In the news release, Dow reports fourth quarter 2022 results,
issued 26-Jan-2023 by The Dow
Chemical Company over PR Newswire, we are advised by the company
that the last sentence in the eighth bullet under the Financial
Highlights section should read "Free cash flow[1] was $1.5 billion." rather than "Free cash flow[1] was
$1.5 million." as originally issued
inadvertently. The complete, corrected release follows:
Dow reports fourth quarter 2022 results
MIDLAND,
Mich., Jan. 26, 2023 /PRNewswire/ -- Dow
(NYSE: DOW):
FINANCIAL HIGHLIGHTS
- GAAP earnings per share (EPS) was $0.85; operating EPS1 was $0.46, compared to $2.15 in the year-ago period and $1.11 in the prior quarter. Operating EPS
excludes significant items in the quarter, totaling $0.39 per share, primarily due to the successful
and final resolution and recognition of a long-running patent
infringement award.
- Net sales were $11.9 billion,
down 17% versus the year-ago period and 16% sequentially,
reflecting declines in all operating segments driven by slower GDP
growth and customer destocking.
- Local price declined 5% versus the year-ago period, driven by
Packaging & Specialty Plastics. Sequentially, local price
decreased 6% with declines in all operating segments and
regions.
- Currency decreased net sales by 4% year-over-year and 1% versus
the prior quarter, reflecting the impact of broad-based strength of
the U.S. dollar.
- Volume decreased 8% versus the year-ago period, led by an 18%
decline in Europe, the
Middle East, Africa, and India (EMEAI), and destocking in building
& construction and consumer durables end-markets in the U.S.
& Canada. Sequentially, volume
decreased by 9% with declines in all regions.
- Equity losses were $43 million,
$267 million lower than the year-ago
period, with declines at the Company's principal joint ventures.
Equity earnings improved by $15
million from the prior quarter, due to improved earnings at
the Thai and Sadara joint ventures.
- GAAP net income was $647 million.
Operating EBIT1 was $601
million, down $1.7 billion
versus the year-ago period and down $594
million sequentially, with declines in all operating
segments due to lower pricing and reduced operating rates to match
market dynamics.
- Cash provided by operating activities – continuing operations
was $2.1 billion, down $479 million year-over-year and up $138 million compared to the prior quarter.
Free cash flow1 was
$1.5 billion.
- Returns to shareholders totaled $620
million in the quarter, including $495 million in dividends and $125 million in share repurchases.
- The Company delivered 2022 full year net sales of $56.9 billion, versus $55
billion in 2021. GAAP net income was $4.6 billion, versus $6.4
billion in 2021. Operating EBIT was $6.6 billion, versus $9.5
billion in 2021. Cash provided by operating activities –
continuing operations was $7.5
billion, up from $7.1 billion
in 2021. The Company delivered a cash flow conversion1
of 80% and returns to shareholders totaled $4.3 billion, through $2.3
billion in share repurchases and $2
billion in dividends.
SUMMARY FINANCIAL RESULTS
|
Three Months Ended
Dec 31
|
Three Months Ended
Sept 30
|
In millions,
except per share amounts
|
4Q22
|
4Q21
|
vs.
SQLY
[B /
(W)]
|
3Q22
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$11,859
|
$14,364
|
$(2,505)
|
$14,115
|
$(2,256)
|
GAAP Income, Net of
Tax
|
$647
|
$1,761
|
$(1,114)
|
$760
|
$(113)
|
Operating
EBIT¹
|
$601
|
$2,265
|
$(1,664)
|
$1,195
|
$(594)
|
Operating EBIT
Margin¹
|
5.1 %
|
15.8 %
|
(1,070)
bps
|
8.5 %
|
(340)
bps
|
Operating
EBITDA¹
|
$1,255
|
$2,920
|
$(1,665)
|
$1,863
|
$(608)
|
GAAP Earnings Per
Share
|
$0.85
|
$2.32
|
$(1.47)
|
$1.02
|
$(0.17)
|
Operating Earnings
Per Share¹
|
$0.46
|
$2.15
|
$(1.69)
|
$1.11
|
$(0.65)
|
Cash Provided by
Operating
Activities – Cont. Ops
|
$2,078
|
$2,557
|
$(479)
|
$1,940
|
$138
|
- Op. Earnings Per Share, Op. EBIT, Op. EBIT Margin, Op. EBITDA,
and Free Cash Flow are non-GAAP measures. See page 6 for further
discussion.
CEO QUOTE
Jim Fitterling, chairman and
chief executive officer, commented on the quarter:
"In the fourth quarter, Team Dow continued to proactively
navigate slowing global growth, challenging energy markets, and
destocking. In response, we shifted our focus to cash generation in
the quarter as we lowered operating rates, implemented cost savings
measures, and prioritized higher-value products where demand
remained resilient. These actions resulted in $2.1 billion of cash flow from operations.
"Dow's distinct competitive advantages and our operational and
financial discipline enabled us to deliver resilient performance in
2022, despite a challenging second half of the year. For the year,
we generated $7.5 billion of cash
flow from operations – up more than $400
million year-over-year – and returned a total of
$4.3 billion to our shareholders
while continuing to advance our Decarbonize and Grow strategy. In
addition, our ongoing higher-return, lower-risk, and faster-payback
investments in our global operations will continue to create
long-term shareholder value as we meet the growing customer demand
for innovative and more sustainable solutions."
SEGMENT HIGHLIGHTS
Packaging & Specialty Plastics
|
Three Months Ended
Dec 31
|
Three Months Ended
Sept 30
|
In millions,
except margin
percentages
|
4Q22
|
4Q21
|
vs.
SQLY
[B /
(W)]
|
3Q22
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$6,073
|
$7,189
|
$(1,116)
|
$7,327
|
$(1,254)
|
Operating
EBIT
|
$655
|
$1,442
|
$(787)
|
$785
|
$(130)
|
Operating EBIT
Margin
|
10.8 %
|
20.1 %
|
(930)
bps
|
10.7 %
|
10 bps
|
Equity
Earnings
|
$56
|
$130
|
$(74)
|
$55
|
$1
|
Packaging & Specialty Plastics segment net sales in the
quarter were $6.1 billion, down
16% versus the year-ago period. Local price decreased 9%
year-over-year, as gains across all regions in functional polymers
were more than offset by lower polyethylene and olefin prices.
