Delaware
(State or other jurisdiction of
incorporation or organization)
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95-4035997
(I.R.S. Employer
Identification No.)
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5 Greenway Plaza, Suite 110
Houston, Texas
(Address of principal executive offices)
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77046
(Zip Code)
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Class
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Outstanding at June 30, 2016
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Common stock $.20 par value
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763,926,260
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PAGE
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Part I
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Financial Information
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Item 1.
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June 30, 2016 and December 31, 2015
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Three and six months ended June 30, 2016 and 2015
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Three and six months ended June 30, 2016 and 2015
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Six months ended June 30, 2016 and 2015
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Item 2.
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Item 3.
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Item 4.
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Part II
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Other Information
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Item 1.
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Item 2.
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Item 5.
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Item 6.
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Item 1.
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Financial Statements (unaudited)
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2016
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2015
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||||
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||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
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||||
CURRENT LIABILITIES
|
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||||
Current maturities of long-term debt
|
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$
|
—
|
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$
|
1,450
|
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|
Accounts payable
|
|
3,126
|
|
|
3,069
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|
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||
Accrued liabilities
|
|
2,141
|
|
|
2,213
|
|
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||
Liabilities of assets held for sale
|
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—
|
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|
110
|
|
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||
Total current liabilities
|
|
5,267
|
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|
6,842
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||||
LONG-TERM DEBT, NET
|
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8,331
|
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6,855
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||
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||||
DEFERRED CREDITS AND OTHER LIABILITIES
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|
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|
||||
Deferred domestic and foreign income taxes
|
|
1,646
|
|
|
1,323
|
|
|
||
Other
|
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4,050
|
|
|
4,039
|
|
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||
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5,696
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5,362
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STOCKHOLDERS' EQUITY
|
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|
||||
Common stock, at par value (891,807,415 shares at June 30, 2016 and 891,360,091 shares at December 31, 2015)
|
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178
|
|
|
178
|
|
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||
Treasury stock (127,881,155 shares at June 30, 2016 and 127,681,335 shares at December 31, 2015)
|
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(9,136
|
)
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|
(9,121
|
)
|
|
||
Additional paid-in capital
|
|
7,697
|
|
|
7,640
|
|
|
||
Retained earnings
|
|
24,661
|
|
|
25,960
|
|
|
||
Accumulated other comprehensive loss
|
|
(299
|
)
|
|
(307
|
)
|
|
||
Total stockholders’ equity
|
|
23,101
|
|
|
24,350
|
|
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||
|
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|
|
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|
||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
$
|
42,395
|
|
|
$
|
43,409
|
|
|
|
|
|
|
|
|
||||
The accompanying notes are an integral part of these consolidated financial statements.
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|
Three months ended June 30
|
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Six months ended June 30
|
||||||||||||
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|
2016
|
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2015
|
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2016
|
|
2015
|
||||||||
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||||||||
REVENUES AND OTHER INCOME
|
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||||||||
Net sales
|
|
$
|
2,531
|
|
|
$
|
3,469
|
|
|
$
|
4,654
|
|
|
$
|
6,558
|
|
Interest, dividends and other income
|
|
27
|
|
|
26
|
|
|
47
|
|
|
57
|
|
||||
Gain (loss) on sale of assets, net
|
|
—
|
|
|
19
|
|
|
138
|
|
|
(5
|
)
|
||||
|
|
2,558
|
|
|
3,514
|
|
|
4,839
|
|
|
6,610
|
|
||||
COSTS AND OTHER DEDUCTIONS
|
|
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|
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|
|
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|
||||||||
Cost of sales
|
|
1,244
|
|
|
1,480
|
|
|
2,525
|
|
|
3,037
|
|
||||
Selling, general and administrative and other operating
expenses
|
|
338
|
|
|
347
|
|
|
610
|
|
|
658
|
|
||||
Taxes other than on income
|
|
74
|
|
|
107
|
|
|
149
|
|
|
214
|
|
||||
Depreciation, depletion and amortization
|
|
1,070
|
|
|
1,116
|
|
|
2,172
|
|
|
2,145
|
|
||||
Asset impairments and related items
|
|
—
|
|
|
—
|
|
|
78
|
|
|
324
|
|
||||
Exploration expense
|
|
27
|
|
|
10
|
|
|
36
|
|
|
18
|
|
||||
Interest and debt expense, net
|
|
88
|
|
|
8
|
|
|
148
|
|
|
38
|
|
||||
|
|
2,841
|
|
|
3,068
|
|
|
5,718
|
|
|
6,434
|
|
||||
|
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|
|
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|
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|
||||||||
Income (loss) before income taxes and other items
|
|
(283
|
)
|
|
446
|
|
|
(879
|
)
|
|
176
|
|
||||
Benefit (provision) for domestic and foreign income taxes
|
|
96
|
|
|
(324
|
)
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|
299
|
|
|
(305
|
)
|
||||
Income from equity investments
|
|
51
|
|
|
58
|
|
|
84
|
|
|
94
|
|
||||
Income (loss) from continuing operations
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|
(136
|
)
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|
180
|
|
|
(496
|
)
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(35
|
)
|
||||
Discontinued operations, net
|
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(3
|
)
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|
(4
|
)
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|
435
|
|
|
(7
|
)
|
||||
NET INCOME (LOSS)
|
|
$
|
(139
|
)
|
|
$
|
176
|
|
|
$
|
(61
|
)
|
|
$
|
(42
|
)
|
|
|
|
|
|
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|
||||||||
BASIC EARNINGS PER COMMON SHARE
|
|
|
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|
||||||||
Income (loss) from continuing operations
|
|
$
|
(0.18
|
)
|
|
$
|
0.23
|
|
|
$
|
(0.65
|
)
|
|
$
|
(0.04
|
)
|
Discontinued operations, net
|
|
—
|
|
|
—
|
|
|
0.57
|
|
|
(0.01
|
)
|
||||
BASIC EARNINGS PER COMMON SHARE
|
|
$
|
(0.18
|
)
|
|
$
|
0.23
|
|
|
$
|
(0.08
|
)
|
|
$
|
(0.05
|
)
|
|
|
|
|
|
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|
||||||||
DILUTED EARNINGS PER COMMON SHARE
|
|
|
|
|
|
|
|
|
||||||||
Income (loss) from continuing operations
|
|
$
|
(0.18
|
)
|
|
$
|
0.23
|
|
|
$
|
(0.65
|
)
|
|
$
|
(0.04
|
)
|
Discontinued operations, net
|
|
—
|
|
|
—
|
|
|
0.57
|
|
|
(0.01
|
)
|
||||
DILUTED EARNINGS PER COMMON SHARE
|
|
$
|
(0.18
|
)
|
|
$
|
0.23
|
|
|
$
|
(0.08
|
)
|
|
$
|
(0.05
|
)
|
|
|
|
|
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||||||||
DIVIDENDS PER COMMON SHARE
|
|
$
|
0.75
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|
|
$
|
0.75
|
|
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$
|
1.50
|
|
|
$
|
1.47
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
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Three months ended June 30
|
|
Six months ended June 30
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
|
$
|
(139
|
)
|
|
$
|
176
|
|
|
$
|
(61
|
)
|
|
$
|
(42
|
)
|
Other comprehensive income (loss) items:
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation gains (losses)
|
|
—
|
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
||||
Unrealized gains (losses) on available for sale investment
|
|
—
|
|
|
(112
|
)
|
|
—
|
|
|
38
|
|
||||
Unrealized losses on derivatives
(a)
|
|
(3
|
)
|
|
—
|
|
|
(13
|
)
|
|
—
|
|
||||
Pension and postretirement gains
(b)
|
|
7
|
|
|
2
|
|
|
12
|
|
|
4
|
|
||||
Reclassification to income of realized losses on derivatives
(c)
|
|
1
|
|
|
—
|
|
|
8
|
|
|
—
|
|
||||
Other comprehensive income (loss), net of tax
(d)
|
|
5
|
|
|
(110
|
)
|
|
8
|
|
|
41
|
|
||||
Comprehensive income (loss)
|
|
$
|
(134
|
)
|
|
$
|
66
|
|
|
$
|
(53
|
)
|
|
$
|
(1
|
)
|
(a)
|
Net of tax of $1 and $7 for the three and six months ended June 30, 2016, respectively.
