UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2015
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
For the transition period from __________to________
Commission File Number 1-2256
EXXON MOBIL CORPORATION
(Exact name of registrant as specified in its charter)
NEW JERSEY
13-5409005
(State or other jurisdiction of
(I.R.S. Employer
incorporation or organization)
Identification Number)
5959 LAS COLINAS BOULEVARD, IRVING, TEXAS 75039-2298
(Address of principal executive offices) (Zip Code)
(972) 444-1000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☑
Accelerated filer
☐
Non-accelerated filer
Smaller reporting company
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Class
Outstanding as of June 30, 2015
Common stock, without par value
4,169,448,719
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2015
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Statement of Income
Three and six months ended June 30, 2015 and 2014
3
Condensed Consolidated Statement of Comprehensive Income
4
Condensed Consolidated Balance Sheet
As of June 30, 2015 and December 31, 2014
5
Condensed Consolidated Statement of Cash Flows
Six months ended June 30, 2015 and 2014
6
Condensed Consolidated Statement of Changes in Equity
7
Notes to Condensed Consolidated Financial Statements
8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
14
Item 3. Quantitative and Qualitative Disclosures About Market Risk
22
Item 4. Controls and Procedures
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
23
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
24
Item 6. Exhibits
Signature
25
Index to Exhibits
26
2
CONDENSED CONSOLIDATED STATEMENT OF INCOME
(millions of dollars)
Three Months Ended
Six Months Ended
June 30,
2015
2014
Revenues and other income
Sales and other operating revenue (1)
71,360
105,719
136,118
207,031
Income from equity affiliates
2,081
3,312
4,342
7,420
Other income
672
2,177
1,271
3,082
Total revenues and other income
74,113
111,208
141,731
217,533
Costs and other deductions
Crude oil and product purchases
37,312
62,210
70,010
120,076
Production and manufacturing expenses
9,235
10,478
17,965
20,566
Selling, general and administrative expenses
2,831
3,169
5,544
6,301
Depreciation and depletion
4,451
4,285
8,751
8,477
Exploration expenses, including dry holes
370
496
681
813
Interest expense
85
64
173
130
Sales-based taxes (1)
5,965
7,871
11,495
15,287
Other taxes and duties
6,910
8,484
13,523
16,505
Total costs and other deductions
67,159
97,057
128,142
188,155
Income before income taxes
6,954
14,151
13,589
29,378
Income taxes
2,692
5,034
4,252
10,891
Net income including noncontrolling interests
4,262
9,117
9,337
18,487
Net income attributable to noncontrolling interests
72
337
207
607
Net income attributable to ExxonMobil
4,190
8,780
9,130
17,880
Earnings per common share (dollars)
1.00
2.05
2.17
4.15
Earnings per common share - assuming dilution (dollars)
Dividends per common share (dollars)
0.73
0.69
1.42
1.32
(1) Sales-based taxes included in sales and other
operating revenue
The information in the Notes to Condensed Consolidated Financial Statements is an integral part of these statements.
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Other comprehensive income (net of income taxes)
Foreign exchange translation adjustment
997
1,628
(4,356)
842
Adjustment for foreign exchange translation (gain)/loss
included in net income
-
81
163
Postretirement benefits reserves adjustment
(excluding amortization)
(186)
(92)
627
(176)
Amortization and settlement of postretirement benefits reserves
adjustment included in net periodic benefit costs
357
313
708
629
Unrealized change in fair value of stock investments
17
18
19
(36)
Realized (gain)/loss from stock investments included in
net income
12
Total other comprehensive income
1,189
1,948
(2,990)
1,422
Comprehensive income including noncontrolling interests
5,451
11,065
6,347
19,909
Comprehensive income attributable to
noncontrolling interests
159
556
(247)
615
Comprehensive income attributable to ExxonMobil
5,292
10,509
6,594
19,294
CONDENSED CONSOLIDATED BALANCE SHEET
Dec. 31,
Assets
Current assets
Cash and cash equivalents
4,343
4,616
Cash and cash equivalents – restricted
35
42
Notes and accounts receivable – net
25,957
28,009
Inventories
Crude oil, products and merchandise
12,299
12,384
Materials and supplies
4,364
4,294
Other current assets
4,649
3,565
Total current assets
51,647
52,910
Investments, advances and long-term receivables
34,162
35,239
Property, plant and equipment – net
253,653
252,668
Other assets, including intangibles – net
8,798
8,676
Total assets
348,260
349,493
Liabilities
Current liabilities
Notes and loans payable
14,409
17,468
Accounts payable and accrued liabilities
39,914
42,227
Income taxes payable
4,049
4,938
Total current liabilities
58,372
64,633
Long-term debt
19,431
11,653
Postretirement benefits reserves
25,039
25,802
Deferred income tax liabilities
39,419
39,230
Long-term obligations to equity companies
5,487
5,325
Other long-term obligations
21,514
21,786
Total liabilities
169,262
168,429
Commitments and contingencies (Note 3)
Equity
Common stock without par value
(9,000 million shares authorized, 8,019 million shares issued)
11,224
10,792
Earnings reinvested
411,538
408,384
Accumulated other comprehensive income
(21,493)
(18,957)
Common stock held in treasury
(3,850 million shares at June 30, 2015 and
