Huntsman Corporation Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

CONDENSED CONSOLIDATING FINANCIAL INFORMATION OF HUNTSMAN INTERNATIONAL LLC (Tables)

CONDENSED CONSOLIDATING FINANCIAL INFORMATION OF HUNTSMAN INTERNATIONAL LLC (Tables)

6 Months Ended

Jun. 30, 2011

CONDENSED CONSOLIDATING FINANCIAL INFORMATION OF HUNTSMAN INTERNATIONAL LLC (UNAUDITED)

CONDENSED CONSOLIDATING BALANCE SHEETS (UNAUDITED)

			Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC
ASSETS
Current assets:
	Cash and cash equivalents		$	55		$	3		$	248		$			$	306
	Restricted cash									7						7
	Accounts and notes receivable, net			26			185			1,625						1,836
	Accounts receivable from affiliates			1,224			2,812			82			(4,046	)		72
	Inventories			107			280			1,369			(10	)		1,746
	Prepaid expenses			7						50			(24	)		33
	Deferred income taxes			5						45			(9	)		41
	Other current assets			40			7			258			(39	)		266

		Total current assets		1,464			3,287			3,684			(4,128	)		4,307
Property, plant and equipment, net				402			866			2,431			2			3,701
Investment in unconsolidated affiliates				5,587			1,730			133			(7,258	)		192
Intangible assets, net				52			2			60			(3	)		111
Goodwill				(19	)		84			46						111
Deferred income taxes				62						175			(36	)		201
Notes receivable from affiliates				54			985			6			(1,039	)		6
Other noncurrent assets				57			151			257						465

		Total assets	$	7,659		$	7,105		$	6,792		$	(12,462	)	$	9,094

LIABILITIES AND EQUITY
Current liabilities:
	Accounts payable		$	74		$	268		$	768		$			$	1,110
	Accounts payable to affiliates			2,065			839			1,171			(4,046	)		29
	Accrued liabilities			111			138			570			(62	)		757
	Deferred income taxes						55			20			(11	)		64
	Note payable to affiliate			100												100
	Current portion of debt			93						196						289

		Total current liabilities		2,443			1,300			2,725			(4,119	)		2,349
Long-term debt				3,259						627						3,886
Notes payable to affiliates				435						1,043			(1,039	)		439
Deferred income taxes							37			84			(34	)		87
Other noncurrent liabilities				163			133			544			(3	)		837

		Total liabilities		6,300			1,470			5,023			(5,195	)		7,598
Equity
Huntsman International LLC members' equity:
	Members' equity			3,074			4,741			2,313			(7,054	)		3,074
	Subsidiary preferred stock									1			(1	)
	Accumulated deficit			(1,519	)		(1,015	)		(422	)		1,437			(1,519	)
	Accumulated other comprehensive (loss) income			(196	)		1,909			(211	)		(1,698	)		(196	)

		Total Huntsman International LLC members' equity		1,359			5,635			1,681			(7,316	)		1,359
Noncontrolling interests in subsidiaries										88			49			137

		Total equity		1,359			5,635			1,769			(7,267	)		1,496

	Total liabilities and equity		$	7,659		$	7,105		$	6,792		$	(12,462	)	$	9,094

			Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC

ASSETS
Current assets:
	Cash and cash equivalents		$	220		$	9		$	332		$			$	561
	Restricted cash									7						7
	Accounts and notes receivable, net			17			112			1,284						1,413
	Accounts receivable from affiliates			1,275			2,530			79			(3,784	)		100
	Inventories			78			240			1,089			(11	)		1,396
	Prepaid expenses			11			6			42			(14	)		45
	Deferred income taxes			5						44			(9	)		40
	Other current assets						3			160			(3	)		160

		Total current assets		1,606			2,900			3,037			(3,821	)		3,722
Property, plant and equipment, net				417			881			2,169			2			3,469
Investment in unconsolidated affiliates				5,018			1,403			172			(6,359	)		234
Intangible assets, net				62			3			42						107
Goodwill				(17	)		84			27						94
Deferred income taxes				(9	)					161			27			179
Notes receivable from affiliates				51			930			7			(981	)		7
Other noncurrent assets				73			169			253						495

		Total assets	$	7,201		$	6,370		$	5,868		$	(11,132	)	$	8,307

LIABILITIES AND EQUITY
Current liabilities:
	Accounts payable		$	42		$	212		$	586		$			$	840
	Accounts payable to affiliates			1,892			860			1,091			(3,784	)		59
	Accrued liabilities			102			77			464			(17	)		626
	Deferred income taxes						55			19			(11	)		63
	Note payable to affiliate			100												100
	Current portion of debt			114						405						519

		Total current liabilities		2,250			1,204			2,565			(3,812	)		2,207
Long-term debt				3,320						307						3,627
Notes payable to affiliates				435						985			(981	)		439
Deferred income taxes				8			(28	)		86			28			94
Other noncurrent liabilities				160			138			555			(1	)		852

