UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q


☒						QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, ~~2022~~2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-34726

LYONDELLBASELL INDUSTRIES N.V.

(Exact name of registrant as specified in its charter)

Netherlands

98-0646235

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

1221 McKinney St.,

4th Floor, One Vine Street

Suite 300

London

Delftseplein 27E

Houston,

Texas

W1J0AH

3013AA

Rotterdam

USA

77010

United Kingdom

Netherlands

(Addresses of registrant’s principal executive offices) (Zip Code)


						(713)						309-7200									+44 (0)						207			220 2600									+31 (0)						10			2755 500

(Registrant’s telephone numbers, including area codes)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange On Which Registered

Ordinary Shares, €0.04 Par Value

LYB

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” ~~and~~ “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	x	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

The registrant had ~~327,621,817~~325,274,141 ordinary shares, €0.04 par value, outstanding at April ~~27, 2022~~26, 2023 (excluding ~~12,647,650~~15,148,357 treasury shares).

Table of Contents

LYONDELLBASELL INDUSTRIES N.V.

TABLE OF CONTENTS

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF INCOME


		Three Months Ended March 31,						Three Months Ended March 31,
Millions of dollars, except earnings per share	Millions of dollars, except earnings per share		2022		2021		Millions of dollars, except earnings per share		2023		2022
Sales and other operating revenues:	Sales and other operating revenues:						Sales and other operating revenues:
Trade	Trade		$	12,840	$	8,851	Trade		$	10,076	$	12,840
Related parties	Related parties		317		231		Related parties		171		317
			13,157		9,082				10,247		13,157
Operating costs and expenses:	Operating costs and expenses:						Operating costs and expenses:
Cost of sales	Cost of sales		11,136		7,678		Cost of sales		8,864		11,136

Impairment							Impairment		252		—
Selling, general and administrative expenses	Selling, general and administrative expenses		328		287		Selling, general and administrative expenses		385		328
Research and development expenses	Research and development expenses		32		29		Research and development expenses		33		32
			11,496		7,994				9,534		11,496
Operating income	Operating income		1,661		1,088		Operating income		713		1,661
Interest expense	Interest expense		(74)		(110)		Interest expense		(116)		(74)
Interest income	Interest income		2		2		Interest income		23		2
Other income, net	Other income, net		19		25		Other income, net		5		19
Income from continuing operations before equity investments and income taxes	Income from continuing operations before equity investments and income taxes		1,608		1,005		Income from continuing operations before equity investments and income taxes		625		1,608
Income from equity investments	Income from equity investments		29		137		Income from equity investments		17		29
Income from continuing operations before income taxes	Income from continuing operations before income taxes		1,637		1,142		Income from continuing operations before income taxes		642		1,637
Provision for income taxes	Provision for income taxes		316		70		Provision for income taxes		167		316
Income from continuing operations	Income from continuing operations		1,321		1,072		Income from continuing operations		475		1,321
Loss from discontinued operations, net of tax	Loss from discontinued operations, net of tax		(1)		(2)		Loss from discontinued operations, net of tax		(1)		(1)
Net income	Net income		1,320		1,070		Net income		474		1,320

Dividends on redeemable non-controlling interests	Dividends on redeemable non-controlling interests		(2)		(2)		Dividends on redeemable non-controlling interests		(2)		(2)
Net income attributable to the Company shareholders	Net income attributable to the Company shareholders		$	1,318	$	1,068	Net income attributable to the Company shareholders		$	472	$	1,318

Earnings per share:	Earnings per share:						Earnings per share:
Net income (loss) attributable to the Company shareholders —
Net income attributable to the Company shareholders —							Net income attributable to the Company shareholders —
Basic	Basic						Basic
Continuing operations	Continuing operations		$	4.01	$	3.20	Continuing operations		$	1.45	$	4.01
Discontinued operations	Discontinued operations		—		(0.01)		Discontinued operations		—		—
			$	4.01	$	3.19			$	1.45	$	4.01
Diluted	Diluted						Diluted
Continuing operations	Continuing operations		$	4.00	$	3.19	Continuing operations		$	1.44	$	4.00
Discontinued operations	Discontinued operations		—		(0.01)		Discontinued operations		—		—
			$	4.00	$	3.18			$	1.44	$	4.00

See Notes to the Consolidated Financial Statements.

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LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended
March 31,
Millions of dollars 2022 2021
Net income $ 1,320 $ 1,070
Other comprehensive income (loss), net of tax –
Financial derivatives 88 175
Defined benefit pension and other postretirement benefit plans 5 11
Foreign currency translations (25) (107)
Total other comprehensive income, net of tax 68 79
Comprehensive income 1,388 1,149
Dividends on redeemable non-controlling interests (2) (2)
Comprehensive income attributable to the Company shareholders $ 1,386 $ 1,147


	Three Months Ended March 31,
Millions of dollars		2023		2022
Net income		$	474	$	1,320
Other comprehensive income (loss), net of tax –
Financial derivatives		4		88

Defined benefit pension and other postretirement benefit plans		2		5
Foreign currency translations		59		(25)
Total other comprehensive income, net of tax		65		68
Comprehensive income		539		1,388
Dividends on redeemable non-controlling interests		(2)		(2)

Comprehensive income attributable to the Company shareholders		$	537	$	1,386

See Notes to the Consolidated Financial Statements.

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LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS


Millions of dollars	Millions of dollars	March 31, 2022		December 31, 2021		Millions of dollars	March 31, 2023		December 31, 2022
ASSETS	ASSETS					ASSETS
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	1,785	$	1,472	Cash and cash equivalents	$	1,790	$	2,151
Restricted cash	Restricted cash	9		5		Restricted cash	14		5
Short-term investments		—		9

Accounts receivable:	Accounts receivable:					Accounts receivable:
Trade, net	Trade, net	5,092		4,565		Trade, net	3,715		3,392
Related parties	Related parties	299		243		Related parties	186		201
Inventories	Inventories	4,979		4,901		Inventories	5,158		4,804
Prepaid expenses and other current assets	Prepaid expenses and other current assets	1,127		1,022		Prepaid expenses and other current assets	1,161		1,292
Total current assets	Total current assets	13,291		12,217		Total current assets	12,024		11,845
Operating lease assets	Operating lease assets	1,905		1,946		Operating lease assets	1,677		1,725
Property, plant and equipment	Property, plant and equipment	22,733		22,382		Property, plant and equipment	24,130		23,724
Less: Accumulated depreciation	Less: Accumulated depreciation	(8,004)		(7,826)		Less: Accumulated depreciation	(8,729)		(8,337)
Property, plant and equipment, net	Property, plant and equipment, net	14,729		14,556		Property, plant and equipment, net	15,401		15,387
Equity investments	Equity investments	4,743		4,786		Equity investments	4,266		4,295
Goodwill	Goodwill	1,866		1,875		Goodwill	1,605		1,827
Intangible assets, net	Intangible assets, net	673		695		Intangible assets, net	651		662
Other assets	Other assets	647		667		Other assets	631		624
Total assets	Total assets	$	37,854	$	36,742	Total assets	$	36,255	$	36,365

See Notes to the Consolidated Financial Statements.

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LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED BALANCE SHEETS


Millions of dollars, except shares and par value data	Millions of dollars, except shares and par value data	March 31, 2022		December 31, 2021		Millions of dollars, except shares and par value data	March 31, 2023		December 31, 2022
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY	LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY					LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY
Current liabilities:	Current liabilities:					Current liabilities:
Current maturities of long-term debt	Current maturities of long-term debt	$	8	$	6	Current maturities of long-term debt	$	432	$	432
Short-term debt	Short-term debt	141		362		Short-term debt	343		349
Accounts payable:	Accounts payable:					Accounts payable:
Trade	Trade	4,238		3,460		Trade	3,029		3,106
Related parties	Related parties	776		831		Related parties	543		477
Accrued liabilities	Accrued liabilities	2,376		2,571		Accrued liabilities	2,166		2,396
Total current liabilities	Total current liabilities	7,539		7,230		Total current liabilities	6,513		6,760
Long-term debt	Long-term debt	11,175		11,246		Long-term debt	10,601		10,540
Operating lease liabilities	Operating lease liabilities	1,610		1,649		Operating lease liabilities	1,507		1,510
Other liabilities	Other liabilities	2,215		2,295		Other liabilities	1,899		1,954
Deferred income taxes	Deferred income taxes	2,487		2,334		Deferred income taxes	2,886		2,858
Commitments and contingencies	Commitments and contingencies	0		0		Commitments and contingencies
Redeemable non-controlling interests	Redeemable non-controlling interests	116		116		Redeemable non-controlling interests	114		114
Shareholders’ equity:	Shareholders’ equity:					Shareholders’ equity:
Ordinary shares, €0.04 par value, 1,275 million shares authorized, 327,644,034 and 329,536,389 shares outstanding, respectively		19		19
Ordinary shares, €0.04 par value, 1,275 million shares authorized, 325,468,601 and 325,723,567 shares outstanding, respectively						Ordinary shares, €0.04 par value, 1,275 million shares authorized, 325,468,601 and 325,723,567 shares outstanding, respectively	19		19
Additional paid-in capital	Additional paid-in capital	6,056		6,044		Additional paid-in capital	6,092		6,119
Retained earnings	Retained earnings	9,514		8,563		Retained earnings	9,277		9,195
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(1,735)		(1,803)		Accumulated other comprehensive loss	(1,307)		(1,372)
Treasury stock, at cost, 12,625,433 and 10,675,605 ordinary shares, respectively		(1,156)		(965)
Treasury stock, at cost, 14,953,897 and 14,698,931 ordinary shares, respectively						Treasury stock, at cost, 14,953,897 and 14,698,931 ordinary shares, respectively	(1,360)		(1,346)
Total Company share of shareholders’ equity	Total Company share of shareholders’ equity	12,698		11,858		Total Company share of shareholders’ equity	12,721		12,615
Non-controlling interests	Non-controlling interests	14		14		Non-controlling interests	14		14
Total equity	Total equity	12,712		11,872		Total equity	12,735		12,629
Total liabilities, redeemable non-controlling interests and equity	Total liabilities, redeemable non-controlling interests and equity	$	37,854	$	36,742	Total liabilities, redeemable non-controlling interests and equity	$	36,255	$	36,365

See Notes to the Consolidated Financial Statements.

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LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS


		Three Months Ended March 31,					Three Months Ended March 31,
Millions of dollars	Millions of dollars	2022		2021		Millions of dollars	2023		2022
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net income	Net income	$	1,320	$	1,070	Net income	$	474	$	1,320
Adjustments to reconcile net income to net cash provided by operating activities:	Adjustments to reconcile net income to net cash provided by operating activities:					Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	Depreciation and amortization	311		335		Depreciation and amortization	396		311

Impairment						Impairment	252		—
Amortization of debt-related costs	Amortization of debt-related costs	4		5		Amortization of debt-related costs	3		4

Share-based compensation	Share-based compensation	18		19		Share-based compensation	24		18

Equity investments—	Equity investments—					Equity investments—
Equity income	Equity income	(29)		(137)		Equity income	(17)		(29)
Distributions of earnings, net of tax	Distributions of earnings, net of tax	34		20		Distributions of earnings, net of tax	22		34

Deferred income tax provision (benefit)		137		(83)
Deferred income tax provision						Deferred income tax provision	6		137

Changes in assets and liabilities that provided (used) cash:	Changes in assets and liabilities that provided (used) cash:					Changes in assets and liabilities that provided (used) cash:
Accounts receivable	Accounts receivable	(629)		(593)		Accounts receivable	(279)		(629)
Inventories	Inventories	(117)		(360)		Inventories	(319)		(117)
Accounts payable	Accounts payable	724		327		Accounts payable	40		724
Other, net	Other, net	(271)		(32)		Other, net	(120)		(271)
Net cash provided by operating activities	Net cash provided by operating activities	1,502		571		Net cash provided by operating activities	482		1,502
Cash flows from investing activities:	Cash flows from investing activities:					Cash flows from investing activities:
Expenditures for property, plant and equipment	Expenditures for property, plant and equipment	(446)		(340)		Expenditures for property, plant and equipment	(352)		(446)

Proceeds from maturities of available-for-sale debt securities		—		74

Proceeds from equity securities	Proceeds from equity securities	8		226		Proceeds from equity securities	—		8

Acquisition of equity method investment						Acquisition of equity method investment	(2)		—

Other, net	Other, net	(18)		(19)		Other, net	(17)		(18)
Net cash used in investing activities	Net cash used in investing activities	(456)		(59)		Net cash used in investing activities	(371)		(456)
Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:
Repurchases of Company ordinary shares	Repurchases of Company ordinary shares	(217)		—		Repurchases of Company ordinary shares	(70)		(217)
Dividends paid - common stock	Dividends paid - common stock	(371)		(352)		Dividends paid - common stock	(389)		(371)

Repayments of long-term debt		—		(500)

Net repayments of commercial paper		(169)		—

Net proceeds from (repayments of) commercial paper						Net proceeds from (repayments of) commercial paper	—		(169)
Collateral received from interest rate derivatives	Collateral received from interest rate derivatives	51		66		Collateral received from interest rate derivatives	—		51

Other, net	Other, net	(7)		4		Other, net	(18)		(7)
Net cash used in financing activities	Net cash used in financing activities	(713)		(782)		Net cash used in financing activities	(477)		(713)
Effect of exchange rate changes on cash	Effect of exchange rate changes on cash	(16)		(32)		Effect of exchange rate changes on cash	14		(16)
Increase (decrease) in cash and cash equivalents and restricted cash		317		(302)
(Decrease) increase in cash and cash equivalents and restricted cash						(Decrease) increase in cash and cash equivalents and restricted cash	(352)		317
Cash and cash equivalents and restricted cash at beginning of period	Cash and cash equivalents and restricted cash at beginning of period	1,477		1,765		Cash and cash equivalents and restricted cash at beginning of period	2,156		1,477
Cash and cash equivalents and restricted cash at end of period	Cash and cash equivalents and restricted cash at end of period	$	1,794	$	1,463	Cash and cash equivalents and restricted cash at end of period	$	1,804	$	1,794

See Notes to the Consolidated Financial Statements.

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LYONDELLBASELL INDUSTRIES N.V.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY


	Ordinary Shares				Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Company Share of Shareholders’ Equity		Non- Controlling Interests
Millions of dollars	Issued		Treasury
Balance, December 31, 2022	$	19	$	(1,346)	$	6,119	$	9,195	$	(1,372)	$	12,615	$	14
Net income	—		—		—		474		—		474		—
Other comprehensive income	—		—		—		—		65		65		—
Share-based compensation	—		60		(27)		(1)		—		32		—
Dividends - common stock ($1.19 per share)	—		—		—		(389)		—		(389)		—

Dividends - redeemable non-controlling interests ($15.00 per share)	—		—		—		(2)		—		(2)		—
Repurchases of Company ordinary shares	—		(74)		—		—		—		(74)		—


Balance, March 31, 2023	$	19	$	(1,360)	$	6,092	$	9,277	$	(1,307)	$	12,721	$	14


	Ordinary Shares				Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Company Share of Shareholders’ Equity		Non- Controlling Interests
Millions of dollars	Issued		Treasury
Balance, December 31, 2021	$	19	$	(965)	$	6,044	$	8,563	$	(1,803)	$	11,858	$	14
Net income	—		—		—		1,320		—		1,320		—
Other comprehensive income	—		—		—		—		68		68		—
Share-based compensation	—		11		12		4		—		27		—
Dividends - common stock ($1.13 per share)	—		—		—		(371)		—		(371)		—
Dividends - redeemable non-controlling interests ($15.00 per share)	—		—		—		(2)		—		(2)		—
Repurchases of Company ordinary shares	—		(202)		—		—		—		(202)		—



Balance, March 31, 2022	$	19	$	(1,156)	$	6,056	$	9,514	$	(1,735)	$	12,698	$	14

Ordinary Shares Additional
Paid-in
Capital Retained
Earnings Accumulated
Other
Comprehensive
Loss Company
Share of
Shareholders’
Equity Non-
Controlling
Interests
Millions of dollars Issued Treasury
Balance, December 31, 2020 $ 19 $ (531) $ 5,986 $ 4,440 $ (1,943) $ 7,971 $ 17
Net income — — — 1,070 — 1,070 —
Other comprehensive income — — — — 79 79 —
Share-based compensation — 25 7 2 — 34 —
Dividends - common stock ($1.05 per share) — — — (352) — (352) —
Dividends - redeemable non-controlling interests ($15.00 per share) — — — (2) — (2) —
Sales of non-controlling interest — — — — — — (3)
Balance, March 31, 2021 $ 19 $ (506) $ 5,993 $ 5,158 $ (1,864) $ 8,800 $ 14

See Notes to the Consolidated Financial Statements.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

TABLE OF CONTENTS


			Page			Page
1.	1.	Basis of Presentation	8	1.	Basis of Presentation	8

2.	2.	Accounting and Reporting Changes	8	2.	Accounting and Reporting Changes	8

3.	3.	Revenues	9	3.	Revenues	9

4.	4.	Accounts Receivable	10	4.	Accounts Receivable	10

5.	5.	Inventories	10	5.	Inventories	10

6.	6.	Debt	11	6.	Debt	11

7.	7.	Financial Instruments and Fair Value Measurements	13	7.	Financial Instruments and Fair Value Measurements	14

8.	8.	Income Taxes	16	8.	Income Taxes	16

9.	9.	Commitments and Contingencies	16	9.	Commitments and Contingencies	17

10.	10.	Shareholders’ Equity and Redeemable Non-controlling Interests	17	10.	Shareholders’ Equity and Redeemable Non-controlling Interests	18

11.	11.	Per Share Data	21	11.	Per Share Data	21

12.	12.	Segment and Related Information	22	12.	Segment and Related Information	22

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation

LyondellBasell Industries N.V. is a limited liability company (Naamloze Vennootschap) incorporated under Dutch law by deed of incorporation dated October 15, 2009. Unless otherwise indicated, the “Company,” “we,” “us,” “our” or similar words are used to refer to LyondellBasell Industries N.V. together with its consolidated subsidiaries (“LyondellBasell N.V.”). LyondellBasell N.V. is a worldwide manufacturer of chemicals and polymers, a refiner of crude oil, a ~~significant~~ producer of gasoline blending components and a developer and licensor of technologies for the production of polymers.

