Hi, good morning. I'm Jeff Cirksena. I analyze chemicals for J.P. Morgan. It's my pleasure this morning to introduce the management of Dow Chemical. Representing Dow is Jeff Tate, who is the Chief Financial Officer. Jeff is a longstanding Dow executive, though he took a break for a few years and went to Leggett & Platt to be CFO. He's back, and he's been back since late 2023, and we're very pleased to have him. The format we'll have is roughly a fireside chat, but I think Dow may have a few slides to go through first. Jeff, welcome. Great. Thank you, Jeff. It's really nice to be here. I'll just go through just a few comments. Sure, please. Before we jump into the Q&A. The first thing I really want to start with is the fact that, you know, Dow continues to emphasize our commitment to financial discipline. If we go to the first slide here, you know, the thing that we really want to focus on is we have a strong financial foundation, and our capital allocation priorities remain consistent with safety and reliability, and Dow's industry-leading dividend being at the top of the list. Now, as we continue to operate through this prolonged down cycle, our teams are taking strategic, proactive, as well as intentional actions to support our cash flow and align our businesses to the current market realities. For example, last month, we issued $1 billion in debt-neutral senior unsecured notes at very attractive spreads, further extending our debt maturity profile. We also signed a definitive agreement with the fund managed by Macquarie Asset Management for the sale of a minority stake in select U.S. Gulf Coast infrastructure assets. I'll unpack that a little bit more as we get into the conversation. Today, I'm also really, really pleased to share that we have recently received confidential draft decisions around our NOVA judgment. That's something that's really important to us. There will have to be some more calculations made to determine the final damages awarded to Dow, but we're extremely confident that the total amount significantly surpasses our prior expectations of approximately $500 million, and it will be a 2025 cash flow item for the company. We expect that a public decision will be released in the coming weeks, and we'll share more related to this at that, at this time. Now, the positioning of this particular case allows us to recover our costs from a decades-long legal process, creating an additional cash tailwind for Dow in 2025. Next, I'll share some details on the actions we've outlined in our last two earnings calls. Moving to slide three, at our fourth quarter earnings call, we announced an additional $1 billion in targeted cost actions focused in areas like productivity, third-party spending, and a reduction in approximately 1,500 Dow roles. Now, we're making really good progress and expect to deliver $300 million of benefit in 2025 and expect to have full implementation in 2026. This builds on our 2023 $1 billion cost reduction program, which included a structural reduction of approximately 2,000 Dow roles at that time. Together, combined, these programs will result in a nearly 10% Dow workforce reduction compared to year-end 2022. In addition, we remain committed to continuously reviewing our asset footprint and matching supply to profitable demand. Doing so is consistent with our best owner mindset, which you've heard us talk about quite often, and has led to more than 20 asset actions since 2023. This includes shutting down our propylene oxide unit in Freeport, Texas, in the second half of this year to reduce lower-value merchant PO and derivative exposure. We plan to provide decisions from our strategic review of our select European assets at our first quarter earnings call in April. Collectively, these asset actions represent things that must be done at the bottom of the cycle because when demand picks up, and which it will, Dow will be well-positioned to achieve higher earnings from the improved cost competitiveness. Now, to support the near-term cash flow, we have also recalibrated our CapEx deployment by reducing our planned 2025 spending by $300-$500 million compared to our previously disclosed target of $3.5 billion. We will keep our CapEx spending roughly at these levels until we see clear recovery materialize across broad portions of the end markets that we serve. Finally, our signed agreement with Macquarie Asset Management, which is expected to close in the second quarter of this year, is consistent with our track record of delivering unique-to-Dow cash flow levers to mitigate cyclical volatility. We expect to generate approximately $2.4 billion of initial cash proceeds, and Macquarie Asset Management has the option to increase their minority equity stake to 49% within six months of closing, which would increase the total cash proceeds to approximately $3 billion for Dow if exercised. Now, our collective actions support Dow's strong relative performance. As you can see on the right of the slide, despite continued macro weakness and our unplanned events in 2024, Dow was able to outperform our competition in both three-year average operating EBITDA margin at a company level as well as on a per pound of polyolefin capacity at a packaging and specialty