|
(b)
|
Net of tax of $(4) and $(1) for the three months ended June 30, 2016 and 2015, respectively, and $(7) and $(2) for the six months ended June 30, 2016 and 2015.
|
(c)
|
Net of tax of zero and $(4) for the three and six months ended June 30, 2016, respectively.
|
(d)
|
There were no other comprehensive income (loss) items related to noncontrolling interests in the three and six months ended 2016 and 2015, respectively.
|
|
|
2016
|
|
2015
|
|
||||
CASH FLOW FROM OPERATING ACTIVITIES
|
|
|
|
|
|
||||
Net Loss
|
|
$
|
(61
|
)
|
|
$
|
(42
|
)
|
|
Adjustments to reconcile net loss to net cash provided by
operating activities:
|
|
|
|
|
|
||||
Discontinued operations, net
|
|
(435
|
)
|
|
7
|
|
|
||
Depreciation, depletion and amortization of assets
|
|
2,172
|
|
|
2,145
|
|
|
||
Deferred income tax provision
|
|
76
|
|
|
139
|
|
|
||
Other noncash charges to income
|
|
37
|
|
|
145
|
|
|
||
Asset impairments
|
|
78
|
|
|
236
|
|
|
||
(Gain) loss on sale of assets, net
|
|
(138
|
)
|
|
5
|
|
|
||
Dry hole expenses
|
|
28
|
|
|
3
|
|
|
||
Changes in operating assets and liabilities, net
|
|
(511
|
)
|
|
(954
|
)
|
|
||
Other operating, net
|
|
(304
|
)
|
|
(307
|
)
|
|
||
Operating cash flow from continuing operations
|
|
942
|
|
|
1,377
|
|
|
||
Operating cash flow from discontinued operations
|
|
876
|
|
|
(11
|
)
|
|
||
Net cash provided by operating activities
|
|
1,818
|
|
|
1,366
|
|
|
||
|
|
|
|
|
|
||||
CASH FLOW FROM INVESTING ACTIVITIES
|
|
|
|
|
|
||||
Capital expenditures
|
|
(1,247
|
)
|
|
(3,065
|
)
|
|
||
Change in capital accrual
|
|
(209
|
)
|
|
(585
|
)
|
|
||
Payments for purchases of assets and businesses
|
|
(34
|
)
|
|
(43
|
)
|
|
||
Sale of assets, net
|
|
260
|
|
|
58
|
|
|
||
Equity investments and other, net
|
|
(104
|
)
|
|
(254
|
)
|
|
||
Net cash used by investing activities
|
|
(1,334
|
)
|
|
(3,889
|
)
|
|
||
|
|
|
|
|
|
||||
CASH FLOW FROM FINANCING ACTIVITIES
|
|
|
|
|
|
||||
Change in restricted cash
|
|
1,193
|
|
|
1,637
|
|
|
||
Proceeds from long-term debt, net
|
|
2,718
|
|
|
1,478
|
|
|
||
Payment of long-term debt, net
|
|
(2,710
|
)
|
|
—
|
|
|
||
Proceeds from issuance of common stock
|
|
29
|
|
|
23
|
|
|
||
Purchases of treasury stock
|
|
(15
|
)
|
|
(536
|
)
|
|
||
Cash dividends paid
|
|
(1,149
|
)
|
|
(1,113
|
)
|
|
||
Other, net
|
|
—
|
|
|
1
|
|
|
||
Net cash provided by financing activities
|
|
66
|
|
|
1,490
|
|
|
||
|
|
|
|
|
|
||||
Increase (decrease) in cash and cash equivalents
|
|
550
|
|
|
(1,033
|
)
|
|
||
Cash and cash equivalents — beginning of period
|
|
3,201
|
|
|
3,789
|
|
|
||
Cash and cash equivalents — end of period
|
|
$
|
3,751
|
|
|
$
|
2,756
|
|
|
|
|
|
|
|
|
||||
The accompanying notes are an integral part of these consolidated financial statements.
|
|
|
|
2016
|
|
2015
|
|
||||
|
|
|
|
|
|
||||
Raw materials
|
|
$
|
73
|
|
|
$
|
73
|
|
|
Materials and supplies
|
|
502
|
|
|
568
|
|
|
||
Finished goods
|
|
381
|
|
|
395
|
|
|
||
|
|
956
|
|
|
1,036
|
|
|
||
|
|
|
|
|
|
||||
Revaluation to LIFO
|
|
(50
|
)
|
|
(50
|
)
|
|
||
Total
|
|
$
|
906
|
|
|
$
|
986
|
|
|
|
|
Number of Sites
|
|
Reserve Balance
(in millions) |
|
|||
|
|
|
|
|
|
|||
NPL sites
|
|
33
|
|
|
$
|
27
|
|
|
Third-party sites
|
|
65
|
|
|
128
|
|
|
|
Occidental-operated sites
|
|
17
|
|
|
102
|
|
|
|
Closed or non-operated Occidental sites
|
|
30
|
|
|
122
|
|
|
|
Total
|
|
145
|
|
|
$
|
379
|
|
|
Three months ended June 30
|
|
2016
|
|
2015
|
||||||||||||
Net Periodic Benefit Costs
|
|
Pension Benefit
|
|
Post-retirement Benefit
|
|
Pension Benefit
|
|
Post-retirement Benefit
|
||||||||
Service cost
|
|
$
|
2
|
|
|
$
|
5
|
|
|
$
|
2
|
|
|
$
|
7
|
|
Interest cost
|
|
4
|
|
|
10
|
|
|
5
|
|
|
10
|
|
||||
Expected return on plan assets
|
|
(6
|
)
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
||||
Recognized actuarial loss
|
|
3
|
|
|
6
|
|
|
2
|
|
|
7
|
|
||||
Settlement loss
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total
|
|
$
|
5
|
|
|
$
|
21
|
|
|
$
|
2
|
|
|
$
|
24
|
|
Six months ended June 30
|
|
2016
|
|
2015
|
||||||||||||
Net Periodic Benefit Costs
|
|
Pension Benefit
|
|
Post-retirement Benefit
|
|
Pension Benefit
|
|
Post-retirement Benefit
|
||||||||
Service cost
|
|
$
|
4
|
|
|
$
|
10
|
|
|
$
|
4
|
|
|
$
|
14
|
|
Interest cost
|
|
8
|
|
|
20
|
|
|
10
|
|
|
20
|
|
||||
Expected return on plan assets
|
|
(12
|
)
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
||||
Recognized actuarial loss
|
|
6
|
|
|
11
|
|
|
4
|
|
|
14
|
|
||||
Settlement loss
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total
|
|
$
|
8
|
|
|
$
|
41
|
|
|
$
|
4
|
|
|
$
|
48
|
|
Ø
|
Occidental values exchange-cleared commodity derivatives using closing prices provided by the exchange as of the balance sheet date.