		Total liabilities		6,173			1,314			4,498			(4,766	)		7,219
Equity Huntsman International LLC members' equity:
	Members' equity			3,049			4,764			2,217			(6,981	)		3,049
	Subsidiary preferred stock									1			(1	)
	Accumulated deficit			(1,667	)		(1,308	)		(549	)		1,857			(1,667	)
	Accumulated other comprehensive (loss) income			(354	)		1,600			(318	)		(1,282	)		(354	)

		Total Huntsman International LLC members' equity		1,028			5,056			1,351			(6,407	)		1,028
Noncontrolling interests in subsidiaries										19			41			60

		Total equity		1,028			5,056			1,370			(6,366	)		1,088

	Total liabilities and equity		$	7,201		$	6,370		$	5,868		$	(11,132	)	$	8,307

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (UNAUDITED)

		Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC

Revenues:
	Trade sales, services and fees, net	$	231		$	861		$	1,807		$	(3	)	$	2,896
	Related party sales		110			149			283			(504	)		38

Total revenues			341			1,010			2,090			(507	)		2,934
Cost of goods sold			298			816			1,802			(487	)		2,429

Gross profit			43			194			288			(20	)		505
Selling, general and administrative			45			31			179						255
Research and development			13			8			21						42
Other operating income			(4	)		(11	)		(11	)					(26	)
Restructuring, impairment and plant closing costs									9						9

Operating (loss) income			(11	)		166			90			(20	)		225
Interest (expense) income, net			(54	)		11			(24	)					(67	)
Equity in income of investment in affiliates and subsidiaries			162			53			3			(216	)		2
Other (expense) income			(16	)								17			1

Income from continuing operations before income taxes			81			230			69			(219	)		161
Income tax benefit (expense)			36			(60	)		(10	)					(34	)

Income from continuing operations			117			170			59			(219	)		127
Loss from discontinued operations, net of tax									(1	)					(1	)

Income before extraordinary gain			117			170			58			(219	)		126
Extraordinary gain on the acquisition of a business, net of tax of nil									1						1

Net income			117			170			59			(219	)		127
Net income attributable to noncontrolling interests						(1	)		(4	)		(5	)		(10	)

Net income attributable to Huntsman International LLC		$	117		$	169		$	55		$	(224	)	$	117

		Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC

Revenues:
	Trade sales, services and fees, net	$	207		$	650		$	1,423		$			$	2,280
	Related party sales		67			140			269			(413	)		63

Total revenues			274			790			1,692			(413	)		2,343
Cost of goods sold			233			665			1,463			(406	)		1,955

Gross profit			41			125			229			(7	)		388
Selling, general and administrative			34			24			150						208
Research and development			12			7			17						36
Other operating (income) expense			(10	)		19			(13	)					(4	)
Restructuring, impairment and plant closing costs									17						17

Operating income			5			75			58			(7	)		131
Interest (expense) income, net			(41	)		9			(15	)					(47	)
Equity income of investment in affiliates and subsidiaries			177			55			19			(235	)		16
Loss on early extinguishment of debt			(7	)											(7	)
Other (expense) income			(10	)					2			10			2

Income from continuing operations before income taxes			124			139			64			(232	)		95
Income tax benefit (expense)			11			(33	)		(16	)					(38	)

Income from continuing operations			135			106			48			(232	)		57
(Loss) income from discontinued operations, net of tax			(18	)		68			12						62

Net income			117			174			60			(232	)		119
Net income attributable to noncontrolling interests						(1	)		(2	)		1			(2	)

Net income attributable to Huntsman International LLC		$	117		$	173		$	58		$	(231	)	$	117

		Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC

Revenues:
	Trade sales, services and fees, net	$	435		$	1,664		$	3,426		$	(3	)	$	5,522
	Related party sales		192			283			569			(953	)		91

Total revenues			627			1,947			3,995			(956	)		5,613
Cost of goods sold			541			1,582			3,456			(936	)		4,643

Gross profit			86			365			539			(20	)		970
Selling, general and administrative			84			57			331						472
Research and development			24			16			41						81
Other operating expense (income)			33			(38	)		13						8
Restructuring, impairment and plant closing costs									16						16

Operating (loss) income			(55	)		330			138			(20	)		393
Interest (expense) income, net			(110	)		21			(42	)					(131	)
Equity in income of investment in affiliates and subsidiaries			281			61			5			(343	)		4
Loss on early extinguishment of debt			(3	)											(3	)
Other (expense) income			(16	)								17			1

Income from continuing operations before income taxes			97			412			101			(346	)		264
Income tax benefit (expense)			76			(120	)		(12	)					(56	)

Income from continuing operations			173			292			89			(346	)		208
Income (loss) from discontinued operations, net of tax			7						(22	)					(15	)

Income before extraordinary gain			180			292			67			(346	)		193
Extraordinary gain on the acquisition of a business, net of tax of nil									2						2

Net income			180			292			69			(346	)		195
Net income attributable to noncontrolling interests						(1	)		(8	)		(6	)		(15	)

Net income attributable to Huntsman International LLC		$	180		$	291		$	61		$	(352	)	$	180

		Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC

Revenues:
	Trade sales, services and fees, net	$	390		$	1,157		$	2,782		$			$	4,329
	Related party sales		125			248			497			(762	)		108