plastics segment level. This is enabled by our cost advantage footprint in the Americas and our on-purpose built feedstock flexibility around the globe. These were some of the bright spots in the portfolio, but there were also areas where we continued to face pressure, notably those exposed to key end markets like durable goods, automotive, as well as building and construction. We will share more at our first quarter earnings call when we publish our annual benchmarking report. Moving to the next slide, from a macroeconomic perspective, demand remains soft. The economic deceleration that began in the second half of last year across most regions, as well as end markets, is persisting into the first quarter with no signs of inflection, at least through February. Global manufacturing PMI remained stable around 50.5 but was in contractionary territory for five of the last eight months. In addition, the housing market continues to disappoint both in the U.S. as well as China. Now, we're also monitoring the impacts of a re-acceleration of inflation and the potential for tariffs on consumer confidence, which recently saw its largest drop in the U.S. since August of 2021. Now, the reality is our industry continues to experience margin pressure globally, which is largely driven by higher energy and feedstock costs in both the U.S. Gulf Coast, as well as Europe. The elevated levels of feedstock and energy are persisting throughout the quarter, contrary to our initial guide expectations. The price increases we've announced for March are necessary to offset the continued pressure from input costs while providing high-quality products and services to our customers. In addition, the first quarter guidance that we shared in January did not include any impact from recent winter storms in the U.S. Gulf Coast, primarily Enzo. While we managed the storms operationally well and had no major asset impacts, we did proactively take units down through the storm. As a result, we lost some production time. This will drive an approximately $50 million, 5-0, negative impact to EBITDA in the quarter. As a reminder, March has historically represented an outsized portion of Dow's first quarter earnings, and our quarterly performance will be largely driven by this month. As we continue to monitor these macro indicators, we're focused on leveraging our cost advantage position and diverse portfolio to capture areas of near-term demand strength in the quarter. Closing on slide five, our strategic priorities for 2025 are consistent and clear. As we navigate a challenging macroeconomic environment, we remain committed to our capital allocation priorities. The unique-to-Dow cash flow levers that we're delivering and that I mentioned earlier help to further strengthen Dow's financial flexibility. At the same time, we continue to take proactive strategic actions to optimize our global footprint, especially in higher-cost Europe. Construction at our Path to Zero project in Alberta remains on track and on budget. This project is being built at an existing Dow site in a significantly cost-advantaged region. When completed, it's expected to deliver an additional $1 billion in incremental EBITDA annually at full run rates, with returns on invested capital in line or better than our Texas Nine project. We also anticipate over $1.5 billion in cash and tax incentives from government support. Importantly, we have not built a potential upside we anticipate from commercializing low-to-zero emissions products into the project financials. This is something we're actively negotiating with customers, and we'll share additional updates when we're able to. Finally, we'll complete several of our near-term growth investments this year. For example, this quarter, the plant maintenance activity at our ethylene oxide asset in Texas will enable the startup of additional oxidation capacity in the U.S. Gulf Coast. Looking ahead to the remainder of the year, we remain focused on navigating these near-term headwinds while advancing Dow's strategic priorities. Jeff, I'm happy to take your questions. Okay. Thanks very much. There's a lot in your, in your slides. Maybe the place to begin is, the NOVA decision. In, in listening to your commentary, it seemed that there were two features. That is, the, the award amount, which is confidential, is higher than you expected. And then there was also a legal expense reimbursement dimension. Is that fair that it, and that both numbers are meaningful numbers? Short, that is fair, Jeff. Mm-hmm. I would say that that's accurate. You know, as I mentioned in the comments, we'll definitely have more to share as the calculations get fine-tuned. Based on the initial confidential data that has been received, it will be well above the initial numbers that we've shared in the past. Not more than a billion? More to come on that. Oh, okay. It's an open, open question. More to come on that. Oh, okay. Yeah. All right. The second thing is you, you're restructuring, I'm sorry, you're, you're thinking through your asset footprint in Europe. I think you said that you're making some initial decisions or initial assessments in the March quarter. In the second quarter, you'll have more definitive things to say. Right. Can