O
ccidental values its available for sale investment based on the common stock closing share price as of the balance sheet date. These derivatives and investments are classified as Level 1.
|
Ø
|
Over-the-Counter (OTC) bilateral financial commodity contracts, foreign exchange contracts, options and physical commodity forward purchase and sale contracts are generally classified as Level 2 and are generally valued using quotations provided by brokers or industry-standard models that consider various inputs, including quoted forward prices for commodities, time value, volatility factors, credit risk and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these inputs are observable in the marketplace throughout the full term of the instrument, and can be derived from observable data or are supported by observable prices at which transactions are executed in the marketplace.
|
Ø
|
Occidental values commodity derivatives based on a market approach that considers various assumptions, including quoted forward commodity prices and market yield curves. The assumptions used include inputs that are generally unobservable in the marketplace or are observable but have been adjusted based upon various assumptions, and the fair value is designated as Level 3 within the valuation hierarchy.
|
Fair Value Measurements at December 31, 2015:
|
|
|
|
|
|
|
||||||||||||||
Description
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting and
Collateral
|
|
Total Fair
Value
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity derivatives
|
|
$
|
557
|
|
|
$
|
87
|
|
|
$
|
—
|
|
|
$
|
(535
|
)
|
|
$
|
109
|
|
Available for sale investment
|
|
$
|
167
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
167
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commodity derivatives
|
|
$
|
544
|
|
|
$
|
404
|
|
|
$
|
—
|
|
|
$
|
(525
|
)
|
|
$
|
423
|
|
(in millions)
|
|
Fair Value Measurements at December 31, 2015 Using
|
|
Net
Book Value
|
|
Total Pre-tax
(Non-cash) Impairment Loss
|
||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||||||
Description
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
(a)
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Impaired proved oil and gas assets - international
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,666
|
|
|
$
|
7,359
|
|
|
$
|
4,693
|
|
Impaired proved oil and gas assets - domestic
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
625
|
|
|
$
|
1,655
|
|
|
$
|
1,030
|
|
Impaired Midstream assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
50
|
|
|
$
|
891
|
|
|
$
|
841
|
|
Impaired Chemical property, plant, and equipment
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
124
|
|
|
$
|
121
|
|
|
|
After-tax
|
||||||||||||||
|
|
Three months ended June 30
|
|
Six months ended June 30
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Unrealized losses on derivatives
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
(14
|
)
|
|
$
|
—
|
|
Reclassification to income of realized loss on derivatives
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7
|
|
|
$
|
—
|
|
|
|
Net Outstanding Position
|
||||
|
|
Long / (Short)
|
||||
Commodity
|
|
2016
|
|
2015
|
||
Oil (million barrels)
|
|
149
|
|
|
83
|
|
Natural gas (billion cubic feet)
|
|
(71
|
)
|
|
(58
|
)
|
Carbon dioxide
(billion cubic feet)
|
|
571
|
|
|
603
|
|
|
|
Asset Derivatives
|
|
Fair
|
|
Liability Derivatives
|
|
Fair
|
||||
June 30, 2016
|
|
Balance Sheet Location
|
|
Value
|
|
Balance Sheet Location
|
|
Value
|
||||
Cash-flow hedges
(a)
|
|
|
|
|
|
|
|
|
||||
Commodity contracts
|
|
Other current assets
|
|
$
|
—
|
|
|
Accrued liabilities
|
|
$
|
4
|
|
|
|
|
|
|
|
|
|
|
||||
Derivatives not designated as hedging instruments
(a)
|
|
|
|
|
|
|
|
|
||||
Commodity contracts
|
|
Other current assets
|
|
117
|
|
|
Accrued liabilities
|
|
190
|
|
||
Long-term receivables and other assets, net
|
|
8
|
|
|
Deferred credits and other liabilities
|
|
227
|
|
||||
|
|
|
|
125
|
|
|
|
|
417
|
|
||
Total gross fair value
|
|
|
|
125
|
|
|
|
|
421
|
|
||
Less: counterparty netting and cash collateral
(b,d)
|
|
|
|
(85
|
)
|
|
|
|
(101
|
)
|
||
Total net fair value of derivatives
|
|
|
|
$
|
40
|
|
|
|
|
$
|
320
|
|
|
|
Asset Derivatives
|
|
Fair
|
|
Liability Derivatives
|
|
Fair
|
||||
December 31, 2015
|
|
Balance Sheet Location
|
|
Value
|
|
Balance Sheet Location
|
|
Value
|
||||
Cash-flow hedges
(a)
|
|
|
|
|
|
|
|
|
||||
Commodity contracts
|
|
Other current assets
|
|
$
|
9
|
|
|
Accrued liabilities
|
|
$
|
1
|
|
|
|
|
|
|
|
|
|
|
||||
Derivatives not designated as hedging instruments
(a)
|
|
|
|
|
|
|
|
|
||||
Commodity contracts
|
|
Other current assets
|
|
626
|
|
|
Accrued liabilities
|
|
672
|
|
||
Long-term receivables and other assets, net
|
|
9
|
|
|
Deferred credits and other liabilities
|
|
275
|
|
||||
|
|
|
|
635
|
|
|
|
|
947
|
|
||
Total gross fair value
|
|
|
|
644
|
|
|
|
|
948
|
|
||
Less: counterparty netting and cash collateral
(c,d)
|
|
|
|
(535
|
)
|
|
|
|
(525
|
)
|
||
Total net fair value of derivatives
|
|
|
|
$
|
109
|
|
|
|
|
$
|
423
|
|
(a)
|
Fair values are presented at gross amounts, including when the derivatives are subject to master netting arrangements and presented on a net basis in the consolidated balance sheets.
|
(b)
|
As of
June 30, 2016
, collateral received of zero has been netted against the derivative assets, and collateral paid of $15 million has been netted against derivative liabilities.
|
(c)
|
As of
December 31, 2015
, collateral received of $14 million has been netted against derivative assets, and collateral paid of $4 million has been netted against derivative liabilities.
|
(d)
|
Select clearinghouses and brokers require Occidental to post an initial margin deposit. Collateral, mainly for initial margin, of $44 million and $3 million deposited by Occidental has not been reflected in these derivative fair value tables as of June 30, 2016 and December 31, 2015, respectively. This collateral is included in other current assets in the consolidated balance sheets as of
June 30, 2016
and
December 31, 2015
, respectively.
|
|
|
Oil
|
|
|
|
Midstream
|
|
Corporate
|
|
|
||||||||||
|
|
and
|
|
|
|
and
|
|
and
|
|
|
||||||||||
|
|
Gas
|
|
Chemical
|
|
Marketing
|
|
Eliminations
|
|
Total
|
||||||||||
Three months ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
1,625
|
|
|
$
|
908
|
|
|
$
|
141
|
|
|
$
|
(143
|
)
|
|
$
|
2,531
|
|
Pre-tax operating profit (loss)
|
|
$
|
(117
|
)
|
|
$
|
88
|
|
|
$
|
(58
|
)
|
|
$
|
(145
|
)
|
(a)
|
$
|
(232
|
)
|
Income taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
96
|
|
(b)
|
96
|
|
|||||
Discontinued operations, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
|||||
Net income (loss)
|
|
$
|
(117
|
)
|
|
$
|
88
|
|
|
$
|
(58
|
)
|
|
$
|
(52
|
)
|
|
$
|
(139
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Three months ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
2,342
|
|
|
$
|
1,030
|
|
|
$
|
294
