Management's Discussion and Analysis of Financial Condition and Results of
Operations (MD&A) is designed to provide a reader of 3M's financial statements
with a narrative from the perspective of management. 3M's MD&A is presented in
the following sections:

•Overview
•Results of Operations
•Performance by Business Segment
•Financial Condition and Liquidity
•Cautionary Note Concerning Factors That May Affect Future Results

Forward-looking statements in Part I, Item 2 may involve risks and uncertainties
that could cause results to differ materially from those projected (refer to the
section entitled Cautionary Note Concerning Factors That May Affect Future
Results in Part I, Item 2 and the risk factors provided in Part II, Item 1A for
discussion of these risks and uncertainties).

OVERVIEW



3M is a diversified global manufacturer, technology innovator and marketer of a
wide variety of products and services. Effective in the first quarter of 2023,
3M made the following changes:

•Changes in measure of segment operating performance and segment composition
used by 3M's chief operating decision maker-impacting 3M's disclosed measure of
segment profit/loss (business segment operating income)-and realignment of 3M's
Consumer business segment from four divisions to three divisions. See additional
information in Note 15. 3M's disclosed disaggregated revenue was also updated as
a result of these changes. See additional information in Note 2.
•Changes to non-GAAP measures - certain amounts adjusted for special items.
Refer to the Certain amounts adjusted for special items - (non-GAAP measures)
section below for additional information.

Information provided herein reflects the impact of these changes for all periods presented.



3M manages its operations in four operating business segments: Safety and
Industrial; Transportation and Electronics; Health Care; and Consumer. From a
geographic perspective, any references to EMEA refer to Europe, Middle East and
Africa on a combined basis. References are made to organic sales change (which
include both organic volume impacts and selling price impacts), which is defined
as the change in net sales, absent the separate impacts on sales from foreign
currency translation and acquisitions, net of divestitures. Acquisition and
divestiture sales change impacts, if any, are measured separately for the first
twelve months post-transaction. 3M believes this information is useful to
investors and management in understanding ongoing operations and in analysis of
ongoing operating trends.

3M has been and may continue to be impacted by the global pandemic and related
effects associated with the coronavirus (COVID-19). The Overview section of Part
II, Item 7 of the Company's 2022 Annual Report on Form 10-K provides a
description of how COVID-19 has impacted or may impact 3M. In addition within
this Form 10-Q for the quarterly period ended March 31, 2023, risk factors with
respect to COVID-19 can be found in Item 1A "Risk Factors" and certain COVID-19
impacts are referenced in various discussions within this Form 10-Q, including
in this Item 2.
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3M is also impacted by certain special items such as costs for significant
litigation and the sales and income associated with manufactured PFAS products
that 3M plans to exit by the end of 2025. See Certain amounts adjusted for
special items - (non-GAAP measures) section below for additional discussion of
these and other special items, including references therein to where further
information is provided.

Additional information regarding certain items impacting pre-2023 periods that
may also be relevant in 2023 can be found in the Overview section of Part II,
Item 7 as well as in further sections of 3M's 2022 Annual Report on Form 10-K.

Earnings per share attributable to 3M common shareholders - diluted:



The following table provides the increases (decreases) in diluted earnings per
share.

                                                       Three months ended
Earnings per diluted share                               March 31, 2023
Same period last year                                 $             2.26
Net costs for significant litigation                                0.39

Manufactured PFAS products                                         (0.02)
Total special items                                                 0.37
Same period last year, excluding special items        $             2.63
Increase/(decrease) due to:
Total organic growth/productivity and other                        (0.38)
Restructuring                                                      (0.05)
Raw material impact                                                (0.15)
Foreign exchange impacts                                           (0.10)
Divestitures                                                       (0.03)
Other expense (income), net                                        (0.02)
Income tax rate                                                        -
Shares of common stock outstanding                                  0.07
Current period, excluding special items                             1.97
Net costs for significant litigation                               (0.07)
Divestiture costs                                                  (0.15)

Manufactured PFAS products                                          0.01
Total special items                                                (0.21)
Current period                                        $             1.76


The Company refers to various "adjusted" amounts or measures on an "adjusted
basis." These exclude special items. These non-GAAP measures are further
described and reconciled to the most directly comparable GAAP financial measures
in the Certain amounts adjusted for special items - (non-GAAP measures) section
below.

A discussion related to the components of year-on-year changes in earnings per diluted share follows:



Total organic growth/productivity and other:
•For the first quarter of 2023, the following components impacted earnings per
diluted share year-on-year:
•Declines in disposable respirator demand year-on-year and the 2022 exit of
operations in Russia negatively impacted earnings per share by $0.21.
•Remaining organic growth/productivity and other impacts resulted in a net
year-on-year decline of $0.17 per share which was impacted by the following:
?Lower sales volumes (particularly electronics/consumer retail);
manufacturing/supply chain headwinds; China (COVID-related); and Europe
geopolitical impacts
?Benefits from higher selling prices; aggressive spending discipline; ongoing
productivity actions
?Investments in growth, productivity, and sustainability
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Restructuring:


•3M recorded restructuring pre-tax charges of $52 million in the first quarter
of 2023 compared to $18 million in the same period last year (refer to Note 5
for additional discussion).

Raw material impact:
•3M continued to experience headwinds year-on-year from the carryover impact of
higher raw material, logistics and energy cost inflation.

