THE WOODLANDS, Texas, Oct. 29, 2013 /PRNewswire/ --

Third Quarter 2013 Highlights


    --  Adjusted EBITDA was $376 million and includes record collective earnings
        for our non-Pigments divisions. This compares to $411 million in the
        prior year period and $304 million in the prior quarter.
    --  Adjusted diluted income per share was $0.54 compared to $0.73 in the
        prior year period and $0.39 in the prior quarter.
    --  Net income attributable to Huntsman Corporation was $64 million compared
        to net income of $116 million in the prior year period and net income of
        $47 million in the prior quarter.
    --  On October 1, 2013 we announced plans to restructure our Performance
        Products surfactants business in Europe. We expect to complete this
        restructuring by the end of 2014 and estimate the annual adjusted EBITDA
        benefit to be approximately $20 million.
    --  On September 17, 2013 we announced an agreement with Rockwood Holdings,
        Inc. to acquire their Performance Additives and Titanium Dioxide
        businesses for $1.1 billion in cash and the assumption of unfunded
        pension liabilities estimated at $225 million. The transaction remains
        subject to regulatory approvals and customary closing conditions and is
        expected to close in the first half of 2014.
    --  On August 29, 2013 we announced the completion of the acquisition of
        Oxid, a privately-held manufacturer and marketer of specialty urethane
        polyols. We expect this business to contribute approximately $15 to $20
        million of annual adjusted EBITDA.


                              Three months ended               Nine months
                                                                      ended
                              ------------------

                  September 30,     June 30,     September 30,
                  -------------                  -------------

     In
     millions,
     except
     per
     share
     amounts,
     unaudited             2013         2012              2013   2013        2012
     ---------             ----         ----              ----   ----        ----


    Revenues             $2,842       $2,741            $2,830 $8,374      $8,568


     Net
     income
     attributable
     to
     Huntsman
     Corporation            $64         $116               $47    $87        $403

     Adjusted
     net
     income(1)             $132         $176               $94   $272        $509


     Diluted
     income
     per
     share                $0.26        $0.48             $0.19  $0.36       $1.68

     Adjusted
     diluted
     income
     per
     share(1)             $0.54        $0.73             $0.39  $1.12       $2.12


    EBITDA(1)              $303         $341              $249   $664      $1,083

     Adjusted
     EBITDA(1)             $376         $411              $304   $900      $1,194


    See end of
     press
     release
     for
     footnote
     explanations

Huntsman Corporation (NYSE: HUN) today reported third quarter 2013 results with revenues of $2,842 million and adjusted EBITDA of $376 million.

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

"Our third quarter results were very strong, excluding results from our Pigments business our earnings improved compared to the previous year and quarter. Earnings within our Pigments business have been improving throughout the year and we are encouraged by industry trends. Earnings improved across all of our businesses compared to last quarter.

"During the quarter, we announced an agreement with Rockwood Holdings to acquire their Performance Additives and Titanium Dioxide businesses. We expect to pursue a public offering of our new combined Pigments business to allow greater investor focus and appreciation for our differentiated businesses. With improving market conditions and pro forma synergies in excess of $130 million we believe this acquisition will add significant shareholder value. We also closed on an acquisition within our Polyurethanes division which strengthens our downstream and specialty capabilities. Both of these transactions are immediately accretive to our earnings.

"We recently announced additional restructuring, specifically within our Performance Products business. The future EBITDA benefit of our companywide restructuring efforts is expected to be approximately $140 million; in addition to the approximate $100 million we have already achieved. I am encouraged by our third quarter results and am optimistic about our future prospects."