|
|
|
$
|
(197
|
)
|
|
$
|
3,469
|
|
Pre-tax operating profit (loss)
|
|
$
|
355
|
|
|
$
|
136
|
|
|
$
|
87
|
|
|
$
|
(74
|
)
|
(a)
|
$
|
504
|
|
Income taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(324
|
)
|
(b)
|
(324
|
)
|
|||||
Discontinued operations, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
(4
|
)
|
|||||
Net income (loss)
|
|
$
|
355
|
|
|
$
|
136
|
|
|
$
|
87
|
|
|
$
|
(402
|
)
|
|
$
|
176
|
|
|
|
Oil
|
|
|
|
Midstream
|
|
Corporate
|
|
|
||||||||||
|
|
and
|
|
|
|
and
|
|
and
|
|
|
||||||||||
|
|
Gas
|
|
Chemical
|
|
Marketing
|
|
Eliminations
|
|
Total
|
||||||||||
Six months ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
2,900
|
|
|
$
|
1,798
|
|
|
$
|
274
|
|
|
$
|
(318
|
)
|
|
$
|
4,654
|
|
Pre-tax operating profit (loss)
|
|
$
|
(602
|
)
|
|
$
|
302
|
|
|
$
|
(153
|
)
|
|
$
|
(342
|
)
|
(a)
|
$
|
(795
|
)
|
Income taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
299
|
|
(b)
|
299
|
|
|||||
Discontinued operations, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
435
|
|
|
435
|
|
|||||
Net income (loss)
|
|
$
|
(602
|
)
|
|
$
|
302
|
|
|
$
|
(153
|
)
|
|
$
|
392
|
|
|
$
|
(61
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Six months ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
4,351
|
|
|
$
|
2,030
|
|
|
$
|
491
|
|
|
$
|
(314
|
)
|
|
$
|
6,558
|
|
Pre-tax operating profit (loss)
|
|
$
|
89
|
|
(c)
|
$
|
275
|
|
|
$
|
72
|
|
|
$
|
(166
|
)
|
(a,c)
|
$
|
270
|
|
Income taxes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(305
|
)
|
(b)
|
(305
|
)
|
|||||
Discontinued operations, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
(7
|
)
|
|||||
Net income (loss)
|
|
$
|
89
|
|
|
$
|
275
|
|
|
$
|
72
|
|
|
$
|
(478
|
)
|
|
$
|
(42
|
)
|
|
|
Three months ended
June 30
|
|
Six months ended
June 30
|
|
||||||||||||
|
|
|
|
||||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||||||
Basic EPS
|
|
|
|
|
|
|
|
|
|
||||||||
Income (loss) from continuing operations
|
|
$
|
(136
|
)
|
|
$
|
180
|
|
|
$
|
(496
|
)
|
|
$
|
(35
|
)
|
|
Discontinued operations, net
|
|
(3
|
)
|
|
(4
|
)
|
|
435
|
|
|
(7
|
)
|
|
||||
Net income (loss)
|
|
(139
|
)
|
|
176
|
|
|
(61
|
)
|
|
(42
|
)
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
Less: Net income allocated to participating securities
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
||||
Net income (loss), net of participating securities
|
|
(139
|
)
|
|
176
|
|
|
(61
|
)
|
|
(42
|
)
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average number of basic shares
|
|
763.6
|
|
|
766.4
|
|
|
763.5
|
|
|
768.0
|
|
|
||||
Basic EPS
|
|
$
|
(0.18
|
)
|
|
$
|
0.23
|
|
|
$
|
(0.08
|
)
|
|
$
|
(0.05
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted EPS
|
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss), net of participating securities
|
|
$
|
(139
|
)
|
|
$
|
176
|
|
|
$
|
(61
|
)
|
|
$
|
(42
|
)
|
|
Weighted average number of basic shares
|
|
763.6
|
|
|
766.4
|
|
|
763.5
|
|
|
768.0
|
|
|
||||
Dilutive effect of potentially dilutive securities
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
||||
Total diluted weighted average common shares
|
|
763.6
|
|
|
766.6
|
|
|
763.5
|
|
|
768.0
|
|
|
||||
Diluted EPS
|
|
$
|
(0.18
|
)
|
|
$
|
0.23
|
|
|
$
|
(0.08
|
)
|
|
$
|
(0.05
|
)
|
|
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||||||
Net Sales
(a)
|
|
|
|
|
|
|
|
|
|
||||||||
Oil and Gas
|
|
$
|
1,625
|
|
|
$
|
2,342
|
|
|
$
|
2,900
|
|
|
$
|
4,351
|
|
|
Chemical
|
|
908
|
|
|
1,030
|
|
|
1,798
|
|
|
2,030
|
|
|
||||
Midstream and Marketing
|
|
141
|
|
|
294
|
|
|
274
|
|
|
491
|
|
|
||||
Eliminations
|
|
(143
|
)
|
|
(197
|
)
|
|
(318
|
)
|
|
(314
|
)
|
|
||||
|
|
$
|
2,531
|
|
|
$
|
3,469
|
|
|
$
|
4,654
|
|
|
$
|
6,558
|
|
|
Segment Results
(b)
|
|
|
|
|
|
|
|
|
|
||||||||
Oil and Gas
|
|
$
|
(117
|
)
|
|
$
|
355
|
|
|
$
|
(602
|
)
|
|
$
|
89
|
|
|
Chemical
|
|
88
|
|
|
136
|
|
|
302
|
|
|
275
|
|
|
||||
Midstream and Marketing
|
|
(58
|
)
|
|
87
|
|
|
(153
|
)
|
|
72
|
|
|
||||
|
|
(87
|
)
|
|
578
|
|
|
(453
|
)
|
|
436
|
|
|
||||
Unallocated Corporate Items
(b)
|
|
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
|
(84
|
)
|
|
(7
|
)
|
|
(141
|
)
|
|
(35
|
)
|
|
||||
Income tax benefit (provision)
|
|
96
|
|
|
(324
|
)
|
|
299
|
|
|
(305
|
)
|
|
||||
Other expense, net
|
|
(61
|
)
|
|
(67
|
)
|
|
(201
|
)
|
|
(131
|
)
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
|
(136
|
)
|
|
180
|
|
|
(496
|
)
|
|
(35
|
)
|
|
||||
Discontinued operations, net
|
|
(3
|
)
|
|
(4
|
)
|
|
435
|
|
|
(7
|
)
|
|
||||
Net Income (loss)
|
|
$
|
(139
|
)
|
|
$
|
176
|
|
|
$
|
(61
|
)
|
|
$
|
(42
|
)
|
|
|
|
Three months ended June 30
|
|
Six months ended June 30
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Oil and Gas
|
|
|
|
|
|
|
|
|
||||||||
Asset sales gains and other
|
|
$
|
—
|
|
|
$
|
18
|
|
|
$
|
23
|
|
|
$
|
5
|
|
Asset impairments and related items - Domestic
|
|
—
|
|
|
14
|
|
|
—
|
|
|
(250
|
)
|
||||
Asset impairments and related items - International
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(47
|
)
|
||||
Total Oil and Gas
|
|
$
|
—
|
|
|
$
|
31
|
|
|
$
|
23
|
|
|
$
|
(292
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Chemical
|
|
|
|
|
|
|
|
|
||||||||
Asset sales gains
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
88
|
|
|
$
|
—
|
|
Total Chemical
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
88
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Midstream and Marketing
|
|
|
|
|
|
|
|
|
||||||||
Total Midstream and Marketing
|
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
—
|
|
|
$
|
(7
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Corporate
|
|
|
|
|
|
|
|
|
||||||||
Asset impairments and related items
|
|
—
|
|
|
—
|
|
|
(78
|
)
|
|
—
|
|
||||
Spin-off costs and related items
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(20
|
)
|
||||
Asset sales losses
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11
|
)
|
||||
Tax effect of pre-tax adjustments
(a)
|
|
—
|
|
|
(13
|
)
|
|
33
|
|
|
99
|
|
||||
Discontinued operations, net
(b)
|
|
(3
|
)
|
|
(4
|
)
|
|
435
|
|
|
(7
|
)
|
||||
Total Corporate
|
|
$
|
(3
|
)
|
|
$
|
(23
|
)
|
|
$
|
390
|
|
|
$
|
61
|
|
|
|
|
|
|
|
|
|
|
||||||||
Total
|
|
$
|
(3
|
)
|
|
$
|
11
|
|
|
$
|
501
|
|
|
$
|
(238
|
)
|
|
|
Three months ended June 30
|
|
Six months ended June 30
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Oil and Gas results
|
|
$
|
(117
|
)
|
|
$
|
355
|
|
|
$
|
(602
|
)
|
|
$
|
89
|
|
Chemical results
|
|
88
|
|
|
136
|
|
|
302
|
|
|
275
|
|
||||
Midstream and Marketing results
|
|
(58
|
)
|
|
87
|
|
|
(153
|
)
|
|
72
|
|
||||
Unallocated corporate items
|
|
(145
|
)
|
|
(74
|
)
|
|
(342
|
)
|
|
(166
|
)
|
||||
Pre-tax income (loss)
|
|
(232
|
)
|
|
504
|
|
|
(795
|
)
|
|
270
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Income tax benefit (provision)
|
|
|
|
|
|
|
|
|
||||||||
Federal and state
|
|
234
|
|
|
47
|
|
|
525
|
|
|
172
|
|
||||
Foreign
|
