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8-K

Huntsman CORP (HUN)

8-K 2022-02-15 For: 2022-02-15
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) ofthe Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 15, 2022

Huntsman Corporation

(Exact name of registrant as specified in its charter)

Delaware 001-32427 42-1648585
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
10003 Woodloch Forest Drive
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The Woodlands, Texas 77380
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:

(281) 719-6000

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under<br>the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under<br>the Exchange Act (17 CFR 240.14a-12)
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¨ Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b))
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¨ Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c))
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Securities Registered pursuant to Section 12(b) of the Act:

Registrant Title of each class Trading Symbol Name of each exchange on which registered
Huntsman Corporation Common Stock, par value $0.01 per<br> share HUN New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

Item 2.02. Results of Operations and Financial Condition.

On February 15, 2022, we issued a press release announcing our results for the three months and year ended December 31, 2021. The press release is furnished herewith as Exhibit 99.1.

We will hold a conference call to discuss our 2021 fourth quarter and full year financial results on Tuesday, February 15, 2022, at 10:00 a.m. ET.

Webcast link: https://themediaframe.com/mediaframe/webcast.html?webcastid=yuDF4WHL

Participant dial-in numbers:

Domestic callers:            (877) 402-8037

International callers:      (201) 378-4913

The conference call will be accompanied by presentation slides that will be accessible via the webcast link and Huntsman’s investor relations website, ir.huntsman.com. Upon conclusion of the call, the webcast replay will be accessible via Huntsman’s website.

Information with respect to the conference call, together with a copy of the press release furnished herewith as Exhibit 99.1, is available on the investor relations page of our website at http://ir.huntsman.com.

Item 9.01. Financial Statements and Exhibits.

(d)     Exhibits.

Number Description of Exhibits
99.1 Press Release dated February 15, 2022 regarding fourth quarter 2021 earnings
104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HUNTSMAN CORPORATION
/s/ IVAN MARCUSE
Vice President, Investor Relations

Dated:  February 15, 2022

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Exhibit 99.1

FOR IMMEDIATE RELEASE Media: Investor Relations:
February 15, 2022 Gary Chapman Ivan Marcuse
The Woodlands,<br>TX (281) 719-4324 (281) 719-4637
NYSE: HUN

Huntsman Announces Fourth Quarter and Full Year 2021 Earnings;

Fourth Quarter Buybacks of over $100 million and Dividend Increased 13%

Fourth Quarter Highlights

· Fourth quarter 2021 net income<br>of $607 million compared to net income of $360 million in the prior year period; fourth quarter 2021 diluted earnings per share of $2.73<br>compared to diluted earnings per share of $1.54 in the prior year period.
· Fourth quarter 2021 adjusted<br>net income of $207 million compared to adjusted net income of $113 million in the prior year period; fourth quarter 2021 adjusted diluted<br>earnings per share of $0.95 compared to adjusted diluted earnings per share of $0.51 in the prior year period.
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· Fourth quarter 2021 adjusted<br>EBITDA of $349 million compared to adjusted EBITDA of $240 million in the prior year period.
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· Fourth quarter 2021 net cash provided by operating activities from continuing<br>operations was $790 million. Free cash flow from continuing operations was $698 million for the fourth quarter 2021, which includes a<br>$332.5 million cash benefit from the Albemarle settlement.
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· Repurchased approximately 3.1 million shares for approximately $101 million<br>in the fourth quarter 2021.
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· On February 14, 2022, the Board approved a 13% increase to the quarterly<br>dividend.
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· In December 2021, we initiated a strategic review of our Textile Effects<br>segment, including a possible sale of the segment.
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· Received first payment from Albemarle arbitration award of approximately<br>$332.5 million on December 2, 2021. The final payment of $332.5 million will be received by early May 2022. In total, the Company is expected<br>to receive pre-tax proceeds of approximately $465 million after legal fees.
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Three months ended Twelve months ended
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December 31, December 31,
In millions, except per share amounts 2021 2020 2021 2020
Revenues $ 2,307 $ 1,668 $ 8,453 $ 6,018
Net income $ 607 $ 360 $ 1,104 $ 1,066
Adjusted net income ^(1)^ $ 207 $ 113 $ 784 $ 218
Diluted income per share $ 2.73 $ 1.54 $ 4.72 $ 4.66
Adjusted diluted income per share^(1)^ $ 0.95 $ 0.51 $ 3.54 $ 0.98
Adjusted EBITDA^(1)^ $ 349 $ 240 $ 1,343 $ 647
Net cash provided by operating activities from continuing operations $ 790 $ 167 $ 953 $ 277
Free cash flow from continuing operations^(2)^ $ 698 $ 88 $ 611 $ 28