Segment Analysis for 3Q13 Compared to 3Q12

Polyurethanes

The increase in revenues in our Polyurethanes division for the three months ended September 30, 2013 compared to the same period in 2012 was primarily due to higher sales volumes partially offset by lower average selling prices and unfavorable change in sales mix. MDI sales volumes increased as a result of improved demand in all regions and across most major markets. PO/MTBE sales volumes increased due to strong demand. PO/MTBE average selling prices decreased primarily due to less favorable market conditions partially offset by an increase in MDI average selling prices in the Americas and the strength of the euro against the U.S. dollar. The decrease in adjusted EBITDA was primarily due to lower PO/MTBE earnings (third quarter 2012 benefited approximately $30 million from industry supply outages) and the impact of the extended force majeure at our MDI facility in Rotterdam, The Netherlands (approximate $10 million impact on the third quarter 2013).

Performance Products

The increase in revenues in our Performance Products division for the three months ended September 30, 2013 compared to the same period in 2012 was due to higher average selling prices and higher sales volumes. Average selling prices increased primarily in response to higher raw material costs and the strength of the euro against the U.S. dollar. Sales volumes increased primarily due to higher sales of maleic anhydride and amines, partially offset by lower surfactant sales. The increase in adjusted EBITDA was primarily due to higher sales volumes and higher margins.

Advanced Materials

The decrease in revenues in our Advanced Materials division for the three months ended September 30, 2013 compared to the same period in 2012 was primarily due to lower sales volumes, partially offset by higher average selling prices. Sales volumes decreased in all regions primarily as a result of weak demand and increased competition in base resins and a focus on higher value component and formulations sales such as aerospace and transportation and industrial markets. Average selling prices increased in all regions primarily in response to higher raw materials costs and improved sales mix. The increase in adjusted EBITDA was primarily due to higher contribution margins and lower manufacturing and selling, general and administrative costs as a result of our restructuring efforts.

Textile Effects

The increase in revenues in our Textile Effects division for the three months ended September 30, 2013 compared to the same period in 2012 was due to higher sales volumes and higher average selling prices partially offset by the strength of the U.S. dollar primarily against the Indian rupee. Sales volumes increased primarily due to increased market share in key countries. Average selling prices increased primarily in response to higher raw material costs. The increase in adjusted EBITDA was primarily due to higher sales volumes, higher contribution margins and lower manufacturing and selling, general and administrative costs as a result of our restructuring efforts.

Pigments

The decrease in revenues in our Pigments division for the three months ended September 30, 2013 compared to the same period in 2012 was primarily due to lower average selling prices partially offset by higher sales volumes. Average selling prices decreased in all regions of the world primarily as a result of high industry inventory levels partially offset by the strength of the euro against the U.S. dollar. Sales volumes increased primarily due to higher end-use demand. The decrease in adjusted EBITDA was primarily due to lower contribution margins partially offset by higher sales volumes and lower manufacturing and selling, general and administrative costs as a result of our restructuring efforts.

Corporate, LIFO and Other

Adjusted EBITDA from Corporate, LIFO and Other decreased by $6 million to a loss of $44 million for the three months ended September 30, 2013 compared to a loss of $38 million for the same period in 2012. The decrease in adjusted EBITDA was primarily the result of a decrease in unallocated foreign currency gain (nil in 2013 compared to $4 million gain in 2012).

Liquidity, Capital Resources and Outstanding Debt

As of September 30, 2013 we had $1,005 million of combined cash and unused borrowing capacity compared to $887 million at December 31, 2012.

On August 22, 2013, we entered into an amendment of our senior credit facilities that provided for additional term loans of $100 million. The net proceeds were be used for general corporate purposes.

On October 15, 2013, we entered into an amendment to our senior credit facilities that provides for a new seven year term loan of $1.2 billion as well as an increase in our existing revolving credit facility by $200 million to $600 million. We have secured commitments from a group of financial institutions to provide this term loan and expanded revolving credit facility. This new financing is expected be funded when we complete the acquisition of the Performance Additives and Titanium Dioxide businesses of Rockwood Holdings, Inc.

Total capital expenditures for the quarter ended September 30, 2013 were $114 million and for the nine months ended September 30, 2013 were $295 million. We expect to spend approximately $450 million on capital expenditures in 2013.