3,818 million shares at December 31, 2014)
(228,601)
(225,820)
ExxonMobil share of equity
172,668
174,399
Noncontrolling interests
6,330
6,665
Total equity
178,998
181,064
Total liabilities and equity
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Cash flows from operating activities
Changes in operational working capital, excluding cash and debt
(1,533)
All other items – net
235
(1,662)
Net cash provided by operating activities
16,790
25,305
Cash flows from investing activities
Additions to property, plant and equipment
(13,953)
(15,870)
Proceeds associated with sales of subsidiaries, property, plant and
equipment, and sales and returns of investments
1,113
3,667
Additional investments and advances
(363)
(678)
Other investing activities – net
360
2,398
Net cash used in investing activities
(12,843)
(10,483)
Cash flows from financing activities
Additions to long-term debt
8,000
5,500
Reductions in long-term debt
(13)
Additions/(reductions) in short-term debt – net
(414)
(489)
Additions/(reductions) in debt with three months or less maturity
(2,773)
(5,747)
Cash dividends to ExxonMobil shareholders
(5,976)
(5,698)
Cash dividends to noncontrolling interests
(88)
(131)
Tax benefits related to stock-based awards
Common stock acquired
(2,784)
(6,863)
Common stock sold
9
Net cash used in financing activities
(4,048)
(13,412)
Effects of exchange rate changes on cash
(172)
29
Increase/(decrease) in cash and cash equivalents
(273)
1,439
Cash and cash equivalents at beginning of period
4,644
Cash and cash equivalents at end of period
6,083
Supplemental Disclosures
Income taxes paid
4,072
10,366
Cash interest paid
263
174
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
ExxonMobil Share of Equity
Accumulated
Other
Common
Compre-
Stock
ExxonMobil
Non-
Earnings
hensive
Held in
Share of
controlling
Total
Reinvested
Income
Treasury
Interests
Balance as of December 31, 2013
10,077
387,432
(10,725)
(212,781)
174,003
6,492
180,495
Amortization of stock-based awards
402
Tax benefits related to stock-based
awards
1
Net income for the period
Dividends – common shares
(5,829)
Other comprehensive income
1,414
Acquisitions, at cost
Dispositions
Balance as of June 30, 2014
10,487
399,614
(9,311)
(219,635)
181,155
6,976
188,131
Balance as of December 31, 2014
429
(3)
(6,064)
(2,536)
(454)
Balance as of June 30, 2015
Six Months Ended June 30, 2015
Six Months Ended June 30, 2014
Common Stock Share Activity
Issued
Outstanding
(millions of shares)
Balance as of December 31
8,019
(3,818)
4,201
(3,684)
4,335
Acquisitions
(32)
(70)
Balance as of June 30
(3,850)
4,169
(3,754)
4,265
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Financial Statement Preparation
These unaudited condensed consolidated financial statements should be read in the context of the consolidated financial statements and notes thereto filed with the Securities and Exchange Commission in the Corporation's 2014 Annual Report on Form 10-K. In the opinion of the Corporation, the information furnished herein reflects all known accruals and adjustments necessary for a fair statement of the results for the periods reported herein. All such adjustments are of a normal recurring nature. Prior data has been reclassified in certain cases to conform to the current presentation basis.
The Corporation's exploration and production activities are accounted for under the "successful efforts" method.
2. Recently Issued Accounting Standard
In May 2014, the Financial Accounting Standards Board issued a new standard, Revenue from Contracts with Customers. The standard establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements, and expands disclosure requirements. The standard is expected to be adopted beginning January 1, 2018. ExxonMobil is evaluating the standard and its effect on the Corporation’s financial statements.
3. Litigation and Other Contingencies
Litigation
A variety of claims have been made against ExxonMobil and certain of its consolidated subsidiaries in a number of pending lawsuits. Management has regular litigation reviews, including updates from corporate and outside counsel, to assess the need for accounting recognition or disclosure of these contingencies. The Corporation accrues an undiscounted liability for those contingencies where the incurrence of a loss is probable and the amount can be reasonably estimated. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. The Corporation does not record liabilities when the likelihood that the liability has been incurred is probable but the amount cannot be reasonably estimated or when the liability is believed to be only reasonably possible or remote. For contingencies where an unfavorable outcome is reasonably possible and which are significant, the Corporation discloses the nature of the contingency and, where feasible, an estimate of the possible loss. For purposes of our contingency disclosures, “significant” includes material matters as well as other matters which management believes should be disclosed. ExxonMobil will continue to defend itself vigorously in these matters. Based on a consideration of all relevant facts and circumstances, the Corporation does not believe the ultimate outcome of any currently pending lawsuit against ExxonMobil will have a material adverse effect upon the Corporation's operations, financial condition, or financial statements taken as a whole.