See end of press release for footnote explanations and reconciliations of non-GAAP measures.

THE WOODLANDS, Texas – Huntsman Corporation (NYSE: HUN) today reported fourth quarter 2021 results with revenues of $2,307 million, net income of $607 million, adjusted net income of $207 million and adjusted EBITDA of $349 million.

Peter R. Huntsman, Chairman, President and CEO, commented:

"We concluded 2021 with the best yearin our history with our current portfolio of businesses. The transformation of our portfolio has enabled our company to generate not onlyour highest ever adjusted EBITDA margins but consistent profit margins quarter on quarter throughout 2021, a hallmark of a more differentiatedchemical business. We remain committed to a balanced capital deployment as we repurchased over $200 million of our own shares in the secondhalf of the year and we have just announced a 13% increase to our quarterly dividend. While we view 2021 as a highly successful year forHuntsman, we see this is as just the beginning and we expect to build upon this momentum.

In 2022, as we outlined at our Investor Day,we expect to grow earnings further, expand adjusted EBITDA margins and deliver improved free cash flow and cost optimization. This yearin the second quarter we will complete our Geismar Louisiana, MDI splitter project which will expand our differentiated Polyurethanesbusiness in the Americas, and we will continue to progress our previously announced investments targeting electric vehicle batteries,semi-conductors, and polyurethane catalysts.

Following our portfolio transformation, weare now a focused, differentiated chemical company with a strong balance sheet providing financial flexibility to grow the company throughorganic investments and select bolt-on M&A while ensuring that we can provide strong returns of capital to our shareholders.

We continue to seek opportunities for optimizationas evidenced by our recent announcement on Textile Effects. In addition, to align our leadership team to the goals we set out at our InvestorDay in November, we have implemented a multi-year compensation program for the top 80 senior leaders in our company, that focuses on thedelivery of improving EBITDA margin, free cash flow and cost optimization.

Our Board of Directors is fully aligned toour strategic intent and brings the relevant skills and experiences to help us achieve our targets. We expect 2022 to be another strongyear for Huntsman and I look forward to updating you as the year progresses."

Segment Analysis for 4Q21 Compared to 4Q20

Polyurethanes

The increase in revenues in our Polyurethanes segment for the three months ended December 31, 2021 compared to the same period in 2020 was primarily due to higher MDI average selling prices and higher sales volumes. MDI average selling prices increased in all regions. Sales volumes increased primarily due to growth in the Americas region and across multiple markets. The increase in segment adjusted EBITDA was primarily due to higher MDI volumes and higher equity earnings.

Performance Products

The increase in revenues in our Performance Products segment for three months ended December 31, 2021, compared to the same period in 2020 was primarily due to higher average selling prices and higher sales volumes. Average selling prices increased primarily due to stronger demand and in response to increased raw material costs. Sales volumes increased largely due to stronger demand. The increase in segment adjusted EBITDA was primarily due to increased revenue and margins, partially offset by increased fixed costs.

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Advanced Materials

The increase in revenues in our Advanced Materials segment for the three months ended December 31, 2021 compared to the same period in 2020 was primarily due to higher average selling prices, higher sales volumes and the favorable net impact of the Gabriel acquisition and India-based DIY divestiture. Excluding the Gabriel acquisition and India-based DIY divestiture, sales volumes increased across all markets, primarily in relation to the ongoing recovery from the global economic slowdown. Average selling prices increased largely in response to higher raw material costs and due to the impact of a weaker U.S. dollar against major international currencies. The increase in segment adjusted EBITDA was primarily due to higher sales volumes and the benefits, including synergies, from our recent acquisitions, partially offset by higher fixed costs.