The accompanying unaudited Consolidated Financial Statements have been prepared from the books and records of LyondellBasell N.V. in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X for interim financial information. Certain notes and other information have been condensed or omitted from the interim financial statements included in this report. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States (“U.S. GAAP”) for complete financial statements. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair statement have been included. These statements contain some amounts that are based upon management estimates and judgments. Future actual results could differ from such current estimates. The results for interim periods are not necessarily indicative of results for the entire year.

Effective January 1, 2023, our Catalloy and polybutene-1 products were moved from our Advanced Polymer Solutions (“APS”) segment and reintegrated into our Olefins and Polyolefins-Americas (“O&P-Americas”) and Olefins and Polyolefins-Europe, Asia, International (“O&P-EAI”) segments. This move allows the APS team to focus on our compounding and solutions business, and to develop a more agile operating model with meaningful regional and segment growth strategies. Segment information provided throughout the report has been revised for all periods presented to reflect these changes.

2. Accounting and Reporting Changes

Recently Adopted Guidance

~~There were no new standards or Accounting Standard Updates (“ASU”) adopted~~Supplier Finance Program—In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. The guidance requires an entity that uses supplier finance programs in connection with the ~~quarter ended March~~purchase of goods and services to disclose certain qualitative and quantitative information about its programs including the key terms and conditions, activity during the period, and potential magnitude. The guidance is effective retrospectively for the year ending December 31, ~~2022 that had~~2023, including interim periods, with disclosures required for each period for which a balance sheet is presented, except for the disclosure of roll forward information, which is effective for fiscal years beginning after December 15, 2023. The adoption of this guidance did not have a material impact on our Consolidated Financial Statements.

Accounting Guidance Issued But Not Adopted as of March 31, ~~2022~~2023

~~Government Assistance—~~Fair Value Measurement—In ~~November 2021,~~June 2022, the ~~Financial Accounting Standards Board (“FASB”)~~FASB issued ASU ~~2021-10, Government Assistance~~2022-03, Fair Value Measurement (Topic ~~832)~~820): ~~Disclosures by Business Entities about Government Assistance.~~Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The guidance ~~requires disclosures about assistance received from the government~~clarifies that ~~have been accounted for by analogizing to~~ a ~~grant or contribution accounting model including the nature and form of assistance, the accounting policies used to account for the assistance and its impact~~contractual restriction on the ~~entity’s financial statements.~~sale of an equity security is not considered part of the unit of account of the equity security because it is a characteristic of the entity holding the equity security rather than a characteristic of the security and is not considered in measuring its fair value. The guidance is effective prospectively for ~~annual~~the year ending December 31, 2024, including the interim periods, ~~beginning after December 15, 2021,~~ with ~~early application~~the impact of adoption reflected in earnings. Early adoption is permitted. The adoption of this guidance will not have a material impact on our Consolidated Financial Statements.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

3. Revenues

Contract Balances—Contract liabilities were ~~$214~~$175 million and ~~$169~~$167 million at March 31, ~~2022~~2023 and December 31, ~~2021,~~2022, respectively. Revenue recognized in each reporting period, included in the contract liability balance at the beginning of the period, was immaterial.

Disaggregation of Revenues—Effective January 1, 2023, our Catalloy and polybutene-1 products were moved from our APS segment and reintegrated into our O&P-Americas and O&P-EAI segments. See Note 12 for additional detail regarding the change in segments. Consistent with this change, we have updated the disclosure of revenue disaggregated by key products for all periods presented.

The following table presents our revenues disaggregated by key products:

Three Months Ended
March 31,
Millions of dollars 2022 2021
Sales and other operating revenues:
Olefins and co-products $ 1,157 $ 1,091
Polyethylene 2,684 2,153
Polypropylene 2,014 1,718
Propylene oxide and derivatives 885 502
Oxyfuels and related products 1,254 607
Intermediate chemicals 1,110 578
Compounding and solutions 1,135 1,038
Advanced polymers 272 231
Refined products 2,458 993
Other 188 171
Total $ 13,157 $ 9,082


	Three Months Ended March 31,
Millions of dollars		2023		2022
Sales and other operating revenues:
Olefins and co-products		$	883	$	1,157
Polyethylene		2,016		2,707
Polypropylene		1,526		2,263
Propylene oxide and derivatives		641		885
Oxyfuels and related products		1,233		1,254
Intermediate chemicals		746		1,110
Compounding and solutions		995		1,135
Refined products		2,057		2,458
Other		150		188
Total		$	10,247	$	13,157

The following table presents our revenues disaggregated by geography, based upon the location of the customer:


		Three Months Ended March 31,						Three Months Ended March 31,
Millions of dollars	Millions of dollars		2022		2021		Millions of dollars		2023		2022
Sales and other operating revenues:	Sales and other operating revenues:						Sales and other operating revenues:
United States	United States		$	6,074	$	4,086	United States		$	4,852	$	6,074
Germany	Germany		995		765		Germany		786		995
China	China		656		560		China		514		656
Mexico							Mexico		430		442
Italy	Italy		518		378		Italy		376		518
Mexico			442		247
Japan	Japan		423		230		Japan		365		423
France							France		294		387
Poland	Poland		395		270		Poland		239		395
The Netherlands	The Netherlands		390		270		The Netherlands		233		390
France			387		290
Other	Other		2,877		1,986		Other		2,158		2,877
Total	Total		$	13,157	$	9,082	Total		$	10,247	$	13,157

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

4. Accounts Receivable

Our accounts receivable are reflected in the Consolidated Balance Sheets, net of allowance for credit losses of $6 million as of March 31, ~~2022~~2023 and December 31, ~~2021.~~2022.

5. Inventories

Inventories consisted of the following components:


Millions of dollars	Millions of dollars	March 31, 2022		December 31, 2021		Millions of dollars	March 31, 2023		December 31, 2022
Finished goods	Finished goods	$	3,382	$	3,329	Finished goods	$	3,443	$	3,027
Work-in-process	Work-in-process	206		178		Work-in-process	219		227
Raw materials and supplies	Raw materials and supplies	1,391		1,394		Raw materials and supplies	1,496		1,550
Total inventories	Total inventories	$	4,979	$	4,901	Total inventories	$	5,158	$	4,804

Table of Contents

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

6. Debt

Long-term loans, notes and other debt, net of unamortized discount and debt issuance cost, consisted of the following:


Millions of dollars	Millions of dollars	March 31, 2022		December 31, 2021		Millions of dollars	March 31, 2023		December 31, 2022
Senior Notes due 2024, $1,000 million, 5.75% ($2 million of debt issuance cost)		$	773	$	773
Senior Notes due 2024, $1,000 million, 5.75% ($1 million of debt issuance cost)						Senior Notes due 2024, $1,000 million, 5.75% ($1 million of debt issuance cost)	$	774	$	774
Senior Notes due 2055, $1,000 million, 4.625% ($15 million of discount; $11 million of debt issuance cost)	Senior Notes due 2055, $1,000 million, 4.625% ($15 million of discount; $11 million of debt issuance cost)	974		974		Senior Notes due 2055, $1,000 million, 4.625% ($15 million of discount; $11 million of debt issuance cost)	974		974
Guaranteed Notes due 2027, $300 million, 8.1%	Guaranteed Notes due 2027, $300 million, 8.1%	300		300		Guaranteed Notes due 2027, $300 million, 8.1%	300		300
Issued by LYB International Finance B.V.:	Issued by LYB International Finance B.V.:					Issued by LYB International Finance B.V.:
Guaranteed Notes due 2023, $750 million, 4.0% ($1 million of discount)		424		423
Guaranteed Notes due 2043, $750 million, 5.25% ($19 million of discount; $7 million of debt issuance cost)		724		724
Guaranteed Notes due 2044, $1,000 million, 4.875% ($10 million of discount; $9 million of debt issuance cost)		981		981
Guaranteed Notes due 2023, $750 million, 4.0%						Guaranteed Notes due 2023, $750 million, 4.0%	425		424
Guaranteed Notes due 2043, $750 million, 5.25% ($19 million of discount; $6 million of debt issuance cost)						Guaranteed Notes due 2043, $750 million, 5.25% ($19 million of discount; $6 million of debt issuance cost)	725		725
Guaranteed Notes due 2044, $1,000 million, 4.875% ($10 million of discount; $8 million of debt issuance cost)						Guaranteed Notes due 2044, $1,000 million, 4.875% ($10 million of discount; $8 million of debt issuance cost)	982		982
Issued by LYB International Finance II B.V.:	Issued by LYB International Finance II B.V.:					Issued by LYB International Finance II B.V.:
Guaranteed Notes due 2026, €500 million, 0.875% ($1 million of discount; $2 million of debt issuance cost)	Guaranteed Notes due 2026, €500 million, 0.875% ($1 million of discount; $2 million of debt issuance cost)	547		562		Guaranteed Notes due 2026, €500 million, 0.875% ($1 million of discount; $2 million of debt issuance cost)	529		518
Guaranteed Notes due 2027, $1,000 million, 3.5% ($3 million of discount; $3 million of debt issuance cost)		612		631
Guaranteed Notes due 2031, €500 million, 1.625% ($5 million of discount; $3 million of debt issuance cost)		547		558
Guaranteed Notes due 2027, $1,000 million, 3.5% ($2 million of discount; $2 million of debt issuance cost)						Guaranteed Notes due 2027, $1,000 million, 3.5% ($2 million of discount; $2 million of debt issuance cost)	590		587
Guaranteed Notes due 2031, €500 million, 1.625% ($4 million of discount; $3 million of debt issuance cost)						Guaranteed Notes due 2031, €500 million, 1.625% ($4 million of discount; $3 million of debt issuance cost)	528		516
Issued by LYB International Finance III LLC:	Issued by LYB International Finance III LLC:					Issued by LYB International Finance III LLC:
Guaranteed Notes due 2025, $500 million, 1.25% ($1 million of discount; $3 million of debt issuance cost)		479		486
Guaranteed Notes due 2025, $500 million, 1.25% ($1 million of discount; $2 million of debt issuance cost)						Guaranteed Notes due 2025, $500 million, 1.25% ($1 million of discount; $2 million of debt issuance cost)	477		475
Guaranteed Notes due 2030, $500 million, 3.375% ($1 million of debt issuance cost)	Guaranteed Notes due 2030, $500 million, 3.375% ($1 million of debt issuance cost)	133		143		Guaranteed Notes due 2030, $500 million, 3.375% ($1 million of debt issuance cost)	124		120
Guaranteed Notes due 2030, $500 million, 2.25% ($3 million of discount; $4 million of debt issuance cost)		481		490
Guaranteed Notes due 2030, $500 million, 2.25% ($3 million of discount; $3 million of debt issuance cost)						Guaranteed Notes due 2030, $500 million, 2.25% ($3 million of discount; $3 million of debt issuance cost)	473		469
Guaranteed Notes due 2040, $750 million, 3.375% ($2 million of discount; $7 million of debt issuance cost)	Guaranteed Notes due 2040, $750 million, 3.375% ($2 million of discount; $7 million of debt issuance cost)	741		741		Guaranteed Notes due 2040, $750 million, 3.375% ($2 million of discount; $7 million of debt issuance cost)	741		741
Guaranteed Notes due 2049, $1,000 million, 4.2% ($15 million of discount; $10 million of debt issuance cost)		975		975
Guaranteed Notes due 2049, $1,000 million, 4.2% ($14 million of discount; $10 million of debt issuance cost)						Guaranteed Notes due 2049, $1,000 million, 4.2% ($14 million of discount; $10 million of debt issuance cost)	976		976
Guaranteed Notes due 2050, $1,000 million, 4.2% ($6 million of discount; $10 million of debt issuance cost)	Guaranteed Notes due 2050, $1,000 million, 4.2% ($6 million of discount; $10 million of debt issuance cost)	976		981		Guaranteed Notes due 2050, $1,000 million, 4.2% ($6 million of discount; $10 million of debt issuance cost)	973		971
Guaranteed Notes due 2051, $1,000 million, 3.625% ($3 million of discount; $11 million of debt issuance cost)		957		986
Guaranteed Notes due 2051, $1,000 million, 3.625% ($2 million of discount; $11 million of debt issuance cost)						Guaranteed Notes due 2051, $1,000 million, 3.625% ($2 million of discount; $11 million of debt issuance cost)	914		897
Guaranteed Notes due 2060, $500 million, 3.8% ($4 million of discount; $6 million of debt issuance cost)	Guaranteed Notes due 2060, $500 million, 3.8% ($4 million of discount; $6 million of debt issuance cost)	490		490		Guaranteed Notes due 2060, $500 million, 3.8% ($4 million of discount; $6 million of debt issuance cost)	484		481
Other	Other	69		34		Other	44		42
Total	Total	11,183		11,252		Total	11,033		10,972
Less current maturities	Less current maturities	(8)		(6)		Less current maturities	(432)		(432)
Long-term debt	Long-term debt	$	11,175	$	11,246	Long-term debt	$	10,601	$	10,540

Table of Contents

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Fair value hedging adjustments associated with the fair value hedge accounting of our fixed-for-floating interest rate swaps for the applicable periods are as follows:


			Gains (Losses)					Cumulative Fair Value Hedging Adjustments Included in Carrying Amount of Debt						Gains (Losses)					Cumulative Fair Value Hedging Adjustments Included in Carrying Amount of Debt
		Three Months Ended March 31,				March 31,		December 31,					Three Months Ended March 31,		March 31,		December 31,
Millions of dollars	Millions of dollars			2022		2021		2022		2021		Millions of dollars			2023		2022		2023		2022
Guaranteed Notes due 2025, 1.25%	Guaranteed Notes due 2025, 1.25%			$	7	$	—	$	9	$	2	Guaranteed Notes due 2025, 1.25%			$	(2)	$	7	$	12	$	14
Guaranteed Notes due 2026, 0.875%	Guaranteed Notes due 2026, 0.875%			4		1		5		1		Guaranteed Notes due 2026, 0.875%			(1)		4		12		13
Guaranteed Notes due 2027, 3.5%	Guaranteed Notes due 2027, 3.5%			19		4		(27)		(46)		Guaranteed Notes due 2027, 3.5%			(3)		19		(3)		—
Guaranteed Notes due 2030, 3.375%	Guaranteed Notes due 2030, 3.375%			10		—		8		(2)		Guaranteed Notes due 2030, 3.375%			(4)		10		17		21
Guaranteed Notes due 2030, 2.25%	Guaranteed Notes due 2030, 2.25%			10		—		12		2		Guaranteed Notes due 2030, 2.25%			(3)		10		21		24
Guaranteed Notes due 2031, 1.625%												Guaranteed Notes due 2031, 1.625%			(2)		—		9		11
Guaranteed Notes due 2050, 4.2%	Guaranteed Notes due 2050, 4.2%			5		—		8		3		Guaranteed Notes due 2050, 4.2%			(2)		5		11		13
Guaranteed Notes due 2051, 3.625%	Guaranteed Notes due 2051, 3.625%			29		—		29		—		Guaranteed Notes due 2051, 3.625%			(17)		29		73		90
Guaranteed Notes due 2060, 3.8%												Guaranteed Notes due 2060, 3.8%			(3)		—		6		9
Total	Total			$	84	$	5	$	44	$	(40)	Total			$	(37)	$	84	$	158	$	195

Fair value adjustments are recognized in Interest expense in the Consolidated Statements of Income.

Short-term loans, notes and other debt consisted of the following:


Millions of dollars	Millions of dollars	March 31, 2022		December 31, 2021		Millions of dollars	March 31, 2023		December 31, 2022
U.S. Receivables Facility	U.S. Receivables Facility	$	—	$	—	U.S. Receivables Facility	$	—	$	—
Commercial paper	Commercial paper	35		204		Commercial paper	200		200
Precious metal financings	Precious metal financings	106		155		Precious metal financings	142		131
Other	Other	—		3		Other	1		18
Total Short-term debt	Total Short-term debt	$	141	$	362	Total Short-term debt	$	343	$	349

Long-Term Debt

Senior Revolving Credit Facility—Our $3,250 million ~~Senior~~senior unsecured revolving credit facility (the “Senior Revolving Credit ~~Facility,~~Facility”), which expires in November 2026, may be used for dollar and euro denominated borrowings. The facility has a $200 million sub-limit for dollar and euro denominated letters of credit, a $1,000 million uncommitted accordion feature and supports our commercial paper program. Borrowings under the facility bear interest at either a base rate, LIBOR rate or EURIBOR rate, plus an applicable margin. Additional fees are incurred for the average daily unused commitments. At March 31, ~~2022,~~2023, we had no borrowings or letters of credit outstanding and ~~$3,215~~$3,050 million of unused availability under this facility.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Short-Term Debt

U.S. Receivables Facility—Our U.S. Receivables Facility, which expires in June 2024, has a purchase limit of $900 million in addition to a $300 million uncommitted accordion feature. This facility provides liquidity through the sale or contribution of trade receivables by certain of our U.S. subsidiaries to a wholly owned, bankruptcy-remote subsidiary on an ongoing basis and without recourse. We pay variable interest rates on our secured borrowings. Additional fees are incurred for the average daily unused commitments. This facility also provides for the issuance of letters of credit up to $200 million. At March 31, ~~2022,~~2023, we had no borrowings or letters of credit outstanding and $900 million unused availability under this facility.

~~Table of Contents~~

~~LYONDELLBASELL INDUSTRIES N.V.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)~~

Commercial Paper Program—We have a commercial paper program under which we may issue up to $2,500 million of privately placed, unsecured, short-term promissory notes (“commercial paper”). Interest rates on ~~the~~ commercial paper outstanding at March 31, ~~2022~~2023 are based on the terms of the notes and range from ~~0.45%~~4.90% to ~~0.55%~~4.98%. At March 31, ~~2022,~~2023, we had ~~$35~~$200 million of outstanding commercial paper.

Weighted Average Interest Rate—At March 31, ~~2022~~2023 and December 31, ~~2021,~~2022, our weighted average interest rates on outstanding Short-term debt were ~~1.2%~~4.0% and ~~0.9%~~3.7%, respectively.

Additional Information

Debt ~~Discount and Issuance Costs~~Compliance—Amortization of debt discounts and debt issuance costs resulted in amortization expense of $4 million and $5 million for the three months ended March 31, 2022 and 2021, respectively, which is included in Interest expense in the Consolidated Statements of Income.

As of March 31, ~~2022,~~2023, we are in compliance with our debt covenants.

