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Huntsman Corporation

11/03/2026 | Press release | Distributed by Public on 11/03/2026 11:49

Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations

For each of our Company and Huntsman International, the following tables set forth the condensed consolidated results of operations (dollars and shares in millions, except per share amounts):

Huntsman Corporation

	Three months ended									Nine months ended
	September 30,						Percent			September 30,						Percent
	2026			2025			change			2026			2025			change
Revenues	$	1,717		$	1,460			18	%	$	4,800		$	4,328			11	%
Cost of goods sold		1,480			1,256			18	%		4,135			3,741			11	%
Gross profit		237			204			16	%		665			587			13	%
Operating expenses:
Selling, general and administrative		168			163			3	%		514			489			5	%
Research and development		27			29			(7	)%		84			94			(11	)%
Restructuring, impairment and plant closing costs		4			12			(67	)%		19			137			(86	)%
Gain on sale of Gomet business, net		-			-			-			(22	)		-			NM
Income associated with litigation matter, net		-			-			-			-			(33	)		(100	)%
Gain on acquisition of assets, net		-			-			-			-			(5	)		(100	)%
Other operating (income) expense, net		(1	)		(6	)		(83	)%		10			(23	)		NM
Total operating expenses		198			198			-			605			659			(8	)%
Operating income (loss)		39			6			550	%		60			(72	)		NM
Interest expense, net		(23	)		(20	)		15	%		(67	)		(60	)		12	%
Equity in income of investment in unconsolidated affiliates		7			1			600	%		17			-			NM
Other income, net		3			6			(50	)%		13			13			-
Income (loss) from continuing operations before income taxes		26			(7	)		NM			23			(119	)		NM
Income tax expense		(28	)		(3	)		833	%		(56	)		(25	)		124	%
Loss from continuing operations		(2	)		(10	)		(80	)%		(33	)		(144	)		(77	)%
Loss from discontinued operations, net of tax		(3	)		(1	)		200	%		(6	)		(1	)		500	%
Net loss		(5	)		(11	)		(55	)%		(39	)		(145	)		(73	)%
Reconciliation of net loss to adjusted EBITDA⁽¹⁾:
Net income attributable to noncontrolling interests		(13	)		(14	)		(7	)%		(38	)		(43	)		(12	)%
Interest expense, net		23			20			15	%		67			60			12	%
Income tax expense from continuing operations		28			3			833	%		56			25			124	%
Income tax expense from discontinued operations		-			-			-			-			1			(100	)%
Depreciation and amortization		77			73			5	%		227			214			6	%
Other adjustments:
Business acquisition and integration gain and purchase accounting inventory adjustments, net		-			-						-			(5	)
EBITDA from discontinued operations		3			1						6			-
Certain legal and other settlements and related expenses (income), net⁽²⁾		4			-						15			(32	)
Loss (gain) on sale of business/assets, net⁽³⁾		-			2						(22	)		2
Expenses associated with the proposed merger		3			-						8			-
Loss on early extinguishment of debt		-			-						1			-
Amortization of pension and postretirement actuarial losses		7			8						21			22
Restructuring, impairment and plant closing and transition costs⁽⁴⁾		5			12						23			141
Adjusted EBITDA⁽¹⁾	$	132		$	94			40	%	$	325		$	240			35	%

Net cash provided by operating activities from continuing operations										$	2		$	221			(99	)%
Net cash used in investing activities											(48	)		(74	)		(35	)%
Net cash used in financing activities											(22	)		(14	)		57	%
Capital expenditures											(101	)		(116	)		(13	)%

Amounts attributable to Huntsman Corporation:
Loss from continuing operations	$	(15	)	$	(24	)				$	(71	)	$	(187	)
Loss from discontinued operations, net of tax		(3	)		(1	)					(6	)		(1	)
Net loss	$	(18	)	$	(25	)				$	(77	)	$	(188	)

