-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HNViDk0oLU3eZkcQNF296BGgGjgf8kkmrFhd0LiD+uadHhKTPUmf47zMdnTx2BRJ 0MiG9/QmKmBZmHfohwzPPQ== 0001104659-07-076904.txt : 20071025 0001104659-07-076904.hdr.sgml : 20071025 20071025112644 ACCESSION NUMBER: 0001104659-07-076904 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071025 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071025 DATE AS OF CHANGE: 20071025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOW CHEMICAL CO /DE/ CENTRAL INDEX KEY: 0000029915 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 381285128 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03433 FILM NUMBER: 071189960 BUSINESS ADDRESS: STREET 1: 2030 DOW CENTER CITY: MIDLAND STATE: MI ZIP: 48674-2030 BUSINESS PHONE: 989-636-1000 MAIL ADDRESS: STREET 1: 2030 DOW CENTER CITY: MIDLAND STATE: MI ZIP: 48674-2030 8-K 1 a07-27501_18k.htm 8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

 

Current Report

 

 

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

 

Date of Report (Date of earliest event reported):

October 25, 2007

 

 

THE DOW CHEMICAL COMPANY

(Exact name of registrant as specified in its charter)

 

Delaware

1-3433

38-1285128

(State or other jurisdiction of

(Commission file number)

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

incorporation or organization)

 

 

 

 

 

 

2030 DOW CENTER, MIDLAND, MICHIGAN  48674

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number, including area code:  989-636-1000

 

Not applicable

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

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

Section 2 — Financial Information

Item 2.02 Results of Operations and Financial Condition.

 

On October 25, 2007, The Dow Chemical Company issued a press release, attached as Exhibit 99.1 and incorporated herein by reference, announcing results for the third quarter of 2007.

 

The information contained in this report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18. Furthermore, the information contained in this report shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

 

 

 

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

 

(d)         Exhibits.

 

99.1  Press release issued by The Dow Chemical Company on October 25, 2007, announcing results for the third quarter of 2007.

 

 

2



 

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.

 

 

THE DOW CHEMICAL COMPANY

 

Registrant

 

 

 

 

 

Date:

October 25, 2007

 

 

 

 

 

 

 

 

 

 

 

/s/ WILLIAM H. WEIDEMAN

 

 

 

 

William H. Weideman

 

 

 

 

Vice President and Controller

 

 

3



 

EXHIBIT INDEX

Exhibit No.

 

Description

99.1

 

Press release issued by The Dow Chemical Company on October 25, 2007, announcing results for the third quarter of 2007.

 

 

4


EX-99.1 2 a07-27501_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

October 25, 2007

 

 

Dow Reports Third Quarter Results

Solid Increases in Price and Volume

Drive Record Quarterly Sales with Healthy Earnings

 

Third Quarter of 2007 Highlights

      Sales for the three months ended September 30 were $13.6 billion, 10 percent higher than the same period in 2006 and a new quarterly record for the Company, with double-digit increases in Europe, Asia Pacific and Latin America.

      Profit before tax for the third quarter of 2007 was $1.1 billion, compared with $670 million in 2006.  These amounts included a $59 million pretax charge in the current quarter for purchased in-process research and development related to recent acquisitions, and pretax charges totaling $579 million for restructuring activities in the same period last year.

      Dow reported earnings of $0.42 per share, which included a significant unfavorable tax impact related to a change in German tax law and the charge for purchased in-process research and development referenced above.  Earnings for the quarter also reflected a higher underlying tax rate than seen in recent quarters.

      Year over year, volume improved 5 percent, the strongest growth since the third quarter of 2004, with particularly robust demand in Europe, Asia Pacific and Latin America.

      Compared with the same quarter last year, Dow reported price increases in every geographic area and across all operating segments, outpacing an increase of almost $400 million in feedstock and energy costs.

      Equity earnings for the quarter were $296 million — down compared with the record $317 million posted in the same period last year.

Comment

Andrew N. Liveris, Dow’s chairman and chief executive officer, stated:

“This was another sound quarter for Dow. We posted record quarterly sales with substantial growth in Europe, Asia Pacific and Latin America; we achieved solid price increases across every business and in every geographic region; we saw sound volume improvements in all but one of our operating segments; and our equity earnings were once again outstanding.  All of this underscores that our strategy to grow internationally — and to develop joint ventures that secure competitively advantaged feedstocks — is working … and this will continue to be our focus over the next several years.