Supply Chain Finance Arrangements

We facilitate a voluntary supply chain finance (“SCF”) program that provides suppliers, at their sole discretion, the opportunity to sell their receivables due from us to a participating financial intermediary in order to be paid earlier than our contracted payment terms. We are not a party to any agreement between our suppliers and the financial intermediary. When a supplier utilizes the program and receives an early payment from the financial intermediary, the supplier takes a discount on the invoice. We pay the financial intermediary the full amount of the invoice on the contractually agreed upon due date. The majority of the suppliers using the program are on 90-day payment terms. We have no economic impact from a supplier’s decision to take an early payment. No guarantees are provided by us or any of our subsidiaries under the program.

As of March 31, 2023 and December 31, 2022, Accounts payable-Trade included $63 million and $53 million, respectively, payable to suppliers who have elected to participate in the supply chain financing program. We do not believe that future changes in the availability of supply chain financing will have a significant impact on our liquidity.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

7. Financial Instruments and Fair Value Measurements

We are exposed to market risks, such as changes in commodity pricing, interest rates and currency exchange rates. To manage the volatility related to these exposures, we selectively enter into derivative contracts pursuant to our risk management policies.

Financial Instruments Measured at Fair Value on a Recurring Basis—The following table summarizes financial instruments outstanding for the periods presented that are measured at fair value on a recurring basis:


		March 31, 2022				December 31, 2021						March 31, 2023				December 31, 2022
Millions of dollars	Millions of dollars	Notional Amount		Fair Value		Notional Amount		Fair Value		Balance Sheet Classification	Millions of dollars	Notional Amount		Fair Value		Notional Amount		Fair Value		Balance Sheet Classification

Assets–	Assets–										Assets–
Derivatives designated as hedges:	Derivatives designated as hedges:										Derivatives designated as hedges:
Commodities	Commodities	$	30	$	40	$	41	$	24	Prepaid expenses and other current assets	Commodities	$	8	$	2	$	—	$	—	Prepaid expenses and other current assets
Commodities											Commodities	32		4		—		—		Other assets
Foreign currency											Foreign currency	903		114		903		109		Prepaid expenses and other current assets
Foreign currency											Foreign currency	2,099		114		2,725		133		Other assets
Interest rates											Interest rates	—		28		—		16		Prepaid expenses and other current assets
Interest rates											Interest rates	400		10		400		25		Other assets
Derivatives not designated as hedges:											Derivatives not designated as hedges:
Commodities											Commodities	215		39		192		27		Prepaid expenses and other current assets

Foreign currency											Foreign currency	144		1		160		—		Prepaid expenses and other current assets

Total											Total	$	3,801	$	312	$	4,380	$	310

Liabilities–											Liabilities–
Derivatives designated as hedges:											Derivatives designated as hedges:

Commodities											Commodities	$	16	$	2	$	35	$	14	Accrued liabilities
Commodities											Commodities	24		4		—		—		Other liabilities
Foreign currency	Foreign currency	614		90		614		63		Prepaid expenses and other current assets	Foreign currency	—		27		—		15		Accrued liabilities
Foreign currency	Foreign currency	2,085		61		1,785		43		Other assets	Foreign currency	1,500		29		650		8		Other liabilities
Interest rates	Interest rates	—		13		—		7		Prepaid expenses and other current assets	Interest rates	—		26		—		23		Accrued liabilities
Interest rates	Interest rates	—		—		300		1		Other assets	Interest rates	2,168		191		2,164		229		Other liabilities
Derivatives not designated as hedges:	Derivatives not designated as hedges:										Derivatives not designated as hedges:
Commodities	Commodities	55		12		221		30		Prepaid expenses and other current assets	Commodities	143		8		50		11		Accrued liabilities
Commodities	Commodities	12		1		—		—		Other assets	Commodities	11		2		7		3		Other liabilities
Foreign currency	Foreign currency	83		—		34		1		Prepaid expenses and other current assets	Foreign currency	423		11		236		6		Accrued liabilities
Non-derivatives:

Equity securities		—		—		9		8		Short-term investments

Total	Total	$	2,879	$	217	$	3,004	$	177		Total	$	4,285	$	300	$	3,142	$	309

The financial instruments in the table above are classified as Level 2. We present the gross assets and liabilities of our derivative financial instruments on the Consolidated Balance Sheets.

1314

Table of Contents

LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

March 31, 2022 December 31, 2021
Millions of dollars Notional Amount Fair Value Notional Amount Fair Value Balance Sheet
Classification
Liabilities–
Derivatives designated as hedges:
Foreign currency $ — $ 26 $ — $ 14 Accrued liabilities
Foreign currency 1,499 80 1,800 99 Other liabilities
Interest rates — 5 — 3 Accrued liabilities
Interest rates 2,763 247 1,863 280 Other liabilities
Derivatives not designated as hedges:
Commodities 176 14 24 1 Accrued liabilities
Commodities 31 6 — — Other Liabilities
Foreign currency 544 14 188 2 Accrued liabilities
Total $ 5,013 $ 392 $ 3,875 $ 399

The financial instruments in the table above are classified as Level 2, except for our investment in equity securities which are measured at fair value using the net asset value per share, or its equivalent, practical expedient and are not classified in the fair value hierarchy. We present the gross assets and liabilities of our derivative financial instruments on the Consolidated Balance Sheets.

Financial Instruments Not Measured at Fair Value on a Recurring Basis—The following table presents the carrying value and estimated fair value of our Short-term precious metal financings and Long-term debt:


		March 31, 2022				December 31, 2021					March 31, 2023				December 31, 2022
Millions of dollars	Millions of dollars	Carrying Value		Fair Value		Carrying Value		Fair Value		Millions of dollars	Carrying Value		Fair Value		Carrying Value		Fair Value

Precious metal financings	Precious metal financings	$	106	$	105	$	155	$	130	Precious metal financings	$	142	$	114	$	131	$	113
Long-term debt	Long-term debt	11,150		11,379		11,218		12,756		Long-term debt	10,580		9,201		10,517		8,882
Total	Total	$	11,256	$	11,484	$	11,373	$	12,886	Total	$	10,722	$	9,315	$	10,648	$	8,995

The financial instruments in the table above are classified as Level 2. Our other financial instruments classified within Current assets and Current liabilities have a short maturity and their carrying value generally approximates fair value.

Derivative Instruments:

Commodity Prices—The following table presents the notional amounts of our outstanding commodity derivative instruments:

March 31, 2022 December 31, 2021
Millions of dollars Notional Amount Notional Amount Maturity Date
Derivatives designated as hedges:
Cash flow hedges $ 30 $ 41 2022
Derivatives not designated as hedges:
Commodity contracts 274 245 2022

~~Table of Contents~~

~~LYONDELLBASELL INDUSTRIES N.V.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)~~

March 31, 2023

December 31, 2022

Millions of dollars

Notional Amount

Maturity Date

Derivatives designated as hedges:

Cash flow hedges

2023 to 2026

Derivatives not designated as hedges:

Commodity contracts

369

249

2023 to 2024

Interest Rates—The following table presents the notional amounts of our outstanding interest rate derivative instruments:

March 31, 2022 December 31, 2021
Millions of dollars Notional Amount Notional Amount Maturity Date
Cash flow hedges $ 1,000 $ 1,000 2023 to 2024
Fair value hedges 1,763 1,163 2025 to 2030

As of March 31, 2022 and December 31, 2021, Other assets included $187 million and $238 million of collateral related to these forward-starting interest swaps, representing the maximum amount of collateral that may be required under these contracts.


	March 31, 2023		December 31, 2022
Millions of dollars	Notional Amount		Notional Amount		Maturity Date
Cash flow hedges	$	400	$	400	2024
Fair value hedges	2,168		2,164		2025 to 2031

Foreign Currency Rates—The following table presents the notional amounts of our outstanding foreign currency derivative instruments:

March 31, 2022 December 31, 2021
Millions of dollars Notional Amount Notional Amount Maturity Date
Net investment hedges $ 3,048 $ 3,048 2022 to 2030
Cash flow hedges 1,150 1,150 2024 to 2027
Not designated 627 222 2022 to 2023

~~Impact on Earnings and Other Comprehensive Income~~—The following tables summarize the pre-tax effect of derivative and non-derivative instruments recorded in Accumulated other comprehensive loss (“AOCI”), the gains (losses) reclassified from AOCI to earnings and additional gains (losses) recognized directly in earnings:

Effects of Financial Instruments
Three Months Ended March 31,
Balance Sheet Income Statement
Gain (Loss) Recognized in AOCI Gain (Loss) Reclassified
to Income
from AOCI Additional Gain (Loss) Recognized in Income Income Statement
Millions of dollars 2022 2021 2022 2021 2022 2021 Classification
Derivatives designated as hedges:
Commodities $ 26 $ 6 $ (11) $ (1) $ — $ — Cost of sales
Foreign currency 44 148 (25) (92) (4) 12 Interest expense
Interest rates 112 223 1 1 4 2 Interest expense
Derivatives not designated as hedges:
Commodities — — — — 36 3 Sales and other operating revenues
Commodities — — — — 3 11 Cost of sales
Foreign currency — — — — (19) (14) Other income, net
Total $ 182 $ 377 $ (35) $ (92) $ 20 $ 14


	March 31, 2023		December 31, 2022
Millions of dollars	Notional Amount		Notional Amount		Maturity Date
Net investment hedges	$	3,352	$	3,128	2023 to 2030
Cash flow hedges	1,150		1,150		2024 to 2027
Not designated	567		396		2023 to 2024

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Impact on Earnings and Other Comprehensive Income—The following tables summarize the pre-tax effect of derivative instruments recorded in Accumulated other comprehensive loss (“AOCI”), the gains (losses) reclassified from AOCI to earnings and additional gains (losses) recognized directly in earnings:


	Effects of Financial Instruments
	Three Months Ended March 31,
	Balance Sheet								Income Statement
	Gain (Loss) Recognized in AOCI				Gain (Loss) Reclassified to Income from AOCI				Additional Gain (Loss) Recognized in Income				Income Statement
Millions of dollars	2023		2022		2023		2022		2023		2022		Classification
Derivatives designated as hedges:

Commodities	$	(5)	$	26	$	19	$	(11)	$	—	$	—	Cost of sales
Foreign currency	(55)		44		20		(25)		14		(4)		Interest expense
Interest rates	(14)		112		1		1		23		(77)		Interest expense
Derivatives not designated as hedges:
Commodities	—		—		—		—		(33)		36		Sales and other operating revenues
Commodities	—		—		—		—		27		3		Cost of sales
Foreign currency	—		—		—		—		(11)		(19)		Other income, net


Total	$	(74)	$	182	$	40	$	(35)	$	20	$	(61)

As of March 31, ~~2022,~~2023, on a pre-tax basis, $6$3 million is scheduled to be reclassified from Accumulated other comprehensive loss as an increase to ~~interest~~Interest expense over the next twelve months.

Other Financial Instruments:

Cash and Cash Equivalents—At March 31, ~~2022~~2023 and December 31, ~~2021,~~2022, we had marketable securities classified as Cash and cash equivalents of ~~$1,089~~$1,065 million and ~~$438~~$1,191 million, respectively.

8. Income Taxes

For interim tax reporting, we estimate an annual effective tax rate which is applied to the year-to-date ordinary income. Tax effects of significant, unusual, or infrequently occurring items are excluded from the estimated annual effective tax rate calculation and recognized in the interim period in which they occur.Our effective income tax rate fluctuates based on, among other factors, changes in ~~pretax~~pre-tax income in countries with varying statutory tax rates, changes in valuation allowances, changes in foreign exchange gains or losses, the amount of exempt income, changes in unrecognized tax benefits associated with uncertain tax positions and changes in tax laws.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Our exempt income primarily includes interest income, export incentives, and equity earnings ofjoint ventures. Interest income earned by certain of our ~~European~~ subsidiaries through intercompany financings is taxed at rates substantially lower than the U.S. statutory rate. Export incentives relate to tax benefits derived from elections and structures available for U.S. exports. Equity earnings attributable to the earnings of our joint ventures, when paid through dividends to certain European subsidiaries, are exempt from all or portions of normal statutory income tax rates. We currently anticipate the favorable treatment for interest income, dividends, and export incentives to continue in the near term; however, this treatment is based on current ~~law and tax rulings, which could change if the tax reform proposals in the U.S. and the Pillar Two proposals by~~law. We continue to monitor the Organization for Economic Cooperation and Development (“OECD”) ~~are enacted.~~’s Pillar One and Two legislation which focus on taxing rights and minimum taxes in countries where we operate, including the United Kingdom; however, we do not expect the impact to be material based on the principles agreed to at this stage.

Our effective income tax ~~rates~~rate for the first quarter of ~~2022~~2023 was ~~19.3%~~26.0% compared ~~to 6.1%~~with 19.3% for the first quarter of ~~2021. In~~2022. The higher effective tax rate for the first quarter of ~~2021, we benefited from return~~2023 was primarily due to accrual adjustments primarily associated with a step-up of certain Italian assets to fair market value and benefits resulting from the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) of 10.5% and 2.6% respectively; such benefits did not impact our effective tax rate in the first quarter 2023 goodwill impairment, for which there is no tax benefit, of ~~2022.~~

6.6%.

9. Commitments and Contingencies

Commitments—We have various purchase commitments for materials, supplies and services incidental to the ordinary conduct of business, generally for quantities required for our businesses and at prevailing market prices. These commitments are designed to assure sources of supply and are not expected to be in excess of normal requirements. ~~As of March 31, 2022,~~Additionally, we ~~had~~have capital expenditure commitments, which we ~~incurred~~incur in our normal course of ~~business, including commitments of approximately $366 million related to building our new PO/TBA plant in Houston, Texas.~~business.

Financial Assurance Instruments—We have obtained letters of credit, performance and surety bonds and have issued financial and performance guarantees to support trade payables, potential liabilities and other obligations. Considering the frequency of claims made against the financial instruments we use to support our obligations, and the magnitude of those financial instruments in light of our current financial position, management does not expect that any claims against or draws on these instruments would have a material adverse effect on our Consolidated Financial Statements. We have not experienced any unmanageable difficulties in obtaining the required financial assurance instruments for our current operations.

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~~LYONDELLBASELL INDUSTRIES N.V.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)~~

Environmental Remediation—Our accrued liability for future environmental remediation costs at current and former plant sites and other remediation sites totaled ~~$135~~$126 million and ~~$138~~$127 million as of March 31, ~~2022~~2023 and December 31, ~~2021,~~2022, respectively. At March 31, ~~2022,~~2023, the accrued liabilities for individual sites range from less than $1 million to ~~$27~~$25 million. The remediation expenditures are expected to occur over a number of years and are not concentrated in any single year. In our opinion, it is reasonably possible that losses in excess of the liabilities recorded may have been incurred. However, we cannot estimate any amount or range of such possible additional losses. New information about sites, new technology or future developments, such as involvement in investigations by regulatory agencies, could require us to reassess our potential exposure related to environmental matters.

Indemnification—We are parties to various indemnification arrangements, including arrangements entered into in connection with acquisitions, divestitures and the formation and dissolution of joint ventures. Pursuant to these arrangements, we provide indemnification to and/or receive indemnification from other parties in connection with liabilities that may arise in connection with the transactions and in connection with activities prior to completion of the transactions. These indemnification arrangements typically include provisions pertaining to third-party claims relating to environmental and tax matters and various types of litigation. As of March 31, ~~2022,~~2023, we had not accrued any significant amounts for our indemnification obligations, and we are not aware of other circumstances that would likely lead to significant future indemnification obligations. We cannot determine with certainty the potential amount of future payments under the indemnification arrangements until events arise that would trigger a liability under the arrangements.

As part of our technology licensing contracts, we give indemnifications to our licensees for liabilities arising from possible patent infringement claims with respect to certain proprietary licensed technologies. Such indemnifications have a stated maximum amount and generally cover a period of 5 to 10 years.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Legal Proceedings—We are subject to various lawsuits and claims, including but not limited to, matters involving contract disputes, environmental damages, personal injury and property damage. We vigorously defend ourselves and prosecute these matters as appropriate.

Our legal organization applies its knowledge, experience and professional judgment to the specific characteristics of our cases, employing a litigation management process to manage and monitor legal proceedings in which we are a party. Our process facilitates the early evaluation and quantification of potential exposures in individual cases. This process also enables us to track those cases that have been scheduled for trial, mediation or other resolution. We regularly assess the adequacy of legal accruals based on our professional judgment, experience and the information available regarding our cases.

Based on a consideration of all relevant facts and circumstances, we do not believe the ultimate outcome of any currently pending lawsuit against us will have a material adverse effect upon our operations, financial condition or Consolidated Financial Statements.

10. Shareholders’ Equity and Redeemable Non-controlling Interests

Shareholders’ Equity

Dividend Distributions—The following table ~~summarized~~summarizes the dividends paid in the ~~period~~periods presented:

Millions of dollars, except per share amounts Dividend Per Ordinary Share Aggregate Dividends Paid Date of Record
March 2022 $ 1.13 $ 371 March 7, 2022

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~~LYONDELLBASELL INDUSTRIES N.V.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)~~


Millions of dollars, except per share amounts	Dividend Per Ordinary Share		Aggregate Dividends Paid		Date of Record
March 2023 - Quarterly dividend	$	1.19	$	389	March 6, 2023

Share Repurchase Authorization—In May ~~2021,~~2022, our shareholders approved a proposal to authorize us to repurchase up to 34.0 million ordinary shares, through November ~~28,~~ 27, 2023 (“2022 ~~(“2021~~ Share Repurchase Authorization”), which superseded any prior repurchase authorizations. The timing and amount of these repurchases, which are determined based on our evaluation of market conditions and other factors, may be executed from time to time through open market or privately negotiated transactions. The repurchased shares, which are recorded at cost, are classified as Treasury stock and may be retired or used for general corporate purposes, including for various employee benefit and compensation plans.

