We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
DuPont de Nemours Inc | NYSE:DD | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 78.22 | 0 | 10:35:34 |
|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
51-0014090
|
(State or other Jurisdiction of
|
|
(I.R.S. Employer
|
Incorporation or Organization)
|
|
Identification No.)
|
Large Accelerated Filer
x
|
|
Accelerated Filer
o
|
|
|
|
Non-Accelerated Filer
o
|
|
Smaller reporting company
o
|
|
|
|
Page
|
|
|
|||
|
|
|
|
|
|||
|
|||
|
|||
|
|||
|
|||
|
|
||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|
|
|
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|||
|
Item 1.
|
CONSOLIDATED FINANCIAL STATEMENTS
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Net sales
|
$
|
7,405
|
|
$
|
7,837
|
|
Cost of goods sold
|
4,242
|
|
4,516
|
|
||
Other operating charges
|
185
|
|
148
|
|
||
Selling, general and administrative expenses
|
1,128
|
|
1,220
|
|
||
Research and development expense
|
418
|
|
479
|
|
||
Other income, net
|
(372
|
)
|
(199
|
)
|
||
Interest expense
|
92
|
|
84
|
|
||
Employee separation / asset related charges, net
|
77
|
|
38
|
|
||
Income from continuing operations before income taxes
|
1,635
|
|
1,551
|
|
||
Provision for income taxes on continuing operations
|
406
|
|
530
|
|
||
Income from continuing operations after income taxes
|
1,229
|
|
1,021
|
|
||
Income from discontinued operations after income taxes
|
3
|
|
14
|
|
||
Net income
|
1,232
|
|
1,035
|
|
||
Less: Net income attributable to noncontrolling interests
|
6
|
|
4
|
|
||
Net income attributable to DuPont
|
$
|
1,226
|
|
$
|
1,031
|
|
Basic earnings per share of common stock:
|
|
|
||||
Basic earnings per share of common stock from continuing operations
|
$
|
1.40
|
|
$
|
1.12
|
|
Basic earnings per share of common stock from discontinued operations
|
—
|
|
0.01
|
|
||
Basic earnings per share of common stock
|
$
|
1.40
|
|
$
|
1.13
|
|
Diluted earnings per share of common stock:
|
|
|
||||
Diluted earnings per share of common stock from continuing operations
|
$
|
1.39
|
|
$
|
1.11
|
|
Diluted earnings per shares of common stock from discontinued operations
|
—
|
|
0.01
|
|
||
Diluted earnings per share of common stock
|
$
|
1.39
|
|
$
|
1.13
|
|
Dividends per share of common stock
|
$
|
0.38
|
|
$
|
0.47
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Net income
|
$
|
1,232
|
|
$
|
1,035
|
|
Other comprehensive loss, before tax:
|
|
|
||||
Cumulative translation adjustment
|
170
|
|
(1,189
|
)
|
||
Net revaluation and clearance of cash flow hedges to earnings:
|
|
|
||||
Additions and revaluations of derivatives designated as cash flow hedges
|
16
|
|
(22
|
)
|
||
Clearance of hedge results to earnings
|
11
|
|
7
|
|
||
Net revaluation and clearance of cash flow hedges to earnings
|
27
|
|
(15
|
)
|
||
Pension benefit plans:
|
|
|
||||
Net loss
|
(1,191
|
)
|
(4
|
)
|
||
Effect of foreign exchange rates
|
1
|
|
100
|
|
||
Reclassifications to net income:
|
|
|
||||
Amortization of prior service benefit
|
(2
|
)
|
(2
|
)
|
||
Amortization of loss
|
172
|
|
209
|
|
||
Curtailment / settlement loss
|
50
|
|
5
|
|
||
Pension benefit plans, net
|
(970
|
)
|
308
|
|
||
Other benefit plans:
|
|
|
||||
Net loss
|
(124
|
)
|
—
|
|
||
Reclassifications to net income:
|
|
|
||||
Amortization of prior service benefit
|
(39
|
)
|
(52
|
)
|
||
Amortization of loss
|
17
|
|
19
|
|
||
Curtailment gain
|
(30
|
)
|
—
|
|
||
Other benefit plans, net
|
(176
|
)
|
(33
|
)
|
||
Net unrealized loss on securities
|
(8
|
)
|
—
|
|
||
Other comprehensive loss, before tax
|
(957
|
)
|
(929
|
)
|
||
Income tax benefit (expense) related to items of other comprehensive loss
|
402
|
|
(86
|
)
|
||
Other comprehensive loss, net of tax
|
(555
|
)
|
(1,015
|
)
|
||
Comprehensive income
|
677
|
|
20
|
|
||
Less: Comprehensive income attributable to noncontrolling interests
|
6
|
|
4
|
|
||
Comprehensive income attributable to DuPont
|
$
|
671
|
|
$
|
16
|
|
|
March 31,
2016 |
December 31,
2015 |
||||
Assets
|
|
|
|
|
||
Current assets
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
4,166
|
|
$
|
5,300
|
|
Marketable securities
|
623
|
|
906
|
|
||
Accounts and notes receivable, net
|
6,917
|
|
4,643
|
|
||
Inventories
|
5,482
|
|
6,140
|
|
||
Prepaid expenses
|
677
|
|
398
|
|
||
Total current assets
|
17,865
|
|
17,387
|
|
||
Property, plant and equipment, net of accumulated depreciation
(March 31, 2016 - $14,621; December 31, 2015 - $14,346)
|
9,649
|
|
9,784
|
|
||
Goodwill
|
4,256
|
|
4,248
|
|
||
Other intangible assets
|
4,071
|
|
4,144
|
|
||
Investment in affiliates
|
689
|
|
688
|
|
||
Deferred income taxes
|
4,142
|
|
3,799
|
|
||
Other assets
|
1,129
|
|
1,116
|
|
||
Total
|
$
|
41,801
|
|
$
|
41,166
|
|
Liabilities and Equity
|
|
|
|
|
||
Current liabilities
|
|
|
|
|
||
Accounts payable
|
$
|
2,773
|
|
$
|
3,398
|
|
Short-term borrowings and capital lease obligations