®TM Trademark of The Dow Chemical Company or an affiliated company of Dow.

 

 

 

 

3 Months Ended
September 30

 

9 Months Ended
September 30

 

(In millions, except for per share amounts)

 

2007

 

2006

 

2007

 

2006

 

 

 

 

 

 

 

 

 

 

 

Net Sales

 

$

13,589

 

$

12,359

 

$

39,286

 

$

36,888

 

Net Income

 

$

403

 

$

512

 

$

2,415

 

$

2,749

 

Earnings per Common Share

 

$

0.42

 

$

0.53

 

$

2.49

 

$

2.82

 

Earning per Common Share
Excluding Certain Items

 

$

0.84

 

$

0.98

 

$

2.91

 

$

3.27

 

 



 

Review of Third Quarter Results

 

The Dow Chemical Company (NYSE: DOW) reported record sales of $13.6 billion for the third quarter of 2007, a 10 percent increase compared with the same period in 2006.

 

Profit before tax for the third quarter was $1.1 billion, including a $59 million pretax charge for purchased in-process research and development costs related to recent acquisitions.  This compares with $670 million in 2006, which included pretax charges totaling $579 million for restructuring activities.

 

Net income for the third quarter was $403 million, reflecting the impact of a charge to the tax provision of $362 million arising from a change in German tax law and the charge for purchased in-process research and development referenced previously.*  This compares with net income for the same period last year of $512 million, including the impact of the charges for restructuring activities.

 

Dow reported earnings of $0.42 per share, including the impact of the items referenced above and reflecting a higher underlying tax rate than seen in recent quarters.

 

Year over year, volume improved 5 percent, the strongest growth since the third quarter of 2004. Demand was particularly robust in Europe, Asia Pacific and Latin America, which saw increases of 7 percent, 7 percent and 9 percent, respectively. North America also saw increased demand, despite continued weakness in the U.S. housing and automotive sectors, while India, the Middle East and Africa (“IMEA”) reported a decrease in volume, reflecting the divestiture of the Safripol business in South Africa during the fourth quarter of 2006. The Company recorded solid price gains in all operating segments, with virtually all businesses posting year-over-year increases. Price was up in all regions, with the strongest gains outside North America.

 

The Company’s continued focus on price/volume management across its diverse geographic and business portfolio played a key role in offsetting the relentless pace of feedstock and energy costs, which continued to climb, adding more than $380 million compared with the same period in 2006. Despite this increase, the Company was once again able to achieve some level of margin recovery.

 

The quarter also saw another excellent contribution from Dow’s joint ventures, with equity earnings of $296 million, down from the record $317 million posted in the same quarter a year ago. Strong contributions from Dow Corning, EQUATE and MEGlobal mitigated the impact of turnarounds at OPTIMAL, lower licensing revenue at Univation and weather-related limitations on gas availability at Compañía MEGA.

 

“This was another sound quarter for Dow. We posted record quarterly sales with substantial growth in Europe, Asia Pacific and Latin America; we achieved solid price increases across every business and in every geographic region; we saw strong volume improvements in all but one of our operating segments; and our equity earnings were once again outstanding,” said Andrew N. Liveris, Dow’s chairman and chief executive officer.

 

“All of this underscores that our strategy to grow internationally — and to develop joint ventures that secure competitively advantaged feedstocks — is working … and this will continue to be our focus over the next several years. We will continue to enhance our global footprint. We will invest in organic growth opportunities and well-targeted acquisitions that strengthen our Performance business portfolio. We will look to further expand our joint venture activities. And we will maintain a diverse, integrated business portfolio. That’s what has brought us another quarter of healthy results, and it is what we expect to deliver even greater value to our shareholders going forward.”