Textile Effects

The increase in revenues in our Textile Effects segment for the three months ended December 31, 2021 compared to the same period in 2020 was due to higher average selling prices, partially offset by lower sales volumes. Average selling prices increased in response to increases in raw material and logistics costs. Sales volumes decreased mainly due to a deselection of lower margin products and markets. Segment adjusted EBITDA increased primarily due to higher sales revenue, offset by higher direct and fixed costs.

Corporate, LIFO and other

For the three months ended December 31, 2021, adjusted EBITDA from Corporate and other decreased by $3 million to a loss of $50 million from a loss of $47 million for the same period of 2020.

Liquidity and Capital Resources

During the three months ended December 31, 2021, our free cash flow from continuing operations was $698 million as compared to $88 million in the prior year period. During the three months ended December 31, 2021, our cash flows benefitted from $332.5 million received from our Albemarle arbitration award. As of December 31, 2021, we had approximately $2.5 billion of combined cash and unused borrowing capacity.

During the three months ended December 31, 2021, we spent $92 million on capital expenditures as compared to $79 million in the same period of 2020. For the year ended December 31, 2021, we spent $342 million on capital expenditures. For 2022, we expect to spend approximately $300 million on capital expenditures.

Income Taxes

In the fourth quarter 2021, our effective tax rate was 14% and our adjusted effective tax rate was 19%. We expect our 2022 adjusted effective tax rate to be approximately 22% to 24%.

Earnings Conference Call Information

We will hold a conference call to discuss our fourth quarter 2021 financial results on Tuesday, February 15, 2022 at 10:00 a.m. ET.

Webcast link: https://themediaframe.com/mediaframe/webcast.html?webcastid=yuDF4WHL

Participant dial-in numbers:

Domestic callers: (877) 402-8037
International callers: (201) 378-4913

The conference call will be accompanied by presentation slides that will be accessible via the webcast link and Huntsman’s investor relations website, www.huntsman.com/investors. Upon conclusion of the call, the webcast replay will be accessible via Huntsman’s website.

Upcoming Conferences

During the first quarter 2022, a member of management is expected to present at:

Alembic Global Advisors Deer Valley Chemical Conference on March 3-4, 2022

RBC Capital Markets Chemicals & Packaging Virtual Conference on March 8, 2022

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A webcast of the presentation, if applicable, along with accompanying materials will be available at www.huntsman.com/investors.

Table 1 – Results of Operations

Three months ended Twelve months ended
December 31, December 31,
In millions, except per share amounts 2021 2020 2021 2020
Revenues $ 2,307 $ 1,668 $ 8,453 $ 6,018
Cost of goods sold 1,838 1,306 6,678 4,918
Gross profit 469 362 1,775 1,100
Operating expenses (credits) 248 (42 ) 940 618
Restructuring, impairment and plant closing costs 6 15 40 49
Operating income 215 389 795 433
Interest expense, net (15 ) (23 ) (67 ) (86 )
Equity in income of investment in unconsolidated affiliates 25 17 143 42
Fair value adjustments to Venator investment and related loss on disposal - 12 (28 ) (88 )
Loss on early extinguishment of debt - - (27 ) -
Income associated with the Albemarle Settlement, net 465 - 465 -
Other income, net 9 9 32 36
Income from continuing operations before income taxes 699 404 1,313 337
Income tax expense (95 ) (37 ) (209 ) (46 )
Income from continuing operations 604 367 1,104 291
Income (loss) from discontinued operations, net of tax^(3)^ 3 (7 ) - 775
Net income 607 360 1,104 1,066
Net income attributable to noncontrolling interests, net of tax (10 ) (17 ) (59 ) (32 )
Net income attributable to Huntsman Corporation $ 597 $ 343 $ 1,045 $ 1,034
Adjusted EBITDA^(1)^ $ 349 $ 240 $ 1,343 $ 647
Adjustednet income^(1)^ $ 207 $ 113 $ 784 $ 218
Basic income per share $ 2.76 $ 1.56 $ 4.77 $ 4.69
Diluted income per share $ 2.73 $ 1.54 $ 4.72 $ 4.66
Adjusted diluted income per share^(1)^ $ 0.95 $ 0.51 $ 3.54 $ 0.98
Common share information:
Basic weighted average shares 216 220 219 221
Diluted weighted average shares 219 222 221 222
Diluted shares for adjusted diluted income per share 219 222 221 222