Foreign exchange impacts
•Foreign currency impacts (net of hedging) decreased operating income and
pre-tax earnings by approximately $76 million year-on-year for the first quarter
of 2023, primarily resulting from the strength of the U.S. dollar. These
estimates include: (a) the effects of year-on-year changes in exchange rates on
translating current period functional currency profits into U.S. dollars and on
current period non-functional currency denominated purchases or transfers of
goods between 3M operations, and (b) year-on-year changes in transaction gains
and losses, including derivative instruments designed to reduce foreign currency
exchange rate risks.

Divestitures:


•Divestiture impact includes lost income from divested businesses and remaining
stranded costs (net of transition arrangement income). In the third quarter of
2022, 3M completed both the split-off of the Food Safety business (discussed in
Note 3) and the deconsolidation of the Aearo Entities (discussed in Note 14).

Other expense (income), net:
•Lower income related to non-service cost components of pension and
postretirement expense increased expense year-on-year for the first quarter of
2023.
•Interest expense (net of interest income) decreased for the first quarter of
2023 compared to the same period year-on-year.

Income tax rate:
•Certain items above reflect specific income tax rates associated therewith.
Overall, the effective tax rate for the first quarter of 2023 was 17.7 percent,
a decrease from 18.8 percent in the prior year. The primary factor that
decreased the Company's effective tax rate for first quarter 2023 was deferred
tax impacts of 2023 activity.
•On an adjusted basis (as discussed below), the effective tax rate for the first
quarter of 2023 was 17.7 percent, an increase of 0.2 percentage points compared
to the same period year-on-year.

Shares of common stock outstanding:
•Lower shares outstanding increased earnings per share year-on-year for the
first quarter of 2023.
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Certain amounts adjusted for special items - (non-GAAP measures):



In addition to reporting financial results in accordance with U.S. GAAP, 3M also
provides certain non-GAAP measures. These measures are not in accordance with,
nor are they a substitute for GAAP measures, and may not be comparable to
similarly titled measures used by other companies.

Certain measures adjust for the impacts of special items. Special items for the
periods presented include the items described below. Because 3M provides certain
information with respect to business segments, it is noteworthy that special
items impacting operating income (loss) are reflected in Corporate and
Unallocated, except as described below with respect to net costs for significant
litigation and manufactured PFAS products items.

In 2023, 3M changed certain of its non-GAAP measures by adjusting for the
results of manufactured PFAS products in arriving at results, adjusted for
special items. In the fourth quarter of 2022, 3M recorded a charge for PFAS
manufacturing exit costs and included it as an adjustment in arriving at
results, adjusted for special items. The 2023 non-GAAP measure change involved
expanding the extent of adjustment to include the sales and estimates of income
(including exit costs) and associated activity regarding manufactured PFAS
products that 3M plans to exit by the end of 2025. The information herein
reflects the impacts of these changes for all periods presented.

This document contains measures for which 3M provides the reported GAAP measure
and a non-GAAP measure adjusted for special items.These measures and reasons 3M
believes they are useful to investors (and, as applicable, used by 3M) include:

GAAP amounts for which a measure
adjusted for special items is also
provided:                                      Reasons 3M believes the measure is useful
•Net sales (and sales change)
•Operating income, segment operating           Considered, in addition to segment operating
income and operating income margin             performance, in evaluating and managing operations;
•Income before taxes                           useful in understanding underlying business
•Provision for income taxes and                performance, provides additional transparency to
effective tax rate                             special items
•Net income
•Earnings per share

Special items for the periods presented include:

Net costs for significant litigation:



•These relate to 3M's respirator mask/asbestos, PFAS-related other
environmental, and Combat Arms Earplugs matters (as discussed in Note 14). Net
costs include the impacts of any changes in accrued liabilities, external legal
fees, and insurance recoveries, along with the associated tax impacts. Prior to
initiating voluntary chapter 11 bankruptcy proceedings in July 2022, net costs
related to Combat Arms Earplugs and Aearo-respirator mask/asbestos matters along
with non-Aearo respirator mask/asbestos matters were reflected as special items
in the Safety and Industrial business segment. During the bankruptcy period, net
costs related to Combat Arms Earplugs and Aearo-respirator mask/asbestos matters
are reflected as corporate special items in Corporate and Unallocated.

Divestiture costs:

•These include costs related to separating and divesting substantially an entire business segment of 3M following public announcement of its intended divestiture.

Manufactured PFAS products:



•These amounts relate to sales and estimates of income regarding manufactured
PFAS products that 3M plans to exit by the end of 2025 included within the
Transportation and Electronics business segment. Estimated income does not
contemplate impacts on non-operating items such as net interest income/expense
and the non-service cost components portion of defined benefit plan net periodic
benefit costs.
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                                                                                                                         Three months ended March 31, 2022
(Dollars in millions, except per                                             Operating            Operating             Income            Provision for         Effective tax            Net Income
share amounts)                                   Net Sales                     Income           Income Margin        Before Taxes         Income Taxes               rate            Attributable to 3M         Earnings per Diluted Share
Safety and Industrial
GAAP amounts                                                               $          627              20.6  %
Adjustments for special items:
Net costs for significant                                                              63
litigation
Total special items                                                                    63
Adjusted amounts (non-GAAP                                                 $          690              22.6  %
measures)
Transportation and Electronics
GAAP amounts                            $                   2,340          $       464                 19.8  %
Adjustments for special items:
Manufactured PFAS products                                   (320)                 (16)
Total special items                                          (320)                 (16)
Adjusted amounts (non-GAAP              $                   2,020          $       448                 22.2  %
measures)
Total Company
GAAP amounts                            $                   8,829          $     1,641                 18.6  %       $   1,603          $          302                 18.8  %       $          1,299          $                    2.26
Adjustments for special items:
Net costs for significant                                       -                  250                                     250                      25                                            225                               0.39
litigation
Manufactured PFAS products                                   (320)                 (16)                                    (16)                     (4)                                           (12)                             (0.02)
Total special items                                          (320)                 234                                     234                      21                                            213                               0.37
Adjusted amounts (non-GAAP              $                   8,509         
$     1,875                 22.0  %       $   1,837          $          323                 17.5  %       $          1,512          $                    2.63
measures)