Income Taxes

During the three months ended September 30, 2013 we recorded income tax expense of $81 million and paid $14 million in cash for income taxes. Our adjusted effective income tax rate for the three months and year to date ended September 30, 2013 were approximately 39% and 36% respectively. During the third quarter of 2013 we experienced higher earnings in the U.S. and lower earnings in Europe where we have tax valuation allowances. We expect our full year 2013 adjusted effective tax rate to be approximately 36% primarily due to the effect of tax valuation allowances and our regional mix of income. We expect our long term effective income tax rate to be approximately 30 - 35%.

Earnings Conference Call Information

We will hold a conference call to discuss our third quarter 2013 financial results on Tuesday, October 29, 2013 at 10:00 a.m. ET.



    Call-in numbers for the conference call:

    U.S. participants               (888) 679 - 8018

    International participants      (617) 213 - 4845

    Passcode                                57714845

In order to facilitate the registration process, you may use the following link to pre-register for the conference call. Callers who pre-register will be given a unique PIN to gain immediate access to the call and bypass the live operator. You may pre-register at any time, including up to and after the call start time. To pre-register, please go to:

https://www.theconferencingservice.com/prereg/key.process?key=PR8XJDDTW

Webcast Information

The conference call will be available via webcast and can be accessed from the investor relations portion of the company's website at huntsman.com.

Replay Information

The conference call will be available for replay beginning October 29, 2013 and ending November 5, 2013.



    Call-in numbers for the replay:

    U.S. participants               (888) 286 - 8010

    International participants      (617) 801 - 6888

    Replay code                             71074124



    Table 1 -- Results of Operations
    --------------------------------



                                        Three months       Nine months
                                            ended             ended

                                       September 30,     September 30,
                                       -------------     -------------

    In millions,
     except per
     share
     amounts,
     unaudited                                     2013              2012    2013    2012
    ------------                                   ----              ----    ----    ----


    Revenues                                     $2,842            $2,741  $8,374  $8,568

    Cost of goods
     sold                                         2,335             2,204   7,067   6,954
                                                  -----             -----   -----   -----

    Gross profit                                    507               537   1,307   1,614

    Operating
     expenses                                       272               255     808     792

     Restructuring,
     impairment
     and plant
     closing
     costs                                           37                47     110      52
                                                    ---               ---     ---     ---

    Operating
     income                                         198               235     389     770

    Interest
     expense, net                                   (48)              (56)   (146)   (172)

    Equity in
     income of
     investment
     in
     unconsolidated
     affiliates                                       3                 2       6       5

    Loss on early
     extinguishment
     of debt                                          -                (1)    (35)     (2)

    Other income                                      -                 1       2       2
                                                    ---                       ---     ---

    Income before
     income taxes                                   153               181     216     603

    Income tax
     expense                                        (81)              (61)   (105)   (186)
                                                    ---                      ----    ----

    Income from
     continuing
     operations                                      72               120     111     417

    Loss from
     discontinued
     operations,
     net of
     tax(2)                                          (2)               (1)     (4)     (7)

    Extraordinary
     gain on the
     acquisition
     of a
     business, net
     of tax of nil                                    -                 1       -       1
                                                    ---                       ---     ---

    Net income                                       70               120     107     411

    Net income
     attributable
     to
     noncontrolling
     interests,
     net of tax                                      (6)               (4)    (20)     (8)
                                                    ---

    Net income
     attributable
     to Huntsman
     Corporation                                    $64              $116     $87    $403
                                                    ===              ====     ===    ====



    Adjusted
     EBITDA(1)                                     $376              $411    $900  $1,194


    Adjusted net
     income(1)                                     $132              $176    $272    $509



    Basic income
     per share                                    $0.27             $0.49   $0.36   $1.70

    Diluted
     income per
     share                                        $0.26             $0.48   $0.36   $1.68