Huntsman International

	Three months ended									Nine months ended
	September 30,						Percent			September 30,						Percent
	2026			2025			change			2026			2025			change
Revenues	$	1,717		$	1,460			18	%	$	4,800		$	4,328			11	%
Cost of goods sold		1,480			1,256			18	%		4,135			3,741			11	%
Gross profit		237			204			16	%		665			587			13	%
Operating expenses:
Selling, general and administrative		167			162			3	%		511			486			5	%
Research and development		27			29			(7	)%		84			94			(11	)%
Restructuring, impairment and plant closing costs		4			12			(67	)%		19			137			(86	)%
Gain on sale of Gomet business, net		-			-			-			(22	)		-			NM
Income associated with litigation matter, net		-			-			-			-			(33	)		(100	)%
Gain on acquisition of assets, net		-			-			-			-			(5	)		(100	)%
Other operating (income) expense, net		(1	)		(6	)		(83	)%		10			(23	)		NM
Total operating expenses		197			197			-			602			656			(8	)%
Operating income (loss)		40			7			471	%		63			(69	)		NM
Interest expense, net		(23	)		(20	)		15	%		(67	)		(60	)		12	%
Equity in income of investment in unconsolidated affiliates		7			1			600	%		17			-			NM
Other income, net		3			6			(50	)%		13			13			-
Income (loss) from continuing operations before income taxes		27			(6	)		NM			26			(116	)		NM
Income tax expense		(31	)		(4	)		675	%		(59	)		(26	)		127	%
Loss from continuing operations		(4	)		(10	)		(60	)%		(33	)		(142	)		(77	)%
Loss from discontinued operations, net of tax		(3	)		(1	)		200	%		(6	)		(1	)		500	%
Net loss		(7	)		(11	)		(36	)%		(39	)		(143	)		(73	)%
Reconciliation of net loss to adjusted EBITDA⁽¹⁾:
Net income attributable to noncontrolling interests		(13	)		(14	)		(7	)%		(38	)		(43	)		(12	)%
Interest expense, net		23			20			15	%		67			60			12	%
Income tax expense from continuing operations		31			4			675	%		59			26			127	%
Income tax expense from discontinued operations		-			-			-			-			1			(100	)%
Depreciation and amortization		77			73			5	%		227			214			6	%
Other adjustments:
Business acquisition and integration gain and purchase accounting inventory adjustments, net		-			-						-			(5	)
EBITDA from discontinued operations		3			1						6			-
Certain legal and other settlements and related expenses (income), net⁽²⁾		4			-						15			(32	)
Loss (gain) on sale of business/assets, net⁽³⁾		-			2						(22	)		2
Expenses associated with the proposed merger		3			-						8			-
Loss on early extinguishment of debt		-			-						1			-
Amortization of pension and postretirement actuarial losses		7			8						21			22
Restructuring, impairment and plant closing and transition costs⁽⁴⁾		5			12						23			141
Adjusted EBITDA⁽¹⁾	$	133		$	95			40	%	$	328		$	243			35	%

Net cash provided by operating activities from continuing operations										$	3		$	222			(99	)%
Net cash used in investing activities											(54	)		(79	)		(32	)%
Net cash used in financing activities											(17	)		(10	)		70	%
Capital expenditures											(101	)		(116	)		(13	)%

Amounts attributable to Huntsman International:
Loss from continuing operations	$	(17	)	$	(24	)				$	(71	)	$	(185	)
Loss from discontinued operations, net of tax		(3	)		(1	)					(6	)		(1	)
Net loss	$	(20	)	$	(25	)				$	(77	)	$	(186	)

Huntsman Corporation

	Three months ended							Three months ended
	September 30, 2026							September 30, 2025
			Tax and							Tax and
	Gross		other⁽⁵⁾		Net			Gross		other⁽⁵⁾			Net
Reconciliation of net loss to adjusted net income (loss)⁽¹⁾:
Net loss					$	(5	)						$	(11	)
Net income attributable to noncontrolling interests						(13	)							(14	)
Loss from discontinued operations		3		-		3			1		-			1
Certain legal and other settlements and related expenses, net		4		-		4			-		-			-
Loss on sale of business/assets, net⁽³⁾		-		-		-			2		-			2
Expenses associated with the proposed merger		3		-		3			-		-			-
Amortization of pension and postretirement actuarial losses		7		2		9			8		(2	)		6
Restructuring, impairment and plant closing and transition costs⁽⁴⁾		5		1		6			12		(1	)		11
Adjusted net income (loss)⁽¹⁾					$	7							$	(5	)

Weighted average shares-basic						173.4								172.6
Weighted average shares-diluted						173.4								172.6