Volume decreased 4% year-over-year, driven primarily by lower
olefins and packaging demand in EMEAI, which was partly offset by
continued resilience in demand for functional polymers. Currency
decreased net sales by 3%. On a sequential basis, net sales
decreased by 17%, driven by lower hydrocarbon sales and
polyethylene local prices.
Equity earnings were $56 million, down $74 million
compared to the year-ago period, primarily due to lower integrated
polyethylene margins at the Company's principal joint ventures.
Equity earnings were flat on a sequential basis.
Operating EBIT was $655 million, compared to $1.4 billion in the year-ago period, down
primarily due to lower integrated polyethylene margins.
Sequentially, Op. EBIT was down $130 million as lower raw
material and energy costs were more than offset by lower
polyethylene local prices and operating rates.
Packaging and Specialty Plastics business reported a net
sales decrease versus the year-ago period, as local price and
volume gains in functional polymers for renewable energy
applications and mobility end-markets were more than offset by
lower polyethylene prices and lower industrial and consumer
packaging demand in EMEAI. Sequentially, net sales decreased on
lower polyethylene local prices, partly offset by improving market
demand dynamics in Asia
Pacific.
Hydrocarbons & Energy business reported a net sales
decrease compared to the year-ago period and sequentially, driven
by lower olefin and aromatic sales in the U.S. & Canada and EMEAI.
Industrial Intermediates & Infrastructure
|
Three Months Ended
Dec 31
|
Three Months Ended
Sept 30
|
In millions,
except margin
percentages
|
4Q22
|
4Q21
|
vs.
SQLY
[B /
(W)]
|
3Q22
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$3,653
|
$4,548
|
$(895)
|
$4,059
|
$(406)
|
Operating
EBIT
|
$164
|
$595
|
$(431)
|
$167
|
$(3)
|
Operating EBIT
Margin
|
4.5 %
|
13.1 %
|
(860)
bps
|
4.1 %
|
40 bps
|
Equity Earnings
(Losses)
|
$(96)
|
$90
|
$(186)
|
$(114)
|
$18
|
Industrial Intermediates & Infrastructure segment net sales
were $3.7 billion, down 20%
versus the year-ago period. Local price decreased 1% year-over-year
and currency decreased net sales by 5%. Volume was down 14%
year-over-year, primarily driven by lower demand in EMEAI for
industrial, consumer durables, and building & construction
applications. On a sequential basis, the segment recorded a net
sales decline of 10% as a seasonal increase in deicing fluid demand
was more than offset by declines in building & construction,
consumer durables, and industrial applications.
Equity losses for the segment were $96 million, a decrease
of $186 million compared to the year-ago period driven by
competitive pricing pressures in MEG and propylene oxide
derivatives due to supply additions in China, as well as lower
demand. On a sequential basis, equity earnings improved by
$18 million, primarily due to improved earnings at Sadara.
Operating EBIT was $164 million, compared to
$595 million in the year-ago period, driven by lower demand
and increased energy costs particularly in EMEAI. On a sequential
basis, operating EBIT margins expanded 40 basis points as lower
energy costs versus the prior quarter were partly offset by lower
volumes.
Polyurethanes & Construction Chemicals business
reported a net sales decrease compared to the year-ago period,
primarily driven by lower demand in EMEAI for consumer durables,
industrial, and building & construction applications, as well
as currency impacts. Sequentially, net sales declined due to value
chain destocking and seasonality in building &
construction.
Industrial Solutions business reported lower net sales
compared to the year-ago period, as strong demand for
pharmaceutical and energy applications was more than offset by
lower volumes in coatings and industrial
markets. Sequentially, net sales decreased as local price
declines and lower demand in industrial end-markets were partly
offset by a seasonal increase in deicing fluid demand.
Performance Materials & Coatings
|
Three Months Ended
Dec 31
|
Three Months Ended
Sept 30
|
In millions,
except margin
percentages
|
4Q22
|
4Q21
|
vs.
SQLY
[B /
(W)]
|
3Q22
|
vs.
PQ
[B /
(W)]
|
Net
Sales
|
$2,058
|
$2,558
|
$(500)
|
$2,654
|
$(596)
|
Operating
EBIT
|
$(130)
|
$295
|
$(425)
|
$302
|
$(432)
|
Operating EBIT
Margin
|
(6.3) %
|
11.5 %
|
(1,780)
bps
|
11.4 %
|
(1,770)
bps
|
Equity
Earnings
|
$4
|
$2
|
$2
|
$1
|
$3
|
Performance Materials & Coatings segment net sales in the
quarter were $2.1 billion, down
20% versus the year-ago period. Local price decreased 2%
year-over-year, as price gains for performance silicones and
architectural coatings were more than offset by lower pricing for
siloxanes and acrylic monomers. Currency decreased net sales by 5%.
Volume declined 13% year-over-year, as resilient demand in mobility
was more than offset by declines primarily in building &
construction end-markets. On a sequential basis, net sales were
down 22% due to lower demand for coatings, industrial, and building
& construction applications, as well as local price declines
for siloxanes and acrylic monomers.
Operating EBIT was a loss of $130 million, compared to
earnings of $295 million in the year-ago period due to local
price declines in siloxanes and acrylic monomers and lower
operating rates in the quarter to align with end-market dynamics.
Sequentially, Op. EBIT declined $432
million, driven by lower prices, demand and operating
rates.
Consumer Solutions business reported a decrease in net
sales versus the year-ago period, as local price gains for
performance silicones applications were more than offset by lower
demand and prices for siloxanes. Sequentially, net sales declined
due to decreased demand in electronics and personal care
end-markets, driven by year-end destocking in the value chain as
well as lower demand and local prices for siloxanes.