    Adjusted
     diluted
     income per
     share(1)                                     $0.54             $0.73   $1.12   $2.12


    Common share
     information:

    Basic shares
     outstanding                                  239.8             237.9   239.5   237.4

    Diluted
     shares                                       242.5             240.8   242.1   240.3

    Diluted
     shares for
     adjusted
     diluted
     income per
     share                                        242.5             240.8   242.1   240.3


    See end of press release for footnote explanations


    Table 2 -- Results of Operations by Segment
    -------------------------------------------



                                               Three months ended              Nine months
                                                                                 ended
                                                            ------------------

                                     September 30,              Better /       June 30,       Better /       September 30,        Better /
                                     -------------                                                           -------------

    In millions,
     unaudited                                   2013                    2012  (Worse)                 2013     (Worse)                    2013    2012  (Worse)
    ------------                                 ----                    ----   ------                 ----      ------                    ----    ----   ------


    Segment
     Revenues:

    Polyurethanes                              $1,306                  $1,237              6%        $1,246                 5%           $3,734  $3,712             1%

    Performance
     Products                                     779                     750              4%           777               ---             2,278   2,342           (3)%

    Advanced
     Materials                                    309                     328            (6)%           321               (4)%              966   1,014           (5)%

    Textile
     Effects                                      198                     182              9%           216               (8)%              602     562             7%

    Pigments                                      310                     319            (3)%           334               (7)%              974   1,150          (15)%

    Eliminations
     and other                                    (60)                    (75)            20%           (64)                6%             (180)   (212)           15%
                                                  ---                     ---                           ---                                ----    ----


    Total                                      $2,842                  $2,741              4%        $2,830               ---            $8,374  $8,568           (2)%
                                               ======                  ======                        ======                              ======  ======


    Segment Adjusted EBITDA(1):

    Polyurethanes                                $215                    $243           (12)%          $174                24%             $567    $598           (5)%

    Performance
     Products                                     122                     109             12%           111                10%              287     288           ---

    Advanced
     Materials                                     39                      31             26%            32                22%               98      90             9%

    Textile
     Effects                                        8                      (9)            NM              3               167%                8     (21)           NM

    Pigments                                       36                      75           (52)%            33                 9%               78     361          (78)%

    Corporate,
     LIFO and
     other                                        (44)                    (38)          (16)%           (49)               10%             (138)   (122)         (13)%


    Total                                        $376                    $411            (9)%          $304                24%             $900  $1,194          (25)%
                                                 ====                    ====                          ====                                ====  ======


    See end of press release for footnote explanations

                                                                                                                               NM-Not meaningful


    Table 3 -- Factors Impacting Sales Revenue
    ------------------------------------------



                                         Three months ended

                                     September 30, 2013 vs. 2012
                                     ---------------------------

                                         Average Selling
                                            Price(a)
                                        ----------------

                                             Local               Exchange      Sales Mix      Sales

      Unaudited                             Currency               Rate         & Other     Volume(b)      Total
      ---------                             --------               ----         -------      --------      -----


      Polyurethanes                                    (3)%                 1%         (2)%            10%        6%

      Performance
       Products                                          1%                 1%         ---              2%        4%

      Advanced
       Materials                                         8%               ---            1%          (15)%      (6)%

      Textile
       Effects                                           4%               (1)%         ---              6%        9%

      Pigments                                        (24)%                 1%         ---             20%      (3)%

      Total Company                                    (3)%                 1%         (1)%             7%        4%


                                        Nine months ended

                                     September 30, 2013 vs. 2012
                                     ---------------------------

                                         Average Selling
                                            Price(a)
                                        ----------------

                                             Local               Exchange      Sales Mix      Sales

      Unaudited                             Currency               Rate         & Other     Volume(b)      Total
      ---------                             --------               ----         -------      --------      -----


      Polyurethanes                                    ---                ---          ---              1%        1%