                                                                                                                                    Three months ended March 31, 2023
                                                                                                                                                                                                                                                   Earnings per
                                                                                                                                                                                                                                                   diluted share
(Dollars in millions, except per                                                         Operating             Operating             Income            Provision for          Effective tax            Net Income             Earnings per            percent
share amounts)                              Net Sales            Sales Change              Income            Income Margin        Before Taxes         Income Taxes               rate             Attributable to 3M         Diluted Share           change
Safety and Industrial
GAAP amounts                                                                           $          601               21.6  %
Adjustments for special items:
Net costs for significant                                                                        (39)
litigation
Total special items                                                                              (39)
Adjusted amounts (non-GAAP                                                             $          562               20.2  %
measures)
Transportation and Electronics
GAAP amounts                              $    2,050                    (12.4) %       $       294                  14.4  %
Adjustments for special items:
Manufactured PFAS products                      (345)                                          (10)
Total special items                             (345)                                          (10)
Adjusted amounts (non-GAAP                $    1,705                    (15.6) %       $       284                  16.7  %
measures)
Total Company
GAAP amounts                              $    8,031                     (9.0) %       $     1,241                  15.4  %       $   1,189          $          210                  17.7  %       $            976          $       1.76                (22)  %
Adjustments for special items:
Net costs for significant                          -                                            43                                       43                       7                                              36                  0.07
litigation
Manufactured PFAS products                      (345)                                          (10)                                     (10)                     (3)                                             (7)                (0.01)
Divestiture costs                                  -                                           102                                      102                      20                                              82                  0.15
Total special items                             (345)                                          135                                      135                      24                                             111                  0.21
Adjusted amounts (non-GAAP                $    7,686                     (9.7) %       $     1,376                  17.9  %       $   1,324          $          234                  17.7  %       $          1,087          $       1.97                (25)  %
measures)


                                                                                       Three months ended March 31, 2023
                                                   Organic                                                                                        Total sales
Sales Change                                        sales              Acquisitions              Divestitures              Translation               change
Total Company                                         (4.9) %                      -  %                   (1.3) %                  (2.8) %              (9.0) %
Remove manufactured PFAS products special             (0.7)                        -                         -                        -                 

(0.7)


item impact
Adjusted total Company (non-GAAP measures)            (5.6) %                      -  %                   (1.3) %                  (2.8) %              

(9.7) %



Transportation and Electronics                        (8.0) %                      -  %                   (1.0) %                  (3.4) %             (12.4) %
Remove manufactured PFAS products special             (3.3)                        -                      (0.1)                     0.2                 

(3.2)


item impact
Adjusted Transportation and Electronics              (11.3) %                      -  %                   (1.1) %                  (3.2) %             (15.6) %
(non-GAAP measures)


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Sales and operating income (loss) by business segment:



The following tables contain sales and operating income (loss) results by
business segment for the three months ended March 31, 2023 and 2022. Refer to
the section entitled Performance by Business Segment later in MD&A for
additional discussion concerning 2023 versus 2022 results, including Corporate
and Unallocated. Refer to Note 15 for additional information on business
segments.

                                                       Three months ended March 31,
                                           2023                                2022                                  % change
                                         Net                       Oper.                   Net                                Oper.                   Net                      Oper.
(Dollars in millions)                   Sales                  Income (Loss)              Sales                           Income (Loss)              Sales                 Income (Loss)
Business Segments
Safety and Industrial                $     2,779             $             601       $          3,051                    $            627               (8.9)  %                    (4.2)  %
Transportation and Electronics             2,050                           294                  2,340                                 464              (12.4)                      (36.6)
Health Care                                2,010                           360                  2,128                                 445               (5.6)                      (19.2)
Consumer                                   1,192                           179                  1,309                                 219               (9.0)                      (18.5)
Corporate and Unallocated                      -                         (193)                      1                               (114)
Total Company                        $     8,031             $           1,241       $          8,829                    $          1,641               (9.0)  %                   (24.4)  %


                                                                                            Three months ended March 31, 2023
Worldwide Sales Change                                                                                                                                      Total sales
By Business Segment                            Organic sales             Acquisitions                Divestitures                Translation                   change
Safety and Industrial                                 (6.0)  %                       -   %                       -   %                   (2.9)  %                   (8.9)  %
Transportation and Electronics                        (8.0)                          -                        (1.0)                      (3.4)                     (12.4)
Health Care                                            1.4                           -                        (4.3)                      (2.7)                      (5.6)
Consumer                                              (6.8)                          -                        (0.3)                      (1.9)                      (9.0)
Total Company                                         (4.9)                          -                        (1.3)                      (2.8)                      (9.0)

Refer to the Certain amounts adjusted for special items - (non-GAAP measures) section for additional details on the impact of special items on sales (and sales change) and operating income (loss) by business segment.