Other Contingencies
The Corporation and certain of its consolidated subsidiaries were contingently liable at June 30, 2015, for guarantees relating to notes, loans and performance under contracts. Where guarantees for environmental remediation and other similar matters do not include a stated cap, the amounts reflect management’s estimate of the maximum potential exposure. These guarantees are not reasonably likely to have a material effect on the Corporation’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
As of June 30, 2015
Company
Third Party
Obligations(1)
Obligations
Guarantees
Debt-related
86
38
124
3,015
4,151
7,166
3,101
4,189
7,290
(1) ExxonMobil share
Additionally, the Corporation and its affiliates have numerous long-term sales and purchase commitments in their various business activities, all of which are expected to be fulfilled with no adverse consequences material to the Corporation’s operations or financial condition. The Corporation's outstanding unconditional purchase obligations at June 30, 2015, were similar to those at the prior year-end period. Unconditional purchase obligations as defined by accounting standards are those long-term commitments that are noncancelable or cancelable only under certain conditions, and that third parties have used to secure financing for the facilities that will provide the contracted goods or services.
The operations and earnings of the Corporation and its affiliates throughout the world have been, and may in the future be, affected from time to time in varying degree by political developments and laws and regulations, such as forced divestiture of assets; restrictions on production, imports and exports; price controls; tax increases and retroactive tax claims; expropriation of property; cancellation of contract rights and environmental regulations. Both the likelihood of such occurrences and their overall effect upon the Corporation vary greatly from country to country and are not predictable.
In accordance with a nationalization decree issued by Venezuela’s president in February 2007, by May 1, 2007, a subsidiary of the Venezuelan National Oil Company (PdVSA) assumed the operatorship of the Cerro Negro Heavy Oil Project. This Project had been operated and owned by ExxonMobil affiliates holding a 41.67 percent ownership interest in the Project. The decree also required conversion of the Cerro Negro Project into a “mixed enterprise” and an increase in PdVSA’s or one of its affiliate’s ownership interest in the Project, with the stipulation that if ExxonMobil refused to accept the terms for the formation of the mixed enterprise within a specified period of time, the government would “directly assume the activities” carried out by the joint venture. ExxonMobil refused to accede to the terms proffered by the government, and on June 27, 2007, the government expropriated ExxonMobil’s 41.67 percent interest in the Cerro Negro Project.
On September 6, 2007, affiliates of ExxonMobil filed a Request for Arbitration with the International Centre for Settlement of Investment Disputes (ICSID). The ICSID Tribunal issued a decision on June 10, 2010, finding that it had jurisdiction to proceed on the basis of the Netherlands-Venezuela Bilateral Investment Treaty. On October 9, 2014, the ICSID Tribunal issued its final award finding in favor of the ExxonMobil affiliates and awarding $1.6 billion as of the date of expropriation, June 27, 2007, and interest from that date at 3.25% compounded annually until the date of payment in full. The Tribunal also noted that one of the Cerro Negro Project agreements provides a mechanism to prevent double recovery between the ICSID award and all or part of an earlier award of $908 million to an ExxonMobil affiliate, Mobil Cerro Negro, Ltd., against PdVSA and a PdVSA affiliate, PdVSA CN, in an arbitration under the rules of the International Chamber of Commerce (ICC).
On June 12, 2015, the Tribunal rejected in its entirety Venezuela’s October 23, 2014, application to revise the ICSID award. The Tribunal also lifted the associated stay of enforcement that had been entered upon the filing of the application to revise.
Still pending is Venezuela’s February 2, 2015, application to ICSID seeking annulment of the ICSID award. That application alleges that, in issuing the ICSID award, the Tribunal exceeded its powers, failed to state reasons on which the ICSID award was based, and departed from a fundamental rule of procedure. A separate stay of the ICSID award was entered following the filing of the annulment application. On July 7, 2015, the ICSID Committee considering the annulment application heard arguments from the parties on whether to lift the stay of the award associated with that application. On July 28, 2015, the Committee issued an order that would lift the stay of enforcement unless, within 30 days, Venezuela delivers a commitment to pay the award if the application to annul is denied. In that event, the ICSID Committee would require, as a condition to the lifting of the stay, that the ExxonMobil affiliates give a commitment within 15 days that any attempt to enforce the ICSID award will take full account of the requirement in the award to avoid double recovery of amounts received under the ICC award.
The United States District Court for the Southern District of New York entered judgment on the ICSID award on October 10, 2014. Motions filed by Venezuela to vacate that judgment on procedural grounds and to modify the judgment by reducing the rate of interest to be paid on the ICSID award from the entry of the court’s judgment, until the date of payment, were denied on February 13, 2015, and March 4, 2015, respectively. On March 9, 2015, Venezuela filed a notice of appeal of the court’s actions on the two motions.
The District Court’s judgment on the ICSID award is currently stayed until such time as ICSID’s stay of the award entered following Venezuela’s filing of its application to annul has been lifted. The net impact of these matters on the Corporation’s consolidated financial results cannot be reasonably estimated. Regardless, the Corporation does not expect the resolution to have a material effect upon the Corporation’s operations or financial condition.