|
(138
|
)
|
|
(371
|
)
|
|
(226
|
)
|
|
(477
|
)
|
||||
Total
|
|
96
|
|
|
(324
|
)
|
|
299
|
|
|
(305
|
)
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Income (loss) from continuing operations
|
|
$
|
(136
|
)
|
|
$
|
180
|
|
|
$
|
(496
|
)
|
|
$
|
(35
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Worldwide effective tax rate
|
|
41
|
%
|
|
64
|
%
|
|
38
|
%
|
|
113
|
%
|
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||
Production Volumes per Day
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Oil (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
|
|
190
|
|
|
205
|
|
|
193
|
|
|
201
|
|
|
Middle East/North Africa
|
|
168
|
|
|
188
|
|
|
175
|
|
|
189
|
|
|
Latin America
|
|
34
|
|
|
40
|
|
|
36
|
|
|
39
|
|
|
NGLs (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
|
|
52
|
|
|
55
|
|
|
54
|
|
|
55
|
|
|
Middle East/North Africa
|
|
30
|
|
|
12
|
|
|
26
|
|
|
11
|
|
|
Natural Gas (MMCF)
|
|
|
|
|
|
|
|
|
|
||||
United States
|
|
357
|
|
|
437
|
|
|
372
|
|
|
441
|
|
|
Middle East/North Africa
|
|
708
|
|
|
498
|
|
|
648
|
|
|
488
|
|
|
Latin America
|
|
8
|
|
|
10
|
|
|
8
|
|
|
11
|
|
|
Total Production Volumes (MBOE)
(a)
|
|
653
|
|
|
658
|
|
|
655
|
|
|
652
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||
Sales Volumes per Day
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Oil (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
|
|
190
|
|
|
205
|
|
|
193
|
|
|
201
|
|
|
Middle East/North Africa
|
|
172
|
|
|
192
|
|
|
177
|
|
|
188
|
|
|
Latin America
|
|
38
|
|
|
35
|
|
|
36
|
|
|
35
|
|
|
NGLs (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
|
|
52
|
|
|
55
|
|
|
54
|
|
|
55
|
|
|
Middle East/North Africa
|
|
29
|
|
|
12
|
|
|
25
|
|
|
11
|
|
|
Natural Gas (MMCF)
|
|
|
|
|
|
|
|
|
|
||||
United States
|
|
357
|
|
|
437
|
|
|
372
|
|
|
441
|
|
|
Middle East/North Africa
|
|
708
|
|
|
498
|
|
|
648
|
|
|
488
|
|
|
Latin America
|
|
8
|
|
|
10
|
|
|
8
|
|
|
11
|
|
|
Total Sales Volumes (MBOE)
(a
)
|
|
660
|
|
|
657
|
|
|
656
|
|
|
647
|
|
|
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||
Production Volumes per Day
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Oil (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
(b)
|
|
190
|
|
|
188
|
|
|
193
|
|
|
184
|
|
|
Middle East/North Africa
(c)
|
|
162
|
|
|
157
|
|
|
162
|
|
|
154
|
|
|
Latin America
|
|
34
|
|
|
40
|
|
|
36
|
|
|
39
|
|
|
NGLs (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
(b)
|
|
52
|
|
|
51
|
|
|
53
|
|
|
51
|
|
|
Middle East/North Africa
|
|
30
|
|
|
12
|
|
|
26
|
|
|
11
|
|
|
Natural Gas (MMCF)
|
|
|
|
|
|
|
|
|
|
||||
United States
(b)
|
|
357
|
|
|
357
|
|
|
350
|
|
|
358
|
|
|
Middle East/North Africa
(c)
|
|
481
|
|
|
258
|
|
|
420
|
|
|
246
|
|
|
Latin America
|
|
8
|
|
|
10
|
|
|
8
|
|
|
11
|
|
|
Total Production Ongoing Operations (MBOE)
|
|
609
|
|
|
552
|
|
|
599
|
|
|
542
|
|
|
Operations Sold, Exited and Exiting
|
|
44
|
|
|
106
|
|
|
56
|
|
|
110
|
|
|
Total Production Volumes (MBOE)
(a)
|
|
653
|
|
|
658
|
|
|
655
|
|
|
652
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||
Sales Volumes per Day
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Oil (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
(b)
|
|
190
|
|
|
188
|
|
|
193
|
|
|
184
|
|
|
Middle East/North Africa
(d)
|
|
166
|
|
|
157
|
|
|
164
|
|
|
156
|
|
|
Latin America
|
|
38
|
|
|
35
|
|
|
36
|
|
|
35
|
|
|
NGLs (MBBL)
|
|
|
|
|
|
|
|
|
|
||||
United States
(b)
|
|
52
|
|
|
51
|
|
|
53
|
|
|
51
|
|
|
Middle East/North Africa
|
|
29
|
|
|
12
|
|
|
25
|
|
|
11
|
|
|
Natural Gas (MMCF)
|
|
|
|
|
|
|
|
|
|
||||
United States
(b)
|
|
357
|
|
|
357
|
|
|
350
|
|
|
358
|
|
|
Middle East/North Africa
(d)
|
|
481
|
|
|
258
|
|
|
420
|
|
|
246
|
|
|
Latin America
|
|
8
|
|
|
10
|
|
|
8
|
|
|
11
|
|
|
Total Sales Ongoing Operations (MBOE)
|
|
616
|
|
|
547
|
|
|
600
|
|
|
540
|
|
|
Operations Sold, Exited and Exiting
|
|
44
|
|
|
110
|
|
|
56
|
|
|
107
|
|
|
Total Sales Volumes (MBOE)
(a
)
|
|
660
|
|
|
657
|
|
|
656
|
|
|
647
|
|
|
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||||||
Average Realized Prices
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||||||
Oil ($/BBL)
|
|
|
|
|
|
|
|
|
|
||||||||
United States
|
|
$
|
41.43
|
|
|
$
|
52.64
|
|
|
$
|
35.33
|
|
|
$
|
48.25
|
|
|
Middle East/North Africa
|
|
$
|
37.80
|
|
|
$
|
56.48
|
|
|
$
|
33.66
|
|
|
$
|
55.27
|
|
|
Latin America
|
|
$
|
39.26
|
|
|
$
|
55.19
|
|
|
$
|
33.72
|
|
|
$
|
51.43
|
|
|
Total Worldwide
|
|
$
|
39.66
|
|
|
$
|
54.55
|
|
|
$
|
34.46
|
|
|
$
|
51.60
|
|
|
NGLs ($/BBL)
|
|
|
|
|
|
|
|
|
|
||||||||
United States
|
|
$
|
14.25
|
|
|
$
|
17.32
|
|
|
$
|
12.04
|
|
|
$
|
17.32
|
|
|
Middle East/North Africa
|
|
$
|
15.21
|
|
|
$
|
21.38
|
|
|
$
|
14.38
|
|
|
$
|
21.46
|
|
|
Total Worldwide
|
|
$
|
14.59
|
|
|
$
|
18.06
|
|
|
$
|
12.80
|
|
|
$
|
18.01
|
|
|
Natural Gas ($/MCF)
|
|
|
|
|
|
|
|
|
|
||||||||
United States
|
|
$
|
1.46
|
|
|
$
|
2.09
|
|
|
$
|
1.48
|
|
|
$
|
2.29
|
|
|
Latin America
|
|
$
|
3.36
|
|
|
$
|
5.49
|
|
|
$
|
3.76
|
|
|
$
|
4.98
|
|
|
Total Worldwide
|
|
$
|
1.26
|
|
|
$
|
1.48
|
|
|
$
|
1.26
|
|
|
$
|
1.57
|
|
|
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||||||
Average Index Prices
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
||||||||
WTI oil ($/BBL)
|
|
$
|
45.59
|
|
|
$
|
57.94
|
|
|
$
|
39.52
|
|
|
$
|
53.29
|
|
|
Brent oil ($/BBL)
|
|
$
|
46.97
|
|
|
$
|
63.50
|
|
|
$
|
41.03
|
|
|
$
|
59.33
|
|
|
NYMEX gas ($/MCF)
|
|
$
|
1.97
|
|
|
$
|
2.73
|
|
|
$
|
2.02
|
|
|
$
|
2.90
|
|
|
Average Realized Prices as Percentage of Average Index Prices
|
|
Three months ended June 30
|
|
Six months ended June 30
|
|
||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|||||
Worldwide oil as a percentage of average WTI
|
|
87
|
%
|
|
94
|
%
|
|
87
|
%
|
|
97
|
%
|
|
Worldwide oil as a percentage of average Brent
|
|
84
|
%
|
|
86
|
%
|
|
84
|
%
|
|
87
|
%
|
|
Worldwide NGLs as a percentage of average WTI
|
|
32
|
%
|
|
31
|
%
|
|
32
|
%
|
|
34
|
%
|
|
Domestic natural gas as a percentage of average NYMEX
|
|
74
|
%
|
|
77
|
%
|
|
73
|
%
|
|
79
|
%
|
|
Period
|
|
Total Number
of Shares Purchased
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs
(a)
|
|||||
|
|
|
|
|
|
|
|
|
|||||
First Quarter 2016
|
|
103,371
|
|
(b)
|
$
|
70.63
|
|
|
—
|
|
|
|
|
April 1 - 30, 2016
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
|
|
May 1 - 31, 2016
|
|
96,449
|
|
(b)
|
$
|
76.06
|
|
|
—
|
|
|
|
|
June 1 - 30, 2016
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
|
|
Second quarter 2016
|
|
96,449
|
|
|
76.06
|
|
|
—
|
|
|
|
||
Total
|
|
199,820
|
|
|
$
|
73.25
|
|
|
—
|
|
|
63,756,544
|
|
(a)
|
Represents the total number of shares remaining at June 30, 2016, under Occidental's share repurchase program of 185 million shares. The program was initially announced in 2005. The program does not obligate Occidental to acquire any specific number of shares and may be discontinued at any time.