      Performance
       Products                                          2%               ---          ---            (5)%      (3)%

      Advanced
       Materials                                         4%               (1)%           1%           (9)%      (5)%

      Textile
       Effects                                           1%               (1)%         ---              7%        7%

      Pigments                                        (24)%               ---          ---              9%     (15)%

      Total Company                                    (2)%               ---          ---            ---       (2)%


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

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


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



                                                                                   Income Tax        Net Income      Diluted Income

                                           EBITDA                Expense         Attrib. to HUN
                                                                                      Corp.           Per Share
                                                ------               -------     --------------      ---------

                                        Three months          Three months        Three months      Three months
                                            ended                 ended               ended             ended

                                       September 30,         September 30,       September 30,     September 30,
                                       -------------         -------------       -------------     -------------

    In millions,
     except per
     share amounts,
     unaudited                                    2013                  2012                 2013              2012             2013  2012   2013  2012
    ---------------                               ----                  ----                 ----              ----             ----  ----   ----  ----


    GAAP(1)                                       $303                  $341                 $(81)             $(61)             $64  $116  $0.26 $0.48

    Adjustments:

    Acquisition
     expenses and
     purchase
     accounting
     inventory
     adjustments                                     9                     1                   (1)                -                8     1   0.03     -

    Loss on initial
     consolidation
     of subsidiaries                                 -                     4                    -                 -                -     4      -  0.02

    Loss from
     discontinued
     operations, net
     of tax(2)                                       2                     -                  N/A               N/A                2     1   0.01     -

    Discount
     amortization on
     settlement
     financing
     associated with
     the                                           N/A                   N/A                    -                (3)               2     5   0.01  0.02
         terminated
          merger

    Loss on early
     extinguishment
     of debt                                         -                     1                    -                (1)               -     -      -     -

    Extraordinary
     gain on the
     acquisition of
     a business, net
     of tax                                          -                    (1)                 N/A               N/A                -    (1)     -     -

    Certain legal
     settlements and
     related
     expenses                                        -                     4                    -                (2)               -     2      -  0.01

    Amortization of
     pension and
     postretirement
     actuarial
     losses                                         19                    10                   (2)               (2)              17     8   0.07  0.03

    Restructuring,
     impairment and
     plant closing
     and transition
     costs                                          43                    51                   (4)              (11)              39    40   0.16  0.17


    Adjusted(1)                                   $376                  $411                 $(88)             $(80)            $132  $176  $0.54 $0.73
                                                  ====                  ====                 ====              ====             ====  ====  ----- -----


    Adjusted income
     tax expense                                                                                                                  88    80

    Net income
     attributable to
     noncontrolling
     interests, net
     of tax                                                                                                                        6     4


    Adjusted pre-
     tax income(1)                                                                                                              $226  $260
                                                                                                                                ====  ====


    Adjusted
     effective tax
     rate                                                                                                                         39%   31%



                                                                                   Income Tax        Net Income      Diluted Income

                                           EBITDA               Expense        Attrib. to HUN
                                                                                Corp.                 Per Share
                                                ------               -------  --------------         ---------

                                        Three months          Three months        Three months      Three months
                                            ended                 ended               ended             ended

                                          June 30,              June 30,            June 30,          June 30,

    In millions,
     except per
     share amounts,
     unaudited                                    2013                  2013                 2013              2013
    ---------------                               ----                  ----                 ----              ----


    GAAP(1)                                       $249                                       $(44)                               $47        $0.19

    Adjustments:

    Acquisition
     expenses and
     purchase
     accounting
     inventory
     adjustments                                     2                                          -                                  2         0.01

    Income from
     discontinued
     operations, net
     of tax(2)                                      (2)                                       N/A                                  -            -

    Discount
     amortization on
     settlement
     financing
     associated with
     the                                           N/A                                         (1)                                 1         0.01
         terminated
          merger