See end of press release for footnote explanations.

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Table 2 – Results of Operations by Segment

Three months ended Twelve months ended
December 31, Better / December 31, Better /
In millions 2021 2020 (Worse) 2021 2020 (Worse)
Segment Revenues:
Polyurethanes $ 1,393 $ 1,030 35 % $ 5,019 $ 3,584 40 %
Performance Products 410 265 55 % 1,485 1,023 45 %
Advanced Materials 317 207 53 % 1,198 839 43 %
Textile Effects 195 173 13 % 783 597 31 %
Total Reportable Segments' Revenue 2,315 1,675 38 % 8,485 6,043 40 %
Intersegment Eliminations (8 ) (7 ) n/m (32 ) (25 ) n/m
Total Revenues $ 2,307 $ 1,668 38 % $ 8,453 $ 6,018 40 %
Segment Adjusted EBITDA^(1)^:
Polyurethanes $ 218 $ 201 8 % $ 879 $ 472 86 %
Performance Products 105 41 156 % 359 164 119 %
Advanced Materials 54 27 100 % 204 130 57 %
Textile Effects 22 18 22 % 97 42 131 %
Total Reportable Segments' Adjusted EBITDA 399 287 39 % 1,539 808 90 %
Corporate, LIFO and other (50 ) (47 ) (6 )% (196 ) (161 ) (22 )%
Total Adjusted EBITDA^(1)^ $ 349 $ 240 45 % $ 1,343 $ 647 108 %

n/m = not meaningful

See end of press release for footnote explanations.

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Table 3 – Factors Impacting Sales Revenue

Three months ended
December 31, 2021 vs. 2020
Average Selling Price^(a)^
Local Exchange Sales Mix Sales
Currency Rate & Other Volume^(b)^ Total
Polyurethanes 30 % 0 % 3 % 2 % 35 %
Performance Products 53 % 0 % (1 )% 3 % 55 %
Advanced Materials 20 % (1 )% 32 % 2 % 53 %
Textile Effects 19 % 0 % 1 % (7 )% 13 %
Twelve months ended
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December 31, 2021 vs. 2020
Average Selling Price^(a)^
Local Exchange Sales Mix Sales
Currency Rate & Other Volume^(b)^ Total
Polyurethanes 30 % 2 % 4 % 4 % 40 %
Performance Products 35 % 3 % (4 )% 11 % 45 %
Advanced Materials 13 % 3 % 17 % 10 % 43 %
Textile Effects 5 % 3 % 3 % 20 % 31 %

(a)Excludes sales from tolling arrangements, by-products and raw materials.

(b)Excludes sales from by-products and raw materials.

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Table 4 – Reconciliation of U.S. GAAP to Non-GAAP Measures