Coatings & Performance Monomers business reported lower
net sales compared to the year-ago period. Local price gains for
architectural and industrial coatings were more than offset by
price declines in acrylic monomers. Volume declined year-over-year
on decreased demand for coatings applications in the U.S. &
Canada and EMEAI, compounded by
value chain restocking in the year-ago period. Sequentially, net
sales declined primarily due to seasonally lower demand and value
chain destocking for coatings applications in the U.S. &
Canada and EMEAI.
OUTLOOK
"As we enter 2023, we remain focused on managing near-term
dynamics while continuing to position the company for long-term
value creation," said Fitterling. "While we see initial positive
signs from moderating inflation in the U.S., improving outlook for
energy in Europe, and re-opening
in China, we continue to be
prudent and proactive by implementing a playbook of targeted
actions focused on optimizing labor and purchased service costs,
reducing turnaround spending, and enhancing productivity. These
actions are collectively expected to deliver $1 billion in cost savings. Going forward, we
will continue to maintain our disciplined and balanced approach to
capital allocation and focus on cash flow generation, while
executing our strategic priorities for long-term sustainable and
profitable growth."
Conference Call
Dow will host a live webcast of
its fourth quarter earnings conference call with investors to
discuss its results, business outlook and other matters today at
8:00 a.m. ET. The webcast and slide
presentation that accompany the conference call will be posted on
the events and presentations page of investors.dow.com.
About Dow
Dow (NYSE: DOW) combines global breadth;
asset integration and scale; focused innovation and materials
science expertise; leading business positions; and environmental,
social and governance leadership to achieve profitable growth and
help deliver a sustainable future. The Company's ambition is to
become the most innovative, customer centric, inclusive and
sustainable materials science company in the world. Dow's portfolio
of plastics, industrial intermediates, coatings and silicones
businesses delivers a broad range of differentiated, science-based
products and solutions for its customers in high-growth market
segments, such as packaging, infrastructure, mobility and consumer
applications. Dow operates manufacturing sites in 31 countries and
employs approximately 37,800 people. Dow delivered sales of
approximately $57 billion in 2022.
References to Dow or the Company mean Dow Inc. and its
subsidiaries. For more information, please
visit www.dow.com or follow @DowNewsroom on
Twitter.
Cautionary Statement about Forward-Looking Statements
Certain statements in this press release are "forward-looking
statements" within the meaning of the federal securities laws,
including Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
Such statements often address expected future business and
financial performance, financial condition, and other matters, and
often contain words or phrases such as "anticipate," "believe,"
"estimate," "expect," "intend," "may," "opportunity," "outlook,"
"plan," "project," "seek," "should," "strategy," "target," "will,"
"will be," "will continue," "will likely result," "would" and
similar expressions, and variations or negatives of these words or
phrases.
Forward-looking statements are based on current assumptions and
expectations of future events that are subject to risks,
uncertainties and other factors that are beyond Dow's control,
which may cause actual results to differ materially from those
projected, anticipated or implied in the forward-looking statements
and speak only as of the date the statements were made. These
factors include, but are not limited to: sales of Dow's products;
Dow's expenses, future revenues and profitability; the continuing
global and regional economic impacts of the coronavirus disease
2019 ("COVID-19") pandemic and other public health-related risks
and events on Dow's business; any sanction, export restrictions,
supply chain disruptions or increased economic uncertainty related
to the ongoing conflict between Russia and Ukraine; capital requirements and need for and
availability of financing; unexpected barriers in the development
of technology, including with respect to Dow's contemplated capital
and operating projects; Dow's ability to realize its commitment to
carbon neutrality on the contemplated timeframe; size of the
markets for Dow's products and services and ability to compete in
such markets; failure to develop and market new products and
optimally manage product life cycles; the rate and degree of market
acceptance of Dow's products; significant litigation and
environmental matters and related contingencies and unexpected
expenses; the success of competing technologies that are or may
become available; the ability to protect Dow's intellectual
property in the United States and
abroad; developments related to contemplated restructuring
activities and proposed divestitures or acquisitions such as
workforce reduction, manufacturing facility and/or asset closure
and related exit and disposal activities, and the benefits and
costs associated with each of the foregoing; fluctuations in energy
and raw material prices; management of process safety and product
stewardship; changes in relationships with Dow's significant
customers and suppliers; changes in consumer preferences and
demand; changes in laws and regulations, political conditions or
industry development; global economic and capital markets
conditions, such as inflation, market uncertainty, interest and
currency exchange rates, and equity and commodity prices; business
or supply disruptions; security threats, such as acts of sabotage,
terrorism or war including the ongoing conflict between
Russia and Ukraine; weather events and natural disasters;
and disruptions in Dow's information technology networks and
systems; and risks related to Dow's separation from DowDuPont Inc.
such as Dow's obligation to indemnify DuPont de Nemours, Inc.
and/or Corteva, Inc. for certain liabilities.
Where, in any forward-looking statement, an expectation or
belief as to future results or events is expressed, such
expectation or belief is based on the current plans and
expectations of management and expressed in good faith and believed
to have a reasonable basis, but there can be no assurance that the
expectation or belief will result or be achieved or accomplished. A
detailed discussion of principal risks and uncertainties which may
cause actual results and events to differ materially from such
forward-looking statements is included in the section titled "Risk
Factors" contained in the Company's Annual Report on Form 10-K for
the year ended December 31, 2021 and
the Company's subsequent Quarterly Reports on Form 10-Q. These are
not the only risks and uncertainties that Dow faces. There may be
other risks and uncertainties that Dow is unable to identify at
this time or that Dow does not currently expect to have a material
impact on its business. If any of those risks or uncertainties
develops into an actual event, it could have a material adverse
effect on Dow's business. Dow Inc. and TDCC assume no obligation to
update or revise publicly any forward-looking statements whether
because of new information, future events, or otherwise, except as
required by securities and other applicable laws.
Non-GAAP Financial Measures
This earnings release
includes information that does not conform to U.S. GAAP and are
considered non-GAAP measures. Management uses these measures
internally for planning, forecasting and evaluating the performance
of the Company's segments, including allocating resources. Dow's
management believes that these non-GAAP measures best reflect the
ongoing performance of the Company during the periods presented and
provide more relevant and meaningful information to investors as
they provide insight with respect to ongoing operating results of
the Company and a more useful comparison of year-over-year results.