|
1,625
|
|
1,165
|
|
||
Income taxes
|
171
|
|
173
|
|
||
Other accrued liabilities
|
4,386
|
|
5,580
|
|
||
Total current liabilities
|
8,955
|
|
10,316
|
|
||
Long-term borrowings and capital lease obligations
|
8,126
|
|
7,642
|
|
||
Other liabilities
|
13,700
|
|
12,591
|
|
||
Deferred income taxes
|
422
|
|
417
|
|
||
Total liabilities
|
31,203
|
|
30,966
|
|
||
Commitments and contingent liabilities
|
|
|
|
|
||
Stockholders’ equity
|
|
|
|
|
||
Preferred stock
|
237
|
|
237
|
|
||
Common stock, $0.30 par value; 1,800,000,000 shares authorized;
Issued at March 31, 2016 - 960,450,000; December 31, 2015 - 958,388,000
|
288
|
|
288
|
|
||
Additional paid-in capital
|
11,140
|
|
11,081
|
|
||
Reinvested earnings
|
15,400
|
|
14,510
|
|
||
Accumulated other comprehensive loss
|
(9,951
|
)
|
(9,396
|
)
|
||
Common stock held in treasury, at cost
(87,041,000 shares at March 31, 2016 and December 31, 2015)
|
(6,727
|
)
|
(6,727
|
)
|
||
Total DuPont stockholders’ equity
|
10,387
|
|
9,993
|
|
||
Noncontrolling interests
|
211
|
|
207
|
|
||
Total equity
|
10,598
|
|
10,200
|
|
||
Total
|
$
|
41,801
|
|
$
|
41,166
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Operating activities
|
|
|
||||
Net income
|
$
|
1,232
|
|
$
|
1,035
|
|
Adjustments to reconcile net income to cash used for operating activities:
|
|
|
|
|
||
Depreciation
|
238
|
|
306
|
|
||
Amortization of intangible assets
|
122
|
|
140
|
|
||
Net periodic pension benefit cost
|
146
|
|
147
|
|
||
Contributions to pension plans
|
(88
|
)
|
(124
|
)
|
||
Gain on sale of businesses and other assets
|
(374
|
)
|
—
|
|
||
Other operating activities - net
|
258
|
|
(1
|
)
|
||
Change in operating assets and liabilities - net
|
(3,378
|
)
|
(3,626
|
)
|
||
Cash used for operating activities
|
(1,844
|
)
|
(2,123
|
)
|
||
Investing activities
|
|
|
|
|
||
Purchases of property, plant and equipment
|
(357
|
)
|
(565
|
)
|
||
Investments in affiliates
|
(1
|
)
|
(45
|
)
|
||
Proceeds from sale of businesses and other assets - net
|
193
|
|
25
|
|
||
Purchases of short-term financial instruments
|
(95
|
)
|
(125
|
)
|
||
Proceeds from maturities and sales of short-term financial instruments
|
377
|
|
125
|
|
||
Foreign currency exchange contract settlements
|
(78
|
)
|
442
|
|
||
Other investing activities - net
|
(12
|
)
|
3
|
|
||
Cash provided by (used for) investing activities
|
27
|
|
(140
|
)
|
||
Financing activities
|
|
|
|
|
||
Dividends paid to stockholders
|
(334
|
)
|
(429
|
)
|
||
Net increase in short-term (less than 90 days) borrowings
|
665
|
|
980
|
|
||
Long-term and other borrowings:
|
|
|
||||
Receipts
|
654
|
|
120
|
|
||
Payments
|
(361
|
)
|
(1,409
|
)
|
||
Repurchase of common stock
|
—
|
|
(282
|
)
|
||
Proceeds from exercise of stock options
|
51
|
|
170
|
|
||
Other financing activities - net
|
(12
|
)
|
(1
|
)
|
||
Cash provided by (used for) financing activities
|
663
|
|
(851
|
)
|
||
Effect of exchange rate changes on cash
|
20
|
|
(174
|
)
|
||
Decrease in cash and cash equivalents
|
$
|
(1,134
|
)
|
$
|
(3,288
|
)
|
Cash and cash equivalents at beginning of period
|
5,300
|
|
6,910
|
|
||
Cash and cash equivalents at end of period
|
$
|
4,166
|
|
$
|
3,622
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Net sales
|
$
|
—
|
|
$
|
1,335
|
|
Cost of goods sold
|
—
|
|
1,037
|
|
||
Other operating charges
|
7
|
|
135
|
|
||
Selling, general and administrative expenses
|
—
|
|
92
|
|
||
Research and development expense
|
—
|
|
20
|
|
||
Other income, net
|
—
|
|
1
|
|
||
(Loss) income from discontinued operations before income taxes
|
(7
|
)
|
50
|
|
||
(Benefit) provision for income taxes
|
(3
|
)
|
36
|
|
||
(Loss) income from discontinued operations after income taxes
|
$
|
(4
|
)
|
$
|
14
|
|
|
Three Months Ended
|
|||||
|
March 31
|
|||||
|
2016
|
2015
|
||||
Depreciation
|
$
|
—
|
|
$
|
62
|
|
Amortization of intangible assets
|
—
|
|
1
|
|
||
Purchases of property, plant and equipment
|
—
|
|
150
|
|
|
Severance and Related Benefit Costs
|
Asset Related Charges
|
Other Non-Personnel Charges
1
|
Total
|
||||||||
Balance at December 31, 2015
|
$
|
648
|
|
$
|
—
|
|
$
|
32
|
|
$
|
680
|
|
Payments
|
(124
|
)
|
—
|
|
(20
|
)
|
(144
|
)
|
||||
Net translation adjustment
|
3
|
|
—
|
|
—
|
|
3
|
|
||||
Other adjustments
|
(44
|
)
|
37
|
|
9
|
|
2
|
|
||||
Asset write-offs
|
—
|
|
(37
|
)
|
—
|
|
(37
|
)
|
||||
Balance as of March 31, 2016
|
$
|
483
|
|
$
|
—
|
|
$
|
21
|
|
$
|
504
|
|
1.
|
Other non-personnel charges consist of contractual obligation costs.
|
|
Severance and Related Benefit Costs
|
Other Non-Personnel Charges
1
|
Total
|
||||||
Balance at December 31, 2015
|
$
|
76
|
|
$
|
2
|
|
$
|
78
|
|
Payments
|
(23
|
)
|
—
|
|
(23
|
)
|
|||
Balance as of March 31, 2016
|
$
|
53
|
|
$
|
2
|
|
$
|
55
|
|
1.
|
Other non-personnel charges consist of contractual obligation costs.