Income Tax Diluted Income
EBITDA (Expense)<br> Benefit Net<br> Income Per<br> Share
Three months<br> ended Three months<br> ended Three months<br> ended Three months<br> ended
December<br> 31, December<br> 31, December<br> 31, December<br> 31,
In millions, except<br> per share amounts 2021 2020 2021 2020 2021 2020 2021 2020
Net income $ 607 $ 360 $ 607 $ 360 $ 2.77 $ 1.62
Net income<br> attributable to noncontrolling interests (10 ) (17 ) (10 ) (17 ) (0.04 ) (0.08 )
Net<br> income attributable to Huntsman Corporation 597 343 597 343 2.73 1.54
Interest<br> expense, net from continuing operations 15 23
Income tax expense from continuing<br> operations 95 37 $ (95 ) $ (37 )
Income<br> tax (benefit) expense from discontinued operations^(3)^ (2 ) 3
Depreciation and amortization<br> from continuing operations 77 77
Business acquisition and integration<br> expenses and purchase accounting inventory adjustments 3 1 (2 ) - 1 1 - -
Income associated with the Albemarle<br> Settlement, net (465 ) - 55 - (410 ) - (1.87 ) -
EBITDA<br> / (Income) loss from discontinued operations, net of tax^(3)^ (1 ) 4 N/A N/A (3 ) 7 (0.01 ) 0.03
Gain on sale of businesses/assets - (279 ) (1 ) 31 (1 ) (248 ) - (1.12 )
Income from transition services<br> arrangements (2 ) (1 ) 1 1 (1 ) - - -
Fair<br> value adjustments to Venator investment and related loss on disposal^(a)^ - (12 ) - (9 ) - (21 ) - (0.09 )
Certain legal and other settlements<br> and related expenses 3 3 - (1 ) 3 2 0.01 0.01
Certain non-recurring information<br> technology project implementation costs 2 3 (1 ) (1 ) 1 2 - 0.01
Amortization of pension and postretirement<br> actuarial losses 21 19 (4 ) (5 ) 17 14 0.08 0.06
Restructuring, impairment and<br> plant closing and transition costs 9 18 (3 ) (6 ) 6 12 0.03 0.05
Plant incident remediation (credits)<br> costs (3 ) 1 - - (3 ) 1 (0.01 ) -
Adjusted^(1)^ $ 349 $ 240 $ (50 ) $ (27 ) $ 207 $ 113 $ 0.95 $ 0.51
Adjusted<br> income tax expense (benefit)^(1)^ $ 50 $ 27
Net income attributable to noncontrolling<br> interests, net of tax 10 17
Adjusted pre-tax income ^(1)^ $ 267 $ 157
Adjusted effective tax rate^(4)^ 19 % 17 %
Effective tax rate 14 % 9 %
Income Tax Diluted Income
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EBITDA (Expense) Benefit Net Income Per Share
Twelve months ended Twelve months ended Twelve months ended Twelve months ended
December 31, December 31, December 31, December 31,
In millions, except per share amounts 2021 2020 2021 2020 2021 2020 2021 2020
Net income $ 1,104 $ 1,066 $ 1,104 $ 1,066 $ 4.99 $ 4.80
Net income attributable to noncontrolling interests (59 ) (32 ) (59 ) (32 ) (0.27 ) (0.14 )
Net income attributable to Huntsman Corporation 1,045 1,034 1,045 1,034 4.72 4.66
Interest expense,<br> net from continuing operations 67 86
Income tax expense from continuing operations 209 46 $ (209 ) $ (46 )
Income tax expense from discontinued operations^(3)^ 3 242
Depreciation and amortization from continuing operations 296 283
Business acquisition and integration expenses and purchase accounting inventory adjustments 22 31 (6 ) (6 ) 16 25 0.07 0.11
Income associated with the Albemarle Settlement, net (465 ) - 55 - (410 ) - (1.85 ) -
EBITDA / Income from discontinued operations, net of tax^(3)^ (3 ) (1,017 ) N/A N/A - (775 ) - (3.49 )
Gain on sale of businesses/assets (30 ) (280 ) 3 31 (27 ) (249 ) (0.12 ) (1.12 )
Income from transition services arrangements (8 ) (7 ) 2 2 (6 ) (5 ) (0.03 ) (0.02 )
Fair value adjustments to Venator investment and related loss on disposal^(a)^ 28 88 - (9 ) 28 79 0.13 0.36
Loss on early extinguishment of debt 27 - (6 ) - 21 - 0.09 -
Certain legal and other settlements and related expenses 13 5 (3 ) (1 ) 10 4 0.05 0.02
Certain non-recurring information technology project implementation costs 8 6 (2 ) (1 ) 6 5 0.03 0.02
Amortization of pension and postretirement actuarial losses 86 76 (19 ) (17 ) 67 59 0.30 0.27
Restructuring, impairment and plant closing and transition costs 45 52 (11 ) (13 ) 34 39 0.15 0.18
Plant incident remediation costs - 2 - - - 2 - 0.01
Adjusted^(1)^ $ 1,343 $ 647 $ (196 ) $ (60 ) $ 784 $ 218 $ 3.54 $ 0.98
Adjusted income tax expense^(1)^ $ 196 $ 60
Net income attributable to noncontrolling interests, net of tax 59 32
Adjusted pre-tax income^(1)^ $ 1,039 $ 310
Adjusted effective tax rate^(4)^ 19 % 19 %
Effective tax rate 16 % 14 %