you unpack that a little bit for us? Sure. Thanks for bringing that up, Jeff, because for us. Yeah. You know, one of the things that we've been talking about going back to third quarter of last year, it's really doing an overall evaluation of Europe because when you think about Europe, you know, from our vantage point, Europe is 20% below pre-COVID levels as it stands right now from a volume. From a volume standpoint. From a volume standpoint. Yep. When you look at energy consumption, for Europe, comparing to the average of 2019, you know, through 2021, about 20%-25% below on energy consumption. When we look at the energy cost, at least four to five times higher than U.S. North American energy cost. Mm-hmm. With a number of those structural challenges that we face, the industry faces, looking at right now, continued softness in demand overall. Mm-hmm. Some of those overall structural challenges, we feel it's prudent to take actions around our footprint in Europe because we don't see that recovering anytime soon. One of the things that we have said coming out of our third quarter earnings call is that we would definitely look at, you know, our overall strategic review, especially on more commoditized products. Mm-hmm. That are as, especially and particularly energy-intensive for a number of those reasons that I just shared. When you think about the portfolio and the businesses that would really fit that criteria, you think of polyurethanes in particular. Sure. We've also had some discussions around our siloxane options as well. Mm-hmm. In Europe. If you think about what's in scope, I would say that fits the criteria overall of what we're looking at, those things that are more commoditized and energy-intensive. We also get the follow-up question around, well, is, you know, olefins and packaging and specialty plastics part of that? It's not directly in scope, but you've also seen from our last quarter earnings call. Mm-hmm. That we did highlight the decision we've made around Terneuzen III. Yes. Was because we have a shutdown turn that was planned. We've been able to idle that plant and that asset, to be able to avoid those turnaround costs. Mm-hmm. As well, but still be able to supply our customers from the existing asset base in Europe. Mm-hmm. What we will share in our April phone call or April earnings call will be an update of where we stand with our European decisions. We will announce some decisions at that time. Mm-hmm. We will also provide another update at our second quarter earnings call mid-year. The language that you have in your slide is that you're going to right-size the high-cost, you're going to discuss the right-sizing of the high-cost parts of footprint. Mm-hmm. It sounds like initially you're going to say, you know, maybe we need to be smaller in these particular areas. And then in the second quarter, it's of the things we have, you know, what should we keep and what should we separate? Is that the idea? There will be incremental updates of the decisions. Mm-hmm. You know, based on, again, the criteria that I just shared that shows the progress we're making through each phase of the decision-making related to those projects. Again, more commoditized, energy-intensive, and those that will allow us to still tighten the rationalizations. If you think about it as well, Jeff, you know, there's been 10% of Western Europe rationalization announcements already. Mm-hmm. On the C2 side. Yes. Right. With that, I think you're going to start to see things, you know, continue to consolidate. Mm-hmm. We're going to do our part, you know, in those areas that, again, help to improve our earnings. Mm-hmm. In the, you know, of course, you know, LyondellBasell is exiting and, or not exiting, they're downsizing their presence in Europe or thinking through their asset base. And, you know, we've seen ExxonMobil make decisions. We've seen Shell make some decisions. Why do you think that this is not just sort of cyclical weakness, but is more of a structural event for the industry where it feels that it really needs to take steps? Is it the demand side or the regulatory side? I definitely think, again, the consumer demand and the softness that it's been prolonged for quite some time. Yes. I think you've got the geopolitical uncertainty. Mm-hmm. That has, you know, obviously affected the higher energy costs that we discussed earlier. Mm-hmm. you look at some of the regulatory challenges of having so many different regulatory bodies, which makes the, you know, overall global competitiveness tough. Mm-hmm. In that region. I think when you do not see a tailwind that would say that things are going to sizably and significantly improve in the near term, most of us are looking at what that could mean in terms of our asset footprint while still being able to supply across the region. For example, for us, if you look at our Terneuzen and Tarragona assets. Mm-hmm. Those are still top quartile in the region. Yes. Right? We will continue to, to take advantage of that in our packaging and specialty plastics space. Mm-hmm. You made a comment about your siloxanes operation in Europe. Mm-hmm. Can you tell us a little bit of the size or the positioning of that asset and why you may