Sales by geographic area:



Percent change information compares the three months ended March 31, 2023 with
the same prior year period, unless otherwise indicated. Additional discussion of
business segment results is provided in the Performance by Business Segment
section.

                                                                       

Three months ended March 31, 2023


                                                                                  Europe,
                                                                Asia            Middle East              Other
                                           Americas           Pacific             & Africa            Unallocated          Worldwide
Net sales (millions)                     $  4,399           $  2,180           $    1,452           $          -          $  8,031
% of worldwide sales                         54.8   %           27.1   %             18.1   %                                100.0   %
Components of net sales change:
Organic sales                                 1.2              (14.9)                (4.5)                                    (4.9)
Divestitures                                 (1.6)              (1.0)                (1.0)                                    (1.3)
Translation                                  (0.5)              (5.4)                (4.9)                                    (2.8)
Total sales change                           (0.9)  %          (21.3)  %            (10.4)  %                                 (9.0)  %

Additional information beyond what is included in the preceding tables are as follows:



•For the first quarter of 2023, in the Americas geographic area, U.S. total
sales were flat which included increased organic sales of 1 percent. Total sales
in Mexico increased 6 percent which included increased organic sales of 10
percent. In Canada, total sales decreased 14 percent which included decreased
organic sales of 7 percent. In Brazil, total sales increased 5 percent which
included increased organic sales of 8 percent. In the Asia Pacific geographic
area, China total sales decreased 23 percent which included decreased organic
sales of 18 percent. In Japan, total sales decreased 21 percent which included
decreased organic sales of 10 percent.
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Managing currency risks:



The stronger U.S. dollar had a negative impact on sales in the first three
months of 2023 compared to the same period last year. Net of the Company's
hedging strategy, foreign currency negatively impacted earnings in the first
three months of 2023 compared to the same period last year. 3M utilizes a number
of tools to manage currency risk related to earnings including natural hedges
such as pricing, productivity, hard currency, hard currency-indexed billings,
and localizing source of supply. 3M also uses financial hedges to mitigate
currency risk. In the case of more liquid currencies, 3M hedges a portion of its
aggregate exposure, using a 12, 24 or 36 month horizon, depending on the
currency in question. For less liquid currencies, financial hedging is
frequently more expensive with more limitations on tenor. Thus, this risk is
largely managed via local operational actions using natural hedging tools as
discussed above. In either case, 3M's hedging approach is designed to mitigate a
portion of foreign currency risk and reduce volatility, ultimately allowing time
for 3M's businesses to respond to changes in the marketplace.

Financial condition:

Refer to the section entitled Financial Condition and Liquidity later in MD&A for a discussion of items impacting cash flows.



In November 2018, 3M's Board of Directors replaced the Company's February 2016
repurchase program with a new repurchase program. This new program authorizes
the repurchase of up to $10 billion of 3M's outstanding common stock, with no
pre-established end date. In the first three months of 2023, the Company
purchased $29 million of its own stock, compared to $773 million of stock
purchases in the first three months of 2022. As of March 31, 2023, approximately
$4.2 billion remained available under the authorization. In February 2023, 3M's
Board of Directors declared a first-quarter 2023 dividend of $1.50 per share, an
increase of 1 percent. This marked the 65th consecutive year of dividend
increases for 3M.

RESULTS OF OPERATIONS

Net Sales:

Refer to the preceding Overview section and the Performance by Business Segment section later in MD&A for additional discussion of sales change.



Operating Expenses:

                                                                     Three months ended
                                                                         March 31,
(Percent of net sales)                                          2023             2022       Change
Cost of sales                                                       57.4  %     54.7  %      2.7  %
Selling, general and administrative expenses (SG&A)                 21.3        21.3           -
Research, development and related expenses (R&D)                     5.9         5.4         0.5

Operating income margin                                             15.4  %     18.6  %     (3.2) %


Stock compensation expense was $135 million and $135 million for the three
months ended March 31, 2023 and 2022, respectively, which impacts cost of sales;
selling, general and administrative expenses (SG&A); and research, development
and related expenses (R&D). The Company's annual stock option and restricted
stock unit grant is made in February. Accounting rules require recognition of
expense under a non-substantive vesting period approach, requiring compensation
expense recognition when an employee is eligible to retire. This
retiree-eligible population represents 35 percent of the annual grant
stock-based compensation expense; therefore, higher stock-based compensation
expense is recognized in the first quarter each year.

3M expects global defined benefit pension and postretirement service cost
expense in 2023 to decrease by approximately $160 million pre-tax when compared
to 2022, which impacts cost of sales, SG&A, and R&D. The year-on-year decrease
in defined benefit pension and postretirement service cost expense for the first
three months of 2023 was approximately $42 million.

For total year 2022, the Company recognized consolidated defined benefit pre-tax
pension and postretirement service cost expense of $426 million and a benefit of
$248 million related to all non-service pension and postretirement net benefit
costs (after settlements, curtailments, special termination benefits and other)
for a total consolidated defined benefit pre-tax pension and postretirement
expense of $178 million.