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Royalty income
|
$
|
57
|
|
$
|
34
|
|
Interest income
|
16
|
|
25
|
|
||
Equity in earnings of affiliates, net
|
10
|
|
4
|
|
||
Net gain on sales of businesses and other assets
1
|
373
|
|
5
|
|
||
Net exchange (losses) gains
2
|
(121
|
)
|
79
|
|
||
Miscellaneous income and expenses, net
3
|
37
|
|
52
|
|
||
Other income, net
|
$
|
372
|
|
$
|
199
|
|
1.
|
Includes a pre-tax gain of
$369
(
$214
net of tax) for the three months ended
March 31, 2016
related to the sale of DuPont (Shenzhen) Manufacturing Limited. See Note 3 for additional information.
|
2.
|
The
$79
net exchange gain for the three months ended
March 31, 2015
, includes a net
$(40)
pre-tax exchange loss associated with the devaluation of the Ukrainian hryvnia.
|
3.
|
Miscellaneous income and expenses, net, includes interest items, certain insurance recoveries and gains related to litigation settlements and other items.
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Subsidiary Monetary Position Gain (Loss)
|
|
|
||||
Pre-tax exchange gain (loss)
1
|
$
|
33
|
|
$
|
(200
|
)
|
Local tax benefits (expenses)
|
13
|
|
(109
|
)
|
||
Net after-tax impact from subsidiary exchange gain (loss)
|
46
|
|
(309
|
)
|
||
|
|
|
||||
Hedging Program Gain (Loss)
|
|
|
||||
Pre-tax exchange (loss) gain
|
(154
|
)
|
279
|
|
||
Tax benefits (expenses)
|
55
|
|
(100
|
)
|
||
Net after-tax impact from hedging program exchange (loss) gain
|
(99
|
)
|
179
|
|
||
|
|
|
||||
Total Exchange Gain (Loss)
|
|
|
||||
Pre-tax exchange (loss) gain
|
(121
|
)
|
79
|
|
||
Tax benefits (expenses)
|
68
|
|
(209
|
)
|
||
Net after-tax exchange loss
|
$
|
(53
|
)
|
$
|
(130
|
)
|
1.
|
Excludes equity affiliates.
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Numerator:
|
|
|
||||
Income from continuing operations after income taxes attributable to DuPont
|
$
|
1,223
|
|
$
|
1,017
|
|
Preferred dividends
|
(2
|
)
|
(2
|
)
|
||
Income from continuing operations after income taxes available to DuPont common stockholders
|
$
|
1,221
|
|
$
|
1,015
|
|
|
|
|
||||
Income from discontinued operations after income taxes available to DuPont common stockholders
|
$
|
3
|
|
$
|
14
|
|
|
|
|
||||
Net income available to common stockholders
|
$
|
1,224
|
|
$
|
1,029
|
|
|
|
|
||||
Denominator:
|
|
|
||||
Weighted-average number of common shares outstanding - Basic
|
873,546,000
|
|
906,835,000
|
|
||
Dilutive effect of the company’s employee compensation plans
|
3,705,000
|
|
6,984,000
|
|
||
Weighted-average number of common shares outstanding - Diluted
|
877,251,000
|
|
913,819,000
|
|
|
Three Months Ended
|
|||
|
March 31,
|
|||
|
2016
|
2015
|
||
Average number of stock options
|
5,104,000
|
|
—
|
|
|
March 31,
2016 |
December 31,
2015 |
||||
Finished products
|
$
|
3,401
|
|
$
|
3,779
|
|
Semi-finished products
|
1,559
|
|
1,780
|
|
||
Raw materials, stores and supplies
|
721
|
|
783
|
|
||
|
5,681
|
|
6,342
|
|
||
Adjustment of inventories to a last-in, first-out (LIFO) basis
|
(199
|
)
|
(202
|
)
|
||
Total
|
$
|
5,482
|
|
$
|
6,140
|
|
|
March 31, 2016
|
December 31, 2015
|
||||||||||||||||
|
Gross
|
Accumulated
Amortization
|
Net
|
Gross
|
Accumulated
Amortization
|
Net
|
||||||||||||
Intangible assets subject to amortization (Definite-lived):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Customer lists
|
$
|
1,635
|
|
$
|
(552
|
)
|
$
|
1,083
|
|
$
|
1,621
|
|
$
|
(529
|
)
|
$
|
1,092
|
|
Patents
|
457
|
|
(232
|
)
|
225
|
|
454
|
|
(220
|
)
|
234
|
|
||||||
Purchased and licensed technology
|
1,204
|
|
(736
|
)
|
468
|
|
1,173
|
|
(649
|
)
|
524
|
|
||||||
Trademarks
|
26
|
|
(14
|
)
|
12
|
|
26
|
|
(13
|
)
|
13
|
|
||||||
Other
1
|
180
|
|
(76
|
)
|
104
|
|
180
|
|
(72
|
)
|
108
|
|
||||||
|
3,502
|
|
(1,610
|
)
|
1,892
|
|
3,454
|
|
(1,483
|
)
|
1,971
|
|
||||||
|
|
|
|
|
|
|
||||||||||||
Intangible assets not subject to amortization (Indefinite-lived):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
In-process research and development
|
71
|
|
—
|
|
71
|
|
72
|
|
—
|
|
72
|
|
||||||
Microbial cell factories
|
306
|
|
—
|
|
306
|
|
306
|
|
—
|
|
306
|
|
||||||
Pioneer germplasm
|
1,048
|
|
—
|
|
1,048
|
|
1,048
|
|
—
|
|
1,048
|
|
||||||
Trademarks/tradenames
|
754
|
|
—
|
|
754
|
|
747
|
|
—
|
|
747
|
|
||||||
|
2,179
|
|
—
|
|
2,179
|
|
2,173
|
|
—
|
|
2,173
|
|
||||||
Total
|
$
|
5,681
|
|
$
|
(1,610
|
)
|
$
|
4,071
|
|
$
|
5,627
|
|
$
|
(1,483
|
)
|
$
|
4,144
|
|
1.