    Certain legal
     settlements and
     related
     expenses                                        6                                         (1)                                 5         0.02

    Amortization of
     pension and
     postretirement
     actuarial
     losses                                         18                                         (4)                                14         0.06

    Restructuring,
     impairment and
     plant closing
     and transition
     costs                                          31                                         (6)                                25         0.10


    Adjusted(1)                                   $304                                       $(56)                               $94        $0.39
                                                  ====                                       ====                                ===        -----


    Adjusted income
     tax expense                                                                                                                  56

    Net income
     attributable to
     noncontrolling
     interests, net
     of tax                                                                                                                        7


    Adjusted pre-
     tax income(1)                                                                                                              $157
                                                                                                                                ====


    Adjusted
     effective tax
     rate                                                                                                                         36%



                                                                                   Income Tax        Net Income      Diluted Income

                                           EBITDA                Expense         Attrib. to HUN
                                                                                      Corp.           Per Share
                                                ------               -------     --------------      ---------

                                         Nine months           Nine months         Nine months       Nine months
                                            ended                 ended               ended             ended

                                       September 30,         September 30,       September 30,     September 30,
                                       -------------         -------------       -------------     -------------

    In millions,
     except per
     share amounts,
     unaudited                                    2013                  2012                 2013              2012             2013  2012   2013  2012
    ---------------                               ----                  ----                 ----              ----             ----  ----   ----  ----


    GAAP(1)                                       $664                $1,083                $(105)            $(186)             $87  $403  $0.36 $1.68

    Adjustments:

    Acquisition
     expenses and
     purchase
     accounting
     inventory
     adjustments                                    14                     2                   (2)                -               12     2   0.05  0.01

    Loss on initial
     consolidation
     of subsidiaries                                 -                     4                    -                 -                -     4      -  0.02

    Loss from
     discontinued
     operations, net
     of tax(2)                                       3                     4                  N/A               N/A                4     7   0.02  0.03

    Discount
     amortization on
     settlement
     financing
     associated with
     the                                           N/A                   N/A                   (2)               (8)               5    15   0.02  0.06
         terminated
          merger

    Loss on early
     extinguishment
     of debt                                        35                     2                  (13)               (1)              22     1   0.09     -

    Extraordinary
     gain on the
     acquisition of
     a business, net
     of tax                                          -                    (1)                 N/A               N/A                -    (1)     -     -

    Certain legal
     settlements and
     related
     expenses                                        8                     5                   (2)               (2)               6     3   0.02  0.01

    Amortization of
     pension and
     postretirement
     actuarial
     losses                                         56                    31                  (13)               (6)              43    25   0.18  0.10

    Restructuring,
     impairment and
     plant closing
     and transition
     costs                                         120                    64                  (27)              (14)              93    50   0.38  0.21


    Adjusted(1)                                   $900                $1,194                $(164)            $(217)            $272  $509  $1.12 $2.12
                                                  ====                ======                =====             =====             ====  ====  ----- -----


    Adjusted income
     tax expense                                                                                                                 164   217

    Net income
     attributable to
     noncontrolling
     interests, net
     of tax                                                                                                                       20     8


    Adjusted pre-
     tax income(1)                                                                                                              $456  $734
                                                                                                                                ====  ====


    Adjusted
     effective tax
     rate                                                                                                                         36%   30%


    See end of press release for footnote explanations


    Table 5 -- Reconciliation of Net Income (Loss) to EBITDA
    --------------------------------------------------------



                                    Three months ended                    Nine months
                                                                             ended
                                     ------------------

                                    September 30,            June 30,                  September 30,
                                    -------------                                     -------------

    In millions,
     unaudited                                 2013                  2012                        2013 2013   2012
    ------------                               ----                  ----                        ---- ----   ----


    Net income
     attributable
     to Huntsman
     Corporation                                $64                  $116                         $47  $87   $403

    Interest
     expense, net                                48                    56                          47  146    172