The following table summarizes our share repurchase activity for the ~~period~~periods presented:


Millions of dollars, except shares and per share amounts	Millions of dollars, except shares and per share amounts	Shares Repurchased	Average Purchase Price		Total Purchase Price, Including Commissions and Fees		Millions of dollars, except shares and per share amounts	Shares Repurchased	Average Purchase Price		Total Purchase Price, Including Commissions and Fees
For three months ended March 31, 2023:							For three months ended March 31, 2023:

2022 Share Repurchase Authorization							2022 Share Repurchase Authorization	846,500	$	87.28	$	74

For three months ended March 31, 2022:	For three months ended March 31, 2022:						For three months ended March 31, 2022:
2021 Share Repurchase Authorization	2021 Share Repurchase Authorization	2,073,378	$	97.70	$	202	2021 Share Repurchase Authorization	2,073,378	$	97.70	$	202

Total cash paid for share repurchases for the three months ended March 31, 2023 and 2022 was $70 million and $217 ~~million.~~million, respectively. Cash payments made during the reporting period may differ from the total purchase price, including commissions and fees, due to the timing of payments. ~~There were no share repurchases during the three months ended March 31, 2021.~~

~~Ordinary Shares—The changes in the outstanding amounts of ordinary shares are as follows:~~

Three Months Ended
March 31,
2022 2021
Ordinary shares outstanding:
Beginning balance 329,536,389 334,015,220
Share-based compensation 123,550 247,964
Employee stock purchase plan 57,473 49,956
Purchase of ordinary shares (2,073,378) —
Ending balance 327,644,034 334,313,140

~~Treasury Shares—The changes in the amounts of treasury shares held by the Company are as follows:~~

Three Months Ended
March 31,
2022 2021
Ordinary shares held as treasury shares:
Beginning balance 10,675,605 6,030,408
Share-based compensation (123,550) (247,964)
Employee stock purchase plan — (49,956)
Purchase of ordinary shares 2,073,378 —
Ending balance 12,625,433 5,732,488

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Ordinary Shares—The changes in the outstanding amounts of ordinary shares are as follows:


	Three Months Ended March 31,
	2023	2022
Ordinary shares outstanding:
Beginning balance	325,723,567	329,536,389
Share-based compensation	516,142	123,550

Employee stock purchase plan	75,392	57,473
Purchase of ordinary shares	(846,500)	(2,073,378)
Ending balance	325,468,601	327,644,034

Treasury Shares—The changes in the amounts of treasury shares held by the Company are as follows:


	Three Months Ended March 31,
	2023	2022
Ordinary shares held as treasury shares:
Beginning balance	14,698,931	10,675,605
Share-based compensation	(516,142)	(123,550)

Employee stock purchase plan	(75,392)	—
Purchase of ordinary shares	846,500	2,073,378

Ending balance	14,953,897	12,625,433

Accumulated Other Comprehensive Loss—The components of, and after-tax changes in, Accumulated other comprehensive loss as of and for the three months ended March 31, ~~2022~~2023 and ~~2021~~2022 are presented in the following tables:

Millions of dollars Financial
Derivatives Defined Benefit
Pension and Other
Postretirement
Benefit Plans Foreign
Currency
Translation
Adjustments Total
Balance – December 31, 2021 $ (354) $ (528) $ (921) $ (1,803)
Other comprehensive income (loss) before reclassifications 147 — (14) 133
Tax expense before reclassifications (32) — (11) (43)
Amounts reclassified from accumulated other comprehensive loss (35) 8 — (27)
Tax (expense) benefit 8 (3) — 5
Net other comprehensive income (loss) 88 5 (25) 68
Balance – March 31, 2022 $ (266) $ (523) $ (946) $ (1,735)

Millions of dollars Financial
Derivatives Unrealized
Gains on Available
-for-Sale
Debt Securities Defined Benefit
Pension and Other
Postretirement
Benefit Plans Foreign
Currency
Translation
Adjustments Total
Balance – December 31, 2020 $ (426) $ 1 $ (752) $ (766) $ (1,943)
Other comprehensive income (loss) before reclassifications 315 — — (93) 222
Tax expense before reclassifications (68) — — (14) (82)
Amounts reclassified from accumulated other comprehensive loss (92) — 15 — (77)
Tax (expense) benefit 20 — (4) — 16
Net other comprehensive income (loss) 175 — 11 (107) 79
Balance – March 31, 2021 $ (251) $ 1 $ (741) $ (873) $ (1,864)


Millions of dollars	Financial Derivatives		Defined Benefit Pension and Other Postretirement Benefit Plans		Foreign Currency Translation Adjustments		Total
Balance – December 31, 2022	$	(146)	$	(182)	$	(1,044)	$	(1,372)
Other comprehensive income (loss) before reclassifications	(35)		—		49		14
Tax benefit before reclassifications	9		—		10		19
Amounts reclassified from accumulated other comprehensive loss	40		3		—		43
Tax expense	(10)		(1)		—		(11)
Net other comprehensive income	4		2		59		65
Balance – March 31, 2023	$	(142)	$	(180)	$	(985)	$	(1,307)

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)


Millions of dollars	Financial Derivatives		Defined Benefit Pension and Other Postretirement Benefit Plans		Foreign Currency Translation Adjustments		Total
Balance – December 31, 2021	$	(354)	$	(528)	$	(921)	$	(1,803)
Other comprehensive income (loss) before reclassifications	147		—		(14)		133
Tax expense before reclassifications	(32)		—		(11)		(43)
Amounts reclassified from accumulated other comprehensive loss	(35)		8		—		(27)
Tax (expense) benefit	8		(3)		—		5
Net other comprehensive income (loss)	88		5		(25)		68
Balance – March 31, 2022	$	(266)	$	(523)	$	(946)	$	(1,735)

The amounts reclassified out of each component of Accumulated other comprehensive loss are as follows:


		Three Months Ended March 31,			Affected Line Item on the Consolidated Statements of Income			Three Months Ended March 31,							Affected Line Item on the Consolidated Statements of Income
Millions of dollars	Millions of dollars		2022				2021			Millions of dollars	2023		2022			Affected Line Item on the Consolidated Statements of Income
Reclassification adjustments for:	Reclassification adjustments for:									Reclassification adjustments for:
Financial derivatives:	Financial derivatives:									Financial derivatives:

Commodities	Commodities		$	(11)	$	(1)			Cost of sales	Commodities	$	19	$	(11)			Cost of sales
Foreign currency	Foreign currency		(25)		(92)				Interest expense	Foreign currency	20		(25)				Interest expense
Interest rates	Interest rates		1		1				Interest expense	Interest rates	1		1				Interest expense
Income tax benefit			8		20				Provision for income taxes
Income tax (expense) benefit										Income tax (expense) benefit	(10)		8				Provision for income taxes
Financial derivatives, net of tax	Financial derivatives, net of tax		(27)		(72)					Financial derivatives, net of tax	30		(27)

Amortization of defined pension items:	Amortization of defined pension items:									Amortization of defined pension items:

Actuarial loss										Actuarial loss	2		7				Other income, net
Prior service cost	Prior service cost		1		1				Other income, net	Prior service cost	1		1				Other income, net
Actuarial loss			7		14				Other income, net

Income tax expense	Income tax expense		(3)		(4)				Provision for income taxes	Income tax expense	(1)		(3)				Provision for income taxes
Defined pension items, net of tax	Defined pension items, net of tax		5		11					Defined pension items, net of tax	2		5

Total reclassifications, before tax	Total reclassifications, before tax		(27)		(77)					Total reclassifications, before tax	43		(27)
Income tax benefit			5		16				Provision for income taxes
Income tax (expense) benefit										Income tax (expense) benefit	(11)		5				Provision for income taxes
Total reclassifications, after tax	Total reclassifications, after tax		$	(22)	$	(61)			Amount included in net income	Total reclassifications, after tax	$	32	$	(22)			Amount included in net income

Redeemable Non-controlling Interests

Our redeemable non-controlling interests relate to shares of cumulative perpetual special stock (“redeemable non-controlling interest stock”) issued by a consolidated subsidiary. As of March 31, ~~2022~~2023 and December 31, ~~2021,~~2022, we had ~~115,374~~113,466 and 113,471 shares of redeemable non-controlling interest stock ~~outstanding. In February 2022, we paid cash dividends of $15.00 per share to our redeemable non-controlling interest shareholders of record as of January 15, 2022.~~outstanding, respectively. These ~~dividends totaled $2 million for each~~shares may be redeemed at any time at the discretion of the ~~three months ended March 31, 2022 and 2021.~~

holders.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

In February 2023, we paid cash dividends of $15.00 per share to our redeemable non-controlling interest shareholders of record as of January 15, 2023. These dividends totaled $2 million for each of the three months ended March 31, 2023 and 2022.

11. Per Share Data

Basic earnings per share is based upon the weighted average number of shares of common stock outstanding during the ~~periods.~~period. Diluted earnings per share includes the effect of certain stock option and other equity-based compensation awards. Our unvested restricted stock units contain non-forfeitable rights to dividend equivalents and are considered participating securities. We calculate basic and diluted earnings per share under the two-class method.

Earnings per share data is as follows:


		Three Months Ended March 31,									Three Months Ended March 31,
		2022				2021					2023				2022
Millions of dollars	Millions of dollars	Continuing Operations		Discontinued Operations		Continuing Operations		Discontinued Operations		Millions of dollars	Continuing Operations		Discontinued Operations		Continuing Operations		Discontinued Operations
Net income (loss)	Net income (loss)	$	1,321	$	(1)	$	1,072	$	(2)	Net income (loss)	$	475	$	(1)	$	1,321	$	(1)

Dividends on redeemable non-controlling interests	Dividends on redeemable non-controlling interests	(2)		—		(2)		—		Dividends on redeemable non-controlling interests	(2)		—		(2)		—
Net income attributable to participating securities	Net income attributable to participating securities	(2)		—		(2)		—		Net income attributable to participating securities	(1)		—		(2)		—
Net income (loss) attributable to ordinary shareholders – basic and diluted	Net income (loss) attributable to ordinary shareholders – basic and diluted	$	1,317	$	(1)	$	1,068	$	(2)	Net income (loss) attributable to ordinary shareholders – basic and diluted	$	472	$	(1)	$	1,317	$	(1)

Millions of shares, except per share amounts	Millions of shares, except per share amounts									Millions of shares, except per share amounts
Basic weighted average common stock outstanding	Basic weighted average common stock outstanding	328		328		334		334		Basic weighted average common stock outstanding	326		326		328		328

Effect of dilutive securities	Effect of dilutive securities	1		1		—		—		Effect of dilutive securities	1		1		1		1
Potential dilutive shares	Potential dilutive shares	329		329		334		334		Potential dilutive shares	327		327		329		329

Earnings per share:	Earnings per share:									Earnings per share:
Basic	Basic	$	4.01	$	—	$	3.20	$	(0.01)	Basic	$	1.45	$	—	$	4.01	$	—
Diluted	Diluted	$	4.00	$	—	$	3.19	$	(0.01)	Diluted	$	1.44	$	—	$	4.00	$	—

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

12. Segment and Related Information

Our operations are managed by senior executives who report to our Chief Executive Officer, the chief operating decision maker. Discrete financial information is available for each of the segments, and our Chief Executive Officer uses the operating results of each of the operating segments for performance evaluation and resource allocation.

The activities of each of our segments from which they earn revenues and incur expenses are described below:

•~~Olefins and Polyolefins—Americas~~O&P-Americas ~~(“O&P—Americas”)~~. Our O~~&P—Americas~~&P-Americas segment produces and markets olefins and co-products, polyethylene, polypropylene, Catalloyand ~~polypropylene.~~polybutene-1.

•~~Olefins and Polyolefins—Europe, Asia, International~~O&P-EAI ~~(“O&P—EAI”)~~. Our O~~&P—EAI~~&P-EAI segment produces and markets olefins and co-products, polyethylene, polypropylene, Catalloyand ~~polypropylene.~~polybutene-1.

•Intermediates and Derivatives (“I&D”). Our I&D segment produces and markets propylene oxide and its derivatives, oxyfuels and related products, and intermediate chemicals such as styrene monomer, acetyls, ethylene oxide and ethylene glycol.

•~~Advanced Polymer Solutions~~ ~~(“APS”)~~.APS. Our APS segment produces and markets compounding and solutions, such as polypropylene compounds, engineered plastics, masterbatches, engineered composites, colors and ~~powders, and advanced polymers, which includes~~ ~~Catalloy~~ ~~and polybutene-1.~~powders.

•Refining. Our Refining segment refines heavy, high-sulfur crude oil and other crude oils of varied types and sources available on the U.S. Gulf Coast into refined products, including gasoline and distillates.

•Technology. Our Technology segment develops and licenses chemical and polyolefin process technologies and manufactures and sells polyolefin catalysts.

Our chief operating decision maker uses EBITDA as the primary measure for reviewing profitability of our segments, and therefore, we have presented EBITDA for all segments. We define EBITDA as earnings from continuing operations before interest, income taxes, and depreciation and amortization.

“Other” includes intersegment eliminations and items that are not directly related or allocated to business operations, such as foreign exchange gains or losses and components of pension and other postretirement benefit costs other than service costs. Sales between segments are made ~~primarily~~ at prices approximating prevailing market prices.

Summarized financial information concerning reportable segments is shown in the following tables for the periods presented:

Three Months Ended March 31, 2022
Millions of dollars O&P–
Americas O&P–
EAI I&D APS Refining Technology Other Total
Sales and other operating revenues:
Customers $ 2,325 $ 3,543 $ 3,276 $ 1,407 $ 2,458 $ 148 $ — $ 13,157
Intersegment 1,270 219 63 1 262 33 (1,848) —
3,595 3,762 3,339 1,408 2,720 181 (1,848) 13,157
Income (loss) from equity investments 33 1 (5) — — — — 29
EBITDA 911 188 546 125 148 103 (1) 2,020
Capital expenditures 132 89 163 18 14 29 1 446


	Three Months Ended March 31, 2023
Millions of dollars	O&P- Americas		O&P- EAI		I&D		APS		Refining		Technology		Other		Total
Sales and other operating revenues:
Customers	$	1,727	$	2,710	$	2,641	$	995	$	2,057	$	117	$	—	$	10,247
Intersegment	1,081		182		41		2		133		22		(1,461)		—
	2,808		2,892		2,682		997		2,190		139		(1,461)		10,247
Income (loss) from equity investments	23		1		(6)		(1)		—		—		—		17
EBITDA	541		77		426		(226)		246		73		(6)		1,131
Capital expenditures	82		54		179		17		2		17		1		352

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)


	Three Months Ended March 31, 2022
Millions of dollars	O&P– Americas		O&P– EAI		I&D		APS		Refining		Technology		Other		Total
Sales and other operating revenues:
Customers	$	2,453	$	3,687	$	3,276	$	1,135	$	2,458	$	148	$	—	$	13,157
Intersegment	1,281		239		63		1		262		33		(1,879)		—
	3,734		3,926		3,339		1,136		2,720		181		(1,879)		13,157
Income (loss) from equity investments	33		1		(5)		—		—		—		—		29

EBITDA	939		214		546		71		148		103		(1)		2,020
Capital expenditures	135		89		163		15		14		29		1		446

The following assets are summarized and reconciled to consolidated totals in the following table:


Millions of dollars	O&P- Americas		O&P- EAI		I&D		APS		Refining		Technology		Total
March 31, 2023
Property, plant and equipment, net	$	6,337	$	1,914	$	5,800	$	639	$	193	$	518	$	15,401

Equity investments	2,038		1,663		563		2		—		—		4,266

December 31, 2022
Property, plant and equipment, net	$	6,378	$	1,880	$	5,728	$	636	$	255	$	510	$	15,387

Equity investments	2,053		1,655		585		2		—		—		4,295

Segment Structure Changes and Related Goodwill Impairment—Effective January 1, 2023, our Catalloy and polybutene-1 products were moved from our APS segment and reintegrated into our O&P-Americas and O&P-EAI segments. Accordingly, on January 1, 2023, we allocated goodwill from our APS segment to our O&P-Americas and O&P-EAI segments of $315 million and $269 million, respectively, based on the relative fair values of the products that were reintegrated compared to the fair value of the APS segment.

As of December 31, 2022, goodwill included in our APS reporting unit was $1,370 million, the majority of which related to the 2018 acquisition of A. Schulman. As of December 31, 2022, a large portion of the APS reporting unit’s fair value was derived from our Catalloy and polybutene-1 products, which had disproportionately low carrying values in comparison to the remaining assets of the reporting unit, which had relatively higher carrying values due to the 2018 purchase price allocation associated with the acquisition of A. Schulman. As a result of the reallocation of goodwill and the change in both fair value and carrying value among reporting units, we determined the APS reporting units goodwill fair value to be $753 million, resulting in a non-cash goodwill impairment charge of $252 million in the first quarter of 2023 in our APS segment. Fair values were determined utilizing a discounted cash flow method under the income approach and assumptions including management’s view on long-term growth rates in our industry, discount rates and other assumptions based on a market participant perspective, which are inherently subjective. The fair value of the reporting unit is Level 3 within the fair value hierarchy.

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LYONDELLBASELL INDUSTRIES N.V.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued)

Three Months Ended March 31, 2021
Millions of dollars O&P–
Americas O&P–
EAI I&D APS Refining Technology Other Total
Sales and other operating revenues:
Customers $ 2,135 $ 2,840 $ 1,704 $ 1,269 $ 993 $ 141 $ — $ 9,082
Intersegment 724 207 63 1 133 24 (1,152) —
2,859 3,047 1,767 1,270 1,126 165 (1,152) 9,082
Income from equity investments 30 95 12 — — — — 137
EBITDA 867 412 182 135 (110) 94 5 1,585
Capital expenditures 65 40 145 20 25 22 23 340

Exit of Houston Refinery Operations—

In April 2022 we announced our decision to cease operation of our Houston ~~Refinery~~refinery no later than ~~December 31, 2023. We determined~~the end of 2023 after determining that exiting the refining business ~~by the end of next year~~ is ~~the~~our best strategic and financial path forward for the company. Our exit of the refining business progresses our decarbonization goals, and the site’s prime location gives us more options for advancing our future strategic objectives, including circularity. In the interim, we will continue serving the fuels market, which is expected to remain strong in the near-term, and consider potential transactions and alternatives for the site.

forward. In connection with the planned exit ~~plan,~~from the refinery business, during the first quarter of 2023 we expensed accelerated lease amortization costs of $51 million, personnel costs of $16 million, asset retirement cost depreciation of $55 million, and asset retirement obligation accretion of $2 million. In subsequent periods, we expect to incur ~~certain~~additional costs primarily consisting of accelerated amortization of operating lease assets of ~~approximately $300~~$100 million to ~~$400~~$200 million, ~~asset decommissioning~~personnel costs of ~~approximately $150~~$40 million to ~~$250 million, personnel related costs of approximately $80 million to $120~~$70 million and other charges of ~~approximately~~ $50 million to $100 million. Additionally, we estimate that the Houston refinery’s asset retirement obligations are in the range of $150 million to $450 million. As of March 31, 2023, we ~~intend to proceed with an orderly shut-down, we~~recorded asset retirement obligations of $253 million representing our best estimate. We do not ~~expect~~anticipate any material cash payments related to ~~recognize these charges all at once, but over time through 2024. The actual size and timing~~the exit of ~~costs associated with~~ the ~~closure may differ from our current expectations, and such differences may~~refinery business to be ~~material.~~

made in 2023.

