to the amortization of prepaid insurance.
- Other current assets increased by $24 million primarily due to an increase in current taxes receivable.
- Accounts payable decreased by $82 million primarily due to lower inventory purchases, partially offset by extended vendor payment terms under our supplier finance program.
- Accrued liabilities increased by $62 million primarily due to increases in accrued restructuring, accrued taxes other than income, accrued rebates and accrued interest, partially offset by a decrease in accrued income taxes.
- Current portion of debt increased by $53 million primarily due to an increase in our borrowings under our 2022 Revolving Credit Facility, partially offset by the satisfaction and discharge of our obligations under our 2025 Senior Notes during the first quarter of 2025.
Liquidity
We depend upon our cash, our 2022 Revolving Credit Facility, our A/R Programs and other debt instruments to provide liquidity for our operations and working capital needs. As of September 30, 2025, we had $1,372 million of combined cash and unused borrowing capacity, consisting of $468 million in cash, $831 million in availability under our 2022 Revolving Credit Facility and $73 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 2025, we expect to spend between approximately $170 million to $180 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 2025, we expect to make additional contributions to our pension and other postretirement benefit plans of approximately $9 million.
- As of September 30, 2025, we have approximately $547 million remaining under the authorization of our existing share repurchase program. The Second Amendment to our 2022 Revolving Credit Facility limits Huntsman International’s ability to make restricted payments to Huntsman Corporation for the purpose of repurchasing shares while the Second Amendment is in effect.
Long-Term Liquidity
- On November 3, 2025, our Board of Directors declared a $0.0875 per share cash dividend on our common stock. This represents a 65% decrease from the previous dividend.
As of September 30, 2025, we had $378 million classified as current portion of debt, including $366 million outstanding under our 2022 Revolving Credit Facility, 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, 2025, we had approximately $465 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 9. Debt” to our condensed consolidated financial statements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
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 10. Derivative Instruments and Hedging Activities” to our condensed consolidated financial statements.
Controls and procedures
As filed, 1,368 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
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, 2025. Based on this evaluation, our chief executive officer and chief financial officer have concluded that, as of September 30, 2025, 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, 2025 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 control over financial reporting will prevent or detect material misstatements on a timely basis.
Risk factors
As filed, 147 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.
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, 2024.
Figures reported in this filing
Standardized line items from the XBRL in this filing, for the period ended 2025-09-30. Comparative periods it repeats are left out.
| Line item | Period | Value | XBRL concept |
|---|---|---|---|
| Revenue | 3 months2025-07-01 to 2025-09-30 | $1.46bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 9 months2025-01-01 to 2025-09-30 | $4.33bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months2025-07-01 to 2025-09-30 | $1.26bn | us-gaap:CostOfRevenue |
| Cost of revenue | 9 months2025-01-01 to 2025-09-30 | $3.74bn | us-gaap:CostOfRevenue |
| Gross profit | 3 months2025-07-01 to 2025-09-30 | $204.0m | us-gaap:GrossProfit |
| Gross profit | 9 months2025-01-01 to 2025-09-30 | $587.0m | us-gaap:GrossProfit |
| Research and development | 3 months2025-07-01 to 2025-09-30 | $29.0m | us-gaap:ResearchAndDevelopmentExpense |
| Research and development | 9 months2025-01-01 to 2025-09-30 | $94.0m | us-gaap:ResearchAndDevelopmentExpense |
| Selling, general and administrative | 3 months2025-07-01 to 2025-09-30 | $163.0m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Selling, general and administrative | 9 months2025-01-01 to 2025-09-30 | $489.0m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months2025-07-01 to 2025-09-30 | $6.0m | us-gaap:OperatingIncomeLoss |
| Operating income | 9 months2025-01-01 to 2025-09-30 | −$72.0m | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months2025-07-01 to 2025-09-30 | $3.0m | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 9 months2025-01-01 to 2025-09-30 | $25.0m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months2025-07-01 to 2025-09-30 | −$25.0m | us-gaap:NetIncomeLoss |
| Net income | 9 months2025-01-01 to 2025-09-30 | −$188.0m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months2025-07-01 to 2025-09-30 | −$0.14 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 9 months2025-01-01 to 2025-09-30 | −$1.09 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months2025-07-01 to 2025-09-30 | −$0.14 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 9 months2025-01-01 to 2025-09-30 | −$1.09 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months2025-07-01 to 2025-09-30 | 172,600,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 9 months2025-01-01 to 2025-09-30 | 172,500,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 9 months2025-01-01 to 2025-09-30 | $213.0m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 9 months2025-01-01 to 2025-09-30 | $116.0m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 9 months2025-01-01 to 2025-09-30 | $131.0m | us-gaap:PaymentsOfDividendsCommonStock |
| Share repurchases | 9 months2025-01-01 to 2025-09-30 | $0 | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | At period end2025-09-30 | $468.0m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | At period end2025-09-30 | $2.18bn | us-gaap:AssetsCurrent |
| Total assets | At period end2025-09-30 | $7.08bn | us-gaap:Assets |
| Current liabilities | At period end2025-09-30 | $1.60bn | us-gaap:LiabilitiesCurrent |
| Total liabilities | At period end2025-09-30 | $4.08bn | us-gaap:Liabilities |
| Long-term debt | At period end2025-09-30 | $1.63bn | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | At period end2025-09-30 | $378.0m | us-gaap:LongTermDebtCurrent |
| Shareholders' equity | At period end2025-09-30 | $2.77bn | us-gaap:StockholdersEquity |
Source: SEC EDGAR, the filing index for accession 0001437749-25-033805. Last ingested by Listed: Oct 30, 2026, 13:57 ET. Listed shows no prices and gives no investment advice.