An affiliate of ExxonMobil is one of the Contractors under a Production Sharing Contract (PSC) with the Nigerian National Petroleum Corporation (NNPC) covering the Erha block located in the offshore waters of Nigeria. ExxonMobil's affiliate is the operator of the block and owns a 56.25 percent interest under the PSC. The Contractors are in dispute with NNPC regarding NNPC's lifting of crude oil in excess of its entitlement under the terms of the PSC. In accordance with the terms of the PSC, the Contractors initiated arbitration in Abuja, Nigeria, under the Nigerian Arbitration and Conciliation Act. On October 24, 2011, a three-member arbitral Tribunal issued an award upholding the Contractors' position in all material respects and awarding damages to the Contractors jointly in an amount of approximately $1.8 billion plus $234 million in accrued interest. The Contractors petitioned a Nigerian federal court for enforcement of the award, and NNPC petitioned the same court to have the award set aside. On May 22, 2012, the court set aside the award. The Contractors have appealed that judgment. In June 2013, the Contractors filed a lawsuit against NNPC in the Nigerian federal high court in order to preserve their ability to seek enforcement of the PSC in the courts if necessary. In October 2014, the Contractors filed suit in the United States District Court for the Southern District of New York to enforce, if necessary, the arbitration award against NNPC assets residing within that jurisdiction. At this time, the net impact of this matter on the Corporation's consolidated financial results cannot be reasonably estimated. However, regardless of the outcome of enforcement proceedings, the Corporation does not expect the proceedings to have a material effect upon the Corporation's operations or financial condition.
10
4. Other Comprehensive Income Information
Cumulative
Post-
Foreign
retirement
Unrealized
Exchange
Benefits
Change in
ExxonMobil Share of Accumulated Other
Translation
Reserves
Comprehensive Income
Adjustment
Investments
(846)
(9,879)
Current period change excluding amounts reclassified
from accumulated other comprehensive income
849
(168)
645
Amounts reclassified from accumulated other
comprehensive income
606
769
Total change in accumulated other comprehensive income
1,012
438
166
(9,441)
(5,952)
(12,945)
(60)
(3,873)
620
(3,234)
686
698
1,306
31
(9,825)
(11,639)
(29)
Amounts Reclassified Out of Accumulated Other
Comprehensive Income - Before-tax Income/(Expense)
Foreign exchange translation gain/(loss) included in net income
(Statement of Income line: Other income)
(81)
(163)
adjustment included in net periodic benefit costs (1)
(507)
(434)
(1,018)
(885)
Realized change in fair value of stock investments included in
net income (Statement of Income line: Other income)
(6)
(18)
(1) These accumulated other comprehensive income components are included in the computation of net periodic pension cost. (See Note 6 – Pension and Other Postretirement Benefits for additional details.)
Income Tax (Expense)/Credit For
Components of Other Comprehensive Income
(25)
61
65
75
27
(302)
77
(150)
(121)
(310)
(256)
(10)
(11)
Realized change in fair value of stock investments
(2)
(112)
(43)
(564)
11
5. Earnings Per Share
Earnings per common share
Net income attributable to ExxonMobil (millions of dollars)
Weighted average number of common shares
outstanding (millions of shares)
4,200
4,297
4,205
4,312
Earnings per common share (dollars) (1)
(1) The calculation of earnings per common share and earnings per common share – assuming dilution are the same in each period shown.
6. Pension and Other Postretirement Benefits
Components of net benefit cost
Pension Benefits - U.S.
Service cost
199
182
394
359
Interest cost
197
201
393
403
Expected return on plan assets
(207)
(200)
(400)
Amortization of actuarial loss/(gain) and prior
service cost
136
104
274
208
Net pension enhancement and
curtailment/settlement cost
117
113
234
225
Net benefit cost
442
400
881
795
Pension Benefits - Non-U.S.
172
154
348
304
212
289
430
574
(301)
(551)
(599)
189
419
381
319
331
646
660
Other Postretirement Benefits
48
83
112
204
(7)
(14)
(20)
46
28
91
71
170
167
335
330
7. Financial Instruments
The fair value of financial instruments is determined by reference to observable market data and other valuation techniques as appropriate. The only category of financial instruments where the difference between fair value and recorded book value is notable is long-term debt. The estimated fair value of total long-term debt, excluding capitalized lease obligations, was $19,001 million at June 30, 2015, and $11,660 million at December 31, 2014, as compared to recorded book values of $18,857 million at June 30, 2015, and $11,278 million at December 31, 2014. The increase in the estimated fair value and book value of long-term debt reflects the Corporation’s issuance of $8.0 billion of long-term debt in the first quarter of 2015. The $8.0 billion of long-term debt is comprised of $500 million of floating-rate notes due in 2018, $500 million of floating-rate notes due in 2022, $1,600 million of 1.305% notes due in 2018, $1,500 million of 1.912% notes due in 2020, $1,150 million of 2.397% notes due in 2022, $1,750 million of 2.709% notes due in 2025, and $1,000 million of 3.567% notes due in 2045.
The fair value of long-term debt by hierarchy level at June 30, 2015, is: Level 1 $18,577 million; Level 2 $362 million; and Level 3 $62 million. Level 1 represents quoted prices in active markets. Level 2 includes debt whose fair value is based upon a publicly available index. Level 3 involves using internal data augmented by relevant market indicators if available.