be rethinking your position there? Yeah. When we look at our overall silicones and siloxanes, you know, business, and you think about the global nature of it. Mm-hmm. Silicones for us, we are heavily focused on investing downstream because there's higher margin opportunity, obviously, from a silicones perspective, and we're the largest silicone producer. Mm-hmm. If you look over the past several years, from a siloxane standpoint upstream, there's been a sizable amount of capacity that's come online, especially out of Asia. Sure. China. Yeah. Right? We have seen that start to slow down in terms of that new capacity and the pace of that new capacity. What we are looking to do is to do our part by investing in more silicones. Mm-hmm. To absorb some of that additional capacity. As the pace of those additional capacities slows down, and we look to rationalize in certain areas like our operation over in Europe, that will allow the operating rates to continue to tighten up. Mm-hmm. Okay. You mentioned the Macquarie venture. I couldn't tell whether there was something that was new. You know, that is, I think that Macquarie, the idea was that they could spend $2.4 billion and there would be an option that could take them up to three. Right. Is that a reiteration of what's gone before, or is there a new element to that? I would say that the biggest new element is the, you know, the outlook that we will close the transaction. Mm-hmm. In the second quarter. In the second quarter. For that initial phase, which will be that $2.4 billion, which then positions well to be able to look at the option on the additional 9%. Mm-hmm. That could bring in another $600 million before year-end of 2025. Do we know the EBITDA effects on the $2.4 billion? That is how much EBITDA you lose from putting the assets into the venture. Yeah. It will be consolidated. Yes. Right? From that vantage point. You'll see most of the impact coming more on the EPS line. Mm-hmm. From a financial statement perspective, we'll share more about that once the deal closes. Mm-hmm. Again, I think there are a couple of more things that were in your slides. What you said was that there was $50 million of increased hurricane costs. And if I remember, maybe the fourth quarter EBITDA was $1.2 billion. Mm-hmm. Maybe there was a $200 million deduction from various events. Now there's another $50 million. Where we are now is we're about $950 million for the first quarter, plus or minus a little bit or depending on the nature of Marish. Right. Is that correct? Correct. That's fair. Mm-hmm. That's fair. You know, if you recall when we came out with our first quarter guide, you know, we also talked about, you know, there would be higher turnaround spend from fourth quarter to first quarter as well. Again, we did not at that time know about the impact of Enzo. Mm-hmm. We wanted to provide that update of right now approximately $50 million. Okay. And then I think last, almost lastly, your CapEx will be lower. And I think you said $300 million to $500 million lower, so call it $400 million. And I think your CapEx was $3 billion to $3.2 billion for this year. So that's $3.1 billion. So we're, you know, like $2.6 billion or $2.7 billion for 2025. Is that the? No. If you look at our initial guide for CapEx, it was $3.5 billion. Was 3.5. Was 3.5. Yep. We are saying now that we are going to recalibrate that to a lower number of 300-500. Let's call it 400. Sure. That would get you in the 3.1 range versus the 2.9. Okay. That we had in 2024. All right. Mm-hmm. Okay. In your remarks, Jeff, you talked about what isn't included in the possibilities of the Alberta project. That is, you're going to make a premium product. And you talked about being in negotiations with your customers. Can you talk about this premium or opportunity that's not included in your returns right now? No, absolutely. First of all, I would say that the conversations, you know, with our customers are going extremely well, in terms of, you know, they recognize maybe because one of the questions, Jeff, that we tend to get is, you know, because we're in this political environment that we're in today, are you seeing customers maybe slow down in that space? Mm-hmm. The short answer is no. Mm-hmm. Because most of our customers, when they look across their value chain, they're making these ambitious commitments for decades long, right? They're looking out 2040, they're looking out 2050, 2030, and beyond. With their commitments around that ambition, you know, they recognize that Dow will have a first-mover advantage by being able to provide this product. At a minimum, what we shared publicly is that you're talking maybe, you know, greater than $100 per ton. Mm-hmm. Premium that could be here, but we have not included that in the project financials, as I mentioned earlier. Mm-hmm. Right now we're assuming without that, that the project would have a return in the 15% plus range, which is similar to what we had for Texas Nine. Mm-hmm. On the U.S. Gulf Coast. The reason why it would receive a premium has to do with its lower carbon output. Is that correct? That's correct. Yeah. Are there particular credits that can be calculated that the users of this product would receive? There will