*see table of certain items for further information concerning German tax law change

 

 

Performance Plastics

In the Performance Plastics segment, sales for the third quarter were $3.88 billion, an increase of 12 percent compared with the same period in 2006. Volume climbed 7 percent, with very good demand in Europe, Asia Pacific, Latin America and IMEA more than offsetting a decline in North America. Price increased 5 percent, with improvements in every geographic area and all businesses. The segment reported particularly robust sales from Polyurethanes and Polyurethane Systems, driven by continued healthy demand for both toluene diisocyanate (TDI) and methylene diphenyl diisocyanate (MDI) in a tight industry supply environment. Year-over-year sales were also bolstered by the acquisition of Hyperlast Limited polyurethane systems in the second quarter of 2007, and the formation of the Dow Izolan joint venture in 2006 — which continues to successfully expand its customer base in Russia. The Specialty Plastics and Elastomers portfolio achieved its third

 



 

consecutive quarter of record sales, with particular strength in the Performance Elastomers and Plastomers business, which reported continued high demand for ENGAGE™ polyolefin elastomers and early success with its newly launched INFUSE™ olefin block copolymers. The segment’s Wire and Cable business also reported a good quarter, as ongoing demand for fiber optic cable worldwide and for power distribution products in Europe and Asia Pacific more than offset a decline in U.S. housing and automotive applications. Third quarter EBIT(1) for the segment was $409 million, compared with $144 million in the same period last year which included restructuring charges of $242 million.


®TM Trademark of The Dow Chemical Company or an affiliated company of Dow.

(1)   Earnings before interest, income taxes and minority interests (“EBIT”). A reconciliation of EBIT to “Net Income Available for Common Stockholders” is provided following the Operating Segments table.

 

 

Performance Chemicals

Sales in the Performance Chemicals segment were $2.15 billion for the third quarter of 2007, 7 percent higher than the $2.01 billion in the same period last year. Volume increased 3 percent, as double-digit growth in Europe, Latin America and IMEA was partly offset by a sharp downturn in North America and a modest decline in Asia Pacific. Price moved up 4 percent, reflecting gains in all geographic areas and particularly solid year-over-year increases in Europe and Asia Pacific. Within the Designed Polymers business, Dow Water Solutions reported another healthy increase in revenues. Sales of Omex components continued to build momentum and the business experienced good demand for ion exchange resins and FILMTEC™ liquid membranes, particularly for domestic drinking water applications. Also within Designed Polymers, the newly formed Dow Wolff Cellulosics business, which combines Dow Water Soluble Polymers with Wolff Walsrode, acquired by Dow at the end of the second quarter, reported sound industry fundamentals and good growth across all industry segments. By contrast, Dow Latex saw volumes drop from the same period last year, reflecting weak conditions within the coated paper and carpet industries, and a continued decline in architectural coating demand in North America. Equity earnings in the Performance Chemicals segment remained virtually flat with the same quarter in 2006, as an improvement in earnings from Dow Corning helped to offset a decline at OPTIMAL caused by operational issues. Performance Chemicals reported EBIT of $219 million, down from $286 million a year ago, largely the consequence of costs associated with the integration of Wolff Walsrode and some temporary outages, both planned and unplanned. Results for third quarter 2007 included a charge of $9 million for purchased in-process research and development related to the acquisition of Wolff Walsrode, while results for third quarter 2006 included restructuring charges of $11 million.

 

Agricultural Sciences

The Agricultural Sciences segment posted sales of $788 million, a new third quarter record and 19 percent higher than last year’s previous best of $662 million. Volume increased 16 percent compared with the same period in 2006, with good gains across most geographic areas, while price rose 3 percent, up in all geographic areas outside North America. Latin America had an outstanding quarter, reflecting significant growth in Brazil where sales were up more than 50 percent compared with the third quarter of 2006. Approximately 10 percent of the increase in Brazil sales came from Agromen, the corn seeds business acquired by Dow at the beginning of August. For the most part, however, the improvement was driven by a strong economic recovery in Brazil, where increased sugar cane acres and a good corn season spurred healthy demand for commodity herbicides. Sales of spinosad insecticide products also benefited from improved fundamentals in the Brazilian farming industry, as well as new growth initiatives in India and Asia Pacific. The third quarter also saw continued success for Dow’s healthy oils platform, with growing interest in Omega-9 canola and sunflower oils in North America, from both the restaurant trade and the food processing industry. Third quarter EBIT for Agricultural Sciences of $15 million was reduced by a $50 million charge for purchased in-process research and development related to four recent acquisitions — a significant improvement from breakeven results in 2006.