|
Primarily consists of sales and grower networks, marketing and manufacturing alliances and noncompetition agreements.
|
|
Short-Term
|
Long-Term
|
Total
|
||||||
Obligations for customers and suppliers
1
:
|
|
|
|
|
|
|
|||
Bank borrowings (terms up to 6 years)
|
$
|
96
|
|
$
|
16
|
|
$
|
112
|
|
Obligations for equity affiliates
2
:
|
|
|
|
|
|
|
|||
Bank borrowings (terms up to 1 year)
|
178
|
|
—
|
|
178
|
|
|||
Obligations for Chemours
3
:
|
|
|
|
||||||
Chemours' purchase obligations (final expiration - 2018)
|
22
|
|
11
|
|
33
|
|
|||
Total
|
$
|
296
|
|
$
|
27
|
|
$
|
323
|
|
1.
|
Existing guarantees for customers and suppliers, as part of contractual agreements.
|
2.
|
Existing guarantees for equity affiliates' liquidity needs in normal operations.
|
3.
|
Guarantee for Chemours' raw material purchase obligations under agreement with third party supplier.
|
|
Three Months Ended
|
Three Months Ended
|
Affected Line Item in Consolidated Income Statements
|
||||||||||||||||
|
March 31, 2016
|
March 31, 2015
|
|||||||||||||||||
|
Pre-Tax
|
Tax
|
After-Tax
|
Pre-Tax
|
Tax
|
After-Tax
|
|
||||||||||||
Cumulative translation adjustment
(1)
|
$
|
170
|
|
$
|
—
|
|
$
|
170
|
|
$
|
(1,189
|
)
|
$
|
—
|
|
$
|
(1,189
|
)
|
|
Net revaluation and clearance of cash flow hedges to earnings:
|
|
|
|
|
|
|
|
||||||||||||
Additions and revaluations of derivatives designated as cash flow hedges
|
16
|
|
(6
|
)
|
10
|
|
(22
|
)
|
6
|
|
(16
|
)
|
See (2) below
|
||||||
Clearance of hedge results to earnings:
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency contracts
|
—
|
|
—
|
|
—
|
|
(8
|
)
|
3
|
|
(5
|
)
|
Net sales
|
||||||
Commodity contracts
|
11
|
|
(4
|
)
|
7
|
|
15
|
|
(6
|
)
|
9
|
|
Cost of goods sold
|
||||||
Net revaluation and clearance of cash flow hedges to earnings
|
27
|
|
(10
|
)
|
17
|
|
(15
|
)
|
3
|
|
(12
|
)
|
|
||||||
Pension benefit plans:
|
|
|
|
|
|
|
|
||||||||||||
Net loss
|
(1,191
|
)
|
428
|
|
(763
|
)
|
(4
|
)
|
1
|
|
(3
|
)
|
See (2) below
|
||||||
Effect of foreign exchange rates
|
1
|
|
—
|
|
1
|
|
100
|
|
(27
|
)
|
73
|
|
See (2) below
|
||||||
Reclassifications to net income:
|
|
|
|
|
|
|
|
||||||||||||
Amortization of prior service benefit
|
(2
|
)
|
1
|
|
(1
|
)
|
(2
|
)
|
1
|
|
(1
|
)
|
See (3) below
|
||||||
Amortization of loss
|
172
|
|
(60
|
)
|
112
|
|
209
|
|
(74
|
)
|
135
|
|
See (3) below
|
||||||
Curtailment loss
|
49
|
|
(17
|
)
|
32
|
|
—
|
|
—
|
|
—
|
|
See (3) below
|
||||||
Settlement loss
|
1
|
|
(1
|
)
|
—
|
|
5
|
|
(2
|
)
|
3
|
|
See (3) below
|
||||||
Pension benefit plans, net
|
(970
|
)
|
351
|
|
(619
|
)
|
308
|
|
(101
|
)
|
207
|
|
|
||||||
Other benefit plans:
|
|
|
|
|
|
|
|
||||||||||||
Net loss
|
(124
|
)
|
45
|
|
(79
|
)
|
—
|
|
—
|
|
—
|
|
See (2) below
|
||||||
Reclassifications to net income:
|
|
|
|
|
|
|
|
||||||||||||
Amortization of prior service benefit
|
(39
|
)
|
13
|
|
(26
|
)
|
(52
|
)
|
19
|
|
(33
|
)
|
See (3) below
|
||||||
Amortization of loss
|
17
|
|
(7
|
)
|
10
|
|
19
|
|
(7
|
)
|
12
|
|
See (3) below
|
||||||
Curtailment gain
|
(30
|
)
|
10
|
|
(20
|
)
|
—
|
|
—
|
|
—
|
|
See (3) below
|
||||||
Other benefit plans, net
|
(176
|
)
|
61
|
|
(115
|
)
|
(33
|
)
|
12
|
|
(21
|
)
|
|
||||||
Net unrealized loss on securities:
|
|
|
|
|
|
|
|
||||||||||||
Unrealized loss on securities arising during the period
|
(9
|
)
|
—
|
|
(9
|
)
|
—
|
|
—
|
|
—
|
|
See (4) below
|
||||||
Reclassification of gain realized in net income
|
1
|
|
—
|
|
1
|
|
—
|
|
—
|
|
—
|
|
Other income, net
|
||||||
Net unrealized loss on securities
|
(8
|
)
|
—
|
|
(8
|
)
|
—
|
|
—
|
|
—
|
|
|
||||||
Other comprehensive loss
|
$
|
(957
|
)
|
$
|
402
|
|
$
|
(555
|
)
|
$
|
(929
|
)
|
$
|
(86
|
)
|
$
|
(1,015
|
)
|
|
1.
|
The increase in currency translation adjustment gains over prior year for the three months ended
March 31, 2016
is primarily driven by the modest weakening of the U.S. dollar (USD) against the European Euro and Brazilian real. The increase in currency translation adjustment losses over prior year for the three months ended March 31, 2015 is primarily driven by the strengthening USD against the European Euro and Brazilian real.