8. Disclosures about Segments and Related Information
Earnings After Income Tax
Upstream
United States
(47)
1,193
(99)
2,437
Non-U.S.
2,078
6,688
4,985
13,227
Downstream
412
536
979
1,159
1,094
175
2,194
365
Chemical
735
528
1,340
1,207
511
888
All other
(593)
(653)
(1,157)
(1,196)
Corporate total
Sales and Other Operating Revenue(1)
2,231
3,886
4,356
7,760
4,386
6,413
8,508
12,240
20,794
32,431
39,183
62,843
36,496
53,176
69,658
104,464
2,788
3,750
5,580
7,626
4,663
6,052
8,829
12,084
(1)
Includes sales-based taxes
Intersegment Revenue
1,224
2,204
2,404
4,267
6,086
10,080
10,943
20,861
3,549
4,147
6,625
9,056
6,527
12,557
11,800
25,399
2,134
2,553
3,907
5,187
1,362
2,457
2,683
4,724
70
138
13
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
FUNCTIONAL EARNINGS SUMMARY
Second Quarter
First Six Months
Earnings (U.S. GAAP)
Corporate and financing
Net Income attributable to ExxonMobil (U.S. GAAP)
References in this discussion to corporate earnings mean net income attributable to ExxonMobil (U.S. GAAP) from the consolidated income statement. Unless otherwise indicated, references to earnings, Upstream, Downstream, Chemical and Corporate and Financing segment earnings, and earnings per share are ExxonMobil's share after excluding amounts attributable to noncontrolling interests.
REVIEW OF SECOND QUARTER 2015 RESULTS
ExxonMobil’s second quarter 2015 earnings were $4.2 billion, or $1 per diluted share, compared with $8.8 billion a year earlier. Higher Downstream and Chemical earnings were more than offset by the impact of weaker Upstream realizations and lower asset management gains.
ExxonMobil is delivering on its investment and operating commitments across the integrated portfolio. Quarterly results reflect the disparate impacts of the current commodity price environment, but also demonstrate the strength of our sound operations, superior project execution capabilities, as well as continued discipline in capital and expense management.
ExxonMobil produced 4 million oil‑equivalent barrels per day, an increase of 139,000 barrels per day, or 3.6 percent. Liquids volumes of 2.3 million barrels per day increased 11.9 percent, benefiting from new developments in Angola, Canada, Indonesia and the United States.
Earnings in the first six months of 2015 were $9.1 billion, down $8.8 billion or 49 percent from 2014.
Earnings per share, assuming dilution, decreased 48 percent to $2.17.
Capital and exploration expenditures were $16 billion, down 12 percent from 2014.
Oil equivalent production increased 3 percent from 2014, with liquids up 8.9 percent and natural gas down 3.6 percent.
The corporation distributed $8 billion to shareholders in the first half of 2015 through $6 billion in dividends and $2 billion in share purchases to reduce shares outstanding.
Upstream earnings
2,031
7,881
4,886
15,664
Upstream earnings were $2,031 million in the second quarter of 2015, down $5,850 million from the second quarter of 2014. Lower liquids and gas realizations decreased earnings by $4.5 billion, while volume effects increased earnings by $330 million driven by new developments. All other items decreased earnings by $1.7 billion, including the one‑time $260 million deferred income tax impact related to the tax rate increase in Alberta, Canada, and the absence of prior year asset management gains.
On an oil‑equivalent basis, production increased 3.6 percent from the second quarter of 2014. Liquids production totaled 2.3 million barrels per day, up 243,000 barrels per day, with project ramp‑up and entitlement effects partly offset by field decline. Natural gas production was 10.1 billion cubic feet per day, down 622 million cubic feet per day from 2014 due to regulatory restrictions in the Netherlands. Project volumes and entitlement effects offset field decline.
The U.S. Upstream operations recorded a loss of $47 million, down $1,240 million from the second quarter of 2014. Non‑U.S. Upstream earnings were $2,078 million, down $4,610 million from the prior year.
Upstream earnings for the first six months of 2015 were $4,886 million, down $10,778 million from 2014. Lower realizations decreased earnings by $10 billion. Favorable volume and mix effects increased earnings by $570 million. All other items, primarily the absence of prior year asset management gains, decreased earnings by $1.4 billion.
On an oil‑equivalent basis, production of 4.1 million barrels per day was up 3 percent compared to the same period in 2014. Liquids production of 2.3 million barrels per day increased 186,000 barrels per day, with project ramp‑up and entitlement effects partly offset by field decline. Natural gas production of 11 billion cubic feet per day decreased 407 million cubic feet per day from 2014 due to regulatory restrictions in the Netherlands. Project ramp‑up and entitlement effects exceeded field decline.
The U.S. Upstream operations recorded a loss of $99 million, down $2,536 million from 2014. Non‑U.S. earnings were $4,985 million, down $8,242 million from the prior year.