 

Basic Plastics

Basic Plastics sales rose 7 percent in the third quarter, from $3.11 billion in 2006 to $3.32 billion in 2007. Price was up 5 percent, with healthy improvements in all geographic areas outside North America and a double-digit increase in Europe. Volume edged 2 percent higher compared with the same period last year, as robust demand in Europe and Asia Pacific more than offset a decline in volume due to last year’s plant shutdowns in Canada and the sale of the Company’s Safripol business in South Africa. Once again, the Polyethylene business reported a solid quarter, with double-digit sales increases in both Europe and Asia Pacific compared with the same period last year.  Fundamentals remained sound across the globe, with solid demand from a broad variety of end-use applications, including packaging, where polyethylene is increasingly being used as a more sustainable alternative to glass and metal. Polypropylene and Polystyrene also posted healthy results. Polypropylene recorded good demand in both North America and Europe, enabling price increases and allowing the business to shift more of its product to higher-value applications including pipe and durable goods. Polystyrene also saw healthy demand, resulting in higher prices across all geographic areas, with double-digit increases in both Europe and Latin America. Asia Pacific reported significant year-over-year volume growth, supported by demand for STYRON A-TECH™ polystyrene resins as a

 



 

replacement for acrylonitrile butadiene styrene resins. Equity earnings declined in the third quarter of 2007 compared with the same period last year, as better results at EQUATE failed to offset a decline at Equipolymers due in part to the change in German tax laws - and a decline at Siam Polyethylene. Third quarter EBIT for the Basic Plastics segment was $556 million, compared with $592 million in the same period in 2006 which included restructuring charges of $16 million.

 

Basic Chemicals

Third quarter sales in the Basic Chemicals segment rose 3 percent compared with a year ago, from $1.46 billion to $1.51 billion. Volume declined slightly, falling 2 percent as growth in Asia Pacific and Latin America proved insufficient to counter declines in Europe and North America, due in part to plant shutdowns in 2006. Price improved 5 percent, with increases in every geographic area. Caustic soda reported a solid third quarter, with price up significantly compared with the same period last year and volume ahead slightly. Industry fundamentals remain strong, reflecting supply shortages in most geographic areas and rising global demand from the alumina industry. By contrast, vinyl chloride monomer prices fell slightly in the third quarter compared with the same period in 2006, as continued weakness in North American residential construction contributed to softer industry conditions.  In Ethylene Oxide / Ethylene Glycol, the business reported strong price increases, but volume was down — principally the consequence of an extended plant outage in North America. The industry saw good demand across all geographic areas, with particular strength in Asia Pacific where polyester demand from the clothing industry more than offset a seasonal slowdown in polyethylene terephthalate applications. Compared with the same period a year ago, equity earnings were up 15 percent, from $100 million to $115 million, as better results at EQUATE and MEGlobal offset a decline at OPTIMAL. Basic Chemicals reported EBIT for the third quarter of $205 million, compared with last year’s $122 million which included a restructuring charge of $165 million.

 

Outlook

Commenting on the Company’s outlook, Liveris said, “Global economic conditions remain reasonably healthy, even though there may be some concerns about the resilience of the U.S. economy going forward. There is particular strength in demand in the emerging regions of Eastern Europe, Asia Pacific and Latin America, and with Dow’s excellent international footprint, we are well-placed to capitalize on the solid growth that we are seeing in these areas, as well as in many other parts of the world.

 

“However, our most pressing challenge remains high and volatile feedstock and energy costs. We will mitigate these headwinds, as we have for several years, through a focus on aggressive actions to maintain margins, and through our joint ventures, which have competitive feedstock positions.

 

“We have the right strategy, and we intend to continue to deliver solid results for our shareholders.”

 

 

Up-coming webcast

 

                  Dow will host a live webcast of its third quarter earnings conference call with investors to discuss its results, business outlook and other matters today at 10:00 a.m. EDT on www.dow.com.

 

About Dow

Dow is a diversified chemical company that harnesses the power of innovation, science and technology to constantly improve what is essential to human progress. The Company offers a broad range of products and services to customers in more than 175 countries, helping them to provide everything from fresh water, food and pharmaceuticals to paints, packaging and personal care products. Built on a commitment to its principles of sustainability, Dow has annual sales of $49 billion and employs 43,000 people worldwide. References to “Dow” or the “Company” mean The Dow Chemical Company and its consolidated subsidiaries unless otherwise expressly noted. More information about Dow can be found at www.dow.com.