A reconciliation of EBITDA to Income from continuing operations before income taxes is shown in the following table for each of the periods presented:


		Three Months Ended March 31,						Three Months Ended March 31,
Millions of dollars	Millions of dollars		2022		2021		Millions of dollars		2023		2022
EBITDA:	EBITDA:						EBITDA:
Total segment EBITDA	Total segment EBITDA		$	2,021	$	1,580	Total segment EBITDA		$	1,137	$	2,021
Other EBITDA	Other EBITDA		(1)		5		Other EBITDA		(6)		(1)
Less:	Less:						Less:
Depreciation and amortization expense	Depreciation and amortization expense		(311)		(335)		Depreciation and amortization expense		(396)		(311)
Interest expense	Interest expense		(74)		(110)		Interest expense		(116)		(74)
Add:	Add:						Add:
Interest income	Interest income		2		2		Interest income		23		2
Income from continuing operations before income taxes	Income from continuing operations before income taxes		$	1,637	$	1,142	Income from continuing operations before income taxes		$	642	$	1,637

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

This discussion should be read in conjunction with the information contained in our Consolidated Financial Statements, and the accompanying notes elsewhere in this report. Unless otherwise indicated, the ~~“Company”, “we”,~~“Company,” “we,” “us,” “our” or similar words are used to refer to LyondellBasell Industries N.V. together with its consolidated subsidiaries (“LyondellBasell N.V.”).

In November 2020, the U.S. Securities and Exchange Commission (the “SEC”) adopted the final rule under SEC Release No. 33-10890, Management’s Discussion and Analysis, Selected Financial Data, and Supplementary Financial Information, which we applied as of December 31, 2021. Pursuant to this final rule, for interim reporting, we have elected to compare the changes in our results of operations of the most recently completed quarter to the immediately preceding sequential quarter as management believes this is more useful in identifying current business trends and provides a more meaningful comparison.

OVERVIEW

During the first quarter ~~2022 we reversed fourth quarter trends and achieved price increases for polyethylene and polypropylene while rapidly rising feedstock and energy costs compressed olefins and polyolefins~~of 2023, margins in our O~~&P—Americas segment. European~~&P-Americas and O&P-EAI segments increased driven by lower ethane cost in the U.S., lower energy costs and moderately improving global demand. We increased global operating rates to align with market conditions. Steady demand for polymers remained solid despite ongoing challenges from the war in Ukraine. Our ethylene cracker in La Porte, Texas, restarted ahead of schedule in March after completing a major planned maintenance turnaround. In our oxyfuels and refining businesses, increasing demand for transportation fuels ~~and higher prices for gasoline and diesel led~~continued to ~~improvements~~support margins in our ~~results. Advanced Polymer Solutions profitability increased due to higher volumes~~Intermediates and ~~margins as automotive demand improved from the fourth quarter of 2021.~~Derivatives and Refining segments.

As a result of the war in Ukraine, in March we announced that, effective immediately, we will not enter into any new business transactions or relationships with Russian state-owned entities and also that we intend to discontinue business relationships with Russian state-owned entities to the extent legally possible. We do not expect these measures will have a direct material impact on our operations or financial position.

~~We continued to generate substantial cash during the quarter as cash provided by operating activities provided $1,502 million in the first quarter of 2022.~~ During the first quarter of ~~2022~~2023, we generated $482 million in cash from operating activities. We remain committed to a disciplined approach to capital allocation. During the first quarter of 2023, we reinvested $352 million in the businesses through capital expenditures and we paid dividends of $389 million to shareholders and repurchased ~~approximately 2.1~~$70 million worth of our ~~outstanding ordinary~~ shares. In the first quarter of 2023 we successfully started up the world's largest PO/TBA plant.

In March 2023, we announced the decision to explore strategic options for our U.S. Gulf Coast-based ethylene oxide & derivatives (“EO&D”) business as it is not a business where we seek a leading long-term position.

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Results of operations for the periods discussed are presented in the table below:


		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,		March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022		2022
Sales and other operating revenues	Sales and other operating revenues	$	13,157	$	12,830	$	9,082		Sales and other operating revenues	$	10,247	$	10,206	$	13,157
Cost of sales	Cost of sales	11,136		10,934		7,678			Cost of sales	8,864		9,356		11,136
Impairments		—		624		—
Impairment									Impairment	252		—		—
Selling, general and administrative expenses	Selling, general and administrative expenses	328		328		287			Selling, general and administrative expenses	385		334		328
Research and development expenses	Research and development expenses	32		33		29			Research and development expenses	33		29		32
Operating income	Operating income	1,661		911		1,088			Operating income	713		487		1,661
Interest expense	Interest expense	(74)		(153)		(110)			Interest expense	(116)		(85)		(74)
Interest income	Interest income	2		1		2			Interest income	23		16		2
Other income, net		19		35		25
Income from equity investments		29		72		137
Other income (expense), net									Other income (expense), net	5		(9)		19
Income (loss) from equity investments									Income (loss) from equity investments	17		(20)		29
Income from continuing operations before income taxes	Income from continuing operations before income taxes	1,637		866		1,142			Income from continuing operations before income taxes	642		389		1,637
Provision for income taxes	Provision for income taxes	316		135		70			Provision for income taxes	167		34		316
Income from continuing operations	Income from continuing operations	1,321		731		1,072			Income from continuing operations	475		355		1,321
Loss from discontinued operations, net of tax	Loss from discontinued operations, net of tax	(1)		(5)		(2)			Loss from discontinued operations, net of tax	(1)		(2)		(1)
Net income	Net income	1,320		726		1,070			Net income	474		353		1,320
Other comprehensive income (loss), net of tax –	Other comprehensive income (loss), net of tax –								Other comprehensive income (loss), net of tax –
Financial derivatives	Financial derivatives	88		(60)		175			Financial derivatives	4		(5)		88

Defined benefit pension and other postretirement benefit plans	Defined benefit pension and other postretirement benefit plans	5		168		11			Defined benefit pension and other postretirement benefit plans	2		212		5
Foreign currency translations	Foreign currency translations	(25)		(28)		(107)			Foreign currency translations	59		232		(25)
Total other comprehensive income, net of tax	Total other comprehensive income, net of tax	68		80		79			Total other comprehensive income, net of tax	65		439		68
Comprehensive income	Comprehensive income	$	1,388	$	806	$	1,149		Comprehensive income	$	539	$	792	$	1,388

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RESULTS OF OPERATIONS

Revenues—~~Revenue increased~~Revenues remained relatively unchanged in the first quarter of 2023 compared to the fourth quarter of 2022. Lower volumes driven by ~~$327~~lower demand resulted in a 2% decrease in revenues. Favorable foreign exchange impacts resulted in a 2% increase in revenues.

Revenues decreased by $2,910 million, or 3%22%, in the first quarter of ~~2022~~2023 compared to the ~~fourth~~first quarter of ~~2021.~~2022. Average sales prices were ~~higher~~lower for many of our products as sales prices generally correlate with crude oil prices, which increased relative to the fourth quarter of 2021. These higher prices led to a 7% increase in revenue. This increase was partially offset by a 3% decline in revenue as a result of lower sales volumes driven by outages in our O&P—Americas and Refining segments. Revenue also decreased ~~1% as a result of unfavorable foreign exchange impacts.~~

Revenues increased by $4,075 million, or 45%, in the first quarter of 2022 compared to the first quarter of 2021. Average sales prices were higher for many of our products as sales prices generally correlate with crude oil prices, which increased relative to the first quarter of ~~2021.~~2022. These ~~higher~~lower prices led to a ~~31% increase~~13% decrease in revenue. ~~Higher sales~~Lower volumes driven by ~~increased~~lower demand resulted in a ~~revenue increase of 14%.~~7% decrease in revenues. Unfavorable foreign exchange impacts resulted in a 2% decrease in revenues.

Cost of Sales—Cost of sales ~~increased~~decreased by ~~$202~~$492 million, or 2%5%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and by ~~$3,458~~$2,272 million, or ~~45%~~20%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021. The increase~~2022. These decreases were primarily ~~related to higher~~driven by lower feedstock and energy costs.

Impairment—During the first quarter of 2023 we recognized a non-cash goodwill impairment charge of $252 million in our APS segment after the effect of moving our Catalloy and polybutene-1 products from our APS segment and reintegrating into our O&P-Americas and O&P-EAI segments. See Note 12 to our Consolidated Financial Statements for additional information.

Operating Income—Operating income increased by ~~$750~~$226 million, or ~~82%~~46%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021.~~2022. Operating income in our ~~Refining,~~O&P-EAI, O&P-Americas, I&D, ~~APS and O&P~~—~~EAI segments increased $644 million, $329 million, $101 million and $81 million, respectively. These increases were partially offset by a decrease in Operating income in our O&P~~—~~Americas and Technology segments of $339 million and $70 million, respectively.~~

~~Operating income increased by $573 million, or 53%, in the first quarter of 2022 compared to the first quarter of 2021. Operating income in our I&D, Refining, O&P~~—~~Americas~~ and Technology segments increased by ~~$380~~$177 million, ~~$278~~$154 million, ~~$41~~$109 million, and $11 million, respectively. These increases were partially offset by ~~a decrease~~decreases in our APS and Refining segments of $197 million and $35 million, respectively.

Operating income decreased by $948 million, or 57%, in the first quarter of 2023 compared to the first quarter of 2022. Operating income in our O&P—~~EAI~~&P-Americas, APS, I&D, O&P-EAI and ~~APS~~Technology segments ~~of $121~~decreased by $383 million, $285 million, $148 million, $142 million and ~~$16~~$32 million, respectively. These decreases were partially offset by an increase in our Refining segment of $38 million.

Results for each of our business segments are discussed further in the Segment Analysis section below.

~~Income from Equity Investments~~—Income from our equity investments decreased by $43 million, or 60%, in the first quarter of 2022 compared to the fourth quarter of 2021 and by $108 million, or 79%, in the first quarter of 2022 compared to the first quarter of 2021. The decrease was mainly attributable to margin compression due to decreased demand and lower prices in Asia.

Income Taxes—Our effective income tax rate for the first quarter of ~~2022~~2023 was ~~19.3%~~26.0% compared ~~to 15.6%~~with 9.0% for the fourth quarter of ~~2021.~~2022. The higher effective tax rate infor the first quarter of ~~2022~~2023 was primarily attributable to ~~higher pre-tax earnings and lower exempt income~~fluctuations in uncertain tax positions of 18.3%, coupled with the first quarter 2023 goodwill impairment, for which ~~resulted in a 3% and 2.6% increase in our effective~~there is no tax ~~rate, respectively.~~benefit, of 6.6%. These increases were partially offset by ~~a 2.6% decrease in the effective tax rate driven by~~ changes in ~~unrecognized tax benefits.~~foreign exchange gains or losses of 6.4%.

Our effective income tax rate for the first quarter of ~~2022~~2023 was ~~19.3%~~26.0% compared ~~to 6.1%~~with 19.3% for the first quarter of ~~2021. In~~2022. The higher effective tax rate for the first quarter of ~~2021, we benefited from return~~2023 was primarily due to accrual adjustments primarily associated with a step-up of certain Italian assets to fair market value and benefits resulting from the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) of 10.5% and 2.6% respectively; such benefits did not impact our effective tax rate in the first quarter 2023 goodwill impairment, for which there is no tax benefit, of ~~2022.~~ 6.6%.

Our income tax results are discussed further in Note 8 to the Consolidated Financial Statements.

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Comprehensive Income—Comprehensive income ~~increased~~decreased by ~~$582~~$253 million in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021. The increase is~~2022, primarily due to ~~higher net income and changes~~the decreases in ~~financial derivative instruments primarily driven by periodic changes in benchmark interest rates, partially offset by the impact of~~ defined pension and other ~~post-retirement benefits.~~

postretirement benefit plans and foreign currency translations gains, offset by an increase in net income. Comprehensive income ~~increased~~decreased by ~~$239~~$849 million in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021. The increase is~~2022, primarily due to ~~higher~~the decline in net income. The activities from the remaining components of Comprehensive income ~~and changes in foreign currency translation adjustments, partially offset by changes in financial derivative instruments primarily driven by periodic changes in benchmark interest rates.~~are discussed below.

~~In the first quarter of 2022, the cumulative after-tax effects of our~~Financial derivatives designated as cash flow hedges, ~~were net gains of $88 million. Pre-tax gains of $112 million related to~~primarily our forward-starting interest rate swaps, ~~were driven by periodic changes in benchmark interest rates~~remained relatively unchanged in the first quarter of ~~2022. The fluctuations of the U.S. dollar against the euro and the periodic changes in benchmark interest rates, in the first quarter of 2022, resulted in pre-tax gains of $9 million, related~~2023 compared to our cross-currency swaps. Pre-tax losses of $25 million related to our cross-currency swaps were reclassified from Accumulated other comprehensive loss to Interest expense in the first quarter of 2022. The remaining change pertains to our commodity cash flow hedges.

In the fourth quarter of ~~2021, the cumulative after-tax effects of our~~2022. Financial derivatives designated as cash flow hedges, ~~were net losses of $60 million. Included in this amount, were pre-tax losses of $42 million related to~~primarily our forward-starting interest rate swaps, ~~driven by the periodic change~~led to a decrease in ~~benchmark interest rates in the fourth quarter~~Comprehensive income of 2021. The fluctuations of the U.S. dollar against the euro and the periodic changes in benchmark interest rates in the fourth quarter of 2021, resulted in pre-tax gains of $80 million, related to our cross-currency swaps. Pre-tax losses of $88 million related to our cross-currency swaps were reclassified from Accumulated other comprehensive loss to Interest expense in the fourth quarter of 2021.

In the first quarter of 2021, the cumulative after-tax effects of our derivatives designated as cash flow hedges were net gains of $175 million. Included in this amount, were pre-tax gains of $223 million related to forward-starting interest rate swaps, driven by the periodic change in benchmark interest rates in the first quarter of 2021.

We recognized defined benefit pension and other post-retirement benefit plan pre-tax gains of $214 million, related to changes in actuarial assumptions, primarily related to an increase in discount rate and higher actual returns versus expected returns on plan assets in the fourth quarter of 2021.

The predominant functional currency for our operations outside of the U.S. is the euro. Relative to the U.S. dollar, the value of the euro weakened in the first quarter of 2022, the fourth and the first quarter of 2021, resulting in net losses reflected in the Consolidated Statements of Comprehensive Income. The net losses related to unrealized changes in foreign currency translation impacts include pre-tax gains of $35 million, $52 million and $62$84 million in the first quarter of ~~2022, the fourth and~~2023 compared to the first quarter of ~~2021, respectively, which represent~~2022 due to periodic changes in the benchmark interest rates, combined with lower notional amounts outstanding during the first quarter of 2023.

Defined pension and other postretirement benefit plans led to a decrease in Comprehensive income of $210 million in the first quarter of 2023 compared to the fourth quarter of 2022, as the fourth quarter of 2022 reflected annual changes in actuarial assumptions. Defined pension and postretirement benefit plans remained relatively unchanged in the first quarter of 2023 compared to the first quarter of 2022.

Foreign currency translation gains in Comprehensive income decreased by $173 million in the first quarter of 2023 compared to the fourth quarter of 2022, primarily due to the weakening of the U.S. dollar relative to the euro, offset by the effective portion of our net investment hedges. Foreign currency translation gains in Comprehensive income increased by $84 million in the first quarter of 2023 compared to the first quarter of 2022, primarily due to the strengthening of the U.S. dollar relative to the euro.

See Notes 7 and 10 to our Consolidated Financial Statements for further discussions.

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Segment Analysis

We use earnings from continuing operations before interest, income taxes, and depreciation and amortization (“EBITDA”) as our measure of profitability for segment reporting purposes. This measure of segment operating results is used by our chief operating decision maker to assess the performance of and allocate resources to our operating segments. Intersegment eliminations and items that are not directly related or allocated to business operations, such as foreign exchange gains or losses and components of pension and other postretirement benefits other than service costs are included in “Other”. For additional information related to our operating segments, as well as a reconciliation of EBITDA to its nearest ~~GAAP~~generally accepted accounting principles (“GAAP”) measure, Income from continuing operations before income taxes, see Note 12 to our Consolidated Financial Statements.

Our continuing operations are managed through six reportable segments: O&P-Americas, O&P-EAI, I&D, APS, Refining and Technology.