15
Upstream additional information
(thousands of barrels daily)
Volumes reconciliation (Oil-equivalent production)(1)
3,840
3,995
Entitlements - Net interest
(23)
Entitlements - Price / Spend / Other
171
176
Quotas
Divestments
(33)
Growth / Other
3,979
4,113
(1) Gas converted to oil-equivalent at 6 million cubic feet = 1 thousand barrels.
Listed below are descriptions of ExxonMobil’s volumes reconciliation factors which are provided to facilitate understanding of the terms.
Entitlements - Net Interest are changes to ExxonMobil’s share of production volumes caused by non-operational changes to volume-determining factors. These factors consist of net interest changes specified in Production Sharing Contracts (PSCs) which typically occur when cumulative investment returns or production volumes achieve defined thresholds, changes in equity upon achieving pay-out in partner investment carry situations, equity redeterminations as specified in venture agreements, or as a result of the termination or expiry of a concession. Once a net interest change has occurred, it typically will not be reversed by subsequent events, such as lower crude oil prices.
Entitlements - Price, Spend and Other are changes to ExxonMobil’s share of production volumes resulting from temporary changes to non-operational volume-determining factors. These factors include changes in oil and gas prices or spending levels from one period to another. According to the terms of contractual arrangements or government royalty regimes, price or spending variability can increase or decrease royalty burdens and/or volumes attributable to ExxonMobil. For example, at higher prices, fewer barrels are required for ExxonMobil to recover its costs. These effects generally vary from period to period with field spending patterns or market prices for oil and natural gas. Such factors can also include other temporary changes in net interest as dictated by specific provisions in production agreements.
Quotas are changes in ExxonMobil’s allowable production arising from production constraints imposed by countries which are members of the Organization of the Petroleum Exporting Countries (OPEC). Volumes reported in this category would have been readily producible in the absence of the quota.
Divestments are reductions in ExxonMobil’s production arising from commercial arrangements to fully or partially reduce equity in a field or asset in exchange for financial or other economic consideration.
Growth and Other factors comprise all other operational and non-operational factors not covered by the above definitions that may affect volumes attributable to ExxonMobil. Such factors include, but are not limited to, production enhancements from project and work program activities, acquisitions including additions from asset exchanges, downtime, market demand, natural field decline, and any fiscal or commercial terms that do not affect entitlements.
16
Downstream earnings
1,506
711
3,173
1,524
Downstream earnings were $1,506 million, up $795 million from the second quarter of 2014. Stronger margins increased earnings by $1.1 billion. Volume and mix effects decreased earnings by $80 million. All other items, including higher maintenance expenses, decreased earnings by $230 million. Petroleum product sales of 5.7 million barrels per day were 104,000 barrels per day lower than the prior year's second quarter.
Earnings from the U.S. Downstream were $412 million, down $124 million from the second quarter of 2014. Non‑U.S. Downstream earnings of $1,094 million were $919 million higher than last year.
Downstream earnings of $3,173 million for the first six months of 2015 increased $1,649 million from 2014. Stronger margins increased earnings by $2.1 billion. Volume and mix effects were essentially flat period-to-period. All other items, including higher planned maintenance expenses, decreased earnings by $480 million. Petroleum product sales of 5.8 million barrels per day were 54,000 barrels per day lower than 2014.
U.S. Downstream earnings were $979 million, a decrease of $180 million from 2014. Non‑U.S. Downstream earnings were $2,194 million, up $1,829 million from the prior year.
Chemical earnings
1,246
841
2,228
1,888
Chemical earnings of $1,246 million were $405 million higher than the second quarter of 2014. Margins increased earnings by $340 million, benefiting from lower feedstock costs. Volume mix effects increased earnings by $20 million. All other items, primarily asset management gains in the U.S., partly offset by unfavorable foreign exchange effects, increased earnings by a net $50 million. Second quarter prime product sales of 6.1 million metric tons were 61,000 metric tons lower than the prior year's second quarter.
Chemical earnings of $2,228 million for the first six months of 2015 increased $340 million from 2014. Higher margins increased earnings by $590 million. Favorable volume mix effects increased earnings by $70 million. All other items, including unfavorable foreign exchange effects partly offset by asset management gains in the U.S., decreased earnings by $320 million. Prime product sales of 12.1 million metric tons were down 120,000 metric tons from 2014.
Corporate and financing earnings
Corporate and financing expenses were $593 million for the second quarter of 2015, down $60 million from the second quarter of 2014.
Corporate and financing expenses were $1,157 million in the first six months of 2015, essentially flat with 2014.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by/(used in)
Operating activities
Investing activities
Financing activities
Effect of exchange rate changes
Cash and cash equivalents (at end of period)
Cash and cash equivalents – restricted (at end of period)
198
Total cash and cash equivalents (at end of period)
4,378
6,281
Cash flow from operations and asset sales
Net cash provided by operating activities (U.S. GAAP)
8,792
10,202
Proceeds associated with sales of subsidiaries, property,
plant & equipment, and sales and returns of investments
2,556
9,421
12,758
17,903
28,972
Because of the ongoing nature of our asset management and divestment program, we believe it is useful for investors to consider proceeds associated with asset sales together with cash provided by operating activities when evaluating cash available for investment in the business and financing activities, including shareholder distributions.