(a)Represents the changes in market value in Huntsman's remaining interest in Venator.

N/A= not applicable

Seeend of press release for footnote explanations.

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Table 5 – Selected Balance Sheet Items

December 31, December 31,
In millions 2021 2020
Cash $ 1,041 $ 1,593
Accounts and notes receivable, net 1,186 910
Inventories 1,201 848
Receivable associated with the Albemarle Settlement 333 -
Other current assets 167 217
Property, plant and equipment, net 2,576 2,505
Other noncurrent assets 2,888 2,640
Total assets $ 9,392 $ 8,713
Accounts payable $ 1,208 $ 876
Other current liabilities 831 510
Current portion of debt 12 593
Long-term debt 1,538 1,528
Other noncurrent liabilities 1,244 1,533
Huntsman Corporation stockholders’ equity 4,378 3,519
Noncontrolling interests in subsidiaries 181 154
Total liabilities and equity $ 9,392 $ 8,713

Table 6 – Outstanding Debt

December 31, December 31,
In millions 2021 2020
Debt:
Revolving credit facility $ - $ -
Accounts receivable programs - -
Senior notes 1,473 2,047
Variable interest entities 45 50
Other debt 32 24
Total debt - excluding affiliates 1,550 2,121
Total cash 1,041 1,593
Net debt - excluding affiliates^(5)^ $ 509 $ 528
See end of press release for footnote explanations.

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Table 7 – Summarized Statement of Cash Flows


Three months ended Twelve months ended
December 31, December 31,
In millions 2021 2020 2021 2020
Total cash at beginning of period $ 505 $ 1,168 $ 1,593 $ 525
Net cash provided by operating activities from continuing operations 790 167 953 277
Net cash used in operating activities from discontinued operations^(3)^ - (2 ) (1 ) (24 )
Net cash (used in) provided by investing activities (85 ) 357 (524 ) 1,462
Net cash provided by investing activities from discontinued operations^(3)^ - 1 - 1
Net cash used in financing activities (168 ) (109 ) (977 ) (655 )
Effect of exchange rate changes on cash (1 ) 11 (3 ) 7
Total cash at end of period $ 1,041 $ 1,593 $ 1,041 $ 1,593
Free cash flow from continuing operations^(2)^:
Net cash provided by operating activities $ 790 $ 167 $ 953 $ 277
Capital expenditures (92 ) (79 ) (342 ) (249 )
Free cash flow from continuing operations $ 698 $ 88 $ 611 $ 28
Supplemental cash flow information:
Cash paid for interest $ (25 ) $ (41 ) $ (82 ) $ (90 )
Cash paid for income taxes (23 ) (74 ) (106 ) (316 )
Cash paid for restructuring and integration (7 ) (3 ) (35 ) (27 )
Cash paid for pensions (14 ) (28 ) (59 ) (101 )
Depreciation and amortization 77 77 296 283
Change in primary working capital:
Accounts and notes receivable $ 27 $ (3 ) $ (315 ) $ 100
Inventories (38 ) (9 ) (367 ) 145
Accounts payable 217 117 342 32
Total change in primary working capital $ 206 $ 105 $ (340 ) $ 277
See end of press release for footnote explanations.