be. I think that's one of the opportunities that we see in the industry, is how will those credits be from a standardized perspective calculated. Mm-hmm. That there's consistency. Mm-hmm. Across the industry, which is why, you know, we've been a strong proponent of having, you know, this carbon footprint ledger. Mm-hmm. That can make sure that there is some consistency and standardization around how that's calculated. Mm-hmm. In your negotiations with potential customers, are these the end users? Are these companies like Pepsi or Coke, or rather than a company like Barry or Amcor or somebody who's in the middle? Yeah. I would say I would describe them as fast-moving consumer brands. Fast-moving consumer brands. Mm-hmm. One of your competitors has a product. And, you know, what they do is they take plastics and they melt them down and reduce them to a product. And then they, you know, will eventually make polyethylene from this. And it has a lower carbon footprint. In the world of competition, is your zero-carbon product a competing product to, you know, Moritech or something like that? Or is it a different, different product? Yeah. I'm not sure to speak on the, you know. Sure. All the competitors' product, obviously. Yeah. You know, from our vantage point, again, we see the timing of our Alberta Path to Zero project as being a first-mover. Mm-hmm. Advantage opportunity for us with low to zero carbon emissions, which gives us, we see as a tremendous outlook here for the customer base. Mm-hmm. And when you, now you're in Western Canada. Mm-hmm. Do you have ideas about detaching the carbon credits from the physical product? I would imagine Western Canadian polyethylene goes to Asia? Maybe that's not the place where the carbon credits go. How does that work? Yeah. It'll be interesting to see. I think that's part of this whole carbon standardization when you look at the carbon credit ledger. Mm-hmm. because we see it as an opportunity when you've got such a broad network like we have from an olefins perspective that you may be able to produce it in, in Alberta. Mm-hmm. Canada. You may necessarily source it from a different location. Mm-hmm. I think that's all to be better defined as we get this ledger in place. Mm-hmm. Yeah. Is the real target market for that product or for those credits Europe or the United States? Yeah. I would say when we look at, you know, where we've traditionally had a lot of the product out of our existing asset base in Alberta, that a lot of that has been exported to Asia. Yes. Yeah. And the credits, do they go to the U.S. or Europe? Where do you, where are you focusing there? Yeah. We haven't necessarily, you know, discussed that broadly yet. Yes. You know, more to come in that space. More, more to come. So, Jeff, there have been proposed tariffs. The first thing, you know, now that you're investing the money in Alberta. Yeah. Like, do you, does this change the way you, does the tariff discussion change the way you think about the Alberta project? No. We see the Alberta project, you know, standing on its own in terms of the investment thesis, Jeff, because if we think about the ethane advantage that we have in Canada, even with our existing asset base, we're building this, you know, complex at an existing Dow site. There will be tremendous infrastructure savings that we'll get from that vantage point. Again, looking at, you know, the product and the first-mover advantage, all those things fit well with our ability to be able to take our conversion cost advantage from Texas Nine, take the advantages around the ethane, being able to utilize that to source around the world provides a significant opportunity for us. On On the tariff side, you know, we're thinking about, you know, we're looking at first phase is 2027. Yes. Right? Who knows where we'll be from a tariff environment perspective at that point. Mm-hmm. I will say as we think about today. Mm-hmm. Our existing asset base. Mm-hmm. Where the tariff discussions land. Yep. You know, our intentions is to ensure that we are, you know, making sure that our price increases reflect. Mm-hmm. Those tariff impacts. Mm-hmm. Along with higher energy and feedstock cost impacts as well. I think there are multiple dynamics to the pricing activity and the pricing strategy that we have. While at the same time, you know, since the US elections, our teams have been doing a tremendous job of scenario planning. Yes. In terms of logistics, looking at our sourcing capabilities as well as taking advantage of the broad network we have around the globe to be able to source as much locally as we possibly can. Mm-hmm. At the end of the day, our intent is to try to make sure this is as much of a zero-impact game. Mm-hmm. As it can be. Mm-hmm. Ultimately, no matter how the tariff situation plays out. With the different announcements and tariffs that have been made, has Dow made different decisions about changing the flows of its products? Short, short answer is no. That's fine. Not at this point. Again, we are very well prepared to manage through that once we see what ultimately gets implemented. Mm-hmm. So the thing about the Alberta project is you'll spend, I don't know, roughly, you know, with your regular CapEx, you'll