These non-GAAP measures supplement the Company's U.S. GAAP
disclosures and should not be viewed as alternatives to U.S. GAAP
measures of performance. Furthermore, such non-GAAP measures may
not be consistent with similar measures provided or used by other
companies. Non-GAAP measures included in this release are defined
below. Reconciliations for these non-GAAP measures to U.S. GAAP are
provided in the Selected Financial Information and Non-GAAP
Measures section starting on page 11. Dow does not provide
forward-looking U.S. GAAP financial measures or a reconciliation of
forward-looking non-GAAP financial measures to the most comparable
U.S. GAAP financial measures on a forward-looking basis because the
Company is unable to predict with reasonable certainty the ultimate
outcome of pending litigation, unusual gains and losses, foreign
currency exchange gains or losses and potential future asset
impairments, as well as discrete taxable events, without
unreasonable effort. These items are uncertain, depend on various
factors, and could have a material impact on U.S. GAAP results for
the guidance period.
Operating Earnings Per Share is defined as "Earnings per common
share - diluted" excluding the after-tax impact of significant
items.
Operating EBIT is defined as earnings (i.e., "Income before
income taxes") before interest, excluding the impact of significant
items.
Operating EBIT Margin is defined as Operating EBIT as a
percentage of net sales.
Operating EBITDA is defined as earnings (i.e., "Income before
income taxes") before interest, depreciation and amortization,
excluding the impact of significant items.
Free Cash Flow is defined as "Cash provided by operating
activities - continuing operations," less capital expenditures.
Under this definition, Free Cash Flow represents the cash generated
by the Company from operations after investing in its asset base.
Free Cash Flow, combined with cash balances and other sources of
liquidity, represent the cash available to fund obligations and
provide returns to shareholders. Free Cash Flow is an integral
financial measure used in the Company's financial planning
process.
Cash Flow Conversion is defined as "Cash provided by operating
activities - continuing operations," divided by Operating EBITDA.
Management believes Cash Flow Conversion is an important financial
metric as it helps the Company determine how efficiently it is
converting its earnings into cash flow.
Operating Return on Invested Capital ("ROC") is defined as net
operating profit after tax, excluding the impact of significant
items, divided by total average capital, also referred to as
ROIC.
Dow Inc. and Subsidiaries
Consolidated Statements of Income
|
|
In millions, except per
share amounts (Unaudited)
|
Three Months Ended
|
Twelve Months Ended
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Net sales
|
$
11,859
|
$
14,364
|
$
56,902
|
$
54,968
|
Cost of
sales
|
10,656
|
11,778
|
48,338
|
44,191
|
Research and
development expenses
|
225
|
225
|
851
|
857
|
Selling, general and
administrative expenses
|
386
|
436
|
1,675
|
1,645
|
Amortization of
intangibles
|
80
|
87
|
336
|
388
|
Restructuring and
asset related charges (credits) - net
|
(68)
|
(16)
|
118
|
6
|
Equity in earnings
(losses) of nonconsolidated affiliates
|
(43)
|
224
|
268
|
975
|
Sundry income
(expense) - net
|
435
|
190
|
727
|
(35)
|
Interest
income
|
68
|
20
|
173
|
55
|
Interest expense and
amortization of debt discount
|
175
|
170
|
662
|
731
|
Income before income
taxes
|
865
|
2,118
|
6,090
|
8,145
|
Provision for income
taxes
|
218
|
357
|
1,450
|
1,740
|
Net income
|
647
|
1,761
|
4,640
|
6,405
|
Net income
attributable to noncontrolling interests
|
34
|
25
|
58
|
94
|
Net income available
for Dow Inc. common stockholders
|
$ 613
|
$ 1,736
|
$ 4,582
|
$ 6,311
|
|
|
|
|
|
Per common share
data:
|
|
|
|
|
Earnings per common
share - basic
|
$ 0.86
|
$ 2.34
|
$ 6.32
|
$ 8.44
|
Earnings per common
share - diluted
|
$ 0.85
|
$ 2.32
|
$ 6.28
|
$ 8.38
|
|
|
|
|
|
Weighted-average common
shares outstanding - basic
|
709.2
|
738.1
|
721.0
|
743.6
|
Weighted-average common
shares outstanding - diluted
|
713.0
|
743.3
|
725.6
|
749.0
|
Dow Inc. and Subsidiaries
Consolidated Balance Sheets
|
|
In millions, except
share amounts (Unaudited)
|
Dec 31,
2022
|
Dec 31,
2021
|
Assets
|
|
|
Current
Assets
|
|
|
Cash and cash
equivalents
|
$
3,886
|
$
2,988
|
Accounts and notes
receivable:
|
|
|
Trade (net of
allowance for doubtful receivables - 2022: $110; 2021:
$54)
|
5,611
|
6,841
|
Other
|
2,144
|
2,713
|
Inventories
|
6,988
|
7,372
|
Other current
assets
|
1,848
|
934
|
Total current
assets
|
20,477
|
20,848
|
Investments
|
|
|
Investment in