Basic net loss attributable to Huntsman Corporation per share:
Loss from continuing operations					$	(0.09	)						$	(0.14	)
Loss from discontinued operations						(0.01	)							-
Net loss					$	(0.10	)						$	(0.14	)

Diluted net loss attributable to Huntsman Corporation per share:
Loss from continuing operations					$	(0.09	)						$	(0.14	)
Loss from discontinued operations						(0.01	)							-
Net loss					$	(0.10	)						$	(0.14	)

Other non-GAAP measures:
Diluted adjusted net income (loss) per share⁽¹⁾					$	0.04							$	(0.03	)

	Nine months									Nine months
	ended									ended
	September 30, 2026									September 30, 2025
				Tax and									Tax and
	Gross			other⁽⁵⁾			Net			Gross			other⁽⁵⁾			Net
Reconciliation of net loss to adjusted net loss⁽¹⁾:
Net loss							$	(39	)							$	(145	)
Net income attributable to noncontrolling interests								(38	)								(43	)
Business acquisition and integration gain and purchase accounting inventory adjustments, net	$	-		$	-			-		$	(5	)	$	-			(5	)
Loss from discontinued operations		6			-			6			-			1			1
Certain legal and other settlements and related expenses (income), net⁽²⁾		15			-			15			(32	)		7			(25	)
(Gain) loss on sale of business/assets, net⁽³⁾		(22	)		-			(22	)		2			-			2
Expenses associated with the proposed merger		8			-			8			-			-			-
Loss on early extinguishment of debt		1			-			1			-			-			-
Amortization of pension and postretirement actuarial losses		21			(1	)		20			22			(4	)		18
Restructuring, impairment and plant closing and transition costs⁽⁴⁾		23			(2	)		21			141			(3	)		138
Establishment of significant deferred tax asset valuation allowances, net⁽⁶⁾		-			-			-			-			1			1
Adjusted net loss⁽¹⁾							$	(28	)							$	(58	)

Weighted average shares-basic								173.3									172.5
Weighted average shares-diluted								173.3									172.5

Basic net loss attributable to Huntsman Corporation per share:
Loss from continuing operations							$	(0.41	)							$	(1.09	)
Loss from discontinued operations								(0.03	)								-
Net loss							$	(0.44	)							$	(1.09	)

Diluted net loss attributable to Huntsman Corporation per share:
Loss from continuing operations							$	(0.41	)							$	(1.09	)
Loss from discontinued operations								(0.03	)								-
Net loss							$	(0.44	)							$	(1.09	)

Other non-GAAP measures:
Diluted adjusted net loss per share⁽¹⁾							$	(0.16	)							$	(0.34	)

Net cash provided by operating activities from continuing operations							$	2								$	221
Capital expenditures								(101	)								(116	)
Free cash flow⁽¹⁾							$	(99	)							$	105

Effective tax rate								243	%								(21	)%
Impact of non-GAAP adjustments, net⁽⁷⁾								(157	)%								288	%
Adjusted effective tax rate								86	%								267	%

NM-Not meaningful

(1)	See "-Non-GAAP Financial Measures."

(2)	Certain legal and other settlements and related expenses (income), net includes approximately $33 million for income associated with a litigation matter during the first quarter of 2025. See "Note 15. Commitments and Contingencies-Legal Matters" to our condensed consolidated financial statements.

(3)	Loss (gain) on sale of business/assets, net includes $22 million related to the gain on sale of our Gomet business in the second quarter of 2026. See "Note 1. General-Recent Developments-Sale of Huntsman Gomet Business" to our condensed consolidated financial statements.
(4)	Includes costs associated with transition activities relating primarily to our program to realign our cost structure in Europe.

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

(6)

During the first quarter of 2025, we established significant deferred tax asset valuation allowances of $9 million in Luxembourg. During the second quarter of 2025, we recorded a discrete release of valuation allowances of approximately $8 million following the announced closure of our Moers, Germany facility. We eliminated the net effect of these significant deferred tax asset valuation allowances from our presentation of adjusted net loss to allow investors to better compare our ongoing financial performance from period to period.