For total year 2023, defined benefit pension and postretirement service cost
expense is anticipated to total approximately $270 million while non-service
pension and postretirement net benefit cost is anticipated to be a benefit of
approximately $125 million, for a total consolidated defined benefit pre-tax
pension and postretirement expense of approximately $145 million, a decrease in
expense of approximately $30 million compared to 2022.
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The Company is continuing the ongoing deployment of an enterprise resource planning (ERP) system on a worldwide basis, with these investments impacting cost of sales, SG&A, and R&D.



Cost of Sales:

Cost of sales, measured as a percent of sales, increased in the first three
months of 2023 when compared to the same period last year. Increases were
primarily due to higher raw materials and energy costs; manufacturing
productivity headwinds; investments in growth, productivity and sustainability;
and restructuring. These increases were partially offset year-on-year due to
lower net costs for significant litigation to address certain PFAS-related other
environmental matters, strong pricing and aggressive spending discipline.

Selling, General and Administrative Expenses:



SG&A, measured as a percent of sales, was consistent in the first three months
of 2023 when compared to the same period last year. SG&A was impacted
restructuring charges and continued investment in key growth initiatives. These
impacts were offset by lower net costs for significant litigation to address
Combat Arms Earplugs and 3M's respirator mask/asbestos litigation matters,
restructuring benefits and ongoing general 3M cost management.

Research, Development and Related Expenses:



R&D, measured as a percent of sales, increased in the first three months of 2023
when compared to the same period last year. 3M continues to invest in a range of
R&D activities from application development, product and manufacturing support,
product development and technology development aimed at disruptive innovations.

Other Expense (Income), Net:

See Note 6 for a detailed breakout of this line item.



Interest expense (net of interest income) decreased in the first quarter of 2023
primarily due to prior period debt maturities and interest income generated on
invested cash.

The non-service pension and postretirement net benefit decreased approximately
$36 million in the first quarter of 2023 compared to the same period
year-on-year.

Provision for Income Taxes:

                                       Three months ended
                                            March 31,
(Percent of pre-tax income)             2023              2022
Effective tax rate                           17.7  %     18.8  %

The primary factor that decreased the Company's effective tax rate for first quarter 2023 was deferred tax impacts of 2023 activity.



The tax rate can vary from quarter to quarter due to discrete items, such as the
settlement of income tax audits, changes in tax laws, and employee share-based
payment accounting; as well as recurring factors, such as the geographic mix of
income before taxes.

Refer to Note 8 for further discussion of income taxes.

Income from Unconsolidated Subsidiaries, Net of Taxes:



                                                                            Three months ended
                                                                                 March 31,
(Millions)                                                            2023                        2022
Income (loss) from unconsolidated subsidiaries, net of       $                    2       $                  2

taxes




Income (loss) from unconsolidated subsidiaries, net of taxes, is attributable to
the Company's accounting under the equity method for ownership interests in
certain entities such as Kindeva following 3M's divestiture of the drug delivery
business in 2020. In the fourth quarter of 2022, 3M sold its remaining ownership
interest in Kindeva.
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Net Income (Loss) Attributable to Noncontrolling Interest:



                                                                          Three months ended
                                                                              March 31,
(Millions)                                                          2023                      2022
Net income (loss) attributable to noncontrolling             $              5          $             4

interest

Net income (loss) attributable to noncontrolling interest represents the elimination of the income or loss attributable to non-3M ownership interests in 3M consolidated entities. The primary noncontrolling interest relates to 3M India Limited, of which 3M's effective ownership is 75 percent.

Significant Accounting Policies:

Information regarding new accounting standards is included in Note 1 to the Consolidated Financial Statements.

PERFORMANCE BY BUSINESS SEGMENT



Item 1, Business Segments, provides an overview of 3M's business segments. In
addition, disclosures relating to 3M's business segments are provided in Note
15. Effective in the first quarter of 2023, the measure of segment operating
performance and segment composition used by 3M's chief operating decision maker
(CODM) changed and, as a result, 3M's disclosed measure of segment profit/loss
(business segment operating income) was updated for all comparative periods
presented. The change to business segment operating income aligns with the
update to how the CODM assesses performance and allocates resources for the
Company's business segments (see Note 15 for additional details).

Information provided herein reflects the impact of these changes for all periods
presented. 3M manages its operations in four business segments. The reportable
segments are Safety and Industrial; Transportation and Electronics; Health Care;
and Consumer.

Corporate and Unallocated:

In addition to these four business segments, 3M assigns certain costs to
"Corporate and Unallocated," which is presented separately in the preceding
business segments table and in Note 15. Corporate and Unallocated operating
income includes "corporate special items" and "other corporate expense-net".
Corporate special items include net costs for significant litigation associated
with Combat Arms Earplugs and Aearo-respirator mask/asbestos matters during the
chapter 11 bankruptcy period (which began in July 2022) and with PFAS-related
other environmental matters (see Note 14). Corporate special items also include
divestiture costs, gain/loss on business divestitures (see Note 3),
divestiture-related restructuring costs (see Note 5), and Russia exit costs (see
Note 13). Divestiture costs include costs related to separating and divesting
substantially an entire business segment of 3M following public announcement of
its intended divestiture. Other corporate expense-net includes items such as net
costs related to limited unallocated corporate staff and centrally managed
material resource centers of expertise costs, corporate philanthropic activity,
gains/losses from sales of property, plant and equipment and other assets, and
other net costs that 3M may choose not to allocate directly to its business
segments. Other corporate expense-net also includes costs and income from
transition supply, manufacturing and service arrangements with Neogen
Corporation following the 2022 split-off of 3M's Food Safety business. Items
classified as revenue from this activity are included in Corporate and
Unallocated net sales. Because Corporate and Unallocated includes a variety of
miscellaneous items, it is subject to fluctuation on a quarterly and annual
basis.