nonconsolidated affiliates
|
1,589
|
2,045
|
Other investments
(investments carried at fair value - 2022: $1,757; 2021:
$2,079)
|
2,793
|
3,193
|
Noncurrent
receivables
|
666
|
478
|
Total
investments
|
5,048
|
5,716
|
Property
|
|
|
Property
|
58,055
|
57,604
|
Less: Accumulated
depreciation
|
37,613
|
37,049
|
Net
property
|
20,442
|
20,555
|
Other Assets
|
|
|
Goodwill
|
8,644
|
8,764
|
Other intangible
assets (net of accumulated amortization - 2022: $5,022; 2021:
$4,725)
|
2,442
|
2,881
|
Operating lease
right-of-use assets
|
1,227
|
1,412
|
Deferred income tax
assets
|
960
|
1,358
|
Deferred charges and
other assets
|
1,363
|
1,456
|
Total other
assets
|
14,636
|
15,871
|
Total Assets
|
$
60,603
|
$
62,990
|
Liabilities and Equity
|
|
|
Current
Liabilities
|
|
|
Notes
payable
|
$
362
|
$
161
|
Long-term debt due
within one year
|
362
|
231
|
Accounts
payable:
|
|
|
Trade
|
4,940
|
5,577
|
Other
|
2,276
|
2,839
|
Operating lease
liabilities - current
|
287
|
314
|
Income taxes
payable
|
334
|
623
|
Accrued and other
current liabilities
|
2,770
|
3,481
|
Total current
liabilities
|
11,331
|
13,226
|
Long-Term
Debt
|
14,698
|
14,280
|
Other Noncurrent
Liabilities
|
|
|
Deferred income tax
liabilities
|
1,110
|
506
|
Pension and other
postretirement benefits - noncurrent
|
3,808
|
7,557
|
Asbestos-related
liabilities - noncurrent
|
857
|
931
|
Operating lease
liabilities - noncurrent
|
997
|
1,149
|
Other noncurrent
obligations
|
6,555
|
6,602
|
Total other noncurrent
liabilities
|
13,327
|
16,745
|
Stockholders'
Equity
|
|
|
Common stock
(authorized 5,000,000,000 shares of $0.01 par value
each;
issued 2022:
771,678,525 shares; 2021: 764,226,882 shares)
|
8
|
8
|
Additional paid-in
capital
|
8,540
|
8,151
|
Retained
earnings
|
23,180
|
20,623
|
Accumulated other
comprehensive loss
|
(7,139)
|
(8,977)
|
Unearned ESOP
shares
|
—
|
(15)
|
Treasury stock at cost
(2022: 66,798,605 shares; 2021: 29,011,573 shares)
|
(3,871)
|
(1,625)
|
Dow Inc.'s
stockholders' equity
|
20,718
|
18,165
|
Noncontrolling
interests
|
529
|
574
|
Total
equity
|
21,247
|
18,739
|
Total Liabilities and
Equity
|
$
60,603
|
$
62,990
|
Dow Inc. and Subsidiaries
Consolidated Statements of Cash Flows
|
|
In millions (Unaudited)
For the years ended Dec 31,
|
2022
|
2021
|
Operating
Activities
|
|
|
Net income
|
$
4,640
|
$
6,405
|
Adjustments to
reconcile net income to net cash provided by operating
activities:
|
|
|
Depreciation and
amortization
|
2,758
|
2,842
|
Provision for deferred
income tax
|
79
|
278
|
Earnings of
nonconsolidated affiliates less than (in excess of) dividends
received
|
696
|
(651)
|
Net periodic pension
benefit cost
|
23
|
39
|
Pension
contributions
|
(235)
|
(1,219)
|
Net gain on sales of
assets, businesses and investments
|
(19)
|
(105)
|
Restructuring and
asset related charges - net
|
118
|
6
|
Other net
loss
|
212
|
921
|
Changes in assets and
liabilities, net of effects of acquired and divested
companies:
|
|
|
Accounts and notes
receivable
|
1,187
|
(2,132)
|
Inventories
|
347
|
(1,768)
|
Accounts
payable
|
(1,255)
|
2,458
|
Other assets and
liabilities, net
|
(1,065)
|
(5)
|
Cash provided by
operating activities - continuing operations
|
7,486
|
7,069
|
Cash used for
operating activities - discontinued operations
|
(11)
|
(60)
|
Cash provided by
operating activities
|
7,475
|
7,009
|
Investing
Activities
|
|
|
Capital
expenditures
|
(1,823)
|
(1,501)
|
Investment in gas
field developments
|
(190)
|
(92)
|
Purchases of
previously leased assets
|
(7)
|
(694)
|
Proceeds from sales of
property and businesses, net of cash divested
|
32
|
68
|
Acquisitions of
property and businesses, net of cash acquired
|
(228)
|
(129)
|
Investments in and
loans to nonconsolidated affiliates
|
(148)
|
—
|
Distributions and loan
repayments from nonconsolidated affiliates
|
52
|
51
|
Proceeds from sales of
ownership interests in nonconsolidated affiliates
|
11
|
—
|
Purchases of
investments
|
(1,366)
|
(1,366)
|
Proceeds from sales
and maturities of investments
|
747
|
759
|
Other investing
activities, net
|
(50)
|
(10)
|
Cash used for
investing activities
|
(2,970)
|
(2,914)
|
Financing
Activities
|
|
|
Changes in short-term
notes payable
|
253
|
(48)
|
Proceeds from issuance
of short-term debt greater than three months
|
—
|
144
|
Payments on short-term
debt greater than three months
|
(14)
|
(130)
|
Proceeds from issuance
of long-term debt
|
1,667
|
109
|
Payments on long-term
debt
|
(1,006)
|
(2,771)
|
Purchases of treasury
stock
|
(2,325)
|
(1,000)
|
Proceeds from issuance
of stock
|
212
|
320
|
Transaction financing,
debt issuance and other costs
|
(24)
|
(537)
|
Employee taxes paid
for share-based payment arrangements
|
(35)
|
(12)
|
