ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾

Quarterly report pursuant to Section 13 or 15(d)

VARIABLE INTEREST ENTITIES

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VARIABLE INTEREST ENTITIES
3 Months Ended
Mar. 31, 2017
VARIABLE INTEREST ENTITIES Ìý
VARIABLE INTEREST ENTITIES

5. VARIABLE INTEREST ENTITIES

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We evaluate our investments and transactions to identify variable interest entities for which we are the primary beneficiary. We hold a variable interest in the following joint ventures for which we are the primary beneficiary:

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RubiconÌýLLC is our 50%-owned joint venture with Chemtura that manufactures products for our Polyurethanes and Performance Products segments. The structure of the joint venture is such that the total equity investment at risk is not sufficient to permit the joint venture to finance its activities without additional financial support. By virtue of the operating agreement with this joint venture, we purchase a majority of the output, absorb a majority of the operating costs and provide a majority of the additional funding.

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Pacific Iron Products Sdn Bhd is our 50%-owned joint venture with Coogee Chemicals that manufactures products for our Pigments and Additives segment. In this joint venture, we supply all the raw materials through a fixed cost supply contract, operate the manufacturing facility and market the products of the joint venture to customers. Through a fixed price raw materials supply contract with the joint venture, we are exposed to risk related to the fluctuation of raw material pricing.

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Arabian Amines Company is our 50%-owned joint venture with Zamil group that manufactures products for our Performance Products segment. As required in the operating agreement governing this joint venture, we purchase all of Arabian Amines Company’s production and sell it to our customers. Substantially all of the joint venture’s activities are conducted on our behalf.

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Sasol‑ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ is our 50%-owned joint venture with Sasol that owns and operates a maleic anhydride facility in Moers, Germany. This joint venture manufactures products for our Performance Products segment. The joint venture uses our technology and expertise, and we bear a disproportionate amount of risk of loss due to a related‑party loan to Sasol‑ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ for which we bear the default risk.

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Viance, LLC ("Viance") is our 50%-owned joint venture with Dow Chemical. Viance markets timber treatment products for our Pigments and Additives segment. The joint venture sources all of its products through a contract manufacturing arrangement at our Harrisburg, North Carolina facility, and we bear a disproportionate amount of working capital risk of loss due to the supply arrangement whereby we control manufacturing on Viance’s behalf.

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Creditors of these entities have no recourse to our general credit. See “Note 7. Debt—Direct and Subsidiary Debt.� As the primary beneficiary of these variable interest entities at March 31, 2017, the joint ventures� assets, liabilities and results of operations are included in our condensed consolidated financial statements.

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The following table summarizes the carrying amount of our variable interest entities� assets and liabilities included in our condensed consolidated balance sheets, before intercompany eliminations, as of March 31, 2017 and our consolidated balance sheets as of December 31, 2016 (dollars in millions):

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MarchÌý31,Ìý

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DecemberÌý31,Ìý

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2017

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2016

Current assets

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$

121

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$

117

Property, plant and equipment, net

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279

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284

Other noncurrent assets

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113

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98

Deferred income taxes

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43

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43

Intangible assets

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32

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31

Goodwill

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13

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12

Total assets

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$

601

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$

585

Current liabilities

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$

188

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$

172

Long-term debt

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106

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116

Deferred income taxes

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10

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10

Other noncurrent liabilities

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77

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76

Total liabilities

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$

381

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$

374

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The revenues, income from continuing operations before income taxes and net cash provided by operating activities for our variable interest entities for the three months ended March 31, 2017 and 2016 are as follows (dollars in millions):

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MarchÌý31,Ìý

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MarchÌý31,Ìý

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2017

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2016

Revenues

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$

64

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$

52

Income from continuing operations before income taxes

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11

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Ìý9

Net cash provided by operating activities

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18

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19

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