|
2.
|
These amounts represent changes in accumulated other comprehensive loss excluding changes due to reclassifying amounts to the interim Consolidated Income Statements. See Notes 13 and 14 for additional information.
|
3.
|
These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost of the company's pension and other long-term employee benefit plans. See Note 14 for additional information.
|
4.
|
The unrealized loss on securities during the three months ended
March 31, 2016
is due to the re-measurement of USD denominated marketable securities held by certain foreign entities at
March 31, 2016
with a corresponding offset to cumulative translation adjustment.
|
|
Cumulative Translation Adjustment
|
Net Revaluation and Clearance of Cash Flow Hedges to Earnings
|
Pension Benefit Plans
|
Other Benefit Plans
|
Unrealized (Loss) Gain on Securities
|
Total
|
||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance January 1, 2016
|
$
|
(2,333
|
)
|
$
|
(24
|
)
|
$
|
(7,043
|
)
|
$
|
22
|
|
$
|
(18
|
)
|
$
|
(9,396
|
)
|
Other comprehensive income (loss) before reclassifications
|
170
|
|
10
|
|
(762
|
)
|
(79
|
)
|
(9
|
)
|
(670
|
)
|
||||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
7
|
|
143
|
|
(36
|
)
|
1
|
|
115
|
|
||||||
Balance March 31, 2016
|
$
|
(2,163
|
)
|
$
|
(7
|
)
|
$
|
(7,662
|
)
|
$
|
(93
|
)
|
$
|
(26
|
)
|
$
|
(9,951
|
)
|
|
Cumulative Translation Adjustment
|
Net Revaluation and Clearance of Cash Flow Hedges to Earnings
|
Pension Benefit Plans
|
Other Benefit Plans
|
Unrealized (Loss) Gain on Securities
|
Total
|
||||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance January 1, 2015
|
$
|
(919
|
)
|
$
|
(6
|
)
|
$
|
(7,895
|
)
|
$
|
262
|
|
$
|
2
|
|
$
|
(8,556
|
)
|
Other comprehensive income (loss) before reclassifications
|
(1,189
|
)
|
(16
|
)
|
70
|
|
—
|
|
—
|
|
(1,135
|
)
|
||||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
4
|
|
137
|
|
(21
|
)
|
—
|
|
120
|
|
||||||
Balance March 31, 2015
|
$
|
(2,108
|
)
|
$
|
(18
|
)
|
$
|
(7,688
|
)
|
$
|
241
|
|
$
|
2
|
|
$
|
(9,571
|
)
|
|
March 31, 2016
|
December 31, 2015
|
||||||||||||||||
|
Cash and Cash Equivalents
|
Marketable Securities
|
Total Estimated Fair Value
|
Cash and Cash Equivalents
|
Marketable Securities
|
Total Estimated Fair Value
|
||||||||||||
Cash
|
$
|
1,630
|
|
$
|
—
|
|
$
|
1,630
|
|
$
|
1,938
|
|
$
|
—
|
|
$
|
1,938
|
|
|
|
|
|
|
|
|
||||||||||||
Level 1:
|
|
|
|
|
|
|
||||||||||||
Money market funds
|
$
|
412
|
|
$
|
—
|
|
$
|
412
|
|
$
|
550
|
|
$
|
—
|
|
$
|
550
|
|
U.S. Treasury securities
1
|
—
|
|
529
|
|
529
|
|
—
|
|
788
|
|
788
|
|
||||||
|
|
|
|
|
|
|
||||||||||||
Level 2:
|
|
|
|
|
|
|
||||||||||||
Certificate of deposit / time deposits
2
|
$
|
2,124
|
|
$
|
94
|
|
$
|
2,218
|
|
$
|
2,812
|
|
$
|
118
|
|
$
|
2,930
|
|
|
|
|
|
|
|
|
||||||||||||
Total cash, cash equivalents and marketable securities
|
$
|
4,166
|
|
$
|
623
|
|
|
$
|
5,300
|
|
$
|
906
|
|
|
1.
|
Available-for-sale securities are reported at estimated fair value with unrealized gains and losses reported as component of accumulated other comprehensive loss. Proceeds from the sale of available-for-sale securities were
$260
in the three months ended
March 31, 2016
.
|
2.
|
Held-to-maturity investments are reported at amortized cost.
|
|
March 31, 2016
|
December 31, 2015
|
||||
Derivatives designated as hedging instruments:
|
|
|
||||
Foreign currency contracts
|
$
|
1
|
|
$
|
10
|
|
Commodity contracts
|
265
|
|
356
|
|
||
Derivatives not designated as hedging instruments:
|
|
|
||||
Foreign currency contracts
|
9,320
|
|
8,065
|
|
||
Commodity contracts
|
16
|
|
70
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Beginning balance
|
$
|
(24
|
)
|
$
|
(6
|
)
|
Additions and revaluations of derivatives designated as cash flow hedges
|
10
|
|
(16
|
)
|
||
Clearance of hedge results to earnings
|
7
|
|
4
|
|
||
Ending balance
|
$
|
(7
|
)
|
$
|
(18
|
)
|
|
|
Fair Value Using Level 2 Inputs
|
|||||
|
Balance Sheet Location
|
March 31, 2016
|
December 31, 2015
|
||||
Asset derivatives:
|
|
|
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|||
Foreign currency contracts
|
Accounts and notes receivable, net
|
$
|
51
|
|
$
|
74
|
|
Total asset derivatives
1
|
|
$
|
51
|
|
$
|
74
|
|
Cash collateral
|
Other accrued liabilities
|
$
|
—
|
|
$
|
7
|
|
|
|
|
|
||||
Liability derivatives:
|
|
|
|
|
|||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
||
Foreign currency contracts
|
Other accrued liabilities
|
$
|
138
|
|
$
|
80
|
|
Commodity contracts
|
Other accrued liabilities
|
1
|
|
4
|
|
||
Total liability derivatives
1
|
|
$
|
139
|
|
$
|
84
|
|
1.