spend, I don't know, $3 billion a year in CapEx. Mm-hmm. You've got a couple of billion in dividend payments. Mm-hmm. You know, that is a significant draw in cash flow. What you've done is you've got some Nova proceeds, you'll have some Nova proceeds. Mm-hmm. You'll have some Macquarie proceeds. Right. Are there other, are there other steps or other levers that you might pull over the next several years, or are we done? We're never done. Mm-hmm. I would definitely say that we continue to, you know, look across our portfolio where there's wholly owned assets. Mm-hmm. As well as, you know, looking across our joint ventures as well. You know, we've talked about consistently delivering on average a billion dollars of unique to Dow cash flow levers. Mm-hmm. That's the commitment that we'll continue to make. When you look at, you know, what we just discussed earlier in my prepared remarks between, you know, the Nova judgment as well as the Macquarie impact, you're looking at well over probably $3.5 billion of cash tailwinds. Mm-hmm. That we will deliver in 2025 alone. Mm-hmm. To your earlier point, when you look at our CapEx, you look at our dividend, and I wanted to be crystal clear for us, and I mentioned this in my opening comments, you know, our dividend is important to our owners, and we recognize and appreciate that. Our dividend is very important to us. Mm-hmm. As a management team. We remain committed to our dividend moving forward. With these cash flow levers that I just highlighted, as well as, you know, our really solid balance sheet and where we stand from a liquidity perspective, we're in a really good position to be able to support our dividend for the next several years. Mm-hmm. The dividend is really the foundation of the Dow value proposition with its shareholders. In addition to, obviously, operating safe and reliable operations. Yes. Yep. Dow has different ideas about its cash flow relative to its operating EBITDA in that historically it's been a priority to have a relatively high ratio. Is there a target? Do you want to be at 80% or 70%? And where do we stand in 2025 in terms of puts and takes? Sure. Yes, the average that we would state over an economic cycle, Jeff, is for us to be in that 80%. 80%. 80% range. Yeah. Mm-hmm. On average. You know, for us, I would say the target in 2025 would more than likely be in that 70%+ range. Mm-hmm. Okay. You know, Dow has always had very capable people procuring energy and feedstocks for them, and I'm interested in, you know, their opinions these days in that when I look out at the projects that are planned, you know, I see, you know, Lyondell wanting to build things in joint ventures in Saudi Arabia. I see you building things in Western Canada. What I do not see is I do not see any more projects in the U.S. Now, I get it. You know, there is the Qatari project, you know, that is coming up with CP Chem. You know, when you take a step back, it certainly seems that oil demand in China has slowed. There are all kinds of ideas about the U.S. exporting natural gas and different data centers being built and that being a pull on gas demand. Do you think that we've kind of come to the twilight of the United States as an advantaged place to build integrated plastics? It's not bad. Mm-hmm. Maybe it's peaked. Would you agree or what, what do your Dow people say about that? I would say this, Jeff. You know, when we look at our portfolio, 75% of our wholly owned polyethylene and ethylene footprint is in the Americas. Yes. Right? Mm-hmm. You think about U.S. Gulf Coast, Canada, and Argentina. Mm-hmm. Out of that 75%, the large majority is in the U.S. Yes. Right? And our, you know, Project Gulf stream, our Texas Nine project in that fleet came online in 2017. We are still fairly new with some of those assets. Yes. That are best run. Mm-hmm. Top quartile, first quartile from a cost position perspective. Our team is very proud. Mm-hmm. Of, you know, those assets and those investments that we made. I know you've been covering the industry and us for a long time. Yeah. We invested in that countercyclically. Yes. Right? Very similar to what we're doing right now with Alberta, as well, because, you know, we positioned and the team did a really good job of positioning us and understanding what the outlook could be. Mm-hmm. We do not see there being quote unquote a twilight. Mm-hmm. On America and the manufacturing and the build in that space. In fact, we see it as more opportunity, which is why we still feel, you know, very constructive around our packaging, especially plastics in our ethylene chain coming out of the Americas. Again, having 75% of our footprint in that base positions us really well. Mm-hmm. From your point of view, you know, you've pivoted a little bit to Canada, but maybe down the road what you'll do is you'll return to expansion possibilities in the United States. What we'll do is we'll continue to look at, you know, our assets and where they are from an end-of-life perspective and ensure that as we make replacements, that it's gonna, you know, put us in a better advantage position from a cost standpoint. Okay. Thanks very much, Jeff, for your, for our discussion. Thanks very much. Great. Thank you, Jeff. Okay. Thank you.