Corporate and Unallocated operating expenses increased in the first three months of 2023, when compared to the same period last year. The subsections below provide additional information.

Corporate Special Items



Refer to the Certain amounts adjusted for special items - (non-GAAP measures)
section for additional details on the impact of special items and to Note 15 for
additional information on the components of corporate special items. Corporate
special item net costs remained flat year over year.

Other Corporate Expense - Net



Other corporate operating expenses, net, increased in the first three months of
2023, when compared to the same period last year. The year-on-year increase was
primarily due to higher pre-tax restructuring charges and lower gains on sale of
property, plant and equipment.

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Operating Business Segments:

Information related to 3M's business segments is presented in the tables that follow with additional context in the corresponding narrative below the tables.

Refer to 3M's 2022 Annual Report on Form 10-K, Item 1, Business, for discussion of 3M products that are included in each business segment.

Safety and Industrial Business:



                                                                                Three months ended
                                                                                     March 31,
                                                                           2023                    2022
Sales (millions)                                                     $           2,779       $           3,051
Sales change analysis:
Organic sales                                                                 (6.0)  %

Translation                                                                   (2.9)
Total sales change                                                            (8.9)  %

Business segment operating income (loss) (millions)                  $             601       $             627
Percent change                                                                (4.2)  %
Percent of sales                                                              21.6   %                  20.6 %

Adjusted business segment operating income (millions)                $             562       $             690
(non-GAAP measure)
Percent change                                                               (18.7)  %
Percent of sales                                                              20.2   %                  22.6 %


The preceding table also displays business segment operating income (loss)
information adjusted for special items. For Safety and Industrial these
adjustments include net costs for respirator mask/asbestos (Aearo-related and
non-Aearo related) and Combat Arms Earplugs litigation matters. During the Aearo
chapter 11 bankruptcy period (which began in July 2022 - see Note 14), net costs
related to Combat Arms Earplugs and Aearo-respirator mask/asbestos matters are
reflected as corporate special items in Corporate and Unallocated while those
associated with non-Aearo respirator mask/asbestos matters continue to be
reflected as special items in the Safety and Industrial business segment. Refer
to the Certain amounts adjusted for special items - (non-GAAP measures) section
for additional details.

First quarter 2023 results:

Sales in Safety and Industrial were down 8.9 percent in U.S. dollars.

On an organic sales basis:



•Sales increased in automotive aftermarket, electrical markets, and abrasives
and decreased in personal safety, industrial adhesives and tapes, closure and
masking systems and in roofing granules.
•Growth was held back by the disposable respirator sales decline within personal
safety along with the exit of Russia (which, together, negatively impacted
year-on-year first quarter organic growth by 9.9 percentage points); declines
within industrial adhesives and tapes due to consumer electronics softness,
closure and masking systems was down as consumers pulled back on discretionary
spending impacting e-commerce shipments.

Business segment operating income margins increased year-on-year from pricing,
aggressive spending discipline, and productivity actions which more than offset
the decline driven by lower sales volume, manufacturing and supply chain
headwinds, carryover raw material/logistics/energy cost inflation, investments
in the business and China COVID-related challenges. Adjusting for special items
(non-GAAP measure), business segment operating income margins decreased
year-on-year as displayed above.
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Transportation and Electronics Business:



                                                                                 Three months ended
                                                                                      March 31,
                                                                            2023                     2022
Sales (millions)                                                     $             2,050       $           2,340
Sales change analysis:
Organic sales                                                                 (8.0)    %

Divestitures                                                                  (1.0)
Translation                                                                   (3.4)
Total sales change                                                           (12.4)    %

Business segment operating income (millions)                         $               294       $             464
Percent change                                                               (36.6)    %
Percent of sales                                                              14.4     %                  19.8 %

Adjusted sales (millions) (non-GAAP measure)                         $       1,705             $           2,020
Sales change analysis:
Organic sales                                                                (11.3)    %

Divestitures                                                                  (1.1)    %
Translation                                                                   (3.2)    %
Total sales change                                                           (15.6)    %

Adjusted business segment operating income (millions)                $         284             $             448
(non-GAAP measure)
Percent change                                                               (36.4)    %
Percent of sales                                                              16.7     %                  22.2 %


The preceding table also displays business segment sales (and sales change) and
operating income (loss) information adjusted for special items. For
Transportation and Electronics these adjustments include the sales and estimates
of income regarding PFAS manufactured products that 3M plans to exit by the end
of 2025. Refer to the Certain amounts adjusted for special items - (non-GAAP
measures) section for additional details.

First quarter 2023 results:



Sales in Transportation and Electronics were down 12.4 percent in U.S. dollars.
Adjusting for special item PFAS manufactured products (non-GAAP measure), sales
were down 15.6 percent in U.S. dollars.

On an organic sales basis:

•Sales increased in automotive and aerospace, and advanced materials and decreased in electronics, transportation safety and commercial solutions. •Growth continued to be held back by significant consumer electronics end-market weakness along with tiers and original equipment manufacturers (OEMs) aggressively reducing inventories particularly for smartphones, tablets and TVs.