Distributions to
noncontrolling interests
|
(83)
|
(73)
|
Dividends paid to
stockholders
|
(2,006)
|
(2,073)
|
Cash used for
financing activities
|
(3,361)
|
(6,071)
|
Effect of exchange rate
changes on cash, cash equivalents and restricted cash
|
(237)
|
(99)
|
Summary
|
|
|
Increase (decrease) in
cash, cash equivalents and restricted cash
|
907
|
(2,075)
|
Cash, cash equivalents
and restricted cash at beginning of year
|
3,033
|
5,108
|
Cash, cash equivalents
and restricted cash at end of year
|
$
3,940
|
$
3,033
|
Less: Restricted cash
and cash equivalents, included in "Other current assets"
|
54
|
45
|
Cash and cash
equivalents at end of year
|
$
3,886
|
$
2,988
|
Dow Inc. and Subsidiaries
Net Sales by Segment and Geographic Region
|
|
Net Sales by Segment
|
Three Months Ended
|
Twelve Months Ended
|
In millions
(Unaudited)
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Packaging &
Specialty Plastics
|
$ 6,073
|
$ 7,189
|
$
29,260
|
$
28,128
|
Industrial
Intermediates & Infrastructure
|
3,653
|
4,548
|
16,606
|
16,851
|
Performance Materials
& Coatings
|
2,058
|
2,558
|
10,764
|
9,672
|
Corporate
|
75
|
69
|
272
|
317
|
Total
|
$
11,859
|
$
14,364
|
$
56,902
|
$
54,968
|
U.S. &
Canada
|
$ 4,367
|
$ 5,182
|
$
20,945
|
$
19,613
|
EMEAI
1
|
3,808
|
5,086
|
19,631
|
19,746
|
Asia Pacific
|
2,347
|
2,620
|
10,344
|
10,043
|
Latin
America
|
1,337
|
1,476
|
5,982
|
5,566
|
Total
|
$
11,859
|
$
14,364
|
$
56,902
|
$
54,968
|
Net Sales Variance by Segment and
Geographic Region
|
Three Months Ended Dec 31, 2022
|
Twelve Months Ended Dec 31,
2022
|
|
Local
Price &
Product
Mix
|
Currency
|
Volume
|
Total
|
Local
Price &
Product
Mix
|
Currency
|
Volume
|
Total
|
|
Percent change from
prior year
|
|
Packaging &
Specialty Plastics
|
(9) %
|
(3) %
|
(4) %
|
(16) %
|
7 %
|
(3) %
|
— %
|
4 %
|
|
Industrial
Intermediates & Infrastructure
|
(1)
|
(5)
|
(14)
|
(20)
|
11
|
(5)
|
(7)
|
(1)
|
|
Performance Materials
& Coatings
|
(2)
|
(5)
|
(13)
|
(20)
|
21
|
(4)
|
(6)
|
11
|
|
Total
|
(5) %
|
(4) %
|
(8) %
|
(17) %
|
11 %
|
(4) %
|
(3) %
|
4 %
|
|
Total, excluding the
Hydrocarbons &
Energy business
|
(4) %
|
(4) %
|
(9) %
|
(17) %
|
10 %
|
(4) %
|
(5) %
|
1 %
|
|
U.S. &
Canada
|
(7) %
|
— %
|
(9) %
|
(16) %
|
6 %
|
— %
|
1 %
|
7 %
|
|
EMEAI
1
|
1
|
(8)
|
(18)
|
(25)
|
18
|
(9)
|
(10)
|
(1)
|
|
Asia Pacific
|
(10)
|
(5)
|
5
|
(10)
|
6
|
(3)
|
—
|
3
|
|
Latin
America
|
(8)
|
—
|
(1)
|
(9)
|
6
|
—
|
1
|
7
|
|
Total
|
(5) %
|
(4) %
|
(8) %
|
(17) %
|
11 %
|
(4) %
|
(3) %
|
4 %
|
|
Net Sales Variance by Segment and Geographic
Region
|
Three Months Ended Dec 31, 2022
|
|
Local
Price &
Product
Mix
|
Currency
|
Volume
|
Total
|
|
Percent change from
prior quarter
|
|
Packaging &
Specialty Plastics
|
(9) %
|
(1) %
|
(7) %
|
(17) %
|
|
Industrial
Intermediates & Infrastructure
|
(2)
|
(1)
|
(7)
|
(10)
|
|
Performance Materials
& Coatings
|
(6)
|
(1)
|
(15)
|
(22)
|
|
Total
|
(6) %
|
(1) %
|
(9) %
|
(16) %
|
|
Total, excluding the
Hydrocarbons & Energy business
|
(6) %
|
(1) %
|
(6) %
|
(13) %
|
|
U.S. &
Canada
|
(7) %
|
— %
|
(11) %
|
(18) %
|
|
EMEAI
1
|
(5)
|
(1)
|
(12)
|
(18)
|
|
Asia Pacific
|
(6)
|
(2)
|
(1)
|
(9)
|
|
Latin
America
|
(9)
|
—
|
(6)
|
(15)
|
|
Total
|
(6) %
|
(1) %
|
(9) %
|
(16) %
|
|
- Europe, Middle East, Africa, and India.
Dow Inc. and Subsidiaries
Selected Financial Information and Non-GAAP
Measures
|
|
Operating EBIT by Segment
|
|
Three Months Ended
|
Twelve Months Ended
|
In millions
(Unaudited)
|
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Packaging &
Specialty Plastics
|
|
$ 655
|
$ 1,442
|
$ 4,110
|
$ 6,638
|
Industrial
Intermediates & Infrastructure
|
|
164
|
595
|
1,418
|
2,282
|
Performance Materials
& Coatings
|
|
(130)
|
295
|
1,328
|
866
|
Corporate
|
|
(88)
|
(67)
|
(266)
|
(253)
|
Total
|
|
$ 601
|
$ 2,265
|
$ 6,590
|
$ 9,533
|
|
|
|
|
|
|
Depreciation and Amortization by
Segment
|
|
Three Months Ended
|
Twelve Months Ended
|
In millions
(Unaudited)
|
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Packaging &
Specialty Plastics
|
|
$ 320
|
$ 316
|
$ 1,396
|
$ 1,358
|
Industrial
Intermediates & Infrastructure
|
|
132
|
131
|
550
|
612
|
Performance Materials
& Coatings
|
|
197
|
200
|
789
|
842
|
Corporate
|
|
5
|
8
|
23
|
30
|
Total
|
|
$ 654
|
$ 655
|
$ 2,758
|
$ 2,842
|
|
|
|
|
|
|
Operating EBITDA by Segment
|
|
Three Months Ended
|
Twelve Months Ended
|
In millions
(Unaudited)
|
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Packaging &
Specialty Plastics
|
|
$ 975
|
$ 1,758
|
$ 5,506
|
$ 7,996
|
Industrial
Intermediates & Infrastructure
|
|
296
|
726
|
1,968
|
2,894
|
Performance Materials
& Coatings
|
|
67
|
495
|
2,117
|
1,708
|
Corporate
|
|
(83)
|
(59)
|
(243)
|
(223)
|