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Footnotes


(1) We use adjusted EBITDA to measure the operating performance<br>of our business and for planning and evaluating the performance of our business segments. We provide adjusted net income because we feel<br>it provides meaningful insight for the investment community into the performance of our business. We believe that net income (loss) is<br>the performance measure calculated and presented in accordance with generally accepted accounting principles in the U.S. (“GAAP”)<br>that is most directly comparable to adjusted EBITDA and adjusted net income (loss). Additional information with respect to our use of<br>each of these financial measures follows:

Adjusted EBITDA, adjusted net income (loss) and adjusted diluted income (loss) per share, as used herein, are not necessarily comparable to other similarly titled measures of other companies.

Adjusted EBITDA is computed by eliminating the following from net income (loss): (a) net income attributable to noncontrolling interests, net of tax; (b) interest; (c) income taxes; (d) depreciation and amortization; (e) amortization of pension and postretirement actuarial losses (gains); (f) restructuring, impairment and plant closing costs (credits); and further adjusted for certain other items set forth in the reconciliation of net income (loss) to adjusted EBITDA in Table 4 above.

Adjusted net income (loss) and adjusted diluted income (loss) per share are computed by eliminating the after tax impact of the following items from net income (loss): (a) net income attributable to noncontrolling interest; (b) amortization of pension and postretirement actuarial losses (gains); (c) restructuring, impairment and plant closing costs (credits); and further adjusted for certain other items set forth in the reconciliation of net income (loss) to adjusted net income (loss) in Table 4 above. The income tax impacts, if any, of each adjusting item represent a ratable allocation of the total difference between the unadjusted tax expense and the total adjusted tax expense, computed without consideration of any adjusting items using a with and without approach.

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

(2) Management internally uses free cash flow measure: (a) to evaluate<br>our liquidity, (b) evaluate strategic investments, (c) plan stock buyback and dividend levels and (d) evaluate our ability to incur and<br>service debt. Free cash flow is defined as net cash provided by operating activities less capital expenditures. Free cash flow is not<br>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.
(3) During the third quarter 2019, we entered into an agreement<br>to sell our Chemical Intermediates Businesses. Results from these businesses, including the associated gain on sale, was treated as discontinued<br>operations until the completion of the sale on January 3, 2020.
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(4) We believe adjusted effective tax rate provides improved comparability<br>between periods through the exclusion of certain items that management believes are not indicative of the businesses’ operational<br>profitability and that may obscure underlying business results and trends. In our view, effective tax rate is the performance measure<br>calculated and presented in accordance with U.S. GAAP that is most directly comparable to adjusted effective tax rate. The reconciliation<br>of historical adjusted effective tax rate and effective tax rate is set forth in Table 4 above. Please see the reconciliation of our<br>net income to adjusted net income in Table 4for details regarding the tax impacts of our non-GAAP adjustments.
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Our forward-looking adjusted effective tax rate is calculated based on our forecast effective tax rate, and the range of our forward-looking adjusted effective tax rate equals the range of our forecast effective tax rate. We disclose forward-looking adjusted effective tax rate because we cannot adequately forecast certain items and events that may or may not impact us in the near future, such as business acquisition and integration expenses and purchase accounting inventory adjustments, certain legal and other settlements and related expenses, gains on sale of businesses/assets and certain tax only items, including tax law changes not yet enacted. Each of such adjustment has not yet occurred, is out of our control and/or cannot be reasonably predicted. In our view, our forward-looking adjusted effective tax rate represents the forecast effective tax rate on our underlying business operations but does not reflect any adjustments related to the items noted above that may occur and can cause our effective tax rate to differ.