    Income tax
     expense from
     continuing
     operations                                  81                    61                          44  105    186

    Income tax
     expense
     (benefit)
     from
     discontinued
     operations(2)                                -                     -                           2    -     (2)

    Depreciation
     and
     amortization
     of
     continuing
     operations                                 110                   107                         109  325    319

    Depreciation
     and
     amortization
     of
     discontinued
     operations(2)                                -                     1                           -    1      5


    EBITDA(1)                                  $303                  $341                        $249 $664 $1,083
                                               ====                  ====                        ==== ==== ======


    See end of press release for footnote explanations


    Table 6 -- Selected Balance Sheet Items
    ---------------------------------------



                                   September 30,         June 30,         December 31,

      In
       millions                                   2013               2013               2012
      ---------                                   ----               ----               ----

                                    (unaudited)        (unaudited)


      Cash                                        $406               $181               $396

       Accounts
       and
       notes
       receivable,
       net                                       1,703              1,714              1,583

      Inventories                                1,695              1,698              1,819

       Other
       current
       assets                                      322                339                321

       Property,
       plant
       and
       equipment,
       net                                       3,745              3,613              3,745

       Other
       assets                                    1,150              1,109              1,020


       Total
       assets                                   $9,021             $8,654             $8,884
                                                ======             ======             ======


       Accounts
       payable                                  $1,034               $996             $1,102

       Other
       current
       liabilities                                 768                778                791

       Current
       portion
       of
       debt                                        295                317                288

       Long-
       term
       debt                                      3,574              3,454              3,414

       Other
       liabilities                               1,387              1,266              1,393

       Total
       equity                                    1,963              1,843              1,896


       Total
       liabilities
       and
       equity                                   $9,021             $8,654             $8,884
                                                ======             ======             ======



    Table 7 -- Outstanding Debt
    ---------------------------



                                September 30,         June 30,         December 31,

        In
         millions                              2013               2013               2012
        ---------                              ----               ----               ----

                                 (unaudited)        (unaudited)


        Debt:

        Senior
         credit
         facilities                          $1,701             $1,599             $1,565

         Accounts
         receivable
         programs                               244                239                241

        Senior
         notes                                  646                646                568

        Senior
         subordinated
         notes                                  891                892                892

         Variable
         interest
         entities                               256                259                270

        Other
         debt                                   131                136                166


        Total
         debt -
         excluding
         affiliates                           3,869              3,771              3,702
                                              -----              -----              -----


        Total
         cash                                   406                181                396
                                                ---                ---                ---


        Net
         debt-
         excluding
         affiliates                          $3,463             $3,590             $3,306
                                             ======             ======             ======


    Table 8 -- Summarized Statement of Cash Flows
    ---------------------------------------------



                                              Three months ended       Nine months
                                                                       ended

                                                September 30,            September 30,
                                                                         -------------

      In
       millions,
       unaudited                                                 2013                2013   2012
      ----------                                                 ----                ----   ----


      Total
       cash
       at
       beginning
       of
       period                                                    $181                $396   $562


      Net
       cash
       provided
       by
       operating
       activities                                                 390                 388    556

      Net
       cash
       used
       in
       investing
       activities                                                (206)               (388)  (299)

      Net
       cash
       provided
       by
       (used
       in)
       financing
       activities                                                  39                  12   (378)

      Effect
       of
       exchange
       rate
       changes
       on
       cash                                                         2                  (2)     2

      Change
       in
       restricted
       cash                                                         -                   -      1


      Total
       cash
       at
       end
       of
       period                                                    $406                $406   $444
                                                                 ====                ====   ====


       Supplemental
       cash
       flow
       information:

      Cash
       paid
       for
       interest                                                  $(57)              $(152) $(177)

      Cash
       paid
       for
       income
       taxes                                                      (14)                (60)  (153)

      Cash
       paid
       for
       capital
       expenditures                                              (114)               (295)  (248)