Cash flow from operations and asset sales in the second quarter of 2015 was $9.4 billion, including asset sales of $0.6 billion, a decrease of $3.3 billion from the comparable 2014 period due to lower earnings and lower proceeds from asset sales.
Cash provided by operating activities totaled $16.8 billion for the first six months of 2015, $8.5 billion lower than 2014. The major source of funds was net income including noncontrolling interests of $9.3 billion, a decrease of $9.2 billion from the prior year period. The adjustment for the noncash provision of $8.8 billion for depreciation and depletion increased by $0.3 billion. Changes in operational working capital decreased cash flows by $1.5 billion in 2015. All other items net increased cash by $0.2 billion in 2015 and decreased cash by $1.7 billion in 2014. For additional details, see the Condensed Consolidated Statement of Cash Flows on page 6.
Investing activities for the first six months of 2015 used net cash of $12.8 billion, an increase of $2.4 billion compared to the prior year. Spending for additions to property, plant and equipment of $14 billion was $1.9 billion lower than 2014. Proceeds from asset sales of $1.1 billion decreased $2.6 billion. Additional investment and advances decreased $0.3 billion to $0.4 billion. Other investing activities – net decreased $2 billion to $0.4 billion.
Cash flow from operations and asset sales in the first six months of 2015 was $17.9 billion, including asset sales of $1.1 billion, and decreased $11.1 billion from the comparable 2014 period primarily due to lower earnings and lower proceeds from asset sales.
During the first quarter of 2015, the Corporation issued $8.0 billion of long-term debt and used part of the proceeds to reduce short-term debt. Net cash used in financing activities of $4.0 billion in the first six months of 2015 was $9.4 billion lower than 2014 reflecting the 2015 debt issuance and a lower level of purchases of shares of ExxonMobil stock in 2015.
During the second quarter of 2015, Exxon Mobil Corporation purchased 12 million shares of its common stock for the treasury at a gross cost of $1.0 billion. These purchases were to reduce the number of shares outstanding. Shares outstanding decreased from 4,181 million at the end of first quarter to 4,169 million at the end of the second quarter 2015. Purchases may be made in both the open market and through negotiated transactions, and may be increased, decreased or discontinued at any time without prior notice.
The Corporation distributed to shareholders a total of $4.1 billion in the second quarter of 2015 through dividends and share purchases to reduce shares outstanding.
Total cash and cash equivalents of $4.4 billion at the end of the second quarter of 2015 compared to $6.3 billion at the end of the second quarter of 2014.
Total debt of $33.8 billion compared to $29.1 billion at year-end 2014. The Corporation's debt to total capital ratio was 15.9 percent at the end of the second quarter of 2015 compared to 13.9 percent at year-end 2014.
The Corporation has access to significant capacity of long-term and short-term liquidity. Internally generated funds are expected to cover the majority of financial requirements, supplemented by long-term and short-term debt.
The Corporation, as part of its ongoing asset management program, continues to evaluate its mix of assets for potential upgrade. Because of the ongoing nature of this program, dispositions will continue to be made from time to time which will result in either gains or losses. Additionally, the Corporation continues to evaluate opportunities to enhance its business portfolio through acquisitions of assets or companies, and enters into such transactions from time to time. Key criteria for evaluating acquisitions include potential for future growth and attractive current valuations. Acquisitions may be made with cash, shares of the Corporation’s common stock, or both.
Litigation and other contingencies are discussed in Note 3 to the unaudited condensed consolidated financial statements.
TAXES
Effective income tax rate
45
%
41
39
43
Sales-based taxes
All other taxes and duties
7,595
9,306
14,869
18,163
16,252
22,211
30,616
44,341
Income, sales-based and all other taxes and duties totaled $16.3 billion for the second quarter of 2015, a decrease of $6.0 billion from 2014. Income tax expense decreased by $2.3 billion to $2.7 billion reflecting lower pre-tax income. The effective income tax rate was 45 percent compared to 41 percent in the prior year period due primarily to unfavorable tax rate change impacts. Sales-based taxes and all other taxes and duties decreased by $3.6 billion to $13.6 billion as a result of lower sales realizations.
Income, sales-based and all other taxes and duties totaled $30.6 billion for the first six months of 2015, a decrease of $13.7 billion from 2014. Income tax expense decreased by $6.6 billion to $4.3 billion as a result of lower earnings and a lower effective tax rate. The effective income tax rate was 39 percent compared to 43 percent in the prior year due primarily to a lower share of earnings in higher tax jurisdictions. Sales-based and all other taxes decreased by $7.1 billion to $26.4 billion as a result of lower sales realizations.
20
CAPITAL AND EXPLORATION EXPENDITURES
Upstream (including exploration expenses)
6,746
8,394
13,163
15,658
682
1,248
1,222
828
714
1,482
1,344
60
8,261
9,800
15,965
18,236
Capital and exploration expenditures in the second quarter of 2015 were $8.3 billion, down 16 percent from the second quarter of 2014, in line with plan.