 

 

Note: The forward-looking statements contained in this document involve risks and uncertainties that may affect the Company’s operations, markets, products, services, prices and other factors as discussed in filings with the Securities and Exchange Commission. These risks and uncertainties include, but are not limited to, economic, competitive, legal, governmental and technological factors. Accordingly, there is no assurance that the Company’s expectations will be realized. The Company assumes no obligation to provide revisions to any forward-looking statements should circumstances change, except as otherwise required by securities and other applicable laws.

 


 
Supplemental Information

 

Description of Certain Items Affecting Results:

 

Earnings in the third quarter of 2007 were unfavorably impacted by pretax charges totaling $59 million for purchased in-process research and development.  Of this amount, $50 million was related to the recent acquisition of assets of Agromen, Exelixis, Duo Maize and Maize Technologies International and is reflected in Agricultural Sciences.  The remaining $9 million charge for purchased in-process research and development was related to the acquisition of Wolff Walsrode on June 30, 2007, and is reflected in Performance Chemicals. Earnings in the quarter were further impacted by a charge of $362 million against the provision for income taxes related to a change in German tax law enacted in August 2007, which reduced the German income tax rate, resulting in a reduction in the value of the Company’s net deferred tax assets in Germany.

 

Earnings in the third quarter of 2006 included pretax restructuring charges totaling $579 million associated with the Company’s plan to shut down a number of assets around the world. For a breakdown of these charges by operating segment, see the Operating Segment tables at the end of this earnings release.

 

The following table summarizes the impact of certain items recorded in the three-month periods ended September 30, 2007 and 2006, and previously described in this section:

 

 

 

Pretax
Impact
(1)

 

Impact on
Net Income
(2)

 

Impact on
EPS
(3)

 

 

 

Three Months Ended

 

Three Months Ended

 

Three Months Ended

 

In millions, except per share amounts

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Restructuring charges

 

-

 

$

(579

)

-

 

$

(438

)

-

 

$

(0.45

)

Purchased in-process research and
development charges

 

$

(59

)

-

 

$

(39

)

-

 

$

(0.04

)

-

 

German tax law change

 

-

 

-

 

(362

)

-

 

(0.38

)

-

 

Total

 

$

(59

)

$

(579

)

$

(401

)

$

(438

)

$

(0.42

)

$

(0.45

)

Effective tax rate:

 

 

 

 

 

 

 

 

 

 

 

 

 

Reported

 

60.7

%

 

 

 

 

 

 

 

 

 

 

Excluding German tax law change

 

27.4

%

 

 

 

 

 

 

 

 

 

 

 


(1)    Impact on “Income before Income Taxes and Minority Interests”

(2)    Impact on “Net Income Available for Common Stockholders”

(3)    Impact on “Earnings per common share — diluted”

 



 

Financial Statements (Note A)

 

The Dow Chemical Company and Subsidiaries

Consolidated Statements of Income

 

 

 

Three Months Ended

 

Nine Months Ended

 

In millions, except per share amounts (Unaudited)

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Net Sales

 

$

13,589

 

$

12,359

 

$

39,286

 

$

36,888

 

Cost of sales

 

11,864

 

10,600

 

33,867

 

31,027

 

Research and development expenses

 

329

 

291

 

951

 

856

 

Selling, general and administrative expenses

 

476

 

420

 

1,371

 

1,210

 

Amortization of intangibles

 

22

 

13

 

51

 

37

 

Restructuring charges (credit) (Note B)

 

 

579

 

(4

)

579

 

Purchased in-process research and development charges (Note C)

 

59

 

 

59

 

 

Equity in earnings of nonconsolidated affiliates

 

296

 

317

 

828

 

717

 

Sundry income - net

 

70

 

4

 

262

 

87

 

Interest income

 

28

 

48

 

101

 

128

 

Interest expense and amortization of debt discount

 

148

 

155

 

423

 

462

 

Income before Income Taxes and Minority Interests

 

1,085

 

670

 

3,759

 

3,649

 

Provision for income taxes (Note D)

 

659

 

137

 

1,271

 

831

 

Minority interests’ share in income

 