Total
|
|
$ 1,255
|
$ 2,920
|
$ 9,348
|
$
12,375
|
|
|
|
|
|
|
Equity in Earnings (Losses) of Nonconsolidated
Affiliates by Segment
|
|
Three Months Ended
|
Twelve Months Ended
|
In millions
(Unaudited)
|
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Packaging &
Specialty Plastics
|
|
$
56
|
$ 130
|
$ 359
|
$ 490
|
Industrial
Intermediates & Infrastructure
|
|
(96)
|
90
|
(91)
|
471
|
Performance Materials
& Coatings
|
|
4
|
2
|
10
|
7
|
Corporate
|
|
(7)
|
2
|
(10)
|
7
|
Total
|
|
$
(43)
|
$ 224
|
$ 268
|
$ 975
|
|
|
|
|
|
|
Reconciliation of "Net Income" to "Operating
EBIT"
|
Three Months Ended
|
Twelve Months Ended
|
In millions
(Unaudited)
|
Sep 30,
2022
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Net income
|
$ 760
|
$ 647
|
$ 1,761
|
$ 4,640
|
$ 6,405
|
+ Provision for income
taxes
|
241
|
218
|
357
|
1,450
|
1,740
|
Income before income
taxes
|
$ 1,001
|
$ 865
|
$ 2,118
|
$ 6,090
|
$ 8,145
|
- Interest
income
|
41
|
68
|
20
|
173
|
55
|
+ Interest expense and
amortization of debt discount
|
155
|
175
|
170
|
662
|
731
|
- Significant
items
|
(80)
|
371
|
3
|
(11)
|
(712)
|
Operating EBIT
(non-GAAP)
|
$ 1,195
|
$ 601
|
$ 2,265
|
$ 6,590
|
$ 9,533
|
Dow Inc. and Subsidiaries
Selected Financial Information and Non-GAAP
Measures
|
|
Significant Items Impacting Results for the Three
Months Ended Dec 31, 2022
|
In millions, except per
share amounts (Unaudited)
|
Pretax 1
|
Net
Income 2
|
EPS 3
|
Income Statement Classification
|
Reported
results
|
$ 865
|
$ 613
|
$ 0.85
|
|
Less: Significant
items
|
|
|
|
|
Digitalization program
costs 4
|
(76)
|
(64)
|
(0.09)
|
Cost of sales ($62
million); R&D ($2 million);
SG&A ($12 million)
|
Restructuring,
implementation costs and
asset related charges - net 5
|
(9)
|
(7)
|
(0.01)
|
Cost of sales ($7
million); R&D ($1 million);
SG&A ($1 million)
|
Russia / Ukraine
conflict charges 6
|
68
|
56
|
0.08
|
Restructuring and asset
related charges - net
|
Litigation related
charges, awards and
adjustments 7
|
381
|
288
|
0.40
|
Sundry income (expense)
- net
|
Indemnifications and
other transaction related
costs 8
|
7
|
7
|
0.01
|
Sundry income (expense)
- net
|
Total significant
items
|
$ 371
|
$ 280
|
$ 0.39
|
|
Operating results
(non-GAAP)
|
$ 494
|
$ 333
|
$ 0.46
|
|
Significant Items Impacting Results for the Three
Months Ended Dec 31, 2021
|
In millions, except per
share amounts (Unaudited)
|
Pretax 1
|
Net
Income 2
|
EPS 3
|
Income Statement Classification
|
Reported
results
|
$
2,118
|
$
1,736
|
$ 2.32
|
|
Less: Significant
items
|
|
|
|
|
Digitalization program
costs 4
|
(48)
|
(38)
|
(0.05)
|
Cost of sales ($40
million); R&D ($2 million);
SG&A ($6 million)
|
Restructuring,
implementation costs and
asset related credits - net 5
|
—
|
—
|
—
|
Cost of sales ($11
million); R&D ($3 million);
SG&A ($2 million); offset by Restructuring,
goodwill impairment and asset related
charges - net $16 million
|
Net gain on
divestiture and asset sale
|
16
|
16
|
0.02
|
Sundry income (expense)
- net
|
Indemnification and
other transaction related
costs 8
|
35
|
35
|
0.05
|
Sundry income (expense)
- net
|
Income tax related
items 9
|
—
|
111
|
0.15
|
Provision for income
taxes on continuing
operations
|
Total significant
items
|
$
3
|
$ 124
|
$ 0.17
|
|
Operating results
(non-GAAP)
|
$
2,115
|
$
1,612
|
$ 2.15
|
|
- "Income before income taxes."
- "Net income available for Dow Inc. common stockholders." The
income tax effect on significant items was calculated based upon
the enacted tax laws and statutory income tax rates applicable in
the tax jurisdiction(s) of the underlying non-GAAP adjustment.
- "Earnings per common share - diluted," which includes the
impact of participating securities in accordance with the two-class
method.
- Costs associated with implementing the Company's Digital
Acceleration program.
- Includes restructuring charges, asset related charges, and
costs associated with implementing the Company's 2020 Restructuring
Program.
- Partial reversal of certain asset related reserves recorded in
the first quarter of 2022 related to the conflict between
Russia and Ukraine.
- Related to a gain associated with a legal matter with Nova
Chemicals Corporation and a gain related to an adjustment of the
Dow Silicones breast implant liability.
- Primarily related to charges associated with agreements entered
into with DuPont and Corteva as part of the separation and
distribution which, among other matters, provides for
cross-indemnities and allocations of obligations and liabilities
for periods prior to, at and after the completion of the
separation.
- Related to reversals of certain tax valuation allowances
partially offset by charges related to uncertain tax
positions.