Revenues and the components of EBITDA for the periods presented are reflected in the table below:


		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,		March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022		2022
Sales and other operating revenues:	Sales and other operating revenues:								Sales and other operating revenues:
O&P—Americas segment		$	3,595	$	4,012	$	2,859
O&P—EAI segment		3,762		3,530		3,047
O&P-Americas segment									O&P-Americas segment	$	2,808	$	2,818	$	3,734
O&P-EAI segment									O&P-EAI segment	2,892		2,523		3,926
I&D segment	I&D segment	3,339		2,934		1,767			I&D segment	2,682		2,562		3,339
APS segment	APS segment	1,408		1,253		1,270			APS segment	997		901		1,136
Refining segment	Refining segment	2,720		2,643		1,126			Refining segment	2,190		2,633		2,720
Technology segment	Technology segment	181		257		165			Technology segment	139		145		181
Other, including intersegment eliminations	Other, including intersegment eliminations	(1,848)		(1,799)		(1,152)			Other, including intersegment eliminations	(1,461)		(1,376)		(1,879)
Total	Total	$	13,157	$	12,830	$	9,082		Total	$	10,247	$	10,206	$	13,157
Operating income (loss):	Operating income (loss):								Operating income (loss):
O&P—Americas segment		$	728	$	1,067	$	687
O&P—EAI segment		138		57		259
O&P-Americas segment									O&P-Americas segment	$	371	$	217	$	754
O&P-EAI segment									O&P-EAI segment	21		(156)		163
I&D segment	I&D segment	468		139		88			I&D segment	320		211		468
APS segment	APS segment	88		(13)		104			APS segment	(247)		(50)		38
Refining segment	Refining segment	148		(496)		(130)			Refining segment	186		221		148
Technology segment	Technology segment	93		163		82			Technology segment	61		50		93
Other, including intersegment eliminations	Other, including intersegment eliminations	(2)		(6)		(2)			Other, including intersegment eliminations	1		(6)		(3)
Total	Total	$	1,661	$	911	$	1,088		Total	$	713	$	487	$	1,661
Depreciation and amortization:	Depreciation and amortization:								Depreciation and amortization:
O&P—Americas segment		$	144	$	151	$	143
O&P—EAI segment		47		47		53
O&P-Americas segment									O&P-Americas segment	$	144	$	149	$	144
O&P-EAI segment									O&P-EAI segment	48		35		47
I&D segment	I&D segment	81		115		80			I&D segment	110		87		81
APS segment	APS segment	29		34		28			APS segment	22		24		29
Refining segment	Refining segment	—		21		19			Refining segment	61		28		—
Technology segment	Technology segment	10		9		12			Technology segment	11		11		10
Total	Total	$	311	$	377	$	335		Total	$	396	$	334	$	311
Income (loss) from equity investments:
O&P—Americas segment		$	33	$	21	$	30
O&P—EAI segment		1		50		95
I&D segment		(5)		2		12
APS segment		—		(1)		—
Total		$	29	$	72	$	137

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		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,		March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022		2022
Income (loss) from equity investments:									Income (loss) from equity investments:
O&P-Americas segment									O&P-Americas segment	$	23	$	17	$	33
O&P-EAI segment									O&P-EAI segment	1		(29)		1
I&D segment									I&D segment	(6)		(8)		(5)
APS segment									APS segment	(1)		—		—
Total									Total	$	17	$	(20)	$	29
Other income (expense), net:	Other income (expense), net:								Other income (expense), net:
O&P—Americas segment		$	6	$	23	$	7
O&P—EAI segment		2		1		5
O&P-Americas segment									O&P-Americas segment	$	3	$	1	$	8
O&P-EAI segment									O&P-EAI segment	7		2		3
I&D segment	I&D segment	2		(4)		2			I&D segment	2		1		2
APS segment	APS segment	8		4		3			APS segment	—		—		4
Refining segment	Refining segment	—		1		1			Refining segment	(1)		—		—
Technology segment	Technology segment	—		1		—			Technology segment	1		(2)		—
Other, including intersegment eliminations	Other, including intersegment eliminations	1		9		7			Other, including intersegment eliminations	(7)		(11)		2
Total	Total	$	19	$	35	$	25		Total	$	5	$	(9)	$	19
EBITDA:	EBITDA:								EBITDA:
O&P—Americas segment		$	911	$	1,262	$	867
O&P—EAI segment		188		155		412
O&P-Americas segment									O&P-Americas segment	$	541	$	384	$	939
O&P-EAI segment									O&P-EAI segment	77		(148)		214
I&D segment	I&D segment	546		252		182			I&D segment	426		291		546
APS segment	APS segment	125		24		135			APS segment	(226)		(26)		71
Refining segment	Refining segment	148		(474)		(110)			Refining segment	246		249		148
Technology segment	Technology segment	103		173		94			Technology segment	73		59		103
Other, including intersegment eliminations	Other, including intersegment eliminations	(1)		3		5			Other, including intersegment eliminations	(6)		(17)		(1)
Total	Total	$	2,020	$	1,395	$	1,585		Total	$	1,131	$	792	$	2,020

Olefins and ~~Polyolefin~~—~~Americas~~Polyolefin-Americas Segment

Overview—EBITDA in the first quarter of ~~2022 decreased~~2023 increased compared to the fourth quarter of ~~2021 due to higher feedstock cost~~2022 driven by improvements in olefins and ~~increased~~polyethylene margins. EBITDA decreased in the first quarter of 2023 relative to the first quarter of ~~2021~~2022 primarily driven by ~~higher polyolefins results.~~

lower margins across most businesses.

Ethylene Raw Materials—We have flexibility to vary the raw material mix and process conditions in our U.S. olefins plants in order to maximize profitability as market prices fluctuate for both feedstocks and products. Although prices of crude-based liquids and natural gas liquids are generally related to crude oil and natural gas prices, during specific periods the relationships among these materials and benchmarks may vary significantly. In the first quarter of ~~2022~~2023, and the first and fourth ~~quarter~~quarters of ~~2021~~2022, approximately ~~60%~~65% to 70% of the raw materials used in our North American crackers was ethane.

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The following table sets forth selected financial information for the O&P—~~Americas~~&P-Americas segment including Income from equity investments, which is a component of EBITDA:

Three Months Ended
March 31, December 31, March 31,
Millions of dollars 2022 2021 2021
Sales and other operating revenues $ 3,595 $ 4,012 $ 2,859
Income from equity investments 33 21 30
EBITDA 911 1,262 867

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	Three Months Ended
	March 31,		December 31,		March 31,
Millions of dollars	2023		2022		2022
Sales and other operating revenues	$	2,808	$	2,818	$	3,734
Income from equity investments	23		17		33
EBITDA	541		384		939

Revenue—Revenues for our O&P—~~Americas~~&P-Americas segment ~~declined~~remained relatively unchanged in the first quarter of 2023 compared to the fourth quarter of 2022 and decreased by ~~$417~~$926 million, or ~~10%~~25%, in the first quarter of ~~2022 compared to the fourth quarter of 2021 and increased by $736 million, or 26%, in the first quarter of 2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—~~Volume declines resulted in~~Revenue decreased by 6% as a ~~revenue decrease~~result of ~~8% due to planned and unplanned outages. Lower~~lower co-product sales volumes. Higher average sales prices resulted in a ~~2% decrease in~~ revenue increase of 6% primarily driven by improving demand and lower ~~demand.~~industry supply due to outages.

First quarter of ~~2022~~2023 versus first quarter of ~~2021~~2022—~~Higher~~Lower average sales prices across all products resulted in a ~~23% increase~~27% decrease in revenue primarily driven by ~~tight~~increased market ~~conditions.~~supply. Higher sales ~~volume~~volumes resulted in a revenue increase of 3%2% as ~~the first quarter~~a result of ~~2021 was impacted by the effects of unusually cold temperatures and associated electrical power outages that led to shutdowns of manufacturing facilities in Texas.~~higher co-products sales.

EBITDA—EBITDA ~~decreased~~increased by ~~$351~~$157 million, or ~~28%~~41%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and ~~increased~~decreased by ~~$44~~$398 million, or 5%42%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—Higher olefins results led to a 40% increase in EBITDA driven by higher margins as a result of lower feedstock and energy cost. Higher polyethylene results led to a 12% increase in EBITDA due to higher margins driven by higher average sales prices. Lower ~~olefin~~polypropylene results led to a 14% decrease in EBITDA ~~primarily due to lower margins~~ driven by ~~higher feedstock costs. Lower polyethylene and polypropylene results led to~~ a ~~10% and 5%~~ decrease in ~~EBITDA, respectively, primarily due to polyolefin sales price decreases in combination with higher feedstock costs.~~spreads resulting from increased industry supply and weak demand for durable goods.

First quarter of ~~2022~~2023 versus first quarter of ~~2021~~2022—~~Higher~~Lower polyethylene ~~and polypropylene results led to a 18% and 3% increase in EBITDA, respectively, primarily due to sales price increases and lower feedstock costs. Lower olefin~~ results led to a 15% decrease in EBITDA primarily driven by lower margins as a result of lower average sales prices. Lower olefins results led to a 13% decrease in EBITDA due to lower margins driven by a decline in the average sales price of ethylene partially offset by lower feedstock costs. Lower polypropylene results led to a 13% decrease in EBITDA driven by a decrease in margin ~~constraints from rising feedstock and energy costs~~as a result of lower spreads due to increased industry supply and lower ~~ethylene sales prices.~~demand.

Olefins and ~~Polyolefin~~—~~Europe,~~Polyolefin-Europe, Asia, International Segment

Overview—EBITDA increased in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 primarily due to improved olefins margins, increased polymer volumes, and higher ~~product margins and~~income from equity investments. EBITDA decreased in the first quarter of 2023 relative to the first quarter of ~~2021 mainly~~2022 primarily as a result of lower ~~olefin margins and equity income.~~

During the first quarter of 2022 and fourth quarter of 2021 we operated our ethylene crackers at 74% and 71% of capacity, respectively, due to planned maintenance compared with an operating rate of 98% in the first quarter of 2021. The first quarter of 2022 was also impacted by feedstock disruptions driven by the war in Ukraine.

polymers margins.

Ethylene Raw Materials—In Europe, ~~heavy liquids are~~naphtha is the primary raw ~~materials~~material for our ethylene production and represented approximately 70% of the raw materials used in the first quarter of ~~2022~~2023 and 65% and 75% used in the first and fourth ~~quarter~~quarters of ~~2021.~~2022, respectively.

Table of Contents

The following table sets forth selected financial information for the O&P—~~EAI~~&P-EAI segment including Income from equity investments, which is a component of EBITDA:


		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,				March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022			2022
Sales and other operating revenues	Sales and other operating revenues	$	3,762	$	3,530	$	3,047		Sales and other operating revenues	$	2,892	$	2,523		$	3,926
Income from equity investments		1		50		95
(Loss) income from equity investments									(Loss) income from equity investments	1		(29)			1
EBITDA	EBITDA	188		155		412			EBITDA	77		(148)			214

~~Table of Contents~~

Revenue—Revenues increased by ~~$232~~$369 million, or 7%15%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and decreased by ~~$715~~$1,034 million, or ~~23%~~26%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—Higher volumes resulted in a revenue increase of 14% primarily due to higher demand. Favorable foreign exchange impacts resulted in a revenue increase of 5%. Lower average sales prices resulted in a ~~7% increase~~4% decrease in revenue as sales prices generally correlate with crude oil prices, which on average, ~~increased~~decreased compared to the fourth quarter of ~~2021. Volume improvements resulted in a revenue increase of 3% primarily due to increased demand. Unfavorable foreign exchange impacts resulted in a revenue decrease of 3%.~~2022.

First quarter of ~~2022~~2023 versus first quarter of ~~2021~~2022—~~Higher~~Lower average sales prices resulted in a ~~27% increase~~16% decrease in revenue as sales prices generally correlate with crude oil prices, which on average, ~~increased~~decreased compared to the first quarter of ~~2021.~~2022. Lower volumes resulted in a revenue decrease of 3%6% primarily due to lower demand. Unfavorable foreign exchange impacts resulted in a revenue decrease of 1%4%.

EBITDA—EBITDA increased by ~~$33~~$225 million, or ~~21%~~152%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and decreased by ~~$224~~$137 million, or ~~54%~~64%, in the first quarter of ~~2022~~2023 compared to ~~the first quarter of 2021.~~

~~First quarter of 2022 versus fourth quarter of 2021~~—Higher polyethylene and polypropylene results led to a 19% and 5% increase in EBITDA, respectively, largely attributed to higher margins. Higher olefins results led to a 14% increase in EBITDA primarily driven by higher margins as monomer prices increased, partially offset by higher feedstock and energy costs. Lower income from our equity investments led to decreases in EBITDA of 32% mainly attributable to margin compression due to decreased demand and lower prices in Asia. The fourth quarter of 2021 included a $30 million LIFO inventory valuation charge, a similar charge was not incurred during the first quarter of 2022.

First quarter of ~~2022~~2023 versus ~~first~~fourth quarter of ~~2021~~2022—~~Lower~~Higher olefins results led to a ~~25% decrease~~61% increase in EBITDA primarily driven by higher margins as a result of lower ~~margins attributable~~energy costs. Higher polyolefins results led to a 28% increase in EBITDA primarily driven by higher ~~feedstock and energy costs which outpaced~~volumes due to increased ~~ethylene and co-product prices. Lower~~demand. Improved income from our equity investments led to ~~decreases~~an increase in EBITDA of ~~23%~~20% mainly attributable to ~~margin compression as noted above. Unfavorable foreign exchange impacts~~a gain on sale of asset recognized by one of our joint ventures in Europe. During the fourth quarter of 2022 we recognized last-in, first out (“LIFO”) inventory valuation charges of $56 million. The absence of similar charges in the first quarter of 2023 resulted in a 38% increase in EBITDA.

First quarter of 2023 versus first quarter of 2022—Lower polymer results led to an 84% decrease in EBITDA ~~decrease of 4%.~~primarily driven by decreased margins resulting from lower polyolefins spreads reflecting weak demand. Higher olefins results led to a 21% increase in EBITDA, which was primarily driven by higher margins resulting from lower feedstock costs which outpaced decreased ethylene prices.

~~Other~~

—Planned maintenance in 2022 for our O&P—EAI segment is expected to impact EBITDA by approximately $95 million for the full year, $35 million higher than previously estimated due to additional work related to planned maintenance at our cracker in Berre, France in the second quarter

Table of ~~2022.~~Contents

Intermediates and Derivatives Segment

Overview—EBITDA increased in the first quarter of 2023 compared to the fourth quarter of 2022, primarily driven by improved margins for oxyfuels and related products. EBITDA decreased in the first quarter of 2023 compared to the first ~~and fourth~~ quarter of ~~2021,~~2022, primarily driven by ~~higher~~a decrease in margins ~~across most businesses due to market supply tightness coupled with strong demand recovery.~~for propylene oxide and derivatives and intermediate chemicals, partially offset by margin improvements for oxyfuels and related products.

The following table sets forth selected financial information for the I&D segment including Income ~~(loss)~~ from equity investments, which is a component of EBITDA:


		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,				March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022			2022
Sales and other operating revenues	Sales and other operating revenues	$	3,339	$	2,934	$	1,767		Sales and other operating revenues	$	2,682	$	2,562		$	3,339
(Loss) income from equity investments		(5)		2		12
Loss from equity investments									Loss from equity investments	(6)		(8)			(5)
EBITDA	EBITDA	546		252		182			EBITDA	426		291			546

~~Table of Contents~~

Revenue—Revenues increased by ~~$405~~$120 million, or ~~14%~~5%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and decreased by ~~$1,572~~$657 million, or ~~89%~~20%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—~~Sales volumes increased resulting in a 9% increase in revenue, largely due to improved operating rates at our acetyls facilities.~~ Higher average sales prices resulted in a 6%2% increase in ~~revenue as~~revenue. Favorable foreign exchange impacts resulted in a 2% increase in revenue. Sales volumes improved resulting in a 1% increase in revenue.

First quarter of 2023 versus first quarter of 2022—Lower average sales prices ~~generally correlate with crude oil prices, which on average, increased compared~~resulted in a 9% decrease in revenue driven by lower pricing in PO derivatives, acetyls and styrene as a result of higher market supply. Sales volumes decreased resulting in a 9% reduction in revenue due to ~~the fourth quarter of 2021.~~lower demand. Unfavorable foreign exchange impacts resulted in a revenue decrease of 1%2%.

~~First quarter of 2022 versus first quarter of 2021~~—Higher average sales prices resulted in a 55% increase in revenue as sales prices generally correlate with crude oil prices, which on average, increased compared to the same period in 2021. Sales volumes increased resulting in a 35% increase in revenue, mainly due to absence of the impact of unusually cold temperatures and associated electrical power outages that led to shutdowns of our manufacturing facilities in Texas in early 2021. Unfavorable foreign exchange impacts resulted in a revenue decrease of 1%.

EBITDA—EBITDA increased by ~~$294~~$135 million, or ~~117%~~46%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and decreased by ~~$364~~$120 million, or ~~200%~~22%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~

2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—EBITDA improved 25% as a result of higher oxyfuels and related products results driven by increased margins as a result of higher blend premiums and a tight gasoline market. During the fourth quarter of 2022 we recognized a $26 million LIFO inventory valuation charge. The absence of a similar charge in the first quarter of 2023 resulted in a 9% increase in EBITDA. Propylene oxide and derivatives results drove a 3% increase in EBITDA primarily as a result of increased volumes. Favorable foreign exchange impacts resulted in a 2% increase in EBITDA.

First quarter of 2023 versus first quarter of 2022—Propylene oxide and derivatives results drove a 31% decrease in EBITDA as margins declined due to lower demand. Intermediate chemicals results declined, resulting in a 20% decrease in EBITDA, primarily driven by lower margins due to lower average sales prices from higher market supply. Oxyfuels and related products results led to an EBITDA increase of ~~50% primarily~~26% driven by margin ~~improvement as a result of~~improvements resulting from higher ~~product prices. Propylene oxide~~blend premiums and derivatives results led to increases in EBITDA of 20% due to improved margins driven by increased demand for durable goods. Intermediate chemicals results increased EBITDA by 17% equally driven by higher margins and volumes due to tight industry supply and improved operations. The fourth quarter of 2021 included a $93 million LIFO inventory valuation charge; a similar charge was not incurred during the first quarter of 2022.strong gasoline crack spreads.

~~First quarter~~Table of ~~2022 versus first quarter of 2021~~—Propylene oxide and derivatives results increased EBITDA by 113% primarily as a result of higher margins due to strong demand recovery coupled with tight market supply resulting from industry outages. Intermediate chemicals results increased EBITDA by 77% due to improved margins driven by higher demand and tight market conditions. Oxyfuels and related products results increased EBITDA by 42% primarily driven by margin improvement as a result of improved demand and higher gasoline prices. Lower income from our equity investments led to decreases in EBITDA of 10% mainly attributable to lower propylene oxide margins in Asia. Unfavorable foreign exchange impacts resulted in a EBITDA decrease of 9%.Contents

Advanced Polymer Solutions Segment

Overview—EBITDA increased in the first quarter of 2022 relative to the fourth quarter of 2021 primarily due to higher demand for our products and the absence of a LIFO adjustment recognized during the fourth quarter of 2021. EBITDA decreased in the first quarter of ~~2022~~2023 relative to the fourth quarter of 2022 and the first quarter of ~~2021~~2022 primarily due to ~~lower demand~~the recognition of a non-cash goodwill impairment charge in the first quarter of 2023. See Note 12 to our Consolidated Financial Statements for ~~our products.~~additional information.

The following table sets forth selected financial information for the APS segment including ~~losses~~Income from equity investments, which is a component of EBITDA:


		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,				March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022			2022
Sales and other operating revenues	Sales and other operating revenues	$	1,408	$	1,253	$	1,270		Sales and other operating revenues	$	997	$	901		$	1,136
Loss from equity investments	Loss from equity investments	—		(1)		—			Loss from equity investments	(1)		—			—
EBITDA	EBITDA	125		24		135			EBITDA	(226)		(26)			71

Revenue—Revenues increased by $96 million, or 11%, in the first quarter of 2023 compared to the fourth quarter of 2022 and decreased by $139 million, or 12%, in the first quarter of 2023 compared to the first quarter of 2022.