23

 

21

 

73

 

69

 

Net Income Available for Common Stockholders

 

$

403

 

$

512

 

$

2,415

 

$

2,749

 

Share Data

 

 

 

 

 

 

 

 

 

Earnings per common share - basic

 

$

0.42

 

$

0.53

 

$

2.53

 

$

2.85

 

Earnings per common share - diluted

 

$

0.42

 

$

0.53

 

$

2.49

 

$

2.82

 

Common stock dividends declared per share of common stock

 

$

0.42

 

$

0.375

 

$

1.215

 

$

1.125

 

Weighted-average common shares outstanding - basic

 

948.9

 

959.1

 

955.6

 

963.5

 

Weighted-average common shares outstanding - diluted

 

961.5

 

969.9

 

968.3

 

975.5

 

Depreciation

 

$

499

 

$

492

 

$

1,439

 

$

1,418

 

Capital Expenditures

 

$

519

 

$

420

 

$

1,311

 

$

1,118

 

 

Notes to the Consolidated Financial Statements:

 

Note A:

The unaudited interim consolidated financial statements reflect all adjustments which, in the opinion of management, are considered necessary for a fair presentation of the results for the periods covered. These statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2006. Except as otherwise indicated by the context, the terms “Company” and “Dow” as used herein mean The Dow Chemical Company and its consolidated subsidiaries.

 

 

Note B:

In August 2006, Dow’s Board of Directors approved a plan to shut down a number of assets around the world as the Company continues its drive to improve the competitiveness of its global operations. As a result, the Company recorded restructuring charges totaling $579 million in the third quarter of 2006. The charges included asset write-downs and write-offs, severance costs, contract termination fees, costs for asbestos abatement and environmental remediation, and pension curtailment costs and termination benefits associated with Dow’s defined benefit plans.

 

 

Note C:

During the third quarter of 2007, pretax charges totaling $59 million were recorded for estimated values assigned to purchased in-process research and development. $50 million was related to recent acquisitions within the Agricultural Sciences segment; $9 million was related to the acquisition of Wolff Walsrode on June 30, 2007.

 

 

Note D:

In August 2007, a change in German tax law, which included a reduction in the German income tax rate, was enacted. As a result, the Company adjusted the value of its net deferred tax assets in Germany and recorded a charge of $362 million against the provision for income taxes in the third quarter of 2007.

 

 

 



 

The Dow Chemical Company and Subsidiaries

Consolidated Balance Sheets

 

In millions (Unaudited)

 

Sept. 30,
2007

 

Dec. 31,
2006

 

Assets

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

$

1,945

 

$

2,757

 

Marketable securities and interest-bearing deposits

 

1

 

153

 

Accounts and notes receivable:

 

 

 

 

 

Trade (net of allowance for doubtful receivables - 2007: $115; 2006: $122)

 

6,007

 

4,988

 

Other

 

3,420

 

3,060

 

Inventories

 

6,772

 

6,058

 

Deferred income tax assets - current

 

108

 

193

 

Total current assets

 

18,253

 

17,209

 

Investments

 

 

 

 

 

Investment in nonconsolidated affiliates

 

3,190

 

2,735

 

Other investments

 

2,417

 

2,143

 

Noncurrent receivables

 

412

 

288

 

Total investments

 

6,019

 

5,166

 

Property

 

 

 

 

 

Property

 

46,607

 

44,381

 

Less accumulated depreciation

 

32,397

 

30,659

 

Net property

 

14,210

 

13,722

 

Other Assets

 

 

 

 

 

Goodwill

 

3,519

 

3,242

 

Other intangible assets (net of accumulated amortization - 2007: $697; 2006: $620)

 

752

 

457

 

Deferred income tax assets - noncurrent

 

3,062

 

4,006

 

Asbestos-related insurance receivables - noncurrent

 

687

 

725

 

Deferred charges and other assets

 

1,167

 

1,054

 

Total other assets

 

9,187

 

9,484

 

Total Assets

 

$

47,669

 

$

45,581

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Notes payable

 

$

306

 

$

219

 

Long-term debt due within one year

 

1,372

 

1,291

 

Accounts payable:

 

 

 

 

 

Trade

 

4,233

 

3,825

 

Other

 

2,006

 

1,849

 