|
The company's derivative assets and liabilities subject to enforceable master netting arrangements totaled
$44
at
March 31, 2016
and
$35
at
December 31, 2015
.
|
|
Amount of Gain (Loss)
Recognized in OCI
1
(Effective Portion)
|
Amount of Gain (Loss)
Recognized in Income
2
|
|
||||||||||
Three Months Ended March 31,
|
2016
|
2015
|
2016
|
2015
|
Income Statement Classification
|
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
||||||||
Fair value hedges:
|
|
|
|
|
|
||||||||
Interest rate swaps
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(1
|
)
|
Interest expense
|
Cash flow hedges:
|
|
|
|
|
|
||||||||
Foreign currency contracts
|
—
|
|
(2
|
)
|
—
|
|
8
|
|
Net sales
|
||||
Commodity contracts
|
16
|
|
(20
|
)
|
11
|
|
(15
|
)
|
Cost of goods sold
|
||||
|
16
|
|
(22
|
)
|
11
|
|
(8
|
)
|
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
||||||||
Foreign currency contracts
|
—
|
|
—
|
|
(154
|
)
|
279
|
|
Other income, net
3
|
||||
Foreign currency contracts
|
—
|
|
—
|
|
(4
|
)
|
—
|
|
Net sales
|
||||
Foreign currency contracts
|
—
|
|
—
|
|
—
|
|
(11
|
)
|
Income from discontinued operations after income taxes
|
||||
Commodity contracts
|
—
|
|
—
|
|
—
|
|
2
|
|
Cost of goods sold
|
||||
|
—
|
|
—
|
|
(158
|
)
|
270
|
|
|
||||
Total derivatives
|
$
|
16
|
|
$
|
(22
|
)
|
$
|
(147
|
)
|
$
|
262
|
|
|
1.
|
OCI is defined as other comprehensive income (loss).
|
2.
|
For cash flow hedges, this represents the effective portion of the gain (loss) reclassified from accumulated OCI into income during the period. For the
three
months ended
March 31, 2016
and
2015
, there was no material ineffectiveness with regard to the company's cash flow hedges.
|
3.
|
Gain (loss) recognized in other income, net, was partially offset by the related gain (loss) on the foreign currency-denominated monetary assets and liabilities of the company's operations, which were
$33
and
$(200)
for the three months ended
March 31, 2016
and
2015
, respectively. See Note 5 for additional information.
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Service cost
|
$
|
47
|
|
$
|
66
|
|
Interest cost
|
217
|
|
273
|
|
||
Expected return on plan assets
|
(338
|
)
|
(404
|
)
|
||
Amortization of loss
|
172
|
|
209
|
|
||
Amortization of prior service benefit
|
(2
|
)
|
(2
|
)
|
||
Curtailment loss
|
49
|
|
—
|
|
||
Settlement loss
|
1
|
|
5
|
|
||
Net periodic benefit cost - Total
|
$
|
146
|
|
$
|
147
|
|
Less: Discontinued operations
|
(4
|
)
|
1
|
|
||
Net periodic benefit cost - Continuing operations
|
$
|
150
|
|
$
|
146
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2016
|
2015
|
||||
Service cost
|
$
|
3
|
|
$
|
4
|
|
Interest cost
|
23
|
|
28
|
|
||
Amortization of loss
|
17
|
|
19
|
|
||
Amortization of prior service benefit
|
(39
|
)
|
(52
|
)
|
||
Curtailment gain
|
(30
|
)
|
—
|
|
||
Net periodic benefit cost
- Total
|
$
|
(26
|
)
|
$
|
(1
|
)
|
Less: Discontinued operations
|
—
|
|
1
|
|
||
Net periodic benefit cost - Continuing operations
|
$
|
(26
|
)
|
$
|
(2
|
)
|
Three Months
Ended March 31,
|
Agriculture
1
|
Electronics &
Communications
|
Industrial Biosciences
|
Nutrition & Health
|
Performance
Materials
|
Protection Solutions
|
Other
|
Total
|
||||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
3,786
|
|
$
|
452
|
|
$
|
352
|
|
$
|
801
|
|
$
|
1,249
|
|
$
|
729
|
|
$
|
36
|
|
$
|
7,405
|
|
Operating earnings
|
1,101
|
|
59
|
|
63
|
|
104
|
|
273
|
|
176
|
|
(59
|
)
|
1,717
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
3,937
|
|
$
|
517
|
|
$
|
350
|
|
$
|
813
|
|
$
|
1,381
|
|
$
|
790
|
|
$
|
49
|
|
$
|
7,837
|
|
Operating earnings
|
1,138
|
|
79
|
|
54
|
|
86
|
|
317
|
|
167
|
|
(31
|
)
|
1,810
|
|
1.
|
As of
March 31, 2016
, Agriculture net assets were
$7,454
, an increase of
$703
from
$6,751
at
December 31, 2015
. The increase was primarily due to higher trade receivables related to normal seasonality in the sales and cash collections cycle.
|
|
Three Months Ended March 31,
|
|||||
|
2016
|
2015
|
||||
Total segment operating earnings
|
$
|
1,717
|
|
$
|
1,810
|
|
Significant pre-tax charges not included in segment operating earnings
|
(68
|
)
|
(2
|
)
|
||
Non-operating pension and other postretirement employee benefit costs
|
(74
|
)
|
(86
|
)
|
||
Net exchange (losses) gains
1
|
(121
|
)
|
79
|
|
||
Corporate income (expenses)
2,3,4,5
|
273
|
|
(166
|
)
|
||
Interest expense
|
(92
|
)
|
(84
|
)
|
||
Income from continuing operations before income taxes
|
$
|
1,635
|
|
$
|
1,551
|
|
1.
|
Includes a charge of
$(40)
associated with remeasuring the company's Ukrainian hryvnia net monetary assets in the three months ended March 31, 2015, which were recorded in other income, net in the company's interim Consolidated Income Statements. See Note 5 for additional information.
|
2.
|
Includes transaction costs associated with the planned merger with Dow and related activities of
$(24)
, in the three months ended March 31, 2016, which were recorded in selling, general and administrative expenses in the company's interim Consolidated Income Statements. See Note 2 for additional information.