|
(b)
|
Includes purchases from the trustee of Occidental's defined contribution savings plan that are not part of publicly announced plans or programs.
|
10.1
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Common Stock Unit Award For Non-Employee Directors.
|
|
|
10.2
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Common Stock Award For Non-Employee Directors.
|
|
|
10.3
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Restricted Stock Unit Incentive Award
.
|
|
|
10.4
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Total Shareholder Return Incentive Award
.
|
|
|
12
|
Statement regarding the computation of total enterprise ratios of earnings to fixed charges for the three months ended June 30, 2016 and 2015, and for each of the five years in the period ended December 31, 2015.
|
|
|
31.1
|
Certification of CEO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
31.2
|
Certification of CFO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
32.1
|
Certifications of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
101.INS
|
XBRL Instance Document.
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document.
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
OCCIDENTAL PETROLEUM CORPORATION
|
|
DATE:
|
August 3, 2016
|
/s/ Jennifer M. Kirk
|
|
|
|
Jennifer M. Kirk
|
|
|
|
Vice President, Controller and
|
|
|
|
Principal Accounting Officer
|
|
10.1
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Common Stock Unit Award For Non-Employee Directors.
|
|
|
10.2
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Common Stock Award For Non-Employee Directors.
|
|
|
10.3
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Restricted Stock Unit Incentive Award.
|
|
|
10.4
|
Form of 2016 Occidental Petroleum Corporation 2015 Long-Term Incentive Plan Total Shareholder Return Incentive Award.
|
|
|
12
|
Statement regarding the computation of total enterprise ratios of earnings to fixed charges for the three months ended June 30, 2016 and 2015, and for each of the five years in the period ended December 31, 2015.
|
|
|
31.1
|
Certification of CEO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
31.2
|
Certification of CFO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
32.1
|
Certifications of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
101.INS
|
XBRL Instance Document.
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document.
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
Date of Grant
:
|
|
|
|
Award Type and Description:
|
Restricted Stock Units granted pursuant to Section 6(e) of the Plan, which Award is a bookkeeping entry that represents the right to receive a number of shares of Stock up to the number indicated below under “
Number of Shares
,” subject to the terms and conditions of the Award Agreement.
The Grantee’s right to receive payment of this Award shall vest and become earned and nonforfeitable upon the Grantee’s satisfaction of the continued service requirements described below under “
Vesting Schedule and Forfeiture
.”
|
|
|
Number of Shares:
|
See Morgan Stanley “StockPlan Connect/Stock-Based Awards/ Awarded” for the total number of Restricted Stock Units subject to the Award.
|
|
|
Vesting Schedule and Forfeiture:
|
Vesting Date
. The Grantee must remain in the continuous employ of the Company from the Date of Grant through each applicable vesting date (each, a “
Vesting Date
”), in accordance with the schedule below, to be eligible to receive payment of this Award. The vesting schedule shall begin on (the “
Vesting Start Date
”).
The continuous employment of the Grantee will not be deemed to have been interrupted by reason of the transfer of the Grantee’s employment among the Company and its affiliates or an approved leave of absence.
Termination of Employment
. Notwithstanding the foregoing, if, prior to any Vesting Date, the Grantee (i) dies, or (ii) becomes permanently disabled while in the employ of the Company and terminates employment as a result thereof, or (iii) retires with the consent of the Company, or (iv) is terminated by the Company without Cause (each of the foregoing, a “
Forfeiture Event
”), then the number of unvested Restricted Stock Units will be reduced on a pro rata basis to the number obtained by (A) multiplying the total number of Restricted Stock Units granted by a fraction, the numerator of which is the number of days between the Vesting Start Date and the Forfeiture Event and the denominator of which is the number of days between the Vesting Start Date and the final Vesting Date, and (B) subtracting from the product the number of Restricted Stock Units that previously vested, if any. Such remaining pro rata unvested Restricted Stock Units shall immediately vest and become nonforfeitable on the date of the Forfeiture Event, and all other Restricted Stock Units that have not previously vested shall be immediately forfeited. If the Grantee terminates employment voluntarily or is terminated for Cause before any Vesting Date, then the Award will terminate automatically on the date of the Grantee’s termination and the Grantee shall immediately forfeit all unvested Restricted Stock Units.
Change in Control
. If a Forfeiture Event has not occurred and a Change in Control occurs prior to the final Vesting Date and the Grantee’s employment is terminated by the Company without Cause or by the Grantee for Good Reason, in either case within 12 months following the date of such Change in Control, then the number of unvested Restricted Stock Units will be reduced on a pro rata basis to the number obtained by (i) multiplying the total number of Restricted Stock Units granted by a fraction, the numerator of which is the number of days between the Vesting Start Date and the date the Grantee’s employment was so terminated (such date, the “
CIC Related Vesting Date
”), and the denominator of which is the number of days between the Vesting Start Date and the final Vesting Date, and (ii) subtracting from the product the number of Restricted Stock Units that previously vested, if any. All other Restricted Stock Units with respect to which the continued service requirements have not previously been met as of the CIC Related Vesting Date shall be immediately forfeited. In addition, the Grantee shall be deemed to have a CIC Related Vesting Date such that the treatment in the preceding sentence shall apply (A) on the date at any time following the occurrence of a Change in Control and prior to the final Vesting Date on which the Grantee dies, becomes permanently disabled while in the employ of the Company and terminates employment as a result thereof, or retires with the consent of the Company, or (B) if the Grantee has accrued 12 months of continuous employment with the Company following the Change in Control, on the date following the 12 month anniversary of the Change in Control date and prior to the final Vesting Date on which the Grantee’s employment is terminated by the Company without Cause. For the avoidance of doubt, the occurrence of a Change in Control is not intended to change the protections provided to the Grantee in the event of the Grantee’s death, permanent disability, or retirement with consent occurring prior to the Change in Control. Such remaining pro rata unvested Restricted Stock Units shall immediately vest and become nonforfeitable on the CIC Related Vesting Date, unless, prior to the occurrence of the Change in Control, the Committee determines in its discretion that such event will not accelerate vesting of any of the Restricted Stock Units covered by this Award. Any such determination by the Committee is binding on the Grantee.
|
Date of Grant
:
|
|
|
|
Award Type and Description:
|
Restricted Stock Units granted pursuant to Section 6(e) of the Plan that have been designated as a Performance Award under Section 6(k) of the Plan (referred to herein as “
Performance Shares
”), which Award is a bookkeeping entry that represents the right to receive a number of shares of Stock up to 200% of the Target Performance Shares (defined below), subject to the terms and conditions of the Award Agreement. This Award is also intended to constitute a Section 162(m) Award granted under Section 6(k)(i) of the Plan (even if the Grantee is not a Covered Employee on the Date of Grant).