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

Non-GAAP Financial Measures

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

Adjusted EBITDA

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

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

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

Adjusted Net Income

Adjusted net income is computed by eliminating the after-tax amounts related to the following from net income attributable to Huntsman Corporation: (a) loss from discontinued operations; (b) certain legal and other settlements and related expenses (income), net; (c) loss (gain) on sale of business/assets, net; (d) expenses associated with the proposed merger; (e) amortization of pension and postretirement actuarial losses; (f) restructuring, impairment and plant closing and transition costs; (g) business acquisition and integration gain and purchase accounting inventory adjustments, net; (h) loss on early extinguishment of debt; and (i) establishment of significant deferred tax asset valuation allowances, net. 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 dividend and stock buyback 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, 2026 Compared with Three Months Ended September 30, 2025

For the three months ended September 30, 2026, loss from continuing operations attributable to Huntsman Corporation was $15 million, an improvement of $9 million from $24 million in the 2025 period. For the three months ended September 30, 2026, loss from continuing operations attributable to Huntsman International was $17 million, an improvement of $7 million from $24 million in the 2025 period. The improvements noted above were the result of the following items:

●

Revenues for the three months ended September 30, 2026 increased by $257 million, or 18%, as compared with the 2025 period. The increase was primarily due to higher average selling prices in all our segments and higher sales volumes in our Polyurethanes and Advanced Materials segments. See "-Segment Analysis" below.

●

Gross profit for the three months ended September 30, 2026 increased by $33 million, or 16%, as compared with the 2025 period. The increase resulted from higher gross profits in all our segments. See "-Segment Analysis" below.

	●	Our selling, general and administrative expenses and the selling, general and administrative expenses of Huntsman International both increased by $5 million, or 3%, for the three months ended September 30, 2026 as compared with the 2025 period. The increase was primarily related to an increase in compensation expense due to higher performance-based incentive compensation, reflecting improved performance against established performance benchmarks compared with the 2025 period when performance-based incentive benchmarks were generally not achieved.

	●	Restructuring, impairment and plant closing costs for the three months ended September 30, 2026 decreased by $8 million as compared with the 2025 period. For more information on restructuring activities, see "Note 7. Restructuring, Impairment and Plant Closing Costs" to our condensed consolidated financial statements.

●

Equity in income of investment in unconsolidated affiliates for the three months ended September 30, 2026 increased to $7 million from $1 million in the 2025 period primarily related to an increase in income at our PO/MTBE joint venture in China, in which we hold a 49% interest.

●

Our income tax expense for the three months ended September 30, 2026 was $28 million as compared with $3 million in the 2025 period. The income tax expense of Huntsman International for the three months ended September 30, 2026 was $31 million as compared with $4 million in the 2025 period. The increase in income tax expense was primarily due to increased income overall and 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. For further information, see "Note 18. Income Taxes" to our condensed consolidated financial statements.

Segment Analysis

	Three months ended						Percent change
	September 30,						favorable
(Dollars in millions)	2026			2025			(unfavorable)
Revenues
Polyurethanes	$	1,152		$	956			21	%
Performance Products		260			246			6	%
Advanced Materials		314			265			18	%
Total reportable segments' revenues		1,726			1,467			18	%
Intersegment eliminations		(9	)		(7	)		NM
Total	$	1,717		$	1,460			18	%

Segment adjusted EBITDA⁽¹⁾
Polyurethanes	$	75		$	48			56	%
Performance Products		31			29			7	%
Advanced Materials		62			44			41	%

NM-Not meaningful

(1)

For more information regarding reconciliations of segment adjusted EBITDA of our reportable operating segments to income (loss) from continuing operations before income taxes of Huntsman Corporation or Huntsman International, as appropriate, see "Note 20. Operating Segment Information" to our condensed consolidated financial statements.

	Three months ended September 30, 2026 vs 2025
	Average selling price⁽¹⁾
	Local			Foreign currency		Sales
	currency and mix			translation impact		volumes⁽²⁾
Period-over-period increase (decrease)
Polyurethanes		19	%		-		2	%
Performance Products		7	%		-		(1	)%
Advanced Materials		6	%		-		12	%

Combined segments		15	%		-		3	%

(1)

(2)

Excludes revenues from tolling arrangements, byproducts and raw materials.

Excludes sales volumes of byproducts and raw materials.

Polyurethanes

The increase in revenues in our Polyurethanes segment for the three months ended September 30, 2026 compared to the same period of 2025 was primarily due to higher average selling prices and higher sales volumes. MDI average selling prices increased across all three regions due to improved supply and demand dynamics and higher raw materials costs. MDI sales volumes increased in the Americas and Europe regions. The increase in segment adjusted EBITDA was primarily due to higher average selling prices, higher sales volumes, higher equity earnings from our minority-owned joint venture in China and cost savings achieved from our cost optimization program, partially offset by higher raw materials costs.