Dow Inc. and Subsidiaries
Selected Financial Information and Non-GAAP
Measures
|
|
Significant Items Impacting Results for the Twelve
Months Ended Dec 31, 2022
|
In millions, except per
share amounts (Unaudited)
|
Pretax 1
|
Net
Income 2
|
EPS 3
|
Income Statement Classification
|
Reported
results
|
$
6,090
|
$
4,582
|
$ 6.28
|
|
Less: Significant
items
|
|
|
|
|
Digitalization program
costs 4
|
(230)
|
(183)
|
(0.25)
|
Cost of sales ($199
million); R&D ($6 million);
SG&A ($25 million)
|
Restructuring,
implementation costs and
asset related charges - net 5
|
(40)
|
(32)
|
(0.04)
|
Cost of sales ($30
million); R&D ($6 million);
SG&A ($4 million)
|
Russia / Ukraine
conflict charges 6
|
(118)
|
(86)
|
(0.11)
|
Restructuring and asset
related charges - net
|
Loss on early
extinguishment of debt
|
(8)
|
(6)
|
(0.01)
|
Sundry income (expense)
- net
|
Litigation related
charges, awards and
adjustments 7
|
381
|
288
|
0.40
|
Sundry income (expense)
- net
|
Indemnifications and
other transaction related
costs 8
|
4
|
4
|
0.01
|
Sundry income (expense)
- net
|
Income tax
related items
|
—
|
25
|
0.03
|
Provision for income
taxes on continuing
operations
|
Total significant
items
|
$
(11)
|
$
10
|
$ 0.03
|
|
Operating results
(non-GAAP)
|
$
6,101
|
$
4,572
|
$ 6.25
|
|
Significant Items Impacting Results for the Twelve
Months Ended Dec 31, 2021
|
In millions, except per
share amounts (Unaudited)
|
Pretax 1
|
Net
Income 2
|
EPS 3
|
Income Statement Classification
|
Reported
results
|
$
8,145
|
$
6,311
|
$ 8.38
|
|
Less: Significant
items
|
|
|
|
|
Digitalization program
costs 4
|
(169)
|
(132)
|
(0.17)
|
Cost of sales ($146
million); R&D ($4 million);
SG&A ($19 million)
|
Restructuring,
implementation costs and
asset related charges - net 5
|
(69)
|
(55)
|
(0.07)
|
Cost of sales ($50
million); R&D ($8 million);
SG&A ($5 million); Restructuring, goodwill
impairment and asset related charges - net
($6 million)
|
Loss on early
extinguishment of debt
|
(574)
|
(471)
|
(0.63)
|
Sundry income (expense)
- net
|
Net gain on
divestitures and asset sale
|
16
|
16
|
0.02
|
Sundry income (expense)
- net
|
Litigation related
charges, awards and
adjustments
|
54
|
42
|
0.06
|
Sundry income (expense)
- net
|
Indemnification and
other transaction related
costs 8
|
30
|
30
|
0.04
|
Sundry income (expense)
- net
|
Income tax
related items 9
|
—
|
111
|
0.15
|
Provision for income
taxes on continuing
operations
|
Total
significant items
|
$ (712)
|
$ (459)
|
$
(0.60)
|
|
Operating results
(non-GAAP)
|
$
8,857
|
$
6,770
|
$ 8.98
|
|
- "Income before income taxes."
- "Net income available for Dow Inc. common stockholders." The
income tax effect on significant items was calculated based upon
the enacted tax laws and statutory income tax rates applicable in
the tax jurisdiction(s) of the underlying non-GAAP adjustment.
- "Earnings per common share - diluted," which includes the
impact of participating securities in accordance with the two-class
method.
- Costs associated with implementing the Company's Digital
Acceleration program.
- Includes restructuring charges, asset related charges, and
costs associated with implementing the Company's 2020 Restructuring
Program.
- Asset related charges including inventory write-downs, bad debt
reserves, and impairments of other assets related to the conflict
between Russia and Ukraine.
- Related to a gain associated with a legal matter with Nova
Chemicals Corporation and a gain related to an adjustment of the
Dow Silicones breast implant liability.
- Primarily related to charges associated with agreements entered
into with DuPont and Corteva as part of the separation and
distribution which, among other matters, provides for
cross-indemnities and allocations of obligations and liabilities
for periods prior to, at and after the completion of the
separation.
- Related to reversals of certain tax valuation allowances
partially offset by charges related to uncertain tax
positions.
Dow Inc. and Subsidiaries
Selected Financial Information and Non-GAAP
Measures
|
|
Reconciliation of Free Cash
Flow
|
Three Months Ended
|
Twelve Months Ended
|
In millions
(Unaudited)
|
Dec 31,
2022
|
Dec 31,
2021
|
Dec 31,
2022
|
Dec 31,
2021
|
Cash provided by
operating activities - continuing operations (GAAP)
|
$
2,078
|
$
2,557
|
$
7,486
|
$
7,069
|
Capital
expenditures
|
(599)
|
(466)
|
(1,823)
|
(1,501)
|
Free Cash Flow
(non-GAAP) 1
|
$
1,479
|
$
2,091
|
$
5,663
|
$
5,568
|
- Free Cash Flow for the twelve months ended December 31, 2021 reflects a $1 billion elective pension contribution.
Reconciliation of Cash Flow
Conversion
|
Three Months Ended
|
|
Mar 31,
2022
|
Jun 30,
2022
|
Sep 30,
2022
|
Dec 31,
2022
|
|
In millions
(Unaudited)
|
|
Cash provided by
operating activities - continuing operations (GAAP)
|
$
1,612
|
$
1,856
|
$
1,940
|
$
2,078
|
|
Operating EBITDA
(non-GAAP)
|
$
3,171
|
$
3,059
|
$
1,863
|
$
1,255
|
|
Cash Flow Conversion
(Operating EBITDA to cash flow from operations)
(non-GAAP)
|
50.8 %
|
60.7 %
|
104.1 %
|
165.6 %
|
|
Cash Flow Conversion -
trailing twelve months (non-GAAP)
|
|
80.1 %
|
|
For further
information, please contact:
|
|
Investors:
Pankaj Gupta
pgupta@dow.com
+1
989-638-5265
|
Media:
Kyle Bandlow
kbandlow@dow.com
+1
989-638-2417
|
Twitter: https://twitter.com/DowNewsroom
Facebook: https://www.facebook.com/dow/
LinkedIn: http://www.linkedin.com/company/dow-chemical
Instagram: http://instagram.com/dow_official
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SOURCE The Dow Chemical Company