|
3.
|
Includes a gain of
$369
associated with the sale of DuPont (Shenzhen) Manufacturing Limited entity, which held certain buildings and other assets. The gain was recorded in other income net, in the company's interim Consolidated Income Statement for the three months ended March 31, 2016. See Note 3 for additional information.
|
4.
|
Includes a
$14
net benefit recorded in employee separation / asset related charges, net in the three months ended March 31, 2016, associated with the 2016 global cost savings and restructuring plan. See Note 4 for additional information.
|
5.
|
Includes transaction costs associated with the separation of the Performance Chemicals segment of
$(12)
in the three months ended
March 31, 2015
, which were recorded in other operating charges in the company's interim Consolidated Income Statements. See Note 3 for additional information.
|
|
Three Months Ended March 31,
|
|||||
|
2016
|
2015
|
||||
Agriculture
1,2,3
|
$
|
(73
|
)
|
$
|
35
|
|
Electronics & Communications
2
|
7
|
|
—
|
|
||
Industrial Biosciences
2
|
1
|
|
—
|
|
||
Nutrition & Health
2
|
1
|
|
—
|
|
||
Performance Materials
2
|
(4
|
)
|
—
|
|
||
Protection Solutions
2
|
3
|
|
—
|
|
||
Other
2,4
|
(3
|
)
|
(37
|
)
|
||
|
$
|
(68
|
)
|
$
|
(2
|
)
|
1.
|
Includes
$23
for reduction in accrual recorded in other operating charges for the three months ended March 31, 2016, for customer claims related to the use of the Imprelis
®
herbicide. The three months ended March 31, 2015, includes
$35
of net insurance recoveries recorded in other operating charges for recovery of costs for customer claims related to the use of the Imprelis
®
herbicide.
|
2.
|
Includes a
$(16)
net restructuring charge recorded in employee separation / asset related charges, net for the three months ended March 31, 2016, associated with the 2016 global cost savings and restructuring program. The net charge impacted segment earnings as follows: Agriculture -
$(21)
, Electronics & Communications -
$7
, Industrial Biosciences -
$1
, Nutrition & Health -
$1
, - Performance Materials -
$(4)
, Protection Solutions -
$3
and Other -
$(3)
. See Note 4 for additional information.
|
3.
|
Includes a
$(75)
restructuring charge recorded in employee separation / asset related charges, net for the three months ended March 31, 2016, related to the decision not to re-start the insecticide manufacturing facility at the La Porte site located in La Porte, Texas. See Note 4 for additional information.
|
4.
|
Includes a
$(37)
pre-tax impairment charge recorded in employee separation / asset related charges, net for a cost basis investment. See Note 4 for additional information.
|
Item 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Risks related to the agreement between DuPont and Dow to effect an all-stock merger of equals, including the completion of the proposed transaction on anticipated terms and timing, the ability to fully and timely realize the expected benefits of the proposed transaction and risks related to the intended business separations contemplated to occur after the completion of the proposed transaction. Important risk factors relating to the proposed transaction and intended business separations include, but are not limited to, (i) the completion of the proposed transaction on anticipated terms and timing, including obtaining shareholder and regulatory approvals, anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the new combined company’s operations and other conditions to the completion of the merger, (ii) the ability of Dow and DuPont to integrate the business successfully and to achieve anticipated synergies, risks and costs and pursuit and/or implementation of the potential separations, including anticipated timing, any changes to the configuration of businesses included in the potential separation if implemented, (iii) the intended separation of the agriculture, material science and specialty products businesses of the combined company post-mergers in one or more tax efficient transactions on anticipated terms and timing, including a number of conditions which could delay, prevent or otherwise adversely affect the proposed transactions, including possible issues or delays in obtaining required regulatory approvals or clearances, disruptions in the financial markets or other potential barriers, (iv) potential litigation relating to the proposed transaction that could be instituted against Dow, DuPont or their respective directors, (v) the risk that disruptions from the proposed transaction will harm Dow’s or DuPont’s business, including current plans and operations, (vi) the ability of Dow or DuPont to retain and hire key personnel, (vii) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the merger, (viii) uncertainty as to the long-term value of DowDuPont common stock, (ix) continued availability of capital and financing and rating agency actions, (x) legislative, regulatory and economic developments, (xi) potential business uncertainty, including changes to existing business relationships, during the pendency of the merger that could affect Dow’s and/or DuPont’s financial performance, (xii) certain restrictions during the pendency of the merger that may impact Dow’s or DuPont’s ability to pursue certain business opportunities or strategic transactions and (xiii) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities, as well as management’s response to any of the aforementioned factors. These risks, as well as other risks associated with the proposed merger, are more fully discussed in the joint proxy statement/prospectus included in the preliminary registration statement on Form S-4 filed with the SEC in connection with the proposed merger. While the list of factors presented here is, and the list of factors presented in the preliminary registration statement on Form S-4 are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Dow’s or DuPont’s consolidated financial condition, results of operations, credit rating or liquidity;
|
•
|
Volatility in energy and raw material prices;
|
•
|
Failure to develop and market new products and optimally manage product life cycles;
|
•
|
Outcome of significant litigation and environmental matters, including those related to divested businesses, including realization of associated indemnification assets, if any;
|
•
|
Failure to appropriately manage process safety and product stewardship issues;
|
•
|
Ability to obtain and maintain regulatory approval for its products especially in the Agriculture segment;
|
•
|
Failure to realize all of the expected benefits from cost and productivity initiatives to the extent and as anticipated;
|
•
|
Effect of changes in tax, environmental and other laws and regulations or political conditions in the United States of America (U.S.) and other countries in which the company operates;
|
•
|
Conditions in the global economy and global capital markets, including economic factors such as inflation, deflation, fluctuation in currency rates, interest rates and commodity prices;
|
•
|
Failure to appropriately respond to market acceptance, government rules, regulations and policies affecting products based on biotechnology;
|
•
|
Impact of business disruptions, including supply disruptions, and security threats, regardless of cause, including acts of sabotage, cyber-attacks, terrorism or war, natural disasters and weather events and patterns which could affect demand as well as availability of product, particularly in the Agriculture segment;
|
•
|
Ability to discover, develop and protect new technologies and enforce the company's intellectual property rights; and
|
•
|
Successful integration of acquired businesses and separation of underperforming or non-strategic assets or businesses.