Performance Products

The increase in revenues in our Performance Products segment for the three months ended September 30, 2026 compared to the same period of 2025 was primarily due to higher average selling prices. Average selling prices increased primarily due to higher raw materials and logistics costs and favorable sales mix. Sales volumes remained relatively unchanged. The increase in segment adjusted EBITDA was primarily due to higher average selling prices and improved margins.

Advanced Materials

The increase in revenues in our Advanced Materials segment for the three months ended September 30, 2026 compared to the same period of 2025 was primarily due to higher sales volumes and higher average selling prices. Sales volumes increased primarily in our aerospace, automotive and power markets. Average selling prices increased primarily due to favorable sales mix. The increase in segment adjusted EBITDA was primarily due to higher sales volumes.

Nine Months Ended September 30, 2026 Compared with Nine Months Ended September 30, 2025

For the nine months ended September 30, 2026, loss from continuing operations attributable to Huntsman Corporation was $71 million, an improvement of $116 million from $187 million in the 2025 period. For the nine months ended September 30, 2026, loss from continuing operations attributable to Huntsman International was $71 million, an improvement of $114 million from $185 million in the 2025 period. The improvements noted above were the result of the following items:

●

Revenues for the nine months ended September 30, 2026 increased by $472 million, or 11%, as compared with the 2025 period. The increase was primarily due to higher average selling prices in all our segments and higher sales volumes in our Polyurethanes and Advanced Materials segments. See "-Segment Analysis" below.

●

Gross profit for the nine months ended September 30, 2026 increased by $78 million, or 13%, as compared with the 2025 period. The increase resulted from higher gross profits in our Polyurethanes and Advanced Materials segments. See "-Segment Analysis" below.

	●	Our selling, general and administrative expenses and the selling, general and administrative expenses of Huntsman International both increased by $25 million, or 5%, for the nine months ended September 30, 2026 as compared with the 2025 period. The increase was primarily related to an increase in compensation expense due to higher performance-based incentive compensation, reflecting improved performance against established performance benchmarks compared with the 2025 period when performance-based incentive benchmarks were generally not achieved.

	●	Restructuring, impairment and plant closing costs for the nine months ended September 30, 2026 decreased by $118 million as compared with the 2025 period. For more information on restructuring activities, see "Note 7. Restructuring, Impairment and Plant Closing Costs" to our condensed consolidated financial statements.

	●	Gain on sale of Gomet business, net for the nine months ended September 30, 2026 was $22 million related to the gain on sale of our Gomet business. See "Note 1. General-Recent Developments-Sale of Huntsman Gomet Business" 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 15. Commitments and Contingencies-Legal Matters" to our condensed consolidated financial statements.

	●	Other operating (income) expense, net for the nine months ended September 30, 2026 was an expense of $10 million, primarily related to third-party costs associated with the proposed merger and certain legal settlements, as compared with income of $23 million in the 2025 period, primarily related to an adjustment to a loss contingency accrual in the 2025 period.

	●	Equity in income of investment in unconsolidated affiliates for the nine months ended September 30, 2026 increased to $17 million from nil in the 2025 period primarily related to an increase in income at our PO/MTBE joint venture in China, in which we hold a 49% interest.

●

Our income tax expense for the nine months ended September 30, 2026 was $56 million as compared with $25 million in the 2025 period. The income tax expense of Huntsman International for the nine months ended September 30, 2026 was $59 million as compared with $26 million in the 2025 period. The increase in income tax expense was primarily due to increased income overall and 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 with pre-tax income but do not recognize a tax benefit from pre-tax losses in jurisdictions with valuation allowances. The increase was partially offset by lower net discrete tax expense in the 2026 period as compared with the 2025 period. For further information, see "Note 18. Income Taxes" to our condensed consolidated financial statements.