First quarter of 2023 versus fourth quarter of 2022—Sales volumes increased resulting in a 10% increase in revenue stemming from higher demand. Foreign exchange impacts resulted in a revenue increase of 2%. Average sales price decreased resulting in a 1% decrease in revenue.

First quarter of 2023 versus first quarter of 2022—Sales volumes decreased resulting in a 5% decrease in revenue stemming from lower demand. Average sales price decreased resulting in a 5% decrease in revenue. Unfavorable foreign exchange impacts resulted in a revenue decrease of 2%.

EBITDA—EBITDA decreased by $200 million in the first quarter of 2023 compared to the fourth quarter of 2022 and by $297 million in the first quarter of 2023 compared to the first quarter of 2022.

During the first quarter of 2023 we recognized a non-cash goodwill impairment charge of $252 million after the effect of moving our Catalloy and polybutene-1 products from our APS segment and reintegrating into our O&P-Americas and O&P-EAI segments. See Note 12 to our Consolidated Financial Statements for additional information.

First quarter of 2023 versus fourth quarter of 2022—Margins in the first quarter of 2023 improved compared to the fourth quarter of 2022, due to higher sales prices resulting in an EBITDA improvement of 100%. During the fourth quarter of 2022 we recognized a $21 million LIFO inventory valuation charge. The absence of a similar charge in the first quarter of 2023 resulted in an 81% increase in EBITDA compared to the fourth quarter of 2022. The remaining change was primarily due to the recognition of the non-cash goodwill impairment charge in the first quarter of 2023, discussed above.

First quarter of 2023 versus first quarter of 2022— Margins in the first quarter of 2023 decreased compared to the first quarter of 2022, primarily due to higher production and raw material costs resulting a 31% decrease in EBITDA. Lower volumes resulted in a 24% decrease in EBITDA as a result of a decrease in demand. The remaining change was primarily due to the recognition of the non-cash goodwill impairment charge in the first quarter of 2023, discussed above.

3234

Table of Contents

Refining Segment

~~Revenue~~Overview—~~Revenues increased by $155 million, or 12%,~~EBITDA remained relatively unchanged in the first quarter of ~~2022 compared~~2023 relative to the fourth quarter of ~~2021 and by $138 million, or 11%, in the first quarter of~~ 2022 ~~compared~~primarily due to the ~~first quarter~~absence of ~~2021.~~

~~First quarter of 2022 versus fourth quarter of 2021—Sales volumes improved resulting~~a LIFO inventory valuation benefit recognized in ~~a 12% increase in revenue stemming from higher automotive and construction demand. Average sales price increased resulting in a 3% increase in revenue~~ ~~as sales prices generally correlate with crude oil prices, which on average, increased compared to~~ the fourth quarter of ~~2021. Foreign exchange impacts resulted in a revenue decrease of 3%.~~

~~First quarter of~~ 2022 ~~versus first quarter of 2021—Average sales price increased resulting in a 19% increase in revenue~~ ~~as sales prices generally correlate with crude oil prices, which on average, in~~creased compared to the same period in 2021. Sales volumes decreased resulting in a 7% decrease in revenue stemming from lower automotive demand. Foreign exchange impacts resulted in a revenue decrease of 1%.

~~EBITDA~~—EBITDA increased by $101 million, or 421%, in the first quarter of 2022 compared to the fourth quarter of 2021 and decreased by $10 million, or 7%, in the first quarter of 2022 compared to the first quarter of 2021.

~~First quarter of 2022 versus fourth quarter of 2021—Compounding and solutions results led to an EBITDA increase of 146% primarily due to higher volumes driven~~offset by higher demand from automotive manufacturers. Increased advanced polymer results led to an EBITDA increase of 42% due to higher volumes driven by increased seasonal demand. The fourth quarter of 2021 included a $55 million LIFO inventory valuation charge; a similar charge was not incurred during the first quarter of 2022.

~~First quarter of 2022 versus first quarter of 2021~~—Compounding and solutions results led to an EBITDA decrease of 13% primarily due to lower volumes driven by lower demand due to constrained production in automotive, appliance and other end markets as a result of semiconductor shortages. Our advanced polymers business results increased 8%, driven by higher price spreads. Unfavorable foreign exchange impacts resulted in a EBITDA decrease of 6%.

~~Refining Segment~~

~~Overview~~—margins. EBITDA increased in the first quarter of ~~2022 relative~~2023 compared to the first ~~and fourth~~ quarter of ~~2021~~2022 due to higher ~~margins and the absence of a non-cash impairment charge recognized during the fourth quarter of 2021.~~margins.

The following table sets forth selected financial information and heavy crude oil processing rates for the Refining segment and the U.S. refining market margins for the applicable periods. “Brent” is a light sweet crude oil and is one of the main benchmark prices for purchases of oil worldwide. “Maya” is a heavy sour crude oil grade produced in Mexico that is a relevant benchmark for heavy sour crude oils in the U.S. Gulf Coast market. References to industry benchmarks for refining market margins are to industry prices reported by Platts, a division of S&P Global.


		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,				March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022			2022
Sales and other operating revenues	Sales and other operating revenues	$	2,720	$	2,643	$	1,126		Sales and other operating revenues	$	2,190	$	2,633		$	2,720
EBITDA	EBITDA	148		(474)		(110)			EBITDA	246		249			148

Thousands of barrels per day	Thousands of barrels per day								Thousands of barrels per day
Heavy crude oil processing rates	Heavy crude oil processing rates	255		266		152			Heavy crude oil processing rates	226		229			255

Market margins, dollars per barrel	Market margins, dollars per barrel								Market margins, dollars per barrel
Brent - 2-1-1	Brent - 2-1-1	$	22.31	$	15.54	$	10.57		Brent - 2-1-1	$	29.44	$	31.11		$	22.31
Brent - Maya differential	Brent - Maya differential	8.51		8.04		4.75			Brent - Maya differential	19.39		17.01			8.51
Total Maya 2-1-1	Total Maya 2-1-1	$	30.82	$	23.58	$	15.32		Total Maya 2-1-1	$	48.83	$	48.12		$	30.82

~~Table of Contents~~

Revenue—Revenues ~~increased~~decreased by ~~$77~~$443 million, or 3%17%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and by ~~$1,594~~$530 million, or ~~142%~~19%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—~~Higher~~Sales volumes declined resulting in a 10% decrease in revenue due to unplanned downtime. Lower product prices led to a revenue ~~increase~~decrease of ~~10%~~7% due to an average Brent crude oil price ~~increase~~decrease of approximately ~~$18~~$6.38 per barrel.

First quarter of 2023 versus first quarter of 2022—Sales volumes decreased resulting in a 7%14% decrease in revenue due to ~~the impact of downtime associated with~~ unplanned ~~outages at one of our coking units.~~

~~First quarter of 2022 versus first quarter of 2021—Higher~~downtime. Lower product prices led to a revenue ~~increase~~decrease of ~~87%~~5% due to an average Brent crude oil price ~~increase~~decrease of approximately ~~$36~~$15.16 per barrel. Sales volumes increased resulting in a 55% increase in revenue due to improved supply and demand as the first quarter of 2021 was impacted by planned and unplanned outages, including the effects of unusually cold temperatures and associated electrical power outages that led to shutdowns of our manufacturing facilities in Texas.

EBITDA—EBITDA ~~increased~~decreased by ~~$622~~$3 million, or ~~131%~~1%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and increased by ~~$258~~$98 million, or ~~235%~~66%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—During the fourth quarter of ~~2021,~~2022 we recognized a ~~non-cash impairment charge of $624 million relating to our Houston refinery’s asset group as well as a $52 million~~ LIFO inventory ~~benefit; no~~benefit of $40 million. The absence of a similar ~~items were incurred during~~benefit in the first quarter of ~~2022. Margin improvements, driven by an increase in the Maya 2-1-1 market margin,~~2023 resulted in a ~~13% increase~~16% decrease in EBITDA. ~~Volumes declined~~Lower volumes as a result of unplanned ~~maintenance which~~downtime resulted in a 3%6% decrease in EBITDA. Increased margins primarily driven by higher by-product crack spreads resulted in a 19% increase in EBITDA.

First quarter of ~~2022~~2023 versus first quarter of ~~2021~~2022—~~Volumes increased as demand improved for refined products which resulted in~~Margin improvement drove a ~~8% increase in EBITDA. The remaining~~135% increase in EBITDA ~~was driven by margin improvements~~primarily due to an increase in the Maya 2-1-1 market ~~margin resulting~~margin. EBITDA decreased 22% as a result of a decrease in volumes driven by unplanned downtime. Additionally, higher costs incurred related to our planned exit from ~~higher demand.~~

~~Other—In April 2022 we announced our decision~~the refining business in the first quarter of 2023 resulted in a 47% decrease in EBITDA compared to ~~cease operation~~the first quarter of ~~our Houston Refinery no later than December 31, 2023.~~2022. See Note 12 to the Consolidated Financial Statements for additional ~~information.~~information regarding our planned exit of the refining business.

Table of Contents

Technology Segment

Overview—EBITDA increased in the first quarter of 2023 compared to the fourth quarter of 2022 primarily due to the absence of a LIFO inventory valuation charge recognized in the fourth quarter of 2022. EBITDA decreased in the first quarter of ~~2022 compared~~2023 relative to ~~the fourth quarter of 2021 from lower licensing revenues and increased in~~ the first quarter of 2022 ~~relative to the first of 2021~~primarily driven by ~~higher~~lower catalyst volumes.

The following table sets forth selected financial information for the Technology segment:


		Three Months Ended								Three Months Ended
		March 31,		December 31,		March 31,		March 31,		December 31,				March 31,
Millions of dollars	Millions of dollars	2022		2021		2021			Millions of dollars	2023		2022			2022
Sales and other operating revenues	Sales and other operating revenues	$	181	$	257	$	165		Sales and other operating revenues	$	139	$	145		$	181
EBITDA	EBITDA	103		173		94			EBITDA	73		59			103

Revenue—Revenues decreased by ~~$76~~$6 million, or ~~30%~~4%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and ~~increased~~ by ~~$16~~$42 million, or ~~10%~~23%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—Licensing revenues decreased by ~~32%~~7% as fewer contracts reached significant milestones during the quarter. ~~Higher~~Changes in average catalyst sales price resulted in a revenue decrease of 2%. A favorable foreign exchange impact increased revenue by 5%.

First quarter of 2023 versus first quarter of 2022— Lower catalyst volumes resulted in a ~~3% increase~~18% decrease in revenue primarily driven by ~~continued strong~~weaker demand. Changes in average catalyst sales price resulted in a ~~revenue increase of 4%. An unfavorable~~2% decrease in revenue. Unfavorable foreign exchange ~~impact decreased revenue by 5%.~~

~~Table of Contents~~

~~First quarter of 2022 versus first quarter of 2021—Higher catalyst volumes~~impacts resulted in a ~~13% increase in revenue primarily driven by strong demand. Changes in average catalyst sales price resulted in a 3%~~2% decrease in revenue. ~~Higher~~Lower licensing revenues ~~resulted in~~resulting from fewer contracts reaching significant milestones drove a 1% ~~increase~~decrease in revenue. ~~An unfavorable foreign exchange impact decreased revenue by 1%.~~

EBITDA—EBITDA ~~decreased~~increased by ~~$70~~$14 million, or ~~40%~~24%, in the first quarter of ~~2022~~2023 compared to the fourth quarter of ~~2021~~2022 and ~~increased~~decreased by $9$30 million, or ~~10%~~29%, in the first quarter of ~~2022~~2023 compared to the first quarter of ~~2021.~~2022.

First quarter of ~~2022~~2023 versus fourth quarter of ~~2021~~2022—Higher catalyst margins and favorable foreign exchange impacts resulted in a 12% and 10% increase in EBITDA, ~~decreases were primarily driven by lower~~respectively, compared to the fourth quarter of 2022. Lower licensing ~~revenue~~revenues resulting from fewer contracts reaching significant milestones ~~which resulted in~~led to a ~~49%~~20% decrease in ~~revenue. This decrease~~EBITDA. The remaining change was ~~partially offset by an increase in catalyst margins driven by higher average sales prices which resulted in a 7% increase in EBITDA.~~

due to the fourth quarter of 2022 LIFO inventory valuation charge.

First quarter of ~~2022~~2023 versus first quarter of ~~2021~~2022—~~EBITDA improvements were~~ Lower catalyst volumes driven by ~~higher catalyst volumes which~~lower demand resulted in an EBITDA ~~increase~~decrease of ~~19%~~26%. Unfavorable foreign exchange impacts resulted in an EBITDA decrease of 7%3%.

3536

Table of Contents

FINANCIAL CONDITION

Operating, investing and financing activities of continuing operations, which are discussed below, are presented in the following table:


		Three Months Ended March 31,					Three Months Ended March 31,
Millions of dollars	Millions of dollars	2022		2021		Millions of dollars	2023		2022
Cash provided by (used in):	Cash provided by (used in):					Cash provided by (used in):
Operating activities	Operating activities	$	1,502	$	571	Operating activities	$	482	$	1,502
Investing activities	Investing activities	(456)		(59)		Investing activities	(371)		(456)
Financing activities	Financing activities	(713)		(782)		Financing activities	(477)		(713)

Operating Activities—Cash provided by operating activities of $~~1,502~~482 million in the first quarter of 2023 primarily reflected earnings adjusted for non-cash items and by the main components of working capital—Accounts receivable, Inventories, and Accounts payable.

In the first quarter of 2023, the main components of working capital used $558 million of cash driven primarily by increases in Accounts receivable and Inventories. The increase in Accounts receivable was primarily driven by higher volumes and average sales prices in our O&P-EAI, I&D and APS segments. The increase in Inventories was primarily due to inventory build associated with the timing of the start-up of our PO/TBA plant in Houston, TX as well as planned and unplanned outages.

Cash provided by operating activities of $1,502 million in the first quarter of 2022 primarily reflected earnings adjusted for non-cash items and cash used by the main components of working ~~capital—Accounts receivable, Inventories and Accounts payable.~~capital.

In the first quarter of 2022, the main components of working capital used $22 million of cash driven primarily by an increase in Inventories and Accounts receivable, partially offset by an increase in Accounts payable. The increase in Inventories was primarily due to an increase in raw material costs coupled with an increase in inventory in anticipation of turnaround activity in the I&D segment. The increase in Accounts receivable was driven by higher revenues across several of our businesses primarily driven by higher volumes and higher average sales prices. The increase in Accounts payable was primarily driven by increases in our Refining and O&P—~~Americas~~&P-Americas segments as a result of increased raw material and energy ~~costs.~~

~~Cash~~ ~~provided~~ ~~by operating activities of $571 million in the first quarter of 2021 reflected earnings adjusted for non-cash items and cash used by the main components of working capital.~~

In the first quarter of 2021, the main components of working capital used $626 million of cash driven primarily by an increase in Accounts receivable and Inventories partially offset by an increase in Accounts payable. The increase in Accounts receivable was driven by higher revenues for our O&P—Americas, O&P—EAI, and APS segments. The increase in Inventory was primarily driven by higher inventory volumes, due to lower crude oil consumption as a result of Texas weather events, and prices within our Refining segment. The increase in Accounts payables was primarily driven by increased raw material costs.

Investing Activities—Capital expenditures in the first quarter of ~~2022~~2023 totaled ~~$446~~$352 million compared to ~~$340~~$446 million in the first quarter of ~~2021.~~2022. Approximately ~~40%~~45% and ~~55%~~40% of our capital expenditures in the first quarter of ~~2022~~2023 and ~~2021,~~2022, respectively, was for profit-generating growth projects, primarily our PO/TBA plant, with the remaining expenditures supporting sustaining maintenance. See Note 12 to the Consolidated Financial Statements for additional information regarding capital expenditures by segment.

Financing Activities—We ~~invest cash~~made dividend payments totaling $389 million and $371 million in ~~investment-grade and other high-quality instruments that provide adequate flexibility to redeploy funds as needed to meet our cash flow requirements while maximizing yield.~~

In the first quarter of 2023 and 2022, ~~and 2021, we received proceeds of $8 million and $226 million, respectively, from the liquidation of our investment in equity securities.~~respectively. Additionally, in the first quarter of ~~2021 we received proceeds of~~ ~~$74 million from~~ ~~maturities of certain available-for-sale debt securities.~~

~~Financing Activities—In the first quarter of~~2023 and 2022, we made payments of $70 million and $217 million to repurchase outstanding ordinary ~~shares. We made dividend payments totaling $371 million and $352 million in the first quarter of 2022 and 2021,~~shares, respectively.

In the first quarter of 2022, we made net repayments of $169 million related to the issuance and repurchase of commercial paper instruments under our commercial paper program.

~~Table of Contents~~

In the first quarter of 2022, ~~and 2021,~~ we received a return of collateral of $51 million, ~~and $66 million, respectively,~~ related to the positions held with our counterparties for certain forward-starting interest rate swaps.

~~In the first quarter~~

Table of ~~2021, we repaid $500 million outstanding under our $4,000 million senior unsecured delayed draw term loan credit facility due March 2022.~~Contents

Liquidity and Capital Resources

Overview

We plan to fund our working capital, capital expenditures, debt service, dividends and other cash requirements with our current available liquidity and cash from operations, which could be affected by general economic, financial, competitive, legislative, regulatory, business and other factors, many of which are beyond our control. ~~Cash~~Debt repayment, and the purchase of shares under our share repurchase authorization, may be funded from cash and cash equivalents, cash from our short-term investments, cash from operating activities, proceeds from the issuance of debt, or a combination ~~thereof, may be used~~thereof.

As part of our overall capital allocation strategy, we plan to ~~fund~~provide returns to shareholders in the ~~purchase~~form of ~~shares under our~~dividends and share ~~repurchase authorization.~~

repurchases. Barring any significant or unforeseen business challenges, mergers or acquisitions, over the long-term, we are targeting shareholder returns of 70% of free cash flow, defined as net cash provided by operating activities less capital expenditures. We intend to continue to declare and pay quarterly dividends, with the goal of increasing the dividend over time, after giving consideration to our cash balances and expected results from operations. Our focus on funding our dividends while remaining committed to a strong investment grade balance sheet continues to be the foundation of our capital allocation strategy.

Cash and Liquid Investments

As of March 31, ~~2022,~~2023, we had Cash and cash equivalents totaling ~~$1,785~~$1,790 million, which includes ~~$1,024~~$734 million in jurisdictions outside of the U.S., ~~principally in~~the majority of which is held within the European Union and the United Kingdom. There are currently no legal or economic restrictions that would materially impede our transfers of cash.