Income taxes payable

 

753

 

569

 

Deferred income tax liabilities - current

 

187

 

251

 

Dividends payable

 

400

 

382

 

Accrued and other current liabilities

 

2,277

 

2,215

 

Total current liabilities

 

11,534

 

10,601

 

Long-Term Debt

 

8,019

 

8,036

 

Other Noncurrent Liabilities

 

 

 

 

 

Deferred income tax liabilities - noncurrent

 

903

 

999

 

Pension and other postretirement benefits - noncurrent

 

3,306

 

3,094

 

Asbestos-related liabilities - noncurrent

 

1,061

 

1,079

 

Other noncurrent obligations

 

3,378

 

3,342

 

Total other noncurrent liabilities

 

8,648

 

8,514

 

Minority Interest in Subsidiaries

 

400

 

365

 

Preferred Securities of Subsidiaries

 

1,000

 

1,000

 

Stockholders’ Equity

 

 

 

 

 

Common stock

 

2,453

 

2,453

 

Additional paid-in capital

 

858

 

830

 

Retained earnings (includes cumulative effect of adopting FIN No. 48 of $(290))

 

17,941

 

16,987

 

Accumulated other comprehensive loss

 

(1,560

)

(2,235

)

Treasury stock at cost

 

(1,624

)

(970

)

Net stockholders’ equity

 

18,068

 

17,065

 

Total Liabilities and Stockholders’ Equity

 

$

47,669

 

$

45,581

 

 

See Notes to the Consolidated Financial Statements.

 



 

The Dow Chemical Company and Subsidiaries

Operating Segments

 

 

 

Three Months Ended

 

Nine Months Ended

 

In millions (Unaudited)

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sales by operating segment

 

 

 

 

 

 

 

 

 

Performance Plastics

 

$

3,877

 

$

3,463

 

$

11,148

 

$

10,398

 

Performance Chemicals

 

2,152

 

2,014

 

6,225

 

5,868

 

Agricultural Sciences

 

788

 

662

 

2,915

 

2,585

 

Basic Plastics

 

3,316

 

3,106

 

9,390

 

8,889

 

Basic Chemicals

 

1,507

 

1,461

 

4,233

 

4,245

 

Hydrocarbons and Energy

 

1,828

 

1,569

 

5,063

 

4,643

 

Unallocated and Other

 

121

 

84

 

312

 

260

 

Total

 

$

13,589

 

$

12,359

 

$

39,286

 

$

36,888

 

EBIT(1) by operating segment

 

 

 

 

 

 

 

 

 

Performance Plastics

 

$

409

 

$

144

 

$

1,232

 

$

1,282

 

Performance Chemicals

 

219

 

286

 

825

 

949

 

Agricultural Sciences

 

15

 

 

505

 

377

 

Basic Plastics

 

556

 

592

 

1,612

 

1,561

 

Basic Chemicals

 

205

 

122

 

504

 

495

 

Hydrocarbons and Energy

 

 

 

(1

)

 

Unallocated and Other

 

(199

)

(367

)

(596

)

(681

)

Total

 

$

1,205

 

$

777

 

$

4,081

 

$

3,983

 

Certain items reducing EBIT by operating segment (2)

 

 

 

 

 

 

 

 

 

Performance Plastics

 

$

 

$

(242

)

$

 

$

(242

)

Performance Chemicals

 

(9

)

(11

)

(9

)

(11

)

Agricultural Sciences

 

(50

)

 

(50

)

 

Basic Plastics

 

 

(16

)

 

(16

)

Basic Chemicals

 

 

(165

)

 

(165

)

Unallocated and Other

 

 

(145

)

 

(145

)

Total

 

$

(59

)

$

(579

)

$

(59

)

$

(579

)

Equity in earnings of nonconsolidated affiliates by operating segment (included in EBIT)

 

 

 

 

 

 

 

 

 

Performance Plastics

 

$

15

 

$

34

 

$

55

 

$

81

 

Performance Chemicals

 

90

 

91

 

299

 

275

 

Agricultural Sciences

 

1

 

1

 

1

 

1

 

Basic Plastics

 

39

 

65

 

141

 

127

 

Basic Chemicals

 

115

 

100

 

270

 

163

 

Hydrocarbons and Energy

 

35

 