Segment Analysis

	Nine months						Percent
	ended						change
	September 30,						favorable
(Dollars in millions)	2026			2025			(unfavorable)
Revenues
Polyurethanes	$	3,154		$	2,800			13	%
Performance Products		771			773			-
Advanced Materials		906			778			16	%
Total reportable segments' revenues		4,831			4,351			11	%
Intersegment eliminations		(31	)		(23	)		NM
Total	$	4,800		$	4,328			11	%

Segment adjusted EBITDA⁽¹⁾
Polyurethanes	$	180		$	121			49	%
Performance Products		94			91			3	%
Advanced Materials		171			125			37	%

NM-Not meaningful

(1)

	Nine months ended September 30, 2026 vs September 30, 2025
	Average selling price⁽¹⁾
	Local			Foreign currency			Sales
	currency and mix			translation impact			volumes⁽²⁾
Period-over-period increase (decrease)
Polyurethanes		8	%		2	%		3	%
Performance Products		1	%		1	%		(2	)%
Advanced Materials		6	%		3	%		7	%

Combined segments		6	%		2	%		3	%

(1)

(2)

Excludes revenues from tolling arrangements, byproducts and raw materials.

Excludes sales volumes of byproducts and raw materials.

Polyurethanes

The increase in revenues in our Polyurethanes segment for the nine months ended September 30, 2026 compared to the same period of 2025 was primarily due to higher average selling prices and higher sales volumes. MDI average selling prices increased across all three regions due to improved supply and demand dynamics and higher raw materials costs. MDI sales volumes increased in the Americas and Europe regions. The increase in segment adjusted EBITDA was primarily due to higher average selling prices, higher sales volumes, higher equity earnings from our minority-owned joint venture in China and cost savings achieved from our cost optimization program, partially offset by higher raw materials costs.

Performance Products

Revenues in our Performance Products segment remained relatively unchanged for the nine months ended September 30, 2026 compared to the same period of 2025. Sales volumes decreased primarily due to the closure of our Moers, Germany maleic anhydride facility in the second quarter of 2025, offset by favorable sales mix and modestly improved average selling prices in response to higher raw materials and logistics costs. The increase in segment adjusted EBITDA was primarily due to lower fixed costs resulting from the closure of our Moers, Germany maleic anhydride facility and achieved from our cost optimization program, partially offset by higher raw materials costs.

Advanced Materials

The increase in revenues in our Advanced Materials segment for the nine months ended September 30, 2026 compared to the same period of 2025 was primarily due to higher average selling prices and higher sales volumes. Average selling prices increased primarily due to favorable sales mix and the positive impact of major foreign currency exchange rate movements against the U.S. dollar. Sales volumes increased primarily in our aerospace, power and automotive markets. The increase in segment adjusted EBITDA was primarily due to higher margins and higher sales volumes.

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, 2026 Compared with the Nine Months Ended September 30, 2025

Net cash provided by operating activities from continuing operations for the nine months ended September 30, 2026 and 2025 was $2 million and $221 million, respectively. The decrease in net cash provided by operating activities from continuing operations was primarily attributable to an increase in net cash outflow of $219 million related to changes in operating assets and liabilities for the nine months ended September 30, 2026 as compared with the same period of 2025. The decrease in operating loss from continuing operations was offset by adjustments 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, 2026 and 2025 was $48 million and $74 million, respectively. During the nine months ended September 30, 2026 and 2025, we paid $101 million and $116 million for capital expenditures, respectively. During the nine months ended September 30, 2026, we received $48 million, net of third-party transaction costs, from the sale of our Gomet business. See "Note 1. General-Recent Developments-Sale of Huntsman Gomet Business" to our condensed consolidated financial statements. During the nine months ended September 30, 2025, we received a $41 million final 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.

Net cash used in financing activities for the nine months ended September 30, 2026 and 2025 was $22 million and $14 million, respectively. During the nine months ended September 30, 2026, we had net borrowings from our 2026 Revolving Credit Facility and our A/R Programs of $47 million as compared with net borrowings from our 2022 Revolving Credit Facility and our A/R Programs of $457 million in the 2025 period. During the nine months ended September 30, 2025, we paid approximately $315 million to satisfy and discharge our obligations under our 2025 Senior Notes. During the nine months ended September 30, 2026 and 2025, we paid $47 million and $131 million for dividends to common stockholders, respectively.

Free cash flow from continuing operations for the nine months ended September 30, 2026 and 2025 was a use of cash of $99 million and proceeds of cash of $105 million, respectively. The decline in free cash flow was primarily attributable to a decrease in net cash provided by operating activities from continuing operations, partially offset by a decrease in cash used for capital expenditures during the nine months ended September 30, 2026 as compared with the same period of 2025.