       Depreciation
       &
       amortization                                               110                 326    324


       Changes
       in
       primary
       working
       capital:

       Accounts
       and
       notes
       receivable                                                  40                (146)  (102)

      Inventories                                                  39                 118   (252)

       Accounts
       payable                                                     42                 (18)   122


      Total
       cash
       provided
       by
       (used
       on)
       primary
       working
       capital                                                   $121                $(46) $(232)
                                                                 ====                ====  =====



    Footnotes
    ---------


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


             EBITDA is defined as net income (loss)
             attributable to Huntsman Corporation
             before interest, income taxes, and
             depreciation and amortization. EBITDA
             as used herein is not necessarily
             comparable to other similarly titled
             measures of other companies. The
             reconciliation of EBITDA to net
             income (loss) attributable to
             Huntsman Corporation is set forth in
             Table 5 above.


             Adjusted EBITDA is computed by
             eliminating the following from
             EBITDA:  acquisition expenses and
             purchase accounting inventory
             adjustments; loss (gain) on initial
             consolidation of subsidiaries; EBITDA
             from discontinued operations; loss
             (gain) on disposition of businesses/
             assets; loss on early extinguishment
             of debt; extraordinary loss (gain) on
             the acquisition of a business;
             certain legal settlements and related
             expenses; amortization of pension and
             postretirement actuarial losses
             (gains); and restructuring,
             impairment, plant closing and
             transition costs (credits).  The
             reconciliation of adjusted EBITDA to
             EBITDA is set forth in Table 4 above.


             Adjusted net income (loss) is computed
             by eliminating the after tax impact
             of the following items from net
             income (loss) attributable to
             Huntsman Corporation: acquisition
             expenses and purchase accounting
             inventory adjustments; loss (gain) on
             initial consolidation of
             subsidiaries; loss (income) from
             discontinued operations; discount
             amortization on settlement financing
             associated with the terminated
             merger; loss (gain) on disposition of
             businesses/assets; loss on early
             extinguishment of debt; extraordinary
             loss (gain) on the acquisition of a
             business; certain legal settlements
             and related expenses; amortization of
             pension and postretirement actuarial
             losses (gains); and restructuring,
             impairment, plant closing and
             transition costs (credits).   We do
             not adjust for changes in tax
             valuation allowances because we do
             not believe it provides more
             meaningful information than is
             provided under GAAP.  The
             reconciliation of adjusted net income
             (loss) to net income (loss)
             attributable to Huntsman Corporation
             common stockholders is set forth in
             Table 4 above.


       (2)   During the first quarter 2010 we
             closed our Australian styrenics
             operations; results from this
             business are treated as discontinued
             operations.

About Huntsman:

Huntsman Corporation is a publicly traded global manufacturer and marketer of differentiated chemicals with 2012 revenues of over $11 billion. Our chemical products number in the thousands and are sold worldwide to manufacturers serving a broad and diverse range of consumer and industrial end markets. We operate more than 75 manufacturing and R&D facilities in over 30 countries and employ approximately 12,000 associates within our 5 distinct business divisions. For more information about Huntsman, please visit the company's website at www.huntsman.com.

Forward Looking Statements:

Statements in this release that are not historical are forward-looking statements. These statements are based on management's current beliefs and expectations. The forward-looking statements in this release are subject to uncertainty and changes in circumstances and involve risks and uncertainties that may affect the company's operations, markets, products, services, prices and other factors as discussed in the Huntsman companies' filings with the U.S. Securities and Exchange Commission. Significant risks and uncertainties may relate to, but are not limited to, financial, economic, competitive, environmental, political, legal, regulatory and technological factors. In addition, the completion of any transactions described in this release is subject to a number of uncertainties and closing will be subject to approvals and other customary conditions. Accordingly, there can be no assurance that such transactions will be completed or 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 applicable laws.

SOURCE Huntsman Corporation