Credit Arrangements

At March 31, ~~2022,~~2023, we had total debt, including current maturities, of ~~$11,324~~$11,376 million. Additionally, we had ~~$211~~$198 million of outstanding letters of credit, bank guarantees and surety bonds issued under uncommitted credit facilities to support trade payables and other obligations.

We had total unused availability under our credit facilities of ~~$4,115~~$3,950 million at March 31, ~~2022,~~2023, which included the following:

•$~~3,215~~3,050 million under our $3,250 million Senior Revolving Credit Facility, which backs our $2,500 million commercial paper program. Availability under this facility is net of outstanding borrowings, outstanding letters of credit provided under the facility and notes issued under our commercial paper program. At March 31, ~~2022,~~2023, we had ~~$35~~$200 million of outstanding commercial paper, net of discount, and no borrowings or letters of credit outstanding under this facility; and

•$900 million under our $900 million U.S. Receivables Facility. Availability under this facility is subject to a borrowing base of eligible receivables, which is reduced by outstanding borrowings and letters of credit, if any. At March 31, ~~2022,~~2023, we had no borrowings or letters of credit outstanding under this facility.

At any time and from time to time, we may repay or redeem our outstanding debt, including purchases of our outstanding bonds in the open market, through privately negotiated transactions or a combination thereof, in each case using cash and cash equivalents, cash from our short-term investments, cash from operating activities, proceeds from the issuance of debt or proceeds from asset divestitures. Any repayment or redemption of our debt will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. In connection with such repurchases or redemptions, we may incur cash and non-cash charges, which could be material in the period in which they are incurred.

In accordance with our current interest rate risk management strategy and subject to management’s evaluation of market conditions and the availability of favorable interest rates among other factors, we may from time to time enter into interest rate swap agreements to economically convert a portion of our fixed rate debt to variable rate debt or convert a portion of our variable rate debt to fixed rate debt.

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Share Repurchases

In May ~~2021,~~2022, our shareholders approved a proposal to authorize us to repurchase up to 34.0 million ordinary shares, through November ~~28, 2022 (“2021 Share Repurchase Authorization”),~~27, 2023, which superseded any prior repurchase authorizations. Our share repurchase authorization does not have a stated dollar amount, and purchases may be made through open market purchases, private market transactions or other structured transactions. Repurchased shares could be retired or used for general corporate purposes, including for various employee benefit and compensation plans. The maximum number of shares that may yet be purchased is not necessarily an indication of the number of shares that will ultimately be purchased. In the first quarter of ~~2022,~~2023, we purchased approximately ~~2.1~~0.8 million shares under our ~~2021 Share Repurchase Authorization~~share repurchase authorizations for ~~$202~~$74 million.

As of April ~~27, 2022,~~26, 2023, we had approximately ~~26.7~~30.7 million shares remaining under the current authorization. The timing and amounts of additional shares repurchased, if any, will be determined based on our evaluation of market conditions and other factors, including any additional authorizations approved by our shareholders. For additional information related to our share repurchase authorizations, see Note 10 to the Consolidated Financial Statements.

CURRENT BUSINESS OUTLOOK

WeIn the near-term, we expect typical ~~improvements~~seasonal trends to drive modest improvement in ~~summer seasonal demand will extend market strength for our products as the~~ global ~~economy continues to navigate geopolitical uncertainty and volatile costs for energy and feedstocks. Outside of China, we anticipate benefits from continued~~demand. Increased summer demand for ~~consumer packaging, improving volumes~~transportation fuels should provide support for ~~automotive polymer compounds, seasonal demand for durable goods used~~oxyfuels and refining margins. Delays in ~~building~~the start of North American polyethylene capacity additions across the industry are expected to reduce new market supply and ~~construction markets as well as strong markets for our oxyfuels products. We forecast a favorable outlook for our refining segment as we work toward exiting the business by the end of next year. In~~support polyethylene margins. During the second quarter, ~~margins are likely to improve as the prices for our products catch up with increased feedstock and energy costs. Additionally,~~ we expect ~~reductions in~~to operate our I&D segment assets at 80% and modestly increase our O&P-Americas and O&P-EAI operating rates ~~driven by maintenance downtime~~to approximately 85%. We remain watchful for the effects of changes in ~~Europe~~global monetary policies and ~~unsustainable production economics~~improving economic conditions in China on petrochemical markets during the second half of 2023.

In March 2023, we launched a new strategy which is focused on growing sustainable value and encompasses three key elements which include growing and upgrading our core businesses, building a profitable circular and low carbon solutions business and stepping up performance and culture.

CRITICAL ACCOUNTING POLICIES

Goodwill Impairment—We evaluate the recoverability of the carrying value of goodwill annually or more frequently if events or changes in circumstances indicate that the carrying amount of the goodwill of a reporting unit may not be fully recoverable.

Effective January 1, 2023, our Catalloy and polybutene-1 products were moved from our APS segment and reintegrated into our O&P-Americas and O&P-EAI segments. When moved, a portion of the APS reporting unit’s goodwill was allocated to ~~tighten~~the O&P-Americas and O&P-EAI segments based on the product’s relative fair values compared to the reportable segment.

In the first quarter of 2023, we evaluated goodwill for impairment immediately before and after the transfer of these products. Our evaluation resulted in the recognition of a non-cash goodwill impairment of $252 million recognized in our APS segment. Refer to Note 12 to our Consolidated Financial Statements.

Fair values were determined utilizing a discounted cash flow method under the income approach and assumptions including management’s view on long-term growth rates in our industry, discount rates and other assumptions based on a market ~~supply over~~participant perspective, which are inherently subjective. Discount rates utilized in our cash flow model were based on a variety of factors, including market and economic conditions, the ~~coming months.~~risk and nature of the cash flows and the rate of return required by market participants. We ~~continue monitoring risks on supply chains~~believe our fair value estimates of projected financial information are reasonable and ~~inflation.~~consistent with those used in our planning, capital investment and business performance reviews. However, actual results may differ from these projections.

An estimate of the sensitivity to net income resulting from impairment calculations is not practicable, given the numerous assumptions, including pricing, volumes and discount rates, which could materially affect our estimates. That is, unfavorable adjustments to some of the above listed assumptions may be offset by favorable adjustments in other assumptions.

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ACCOUNTING AND REPORTING CHANGES

For a discussion of the potential impact of new accounting pronouncements on our Consolidated Financial Statements, see Note 2 to the Consolidated Financial Statements.

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CAUTIONARY STATEMENT FOR THE PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 (the “Securities Act”) and Section 21E of the Securities Exchange Act of ~~1934.~~1934 (the “Exchange Act”). You can identify our forward-looking statements by the words “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target” and similar expressions.

We based forward-looking statements on our current expectations, estimates and projections of our business and the industries in which we operate. We caution you that these statements are not guarantees of future performance. They involve assumptions about future events that, while made in good faith, may prove to be incorrect, and involve risks and uncertainties we cannot predict. Our actual outcomes and results may differ materially from what we have expressed or forecast in the forward-looking statements. Any differences could result from a variety of factors, including the following:

•the cost of raw materials represents a substantial portion of our operating expenses, and energy costs generally follow price trends of crude oil, natural gas liquids and/or natural gas; price volatility can significantly affect our results of operations and we may be unable to pass raw material and energy cost increases on to our customers due to the significant competition that we face, the commodity nature of our products and the time required to implement pricing changes;

•our operations in the United States (“U.S.”) have benefited from low-cost natural gas and natural gas liquids; decreased availability of these materials (for example, from their export or regulations impacting hydraulic fracturing in the U.S.) could reduce the current benefits we receive;

•if crude oil prices ~~fall materially, or remain~~are low relative to U.S. natural gas prices, we ~~would~~could see less benefit from low-cost natural gas and natural gas liquids and it could have a negative effect on our results of operations;

•industry production capacities and operating rates may lead to periods of oversupply and low profitability;

•we may face unplanned operating interruptions (including leaks, explosions, fires, weather-related incidents, mechanical failures, unscheduled downtime, supplier disruptions, labor shortages, strikes, work stoppages or other labor difficulties, transportation interruptions, spills and releases and other environmental incidents) at any of our facilities, which would negatively impact our operating results; ~~for example, because the Houston refinery is our only refining operation, we would not have the ability to increase production elsewhere to mitigate the impact of any outage at that facility;~~

•changes in general economic, business, political and regulatory conditions in the countries or regions in which we operate could increase our costs, restrict our operations and reduce our operating results;

•our ability to execute our organic growth plans may be negatively affected by our ability to complete projects on time and on budget;

•our ability to acquire ~~new~~or dispose of product lines or businesses could disrupt our business and ~~assets~~harm our financial condition;

•our ability to successfully implement initiatives identified pursuant to our value enhancement program and ~~integrate those operations into our existing operations and make cost-saving changes in operations;~~generate anticipated earnings;

•uncertainties associated with worldwide economies could create reductions in demand and pricing, as well as increased counterparty risks, which could reduce liquidity or cause financial losses resulting from counterparty default;

•uncertainties related to the extent ~~and duration~~ of the ~~pandemic-related decline in demand, or other impacts~~COVID-19 pandemic due to local or regional spread of the ~~pandemic in geographic regions or markets served by us, or where our operations are located, including the risk of prolonged recession;~~virus;

•the negative outcome of any legal, tax and environmental proceedings or changes in laws or regulations regarding legal, tax and environmental matters may increase our costs, reduce demand for our products, or otherwise limit our ability to achieve savings under current regulations;

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•any loss or non-renewal of favorable tax treatment under tax agreements or tax treaties, or changes in tax laws, regulations or treaties, may substantially increase our tax liabilities;

•we may be required to reduce production or idle certain facilities because of the cyclical and volatile nature of the supply-demand balance in the chemical and refining industries, which would negatively affect our operating results;

•we rely on continuing technological innovation, and an inability to protect our technology, or others’ technological developments could negatively impact our competitive position;

•~~we may be unable to meet our sustainability goals, including the ability to operate safely, increase production of recycled and renewable-based polymers, and reduce our emissions;~~

•we may be unable to shut down the Houston refinery within the expected timeframe or incur additional charges or expenses;

•we have significant international operations, and fluctuations in exchange rates, valuations of currencies and our possible inability to access cash from operations in certain jurisdictions on a tax-efficient basis, if at all, could negatively affect our liquidity and our results of operations;

•we are subject to the risks of doing business at a global level, including wars, terrorist activities, political and economic instability and disruptions and changes in governmental policies, which could cause increased expenses, decreased demand or prices for our products and/or disruptions in operations, all of which could reduce our operating results;

•if we are unable to achieve our emission reduction, circularity, or other sustainability targets, it could result in reputational harm, changing investor sentiment regarding investment in our stock or a negative impact on our access to and cost of capital;

•if we are unable to comply with the terms of our credit facilities, indebtedness and other financing arrangements, those obligations could be accelerated, which we may not be able to repay; and

•we may be unable to incur additional indebtedness or obtain financing on terms that we deem acceptable, including for refinancing of our current obligations; higher interest rates and costs of financing would increase our expenses.

Any of these factors, or a combination of these factors, could materially affect our future results of operations and the ultimate accuracy of the forward-looking statements. Our management cautions against putting undue reliance on forward-looking statements or projecting any future results based on such statements or present or prior earnings levels.

All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section and any other cautionary statements that may accompany such forward-looking statements. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our exposure to market and regulatory risks is described in Item 7A of our Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022. Our exposure to such risks has not changed materially in the three months ended March 31, ~~2022.~~2023.

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Item 4. CONTROLS AND PROCEDURES

As of March 31, ~~2022,~~2023, with the participation of our management, our Chief Executive Officer (principal executive officer) and our Chief Financial Officer (principal financial and accounting officer) carried out an evaluation, pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the “Act”), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Act). Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, ~~2022.~~2023.

There have been no changes in our internal controls over financial reporting, as defined in Rule 13a-15(f) of the Act, in the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

Information regarding our litigation and legal proceedings can be found in Note 9 to the Consolidated Financial Statements, which is incorporated into this Item 1 by reference.

In ~~September 2013, U.S. Environmental Protection Agency (“EPA”) Region V issued~~February 2020, the State of Texas filed suit against Houston Refining, LP, a ~~Notice~~subsidiary of LyondellBasell, in Travis County District Court seeking civil penalties and ~~Finding~~injunctive relief for violations of ~~Violation alleging violations at our Morris, Illinois facility~~the Texas Clean Air Act related to ~~flaring activity. The Notice generally alleges failures~~several emission events. In July 2020, Harris County, Texas petitioned to ~~monitor steam usage~~intervene in the lawsuit and ~~improper flare operations. In~~ the ~~Fall~~State added additional claims to its petition relating to self-reported deviations of ~~2020, EPA referred the matter to the U.S. Department of Justice (“DOJ”) and EPA Headquarters for civil judicial enforcement. In March 2022, EPA and DOJ made a revised penalty demand of $324,000.~~Houston Refining’s air operating permit. We are currently engaged in settlement discussions with the State to ~~finalize the terms~~resolve this matter, and reasonably believe resolution of this matter will result in a payment of a ~~settlement agreement.~~penalty in excess of $300,000.

On July 27, 2021, approximately 160,000 pounds of liquid process material containing primarily acetic acid was released from a reactor at the La Porte acetic acid unit. In October 2021, the Texas Commission on Environmental Quality (“TCEQ”) issued a Notice of Enforcement for the incident. In November 2021, the State of Texas filed a petition on behalf of the TCEQ seeking injunctive relief and civil penalties for unauthorized air pollution and regulatory nuisance related to the incident. As of April 17, 2023, we have agreed in principle with the State of Texas to resolve this matter with a civil penalty of $1.1 million; an agreed final judgment is being prepared to be lodged for public comment and entered by the court.

Additional information about our environmental proceedings can be found in Part I, Item 3 of our ~~2021~~2022 Annual Report on Form 10-K, which is incorporated into this Item 1 by reference.

Item 1A. RISK FACTORS

There have been no material changes to the risk factors associated with our business previously disclosed in “Item 1A. Risk Factors,” in our Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS


Issuer Purchases of Equity Securities	Issuer Purchases of Equity Securities						Issuer Purchases of Equity Securities

Period	Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Authorizations	Maximum Number of Shares That May Yet Be Purchased Under the Plans or Authorizations	Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Authorizations	Maximum Number of Shares That May Yet Be Purchased Under the Plans or Authorizations
January 1 - January 31	January 1 - January 31	1,041,397	$	96.24	1,041,397	27,799,832	January 1 - January 31	—	$	—	—	31,740,731
February 1 - February 28	February 1 - February 28	791,081	$	99.88	791,081	27,008,751	February 1 - February 28	—	$	—	—	31,740,731
March 1 - March 31	March 1 - March 31	240,900	$	96.83	240,900	26,767,851	March 1 - March 31	846,500	$	87.28	846,500	30,894,231
Total	Total	2,073,378	$	97.70	2,073,378	26,767,851	Total	846,500	$	87.28	846,500	30,894,231

On May ~~28, 2021,~~27, 2022, our shareholders approved a share repurchase authorization of up to ~~34,004,563~~34,026,947 shares of our ordinary shares, through November ~~28, 2022,~~27, 2023, which superseded any prior repurchase authorizations. The maximum number of shares that may yet be purchased is not necessarily an indication of the number of shares that will ultimately be purchased.

Item 4. MINE SAFETY DISCLOSURES

Not applicable.

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Item 6. EXHIBITS


Exhibit Number						Description

31.1*						Certification of Principal Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934

31.2*						Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934

32*						Certifications pursuant to 18 U.S.C. Section 1350

101.INS*						XBRL Instance Document–The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*						XBRL Schema Document

101.CAL*						XBRL Calculation Linkbase Document

101.DEF*						XBRL Definition Linkbase Document

101.LAB*						XBRL Labels Linkbase Document

101.PRE*						XBRL Presentation Linkbase Document

104*						Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

* Filed herewith

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SIGNATURE

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 thereunto duly authorized.


		LYONDELLBASELL INDUSTRIES N.V.

Date:	April ~~29, 2022~~28, 2023
		/s/ Chukwuemeka A. Oyolu
		Chukwuemeka A. Oyolu
		Senior Vice President,
		Chief Accounting Officer and Investor Relations
		(Principal Accounting Officer)

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			Page
Part I – Financial Information			1

Item 1. Consolidated Financial Statements (Unaudited)			1
Consolidated Statements of Income			1
Consolidated Statements of Comprehensive Income			2
Consolidated Balance Sheets			3
Consolidated Statements of Cash Flows			5
Consolidated Statements of Shareholders’ Equity			6
Notes to the Consolidated Financial Statements			7

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			2425

Item 3. Quantitative and Qualitative Disclosures About Market Risk			4042

Item 4. Controls and Procedures			4043

Part II – Other Information			4144

Item 1. Legal Proceedings			4144

Item 1A. Risk Factors			4144

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			4144

Item 4. Mine Safety Disclosures			4144

Item 6. Exhibits			4245

Signature			4346


Millions of dollars, except per share amounts	Dividend Per Ordinary Share		Aggregate Dividends Paid		Date of Record
March 2022	$	1.13	$	371	March 7, 2022


Millions of dollars	Financial Derivatives		Unrealized Gains on Available -for-Sale Debt Securities		Defined Benefit Pension and Other Postretirement Benefit Plans		Foreign Currency Translation Adjustments		Total
Balance – December 31, 2020	$	(426)	$	1	$	(752)	$	(766)	$	(1,943)
Other comprehensive income (loss) before reclassifications	315		—		—		(93)		222
Tax expense before reclassifications	(68)		—		—		(14)		(82)
Amounts reclassified from accumulated other comprehensive loss	(92)		—		15		—		(77)
Tax (expense) benefit	20		—		(4)		—		16
Net other comprehensive income (loss)	175		—		11		(107)		79
Balance – March 31, 2021	$	(251)	$	1	$	(741)	$	(873)	$	(1,864)


	Three Months Ended March 31, 2021
Millions of dollars	O&P– Americas		O&P– EAI		I&D		APS		Refining		Technology		Other		Total
Sales and other operating revenues:
Customers	$	2,135	$	2,840	$	1,704	$	1,269	$	993	$	141	$	—	$	9,082
Intersegment	724		207		63		1		133		24		(1,152)		—
	2,859		3,047		1,767		1,270		1,126		165		(1,152)		9,082
Income from equity investments	30		95		12		—		—		—		—		137

EBITDA	867		412		182		135		(110)		94		5		1,585
Capital expenditures	65		40		145		20		25		22		23		340