Changes in Financial Condition

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

	September 30,		December 31,		(Decrease)			Percent
	2026		2025		increase			change
Cash and cash equivalents	$	359	$	429	$	(70	)		(16	)%
Accounts and notes receivable, net		870		677		193			29	%
Inventories		905		818		87			11	%
Prepaid expenses		72		94		(22	)		(23	)%
Other current assets		34		46		(12	)		(26	)%
Total current assets		2,240		2,064		176			9	%

Accounts payable		862		758		104			14	%
Accrued liabilities		439		421		18			4	%
Current portion of debt		303		353		(50	)		(14	)%
Current operating lease liabilities		57		57		-			-
Total current liabilities		1,661		1,589		72			5	%
Working capital	$	579	$	475	$	104			22	%

Our working capital increased by $104 million as a result of the net impact of the following significant changes:

●

The decrease in cash and cash equivalents of $70 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, 2026 Compared with the Nine Months Ended September 30, 2025."

●

Accounts and notes receivable, net increased by $193 million primarily due to higher revenues in the third quarter of 2026 as compared with the fourth quarter of 2025.

●

Inventories increased by $87 million primarily due to higher inventory costs, partially offset by lower volumes.

●

Prepaid expenses decreased by $22 million primarily due to amortization of prepaid insurance premiums, partially offset by an increase in prepaid taxes.


	●	Other current assets decreased by $12 million primarily due to a decrease in non-qualified employee benefit plan investments and current taxes receivable.

	●	Accounts payable increased by $104 million primarily due to higher inventory purchases.

	●	Accrued liabilities increased by $18 million primarily due to increases in accrued compensation, accrued interest, accrued income taxes payable and accrued legal reserves, partially offset by decreases in accrued restructuring and accrued non-qualified employee benefit plan liabilities.

●

Current portion of debt decreased by $50 million primarily due to a decrease in our borrowings under our 2026 Revolving Credit Facility as of September 30, 2026 as compared with our borrowings under our prior 2022 Revolving Credit Facility as of December 31, 2025.

Liquidity

We depend upon our cash, our 2026 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, 2026, we had $910 million of combined cash and unused borrowing capacity, consisting of $359 million in cash, $497 million in availability under our 2026 Revolving Credit Facility and $54 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 2026, we expect to spend approximately $160 million on capital expenditures. Our future expenditures include certain environmental, health and safety upgrades; expansions and upgrades of our existing manufacturing and other facilities; certain cost reduction projects and certain information technology expenditures. We expect to fund capital expenditures with cash provided by operations.

●

During the remainder of 2026, we expect to make additional contributions to our pension and other postretirement benefit plans of approximately $7 million.

●

As of September 30, 2026, we have approximately $547 million remaining under the authorization of our existing share repurchase program. We currently do not expect to repurchase any shares of our common stock under this program during 2026.

Long-Term Liquidity

●

On February 9, 2026, Huntsman International entered into the $800 million 2026 Revolving Credit Facility replacing the 2022 Revolving Credit Facility. Borrowings bear interest at the rates specified in the credit agreement governing the 2026 Revolving Credit Facility, which vary based on the type of loan, leverage ratio and debt ratings. The 2026 Revolving Credit Facility has a maturity date of February 9, 2031. Huntsman International may increase the 2026 Revolving Credit Facility commitments by up to $400 million, plus additional amounts, subject to the satisfaction of certain conditions.

As of September 30, 2026, we had $303 million classified as current portion of debt, including $300 million outstanding under our 2026 Revolving Credit Facility and certain other short-term facilities and scheduled 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, 2026, we had approximately $348 million of cash and cash equivalents held by our foreign subsidiaries, including our variable interest entities. With the exception of certain amounts that we expect to repatriate in the foreseeable future, we intend to use cash held in our foreign subsidiaries to fund our local operations. Nevertheless, we could repatriate additional cash as dividends, and the repatriation of cash as a dividend would generally not be subject to U.S. taxation. However, such repatriation may potentially be subject to limited foreign withholding taxes.

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

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 9. Derivative Instruments and Hedging Activities" to our condensed consolidated financial statements.

Huntsman Corporation published this content on November 03, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on November 03, 2026 at 17:49 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]