Dow(DOW) - 2025 Q3 - Quarterly Report

Financial Performance - The Company reported net sales of $10.0 billion in Q3 2025, down 8% from $10.9 billion in Q3 2024, with declines across all operating segments[199]. - Net sales in Q3 2025 were $10.0 billion, down 8% from $10.9 billion in Q3 2024, with local price down 8% and volume down 1%[203]. - For the first nine months of 2025, net sales were $30.5 billion, a decrease of 6% from $32.6 billion in the same period last year, with local price down 6%[204]. - Cost of sales in Q3 2025 was $9.2 billion, down from $9.8 billion in Q3 2024, with COS as a percentage of net sales increasing to 92.7% from 90.2%[205]. - Net income available for Dow Inc. common stockholders was $62 million, or $0.08 per share, in Q3 2025, down from $214 million, or $0.30 per share, in Q3 2024[223]. - The company's share of equity in losses of nonconsolidated affiliates was $72 million in Q3 2025, compared to earnings of $2 million in Q3 2024[212]. - Interest expense and amortization of debt discount increased to $221 million in Q3 2025 from $199 million in Q3 2024[215]. - Net income attributable to noncontrolling interests was $62 million in Q3 2025, compared to $26 million in Q3 2024[221]. Cost Management and Restructuring - The Company announced targeted cost actions to reduce structural costs by $1 billion over the next two years, including a workforce reduction of approximately 1,500 roles[192]. - The company recorded pretax restructuring charges of $591 million in Q2 2025, with additional charges of $23 million in Q3 2025[210]. - The 2025 Restructuring Program is expected to incur additional cash expenditures of approximately $650 million over the next four years[286]. Capital Expenditures and Investments - Dow's capital expenditures for 2025 were reduced to $2.5 billion from an original plan of $3.5 billion due to ongoing macroeconomic volatility[193]. - Capital expenditures for the first nine months of 2025 were $1,911 million, down from $2,173 million in the same period of 2024, with full-year capital spending expected to be approximately $2.5 billion[250]. Cash Flow and Liquidity - Cash provided by operating activities for continuing operations was $1,130 million in Q3 2025, up from $800 million in Q3 2024, driven by working capital improvements[201]. - Cash provided by operating activities from continuing operations was $764 million in the first nine months of 2025, down from $2,092 million in the same period of 2024[246]. - The Company had cash and cash equivalents of $4,609 million at September 30, 2025, up from $2,189 million at December 31, 2024[244]. - Current assets increased to $19,646 million in September 2025 from $16,590 million in December 2024, while current liabilities decreased to $10,104 million from $10,288 million[248]. - Net working capital rose to $9,542 million in September 2025, up from $6,302 million in December 2024, resulting in a current ratio of 1.94:1[248]. - The company maintained cash and committed liquidity of $14.5 billion as of September 30, 2025, with no long-term debt maturities due until 2027[259]. Debt and Financing - Total debt as of September 30, 2025, was $18,255 million, with net debt at $13,149 million, reflecting a net debt to total capitalization ratio of 40.8%[270]. - The Company issued $1 billion of senior unsecured notes in Q1 2025, with $943 million tendered and retired, resulting in a pretax loss of $60 million[273][274]. - In Q3 2025, the Company issued $1.4 billion of senior unsecured notes and recognized a pretax loss of $18 million on the early extinguishment of debt[275]. - As of September 30, 2025, TDCC's long-term debt obligations totaled $18.353 billion, with expected cash requirements for interest at $13.803 billion[290]. Market Risk and Financial Instruments - The company provided quantitative and qualitative disclosures about market risk in its annual report for the year ended December 31, 2024[301]. - Financial instruments utilization and sensitivity analysis were discussed in the combined Dow Inc. and TDCC Annual Report[301]. - The report emphasizes the importance of understanding the sensitivity of financial instruments[301]. - The company highlighted its approach to managing market risk through various financial instruments[301]. - The annual report includes a comprehensive analysis of market risk factors affecting the company[301]. - The sensitivity analysis aims to provide insights into potential financial impacts[301]. - The company aims to enhance transparency regarding its financial risk management strategies[301]. - The disclosures are intended to inform stakeholders about the company's risk exposure[301]. - The report is part of the company's commitment to regulatory compliance and investor communication[301]. Dividends and Shareholder Returns - The Company declared a quarterly dividend of $0.35 per share, a 50% reduction compared to the previous quarter, reflecting a balanced capital allocation approach[196]. - For the first nine months of 2025, the Company declared dividends totaling $1,225 million and paid $1,237 million to common stockholders[280]. - The Company has a share repurchase program with $931 million remaining available for repurchases as of September 30, 2025, with no repurchases made in 2025[282]. Segment Performance - Packaging & Specialty Plastics net sales were $4,891 million in Q3 2025, down 11% from $5,516 million in Q3 2024, with local price down 10%[227]. - Operating EBIT for Packaging & Specialty Plastics was $199 million in Q3 2025, a decrease of $419 million from $618 million in Q3 2024, primarily due to lower integrated margins[229]. - Industrial Intermediates & Infrastructure net sales were $2,834 million in Q3 2025, down 4% from $2,962 million in Q3 2024, with local price down 8%[232]. - Operating EBIT for Industrial Intermediates & Infrastructure was a loss of $47 million in Q3 2025, an improvement of $6 million from a loss of $53 million in Q3 2024[233]. - Performance Materials & Coatings net sales were $2,082 million in Q3 2025, down 6% from $2,214 million in Q3 2024, with local price down 5%[237]. - Operating EBIT for Performance Materials & Coatings was $80 million in Q3 2025, down $60 million from $140 million in Q3 2024, primarily due to margin compression[238]. Claims and Legal Matters - The Company reported 6,501 unresolved asbestos-related claims as of September 30, 2025, an increase from 5,370 in 2024[299]. - Credit ratings for TDCC as of September 30, 2025, included BBB from Fitch, Baa2 from Moody's, and BBB from Standard & Poor's, with a negative outlook from Moody's and S&P[277][278].