26

 

62

 

68

 

Unallocated and Other

 

1

 

 

 

2

 

Total

 

$

296

 

$

317

 

$

828

 

$

717

 


(1)          The Company uses EBIT (which Dow defines as earnings before interest, income taxes and minority interests) as its measure of profit/loss for segment reporting purposes.  EBIT includes all operating items related to the businesses and excludes items that principally apply to the Company as a whole.  A reconciliation of EBIT to “Net Income Available for Common Stockholders” is provided below:

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sept. 30,
2007

 

Sept. 30,
2006

 

EBIT

 

$

1,205

 

$

777

 

$

4,081

 

$

3,983

 

+ Interest income

 

28

 

48

 

101

 

128

 

- Interest expense and amortization of debt discount

 

148

 

155

 

423

 

462

 

- Provision for income taxes

 

659

 

137

 

1,271

 

831

 

- Minority interests’ share in income

 

23

 

21

 

73

 

69

 

Net Income Available for Common Stockholders

 

$

403

 

$

512

 

$

2,415

 

$

2,749

 

 

(2)          See Supplemental Information for a description of certain items affecting results in 2007 and 2006.

 

 



 

The Dow Chemical Company and Subsidiaries

Sales Volume and Price by Operating Segment

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

Sept. 30, 2007

 

Sept. 30, 2007

 

Percentage change from prior year

 

Volume

 

Price

 

Total

 

Volume

 

Price

 

Total

 

Operating segments

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance Plastics

 

7

%

5

%

12

%

1

%

6

%

7

%

Performance Chemicals

 

3

%

4

%

7

%

2

%

4

%

6

%

Agricultural Sciences

 

16

%

3

%

19

%

11

%

2

%

13

%

Basic Plastics

 

2

%

5

%

7

%

1

%

5

%

6

%

Basic Chemicals

 

(2

)%

5

%

3

%

(2

)%

2

%

-

 

Hydrocarbons and Energy

 

11

%

6

%

17

%

1

%

8

%

9

%

Total

 

5

%

5

%

10

%

2

%

5

%

7

%

 

Sales by Geographic Area

 

 

 

Three Months Ended

 

Nine Months Ended

 

In millions (Unaudited)

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sept. 30,
2007

 

Sept. 30,
2006

 

Sales by geographic area (1)

 

 

 

 

 

 

 

 

 

North America

 

$

5,235

 

$

5,043

 

$

15,274

 

$

15,649

 

Europe

 

4,872

 

4,211

 

14,347

 

12,536

 

Asia Pacific

 

1,571

 

1,399

 

4,518

 

3,900

 

Latin America

 

1,524

 

1,308

 

4,146

 

3,686

 

India, Middle East and Africa

 

387

 

398

 

1,001

 

1,117

 

Total

 

$

13,589

 

$

12,359

 

$

39,286

 

$

36,888

 


(1)          Beginning with the earnings release for the second quarter of 2007, the Company is providing a more detailed breakdown of its sales by geographic area. Prior to the change, the geographic breakdown included sales to customers in the United States, Europe (which included the Middle East and Africa) and Rest of World (which included the Indian subcontinent). With the new breakdown, sales to customers in the Indian subcontinent, the Middle East and Africa are reported together on a separate line, and sales to customers in Europe for prior periods have been adjusted to reflect the realignment. North America includes sales to customers in the United States and Canada.

 

 

Sales Volume and Price by Geographic Area

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

Sept. 30, 2007

 

Sept. 30, 2007

 

Percentage change from prior year

 

Volume

 

Price

 

Total

 

Volume

 

Price

 

Total

 

Geographic areas

 

 

 

 

 

 

 

 

 

 

 

 

 

North America

 

3

%

1

%

4

%

(1

)%

(1

)%

(2

)%

Europe

 

7

%

9

%

16

%

4

%

10

%

14

%

Asia Pacific

 

7

%

5

%

12

%

8

%

8

%

16

%

Latin America

 

9

%

8

%

17

%

7

%

5

%

12

%

India, Middle East and Africa

 

(8

)%

5

%

(3

)%

(17

)%

7

%

(10

)%

Total

 

5

%

5

%

10

%

2

%

5

%

7

%

 


-----END PRIVACY-ENHANCED MESSAGE-----