Divestitures:

•Divestiture impact relates to lost Transportation and Electronics sales year-on-year from deconsolidation of the Aearo Entities in July 2022.



Business segment operating income margins decreased year-on-year from lower
sales volumes, manufacturing and supply chain headwinds, carryover raw
material/logistics/energy cost inflation, investments in the business and China
COVID-related challenges partially offset by benefits from pricing, aggressive
spending discipline, and productivity actions. Adjusting for special item PFAS
manufactured products (non-GAAP measure), business segment operating income
margins decreased year-on-year as displayed above.
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Health Care Business:

                                                         Three months ended
                                                             March 31,
                                                         2023              2022
Sales (millions)                                  $             2,010    $   2,128
Sales change analysis:
Organic sales                                                 1.4   %

Divestitures                                                    (4.3)
Translation                                                     (2.7)
Total sales change                                           (5.6)  %

Business segment operating income (millions)      $               360    $     445
Percent change                                              (19.2)  %
Percent of sales                                             17.9   %     20.9   %


First quarter 2023 results:

Sales in Health Care were down 5.6 percent in U.S. dollars.

On an organic sales basis:

•Sales increased in medical solutions, and oral care; were flat in health information systems, and decreased in separation and purification. •Growth was held back by declines in separation and purification due to the normalization of post-COVID-related biopharma demand along with overall headwinds from the exit of Russia.

Divestitures:

•Divestiture impact relates to the lost sales year-on-year from the Food Safety Division split-off transaction in the third quarter of 2022.

Business segment operating income margins decreased year-on-year due to manufacturing and supply chain headwinds, carryover raw material/logistics/energy costs inflation and investments in the business, partially offset by benefits from pricing, aggressive spending discipline, and productivity actions.



As discussed in Note 3, in the third quarter of 2022, 3M announced its intention
to spin off the Health Care business as a separate public company. 3M expects to
initially retain a 19.9% ownership position in the Health Care business.
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Consumer Business:

                                                         Three months ended
                                                             March 31,
                                                         2023              2022
Sales (millions)                                  $             1,192    $   1,309
Sales change analysis:
Organic sales                                                (6.8)  %

Divestitures                                                 (0.3)
Translation                                                  (1.9)
Total sales change                                           (9.0)  %

Business segment operating income (millions)      $               179    $     219
Percent change                                              (18.5)  %
Percent of sales                                             15.0   %     16.8   %


First quarter 2023 results:

Sales in Consumer were down 9.0 percent in U.S. dollars.

On an organic sales basis:



•Sales increased in stationery and office, and decreased in home improvement and
home health and auto care.
•Growth was negatively impacted as consumers have shifted their spending
patterns to more non-discretionary items and retailers have aggressively reduced
their inventory levels.

Business segment operating income margins decreased year-on-year from lower sales volumes; manufacturing and supply chain headwinds and carryover raw material/logistics/energy cost inflation, partially offset by benefits from pricing, aggressive spending discipline, and productivity actions.


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FINANCIAL CONDITION AND LIQUIDITY



The strength and stability of 3M's business model and strong free cash flow
capability, together with proven capital markets access, provide financial
flexibility to deploy capital in accordance with the Company's stated priorities
and meet needs associated with contractual commitments and other obligations.
Investing in 3M's business to drive organic growth and deliver strong returns on
invested capital remains the first priority for capital deployment. This
includes research and development, capital expenditures, and commercialization
capability. The Company also continues to actively manage its portfolio through
acquisitions and divestitures to maximize value for shareholders. 3M expects to
continue returning cash to shareholders through dividends and share repurchases.
To fund cash needs in the United States, the Company relies on ongoing cash flow
from U.S. operations, access to capital markets and repatriation of the earnings
of its foreign affiliates that are not considered to be permanently reinvested.
For those international earnings still considered to be reinvested indefinitely,
the Company currently has no plans or intentions to repatriate these funds for
U.S. operations. See Note 10 in 3M's 2022 Annual Report on Form 10-K for further
information on earnings considered to be reinvested indefinitely.

3M maintains a strong liquidity profile. The Company's primary short-term
liquidity needs are met through cash on hand and U.S. commercial paper
issuances. 3M believes it will have continuous access to the commercial paper
market. 3M's commercial paper program permits the Company to have a maximum of
$5 billion outstanding with a maximum maturity of 397 days from date of
issuance. The Company had $1.1 billion in commercial paper outstanding at
March 31, 2023, compared to no commercial paper outstanding as of December 31,
2022.

Total debt:

The strength of 3M's credit profile and significant ongoing cash flows provide
3M proven access to capital markets. Additionally, the Company's debt maturity
profile is staggered to help ensure refinancing needs in any given year are
reasonable in proportion to the total portfolio. As of March 2023, 3M has a
credit rating of A1, negative outlook from Moody's Investors Service, and a
credit rating of A, CreditWatch negative from S&P Global Ratings.

The Company's total debt at March 31, 2023 was consistent when compared to
December 31, 2022 as maturities of $1.15 billion of fixed-rate notes were offset
by issuances of commercial paper of $1.1 billion. For discussion of repayments
of and proceeds from debt refer to the following Cash Flows from Financing
Activities section.