(5) Net debt is a measure we use to monitor how much debt we have<br>after taking into account our total cash. We use it as an indicator of our overall financial position, and calculate it by taking our<br>total debt, including the current portion, and subtracting total cash.
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About Huntsman:


Huntsman Corporation is a publicly traded global manufacturer andmarketer of differentiated and specialty chemicals with 2021 revenues of approximately $8 billion. Our chemical products numberin the thousands and are sold worldwide to manufacturers serving a broad and diverse range of consumer and industrial end markets.We operate more than 70 manufacturing, R&D and operations facilities in approximately 30 countries and employ approximately9,000 associates within our four distinct business divisions. For more information about Huntsman, please visit the company's websiteatwww.huntsman.com*.*

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Twitter: www.twitter.com/Huntsman_CorpFacebook: www.facebook.com/huntsmancorpLinkedIn: www.linkedin.com/company/huntsman

Forward-Looking Statements:

This press release includes "forward-looking statements"within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-lookingstatements include statements concerning our plans, objectives, goals, strategies, future events, future revenue or performance, capitalexpenditures, financing needs, plans or intentions relating to acquisitions, divestitures or strategic transactions, including the reviewof the Textile Effects Division, business trends and any other information that is not historical information. When used in this pressrelease, the words "estimates," "expects," "anticipates," "likely," "projects," "outlook," "plans," "intends," "believes," "forecasts," or future or conditional verbs, such as "will," "should," "could" or "may," and variations of such words or similar expressions are intended to identifyforward-looking statements. These forward-looking statements, including, without limitation, management's examination of historical operatingtrends and data, are based upon our current expectations and various assumptions and beliefs. In particular, such forward-looking statementsare subject to uncertainty and changes in circumstances and involve risks and uncertainties that may affect the Company's operations,markets, products, prices and other factors as discussed in the Company's filings with the Securities and Exchange Commission (the "SEC").In addition, there can be no assurance that the review of the Textile Effects Division will result in one or more transactions or otherstrategic change or outcome. Significant risks and uncertainties may relate to, but are not limited to, ongoing impact of COVID-19 onour operations and financial results, volatile global economic conditions, cyclical and volatile product markets, disruptions in productionat manufacturing facilities, timing of proposed transactions, reorganization or restructuring of the Company's operations, including anydelay of, or other negative developments affecting the ability to implement cost reductions and manufacturing optimization improvementsin the Company's businesses and to realize anticipated cost savings, and other financial, operational, economic, competitive, environmental,political, legal, regulatory and technological factors. Any forward-looking statement should be considered in light of the risks set forthunder the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2020, which may be supplementedby other risks and uncertainties disclosed in any subsequent reports filed or furnished by the Company from time to time. All forward-lookingstatements apply only as of the date made. Except as required by law, the Company undertakes no obligation to update or revise forward-lookingstatements to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events.

Additional Information and Where to Find It:

The Company has filed a preliminary proxy statement and accompanyingWHITE proxy card with the SEC with respect to the Company’s 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”),and prior to the 2022 Annual Meeting, the Company intends to file a definitive proxy statement and accompanying WHITE proxy card withthe SEC. The Company’s shareholders are strongly encouraged to read the definitive proxy statement, the accompanying WHITE proxycard and other documents filed with the SEC carefully in their entirety when they become available because they will contain importantinformation. The Company’s shareholders will be able to obtain any proxy statement, any amendments or supplements to the proxy statementand other documents filed by the Company with the SEC free of charge at the SEC’s website at www.sec.gov. Copies will also be availablefree of charge at the Company’s website at www.huntsman.com.

Certain Information Regarding Participants:

The Company, its directors and certain of its executive officersare participants in the solicitation of proxies from the Company’s shareholders in connection with the matters to be consideredat the 2022 Annual Meeting. Information about the Company’s directors and executive officers is available in the Company’s(a) annual report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 12, 2021 and (b) proxy statement filedwith the SEC on March 18, 2021 with respect to the Company’s 2021 Annual Meeting of Stockholders. To the extent holdings of theCompany’s securities by such directors or executive officers have changed since the amounts printed in the proxy statement, suchchanges have been or will be reflected on Statements of Changes in Beneficial Ownership on Form 4 filed with the SEC. Additional informationregarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, will be setforth in the proxy statement and other materials to be filed with the SEC in connection with the 2022 Annual Meeting.

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