The Grantee’s right to receive payment of this Award in an amount ranging from 0% to 200% of the number of Target Performance Shares, rounded up to the nearest whole share, shall vest and become earned and nonforfeitable upon (i) the Grantee’s satisfaction of the continued service requirements described below under “
Vesting Schedule and Forfeiture
” and (ii) the Committee’s certification of the level of achievement of the Performance
Goal (defined below). The number of Performance Shares actually earned upon satisfaction of the foregoing requirements are referred to herein as the “
Earned Performance Shares
.”
|
|
|
Target Number of Shares:
|
See Morgan Stanley “StockPlan Connect/Stock-Based Awards/Awarded” for the target number of Performance Shares subject to the Award (the “
Target Performance Shares
”).
|
|
|
Performance Period:
|
|
|
|
Vesting Schedule and Forfeiture:
|
Vesting Date
. The Grantee must remain in the continuous employ of the Company from the Date of Grant through the last day of the Performance Period (the “
Vesting Date
”) to be eligible to receive payment of this Award, subject to the level of achievement of the Performance Goal. The continuous employment of the Grantee will not be deemed to have been interrupted by reason of the transfer of the Grantee’s employment among the Company and its affiliates or an approved leave of absence.
Termination of Employment
. Notwithstanding the foregoing, if, prior to the Vesting Date, the Grantee (i) dies, or (ii) becomes permanently disabled while in the employ of the Company and terminates employment as a result thereof, or (iii) retires with the consent of the Company less than 12 months after the Date of Grant, or (iv) is terminated by the Company without Cause (each of the foregoing, a “
Forfeiture Event
”), then the number of Target Performance Shares will be reduced on a pro rata basis to the number obtained by multiplying the total number of Target Performance Shares granted by a fraction, the numerator of which is the number of days between the first day of the Performance Period and the Forfeiture Event and the denominator of which is the total number of days in the Performance Period. Such remaining pro rata unvested Target Performance Shares shall remain eligible for payment following the date of the Forfeiture Event, subject to the level of achievement of the Performance Goal at the end of the Performance Period or the occurrence of a Change in Control, and all other Target Performance Shares shall be immediately forfeited. If the Grantee retires with the consent of the Company 12 months or more after the Date of Grant but prior to the Vesting Date, then none of the Target Performance Shares will be reduced or forfeited and the Grantee will remain eligible to receive payment with respect to all Target Performance Shares following the date of the Forfeiture Event, subject to the level of achievement of the Performance Goal at the end of the Performance Period. If the Grantee terminates employment voluntarily or is terminated for Cause before the Vesting Date, then the Award will terminate automatically on the date of the Grantee’s termination and the Grantee shall immediately forfeit all Target Performance Shares.
Change in Control
. If a Change in Control occurs following a Forfeiture Event, then the unvested Target Performance Shares (as reduced as a result of the Forfeiture Event) shall become immediately vested and nonforfeitable and deemed to be Earned Performance Shares as of the date of the Change in Control (without regard to the level of achievement of the Performance Goal). For the avoidance of doubt, Target Performance Shares previously forfeited as a result of the Forfeiture Event shall not become vested pursuant to this paragraph.
If a Forfeiture Event has not occurred and a Change in Control occurs prior to the Vesting Date, then 100% of the Target Performance Shares will be deemed to be Earned Performance Shares and will automatically convert into the same number of shares of Restricted Stock. The shares of Restricted Stock may not be transferred, assigned, sold, pledged, exchanged or otherwise encumbered or disposed of by the Grantee, except as provided for within the Plan, and are subject to a risk of forfeiture. In order for restrictions to lapse and the shares of Restricted Stock to become vested and nonforfeitable, the Grantee must remain in the continuous employ of the Company from the date of the Change in Control through the earlier to occur of (i) the Vesting Date or (ii) the date within 12 months following the date of the Change in Control on which the Grantee’s employment is terminated by the Company without Cause or by the Grantee for Good Reason (the “
CIC Related Vesting Date
”); provided, that, for the avoidance of doubt, vesting of the shares of Restricted Stock shall not be subject to any level of attainment of the Performance Goal, which shall be waived upon occurrence of the Change in Control. In addition, the Grantee shall be deemed to have a CIC Related Vesting Date (A) on the date at any time following the occurrence of a Change in Control and prior to the Vesting Date on which the Grantee dies or becomes permanently disabled while in the employ of the Company and terminates employment as a result thereof, or (B) if the Grantee has accrued 12 months of continuous employment with the Company following the Change in Control, on the date following the 12 month anniversary of the Change in Control date and prior to the Vesting Date on which the Grantee's employment is terminated by the Company without Cause or the Grantee retires with the consent of the Company; provided, that in the case of clause (A) or (B) of this sentence, the number of shares of Restricted Stock which shall become vested and nonforfeitable on the applicable CIC Related Vesting Date shall equal the total number of shares of Restricted Stock multiplied by a fraction, the numerator of which is the number of days between the first day of the Performance Period and the CIC Related Vesting Date and the denominator of which is the total number of days in the Performance Period. For the avoidance of doubt, the occurrence of a Change in Control is not intended to change the protections provided to the Grantee in the event of the Grantee's death or permanent disability occurring prior to a Change in Control, other than waiver of any level of attainment of the Performance Goal. Except as otherwise provided in the Award Agreement, the Grantee shall have all of the rights of a stockholder with respect to the shares of Restricted Stock received upon conversion of Earned Performance Shares pursuant to this paragraph, including the right to vote such shares and, subject to the terms and conditions described below under “
Dividends, Voting and Other Rights
,” to receive any dividends that may be paid thereon; provided, that any and all such dividends shall be subject to the same restrictions as the underlying shares of Restricted Stock. The foregoing provisions of this paragraph shall not apply if, prior to the occurrence of the Change in Control, the Committee determines in its discretion that such event will not accelerate vesting of this Award. Any such determination by the Committee is binding on the Grantee.
|
|
|
Performance Goal:
|
The “
Performance Goal
” for the Performance Period is based on relative total shareholder return (referred to as “total stockholder return” in the Plan) (“
TSR
”) of the Peer Companies (defined below), as described herein. The Committee may adjust the Performance Goal as permitted by the Plan.
Peer Companies
. In addition to Occidental, the “
Peer Companies
” are Anadarko Petroleum Corporation, Apache Corporation, Canadian Natural Resources Limited, Chevron Corporation, ConocoPhillips, Devon Energy Corporation, EOG Resources, Inc., ExxonMobil Corporation, Hess Corporation, Marathon Oil Corporation, and Total S.A. Consistent with Section 162(m) of the Code, if at any time during the Performance Period, a Peer Company is acquired, ceases to exist, ceases to be a publicly-traded company, files for bankruptcy, spins off 25% or more of its assets, or sells all or substantially all of its assets, then such company will be removed and treated as if it had never been a Peer Company and the achievement of the Performance Goal will be determined with respect to the remaining Peer Companies.