Total revenues			515			1,405			3,279			(762	)		4,437
Cost of goods sold			431			1,237			2,846			(751	)		3,763

Gross profit			84			168			433			(11	)		674
Selling, general and administrative			70			44			309						423
Research and development			24			14			34						72
Other operating (income) expense			(27	)		33			(17	)					(11	)
Restructuring, impairment and plant closing costs			2						18						20

Operating income			15			77			89			(11	)		170
Interest (expense) income, net			(97	)		18			(34	)					(113	)
Equity income of investment in affiliates and subsidiaries			175			49			19			(226	)		17
Loss on early extinguishment of debt			(16	)											(16	)
Other (expense) income			(10	)					2			10			2

Income from continuing operations before income taxes			67			144			76			(227	)		60
Income tax benefit (expense)			35			(35	)		(16	)					(16	)

Income from continuing operations			102			109			60			(227	)		44
(Loss) income from discontinued operations, net of tax			(11	)		68			(8	)					49

Net income			91			177			52			(227	)		93
Net income attributable to noncontrolling interests						(1	)		(2	)		1			(2	)

Net income attributable to Huntsman International LLC		$	91		$	176		$	50		$	(226	)	$	91

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (UNAUDITED)

	Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC

Net cash provided by (used in) operating activities	$	86		$	45		$	(128	)	$	(6	)	$	(3	)

Investing activities:
Capital expenditures		(7	)		(29	)		(88	)					(124	)
Proceeds from settlements treated as reimbursement of capital expenditures								3						3
Cash assumed in connection with the initial consolidation of a variable interest entity								28						28
Cash paid for acquisition of a business								(23	)					(23	)
Proceeds from sale of business/assets								3						3
Decrease in receivable from affiliate		8												8
Investment in affiliate		(106	)		(1	)					107
Investment in unconsolidated affiliate					(10	)								(10	)
Cash received from unconsolidated affiliates					13									13
Other, net								(6	)		5			(1	)

Net cash used in investing activities		(105	)		(27	)		(83	)		112			(103	)
Financing activities:
Net borrowings under revolving loan facilities								4						4
Net borrowings on overdraft facilities								11						11
Repayments of short-term debt								(100	)					(100	)
Borrowings on short-term debt								76						76
Repayments of long-term debt		(100	)					(70	)					(170	)
Proceeds from issuance of long-term debt								71						71
Repayments of notes payable		(14	)					(1	)					(15	)
Borrowings on notes payable								1						1
Debt issuance costs paid		(7	)											(7	)
Call premiums related to early extinguishment of debt		(3	)											(3	)
Contribution from parent, net					(23	)		130			(107	)
Dividends paid		(32	)		(1	)					1			(32	)
Excess tax benefit related to stock-based compensation		10												10

Net cash (used in) provided by financing activities		(146	)		(24	)		122			(106	)		(154	)
Effect of exchange rate changes on cash								5						5

Decrease in cash and cash equivalents		(165	)		(6	)		(84	)					(255	)
Cash and cash equivalents at beginning of period		220			9			332						561

Cash and cash equivalents at end of period	$	55		$	3		$	248		$			$	306

	Parent Company			Guarantors			Nonguarantors			Eliminations			Consolidated Huntsman International LLC

Net cash used in operating activities	$	(340	)	$	(13	)	$	(60	)	$			$	(413	)

Investing activities:
Capital expenditures		(6	)		(26	)		(46	)					(78	)
Proceeds from settlements treated as reimbursement of capital expenditures					34									34
Investment in unconsolidated affiliates								(4	)					(4	)
Investment in affiliate		(116	)		(4	)					120
Change in restricted cash								(1	)					(1	)
Increase in receivable from affiliate		(46	)											(46	)

Net cash (used in) provided by investing activities		(168	)		4			(51	)		120			(95	)
Financing activities:
Net borrowings under revolving loan facilities								(4	)					(4	)
Revolving loan facility from A/R Programs		254												254
Net borrowings on overdraft facilities								5						5
Repayments of short-term debt								(94	)					(94	)
Borrowings on short-term debt								115						115
Repayments of long-term debt		(629	)					(30	)					(659	)
Proceeds from issuance of long-term debt		350						25						375
Repayments of note payable to affiliate		(125	)											(125	)
Proceeds from note payable to affiliate		110												110
Intercompany repayments								(5	)		5
Repayments of notes payable		(19	)					(3	)					(22	)
Borrowings on notes payable								4						4
Debt issuance costs paid		(17	)											(17	)
Call premiums related to early extinguishment of debt		(7	)											(7	)
Contribution from parent, net					(2	)		127			(125	)
Excess tax benefit related to stock-based compensation		4												4
Other, net					(1	)		1

Net cash (used in) provided by financing activities		(79	)		(3	)		141			(120	)		(61	)
Effect of exchange rate changes on cash								(8	)					(8	)

(Decrease) increase in cash and cash equivalents		(587	)		(12	)		22						(577	)
Cash and cash equivalents at beginning of period		688			24			207						919

Cash and cash equivalents at end of period	$	101		$	12		$	229		$			$	342