In July 2017, the United Kingdom's Financial Conduct Authority announced that it
would no longer require banks to submit rates for the London InterBank Offered
Rate ("LIBOR") after 2021. In November 2020, the ICE Benchmark Administration
(IBA), LIBOR's administrator, proposed extending the publication of USD LIBOR
through June 2023. Subsequently, in March of 2021, IBA ceased publication of
certain LIBOR rates after December 31, 2021. USD LIBOR rates that did not cease
on December 31, 2021 will continue to be published through June 30, 2023. The
Company has reviewed its debt securities, bank facilities, derivative
instruments, and commercial contracts that may utilize LIBOR as the reference
rate. Contracts will be modified to apply a new reference rate where applicable.

Effective February 8, 2023, the Company updated its "well-known seasoned issuer"
(WKSI) shelf registration statement, which registers an indeterminate amount of
debt or equity securities for future issuance and sale. This replaced 3M's
previous shelf registration dated February 10, 2020. In May 2016, 3M entered
into an amended and restated distribution agreement relating to the future
issuance and sale (from time to time) of the Company's medium-term notes program
(Series F), up to the aggregate principal amount of $18 billion, which was an
increase from the previous aggregate principal amount up to $9 billion of the
same Series. As of March 31, 2023, the total amount of debt issued as part of
the medium-term notes program (Series F), inclusive of debt issued in February
2019 and prior years is approximately $17.6 billion (utilizing the foreign
exchange rates applicable at the time of issuance for the euro denominated
debt). Information with respect to long-term debt issuances and maturities for
the periods presented is included in Note 10 of this Form 10-Q and Note 12 in
3M's 2022 Annual Report on Form 10-K.

3M has an amended and restated $3.0 billion five-year revolving credit facility
expiring in November 2024. The revolving credit agreement includes a provision
under which 3M may request an increase of up to $1.0 billion (at lender's
discretion), bringing the total facility up to $4.0 billion. In addition, 3M
entered into a $1.25 billion 364-day credit facility, which was renewed in
November 2022 with an expiration date of November 2023. The 364-day credit
agreement includes a provision under which 3M may convert any advances
outstanding on the maturity date into term loans having a maturity date one year
later. These credit facilities were undrawn at March 31, 2023. Under both the
$3.0 billion and $1.25 billion credit agreements, the Company is required to
maintain its EBITDA to Interest Ratio as of the end of each fiscal quarter at
not less than 3.0 to 1. This is calculated (as defined in the agreement) as the
ratio of consolidated total EBITDA for the four consecutive quarters then ended
to total interest expense on all funded debt for the same period. At March 31,
2023, this ratio was approximately 17 to 1. Debt covenants do not restrict the
payment of dividends.
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The Company also had $320 million in stand-alone letters of credit and bank guarantees issued and outstanding at March 31, 2023. These instruments are utilized in connection with normal business activities.

Cash, cash equivalents and marketable securities:



At March 31, 2023, 3M had $4.0 billion of cash, cash equivalents and marketable
securities, of which approximately $2.7 billion was held by the Company's
foreign subsidiaries and approximately $1.3 billion was held in the United
States. These balances are invested in bank instruments and other high-quality
fixed income securities. At December 31, 2022, 3M had $3.9 billion of cash, cash
equivalents and marketable securities, of which approximately $2.7 billion was
held by the Company's foreign subsidiaries and $1.2 billion was held by the
United States. The increase from December 31, 2022 primarily resulted from cash
flow from operations.

Net Debt (non-GAAP measure):



Net debt is not defined under U.S. GAAP and may not be computed the same as
similarly titled measures used by other companies. The Company defines net debt
as total debt less the total of cash, cash equivalents and current and long-term
marketable securities. 3M believes net debt is meaningful to investors as 3M
considers net debt and its components to be important indicators of liquidity
and financial position. The following table provides net debt as of March 31,
2023 and December 31, 2022.

(Millions)                                           March 31, 2023              December 31, 2022                Change
Total debt                                        $              15,960       $                 15,939       $          21
Less: Cash, cash equivalents and marketable                       3,992                          3,916                     76
securities
Net debt (non-GAAP measure)                       $              11,968       $                 12,023       $         (55)

Refer to the preceding Total Debt and Cash, Cash Equivalents and Marketable Securities sections for additional details.

Balance Sheet:



3M's strong balance sheet and liquidity provide the Company with significant
flexibility to fund its numerous opportunities going forward. The Company will
continue to invest in its operations to drive growth, including continual review
of acquisition opportunities.

The Company uses working capital measures that place emphasis and focus on certain working capital assets, such as accounts receivable and inventory activity.

Working capital (non-GAAP measure):



(Millions)                                           March 31, 2023              December 31, 2022               Change
Current assets                                    $              14,963       $                 14,688       $           275
Less: Current liabilities                                        10,556                          9,523                 1,033
Working capital (non-GAAP measure)                $               4,407       $                  5,165       $       (758)


Various assets and liabilities, including cash and short-term debt, can
fluctuate significantly from month to month depending on short-term liquidity
needs. Working capital is not defined under U.S. generally accepted accounting
principles and may not be computed the same as similarly titled measures used by
other companies. The Company defines working capital as current assets minus
current liabilities. 3M believes working capital is meaningful to investors as a
measure of operational efficiency and short-term financial health.

Working capital decreased $0.8 billion compared with December 31, 2022. Balance
changes in current assets increased working capital by $0.3 billion, driven
largely by increases in cash and cash equivalents and accounts receivable.
Balance changes in current liabilities decreased working capital by $1.0
billion, primarily due to increases in short-term borrowings driven by issuances
of commercial paper partially offset by decreases in accrued payroll.
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