Calculation of TSR
. TSR shall be calculated for each Peer Company using (i) the average of its last reported sale price per share of common stock on the New York Stock Exchange (“
NYSE
”)—Composite Transactions for each trading day during the 30 calendar days beginning with the first day of the Performance Period and (ii) the average of its last reported sale price per share of common stock on the NYSE-Composite Transactions for each trading day during the 30 calendar days ending with the last day of the Performance Period. At the end of the Performance Period, the TSR of each Peer Company shall be calculated by the Committee in its good faith discretion, and the ranking of Occidental’s TSR compared to the TSR of each other Peer Company shall determine the percentage of the Target Performance Shares that may become Earned Performance Shares as follows:
If Occidental’s TSR is negative for the Performance Period, the number of Earned Performance Shares will be limited to the Target Performance Shares. At the end of the Performance Period, the TSR of Occidental shall be calculated by the Committee in its good faith discretion using (i) the average of Occidental’s last reported sale price per share of Stock on the NYSE—Composite Transactions for each trading day during the 30 calendar days beginning with the first day of the Performance Period and (ii) the average of Occidental’s last reported sale price per share of Stock on the NYSE-Composite Transactions for each trading day during the 30 calendar days ending with the last day of the Performance Period.
|
|
|
Payment of Award:
|
Payment for Earned Performance Shares will be made solely in shares of Stock (in shares of Restricted Stock, in the case of the occurrence of a Change in Control), which will be issued to the Grantee as promptly as practicable after the Committee’s certification of attainment of the Performance Goal (which such payment and certification shall occur no later than 70 days following the end of the Performance Period) or the occurrence of a Change in Control (which such payment shall occur no later than 70 days following the date of the Change in Control), as applicable (the “
Payment Trigger Date
”), and in any event no later than the 15th day of the third month following the end of the first taxable year in which the Performance Shares are no longer subject to a substantial risk of forfeiture.
|
|
|
Dividends, Voting and Other Rights:
|
Performance Shares are not shares of Stock and have no voting rights or, except as described in this paragraph, dividend rights. With respect to each Performance Share subject to this Award, the Grantee is also awarded Dividend Equivalents with respect to one share of Stock, which means that, in the event that Occidental declares and pays a cash dividend on its outstanding Stock and, on the record date for such dividend, the Grantee holds Performance Shares that have not been settled (including settlement through conversion into Restricted Stock) or forfeited pursuant to the terms of the Award Agreement, then the Grantee will be credited on the books and records of Occidental with an amount equal to the amount per share of any such cash dividend for each outstanding Performance Share. The Grantee will be credited with such Dividend Equivalents for the period beginning on the Date of Grant and ending on the applicable Payment Trigger Date or, if earlier, the date the Grantee forfeits his rights with respect to the Performance Shares. Occidental will pay in cash to the Grantee an amount equal to (i) the Dividend Equivalents credited to such Grantee, adjusted as necessary to reflect the number of Earned Performance Shares, plus (ii) if applicable, the amount of any cash dividends accumulated with respect to any shares of Restricted Stock received as described above under “
Vesting Schedule and Forfeiture—Change in Control
,” as promptly as may be practicable after (A) the Committee certifies the attainment of the Performance Goal, or (B) if a Change in Control has occurred, the earlier to occur of the Vesting Date and the CIC Related Vesting Date, as applicable, and in any event no later than the 15th day of the third month following the end of the first taxable year in which the Dividend Equivalents or dividends, as applicable, are no longer subject to a substantial risk of forfeiture. For purposes of clarity, if Performance Shares or shares of Restricted Stock are forfeited by the Grantee, then the Grantee shall also forfeit the Dividend Equivalents and/or dividends, if any, accrued with respect to such Performance Shares and/or shares of Restricted Stock.
|
EXHIBIT 12
|
|
|
Six Months Ended June 30
|
|
|
Year Ended
December 31
|
|
|
||||||||||||||||||||||
|
|
2016
|
|
|
2015
|
|
|
2015
|
|
|
2014
|
|
|
2013
|
|
|
2012
|
|
|
2011
|
|
|
|||||||
Income from continuing operations
(a)
|
|
$
|
(496
|
)
|
|
$
|
(35
|
)
|
|
$
|
(8,146
|
)
|
|
$
|
(130
|
)
|
|
$
|
4,932
|
|
|
$
|
3,829
|
|
|
$
|
5,527
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Add/(Subtract):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net income attributable to noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|||||||
Adjusted income from equity investments
(b)
|
|
14
|
|
|
(17
|
)
|
|
21
|
|
|
64
|
|
|
52
|
|
|
163
|
|
|
(33
|
)
|
|
|||||||
|
|
(482
|
)
|
|
(52
|
)
|
|
(8,125
|
)
|
|
(80
|
)
|
|
4,984
|
|
|
3,992
|
|
|
5,494
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Add:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Provision for taxes on income (other than foreign oil and gas taxes)
|
|
(509
|
)
|
|
(127
|
)
|
|
(2,070
|
)
|
|
(280
|
)
|
|
1,353
|
|
|
249
|
|
|
1,167
|
|
|
|||||||
Interest and debt expense
|
|
178
|
|
|
38
|
|
|
147
|
|
|
77
|
|
|
132
|
|
|
149
|
|
|
313
|
|
(c)
|
|||||||
Portion of lease rentals representative of the interest factor
|
|
31
|
|
|
31
|
|
|
63
|
|
|
52
|
|
|
60
|
|
|
58
|
|
|
57
|
|
|
|||||||
|
|
(300
|
)
|
|
(58
|
)
|
|
(1,860
|
)
|
|
(151
|
)
|
|
1,545
|
|
|
456
|
|
|
1,537
|
|
|
|||||||
Earnings before fixed charges
|
|
$
|
(782
|
)
|
|
$
|
(110
|
)
|
|
$
|
(9,985
|
)
|
|
$
|
(231
|
)
|
|
$
|
6,529
|
|
|
$
|
4,448
|
|
|
$
|
7,031
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Interest and debt expense including capitalized interest
|
|
$
|
148
|
|
|
$
|
129
|
|
|
$
|
285
|
|
|
$
|
257
|
|
|
$
|
269
|
|
|
$
|
254
|
|
|
$
|
384
|
|
(c)
|
Portion of lease rentals representative of the interest factor
|
|
31
|
|
|
31
|
|
|
63
|
|
|
52
|
|
|
60
|
|
|
58
|
|
|
57
|
|
|
|||||||
Total fixed charges
|
|
$
|
179
|
|
|
$
|
160
|
|
|
$
|
348
|
|
|
$
|
309
|
|
|
$
|
329
|
|
|
$
|
312
|
|
|
$
|
441
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Ratio of earnings to fixed charges
|
|
(4.38
|
)
|
|
(0.69
|
)
|
|
(28.69
|
)
|
|
(0.75
|
)
|
|
19.83
|
|
|
14.26
|
|
|
15.93
|
|
|
|||||||
Insufficient coverage
|
|
(961
|
)
|
(d)
|
(270
|
)
|
(d)
|
(10,333
|
)
|
|
(540
|
)
|
|
|
|
|
|
|
|
|
Note:
Results of California Resources Corporation have been reflected as discontinued operations for all periods presented.
|
|
|
(a)
|
The 2016 amount includes a $78 million dollar after-tax impairment charge related to the special stock dividend of California Resources shares in the first quarter. The 2015 amounts includes a $177 million dollar after-tax charge for domestic asset impairments and other related items for the first quarter 2015, a $47 million dollar after-tax charge for foreign asset impairments and other related items, a $2 million dollar charge related to Phibro operation results, and a $25 million dollar charge for cost associated with the California Resources Corporation spin-off and other charges.
|
|
(b)
|
Represents adjustments to arrive at distributed income from equity investees.
|
|
(c)
|
Excludes a pre-tax charge of $163 million for the early redemption of debt.
|
|
(d)
|
The 2016 and 2015 second quarter ratio of earnings to fixed charges excluding certain items (a) were (3.94) and 0.88, respectively.
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Occidental Petroleum Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
/s/ Vicki A. Hollub
|
|
|
Vicki A. Hollub
|
|
|
President and Chief Executive Officer
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Occidental Petroleum Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
/s/ Christopher G. Stavros
|
|
|
Christopher G. Stavros
|
|
|
Senior Vice President and Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Vicki A. Hollub
|
|
|
Name:
|
Vicki A. Hollub
|
|
Title:
|
President and Chief Executive Officer
|
|
Date:
|
August 3, 2016
|
|
/s/ Christopher G. Stavros
|
|
|
Name:
|
Christopher G. Stavros
|
|
Title:
|
Senior Vice President and Chief Financial Officer
|
|
Date:
|
August 3, 2016
|
|