Capital and exploration expenditures in the first six months of 2015 were $16.0 billion, down 12 percent from the first six months of 2014 due primarily to lower major project spending. The Corporation anticipates an average investment profile of about $34 billion per year for the next few years. Actual spending could vary depending on the progress of individual projects and property acquisitions.
In 2014, the European Union and United States imposed sanctions relating to the Russian energy sector. ExxonMobil continues to comply with all sanctions and regulatory licenses applicable to its affiliates’ investments in the Russian Federation.
21
RECENTLY ISSUED ACCOUNTING STANDARDS
In May 2014, the Financial Accounting Standards Board issued a new standard, Revenue from Contracts with Customers. The standard establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The standard is expected to be adopted beginning January 1, 2018. ExxonMobil is evaluating the standard and its effect on the Corporation’s financial statements.
FORWARD-LOOKING STATEMENTS
Statements relating to future plans, projections, events or conditions are forward-looking statements. Actual results, including project plans, costs, timing, and capacities; capital and exploration expenditures; resource recoveries; and share purchase levels, could differ materially due to factors including: changes in oil or gas prices or other market or economic conditions affecting the oil and gas industry, including the scope and duration of economic recessions; the outcome of exploration and development efforts; changes in law or government regulation, including tax and environmental requirements; the outcome of commercial negotiations; changes in technical or operating conditions; and other factors discussed under the heading "Factors Affecting Future Results" in the “Investors” section of our website and in Item 1A of ExxonMobil's 2014 Form 10-K. We assume no duty to update these statements as of any future date.
The term “project” as used in this report can refer to a variety of different activities and does not necessarily have the same meaning as in any government payment transparency reports.
Information about market risks for the six months ended June 30, 2015, does not differ materially from that discussed under Item 7A of the registrant's Annual Report on Form 10-K for 2014.
As indicated in the certifications in Exhibit 31 of this report, the Corporation’s Chief Executive Officer, Principal Financial Officer and Principal Accounting Officer have evaluated the Corporation’s disclosure controls and procedures as of June 30, 2015. Based on that evaluation, these officers have concluded that the Corporation’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Corporation in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to them in a manner that allows for timely decisions regarding required disclosures and are effective in ensuring that such information is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. There were no changes during the Corporation’s last fiscal quarter that materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.
ExxonMobil Oil Corporation (EMOC) and the United States Environmental Protection Agency (USEPA) have reached agreement with respect to the revised Notice of Intent to file a Civil Administrative Complaint (NOI) issued by the USEPA concerning alleged violations of release reporting requirements under the Emergency Planning and Community Right-to-Know Act and the Comprehensive Environmental Response, Compensation, and Liability Act at EMOC’s Joliet Refinery previously reported in the Corporation’s Form 10-Q for the second quarter of 2013. Pursuant to the settlement, EMOC paid a penalty of $425,000 on July 15, 2015.
As reported in the Corporation’s 2014 Form 10-K, on January 23, 2015, the U.S. Department of Transportation Pipeline & Hazardous Materials Safety Administration (PHMSA) issued a $1.05 million penalty assessment against ExxonMobil Pipeline Company (EMPCo) for alleged violations of the federal Pipeline Safety Regulations in connection with the July 1, 2011, discharge of crude oil into the Yellowstone River from EMPCo’s Silvertip Pipeline near Laurel, Montana. On June 12, 2015, PHMSA denied EMPCo’s petition for reconsideration of PHMSA’s order. EMPCo has paid the $1.05 million penalty.
Refer to the relevant portions of Note 3 of this Quarterly Report on Form 10-Q for further information on legal proceedings.
Issuer Purchase of Equity Securities for Quarter Ended June 30, 2015
Total Number of
Maximum Number
Shares Purchased
of Shares that May
Total Number
Average
as Part of Publicly
Yet Be Purchased
of Shares
Price Paid
Announced Plans
Under the Plans or
Period
Purchased
per Share
or Programs
Programs
April 2015
3,870,453
$86.43
May 2015
3,671,769
$86.95
June 2015
4,132,107
$84.65
11,674,329
$85.96
(See Note 1)
Note 1 - On August 1, 2000, the Corporation announced its intention to resume purchases of shares of its common stock for the treasury both to offset shares issued in conjunction with company benefit plans and programs and to gradually reduce the number of shares outstanding. The announcement did not specify an amount or expiration date. The Corporation has continued to purchase shares since this announcement and to report purchased volumes in its quarterly earnings releases. In its most recent earnings release dated July 31, 2015, the Corporation stated that third quarter 2015 share purchases to reduce shares outstanding are anticipated to equal $500 million. Purchases may be made in both the open market and through negotiated transactions, and purchases may be increased, decreased or discontinued at any time without prior notice.
Exhibit
Description
31.1
Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Chief Executive Officer.
31.2
Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Principal Financial Officer.
31.3
Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Principal Accounting Officer.
32.1
Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Chief Executive Officer.
32.2
Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Principal Financial Officer.
32.3
Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Principal Accounting Officer.
101
Interactive Data Files.
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.
Date: August 5, 2015
By:
/s/ DAVID S. ROSENTHAL
David S. Rosenthal
Vice President, Controller and
Principal Accounting Officer
INDEX TO EXHIBITS