|
•
|
Net Sales were $7.4 billion, down 6 percent from $7.8 billion in the same period last year, principally reflecting a 4 percent negative currency impact and 2 percent lower volume. Local price and product mix gains in Agriculture and volume growth in Nutrition & Health were more than offset by declines in most of the remaining segments.
|
•
|
Agriculture net sales and operating earnings reflected local pricing gains, improved mix from new products, higher corn area from a strong start to the North American corn season, offset by a negative currency impact and lower crop protection and soybean volumes.
|
•
|
Growth in segment operating earnings from Nutrition & Health, Industrial Biosciences, and Protection Solutions was more than offset by declines in the remaining segments.
|
•
|
Income from continuing operations after taxes was $1.2 billion versus $1.0 billion in the prior year, principally reflecting the gain on the sale of DuPont (Shenzhen) Manufacturing Limited and cost savings related to the 2016 cost savings and restructuring plan, partly offset by lower segment operating earnings.
|
•
|
The 2016 cost savings and restructuring plan is on track to deliver $730 million in cost reductions in 2016 versus prior year.
|
|
Three Months Ended March 31, 2016
|
Percent Change Due to:
|
|||||||||||
|
Net Sales
($ Billions)
|
Percent
Change vs.
2015
|
Local
Price and Product Mix
|
Currency
|
Volume
|
Portfolio and Other
|
|||||||
Worldwide
|
$
|
7.4
|
|
(6
|
)
|
—
|
|
(4
|
)
|
(2
|
)
|
—
|
|
U.S. & Canada
|
3.6
|
|
(3
|
)
|
(1
|
)
|
—
|
|
(1
|
)
|
(1
|
)
|
|
Europe, Middle East & Africa (EMEA)
|
2.0
|
|
(8
|
)
|
1
|
|
(6
|
)
|
(3
|
)
|
—
|
|
|
Asia Pacific
|
1.3
|
|
(6
|
)
|
(3
|
)
|
(2
|
)
|
(3
|
)
|
2
|
|
|
Latin America
|
0.5
|
|
(12
|
)
|
7
|
|
(17
|
)
|
(1
|
)
|
(1
|
)
|
•
|
Since December 2015, the U.S. dollar has weakened against most other currencies; as a result the company expects currency to be less of a headwind for full-year 2016 than previously anticipated.
|
•
|
In Agriculture, higher-than-anticipated corn planted area is expected to partially offset the impact of Pioneer’s transition to an agency-based route-to-market approach in the southern U.S., which will shift some sales from 2016 to the first quarter of 2017. Seasonal timing benefits realized through the first quarter 2016 from a stronger-than-anticipated start in Agriculture are expected to be offset in the second quarter.
|
•
|
For full-year 2016, the company expects to incur about $420 million ($0.40 per share) of transactions costs related to the planned merger with Dow and related activities.
|
•
|
Workforce reductions in the first quarter 2016 related to the 2016 global cost savings and restructuring plan triggered curtailments and related re-measurements of the U.S. pension and other-post-retirement employee benefit plans. As a result, the company has reduced the expected decrease in 2016 long-term employee benefits expense from continuing operations as compared to 2015 to $120 million from $230 million at December 31, 2015. See further information included in Note 14 to the interim Consolidated Financial Statements. The company expects future workforce reductions associated with this plan during the year to trigger additional settlements and curtailments, the impacts of which cannot be reasonably estimated at this time.
|
|
Three Months Ended
|
|
|
|
|
|||||||
|
March 31, 2016
|
Percentage Change Due to:
|
||||||||||
|
Segment
Net Sales
($ Billions)
|
Percent
Change vs.
2015
|
Local Price and Product Mix
|
Currency
|
Volume
|
Portfolio
and Other
|
||||||
Agriculture
|
$
|
3.8
|
|
(4
|
)
|
2
|
|
(5
|
)
|
(1
|
)
|
—
|
Electronics & Communications
|
0.5
|
|
(13
|
)
|
(3
|
)
|
(1
|
)
|
(9
|
)
|
—
|
|
Industrial Biosciences
|
0.4
|
|
1
|
|
2
|
|
(3
|
)
|
1
|
|
1
|
|
Nutrition & Health
|
0.8
|
|
(1
|
)
|
—
|
|
(4
|
)
|
3
|
|
—
|
|
Performance Materials
|
1.2
|
|
(10
|
)
|
(5
|
)
|
(2
|
)
|
(3
|
)
|
—
|
|
Protection Solutions
|
0.7
|
|
(8
|
)
|
(1
|
)
|
(2
|
)
|
(5
|
)
|
—
|
(Dollars in millions)
|
March 31, 2016
|
December 31, 2015
|
||||
Cash, cash equivalents and marketable securities
|
$
|
4,789
|
|
$
|
6,206
|
|
Total debt
|
9,751
|
|
8,807
|
|
•
|
not sell, lease or otherwise convey to DowDuPont, its shareholders or its non-DuPont subsidiaries, any assets or properties of DuPont or its subsidiaries unless the aggregate amount of revenues attributable to all such assets and properties so conveyed after the merger does not exceed 30% of the consolidated revenues of DuPont and its subsidiaries as of December 31, 2015; and
|
•
|
not guarantee any indebtedness or other obligations of DowDuPont, Dow or their respective subsidiaries (other than of DuPont and its subsidiaries).
|
Item 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
Item 1.
|
LEGAL PROCEEDINGS
|
|
2015
|
2014
|
||||||||||||||||
(Dollars in millions)
|
As reported
|
As reported under ASU No. 2015-17
|
Change: (Decrease) / Increase
|
As reported
|
As reported under ASU No. 2015-17
|
Change: (Decrease) / Increase
|
||||||||||||
Assets
|
|
|
|
|
|
|
||||||||||||
Current assets
|
|
|
|
|
|
|
||||||||||||
Prepaid expenses
|
$
|
248
|
|
$
|
398
|
|
$
|
150
|
|
$
|
264
|
|
$
|
452
|
|
$
|
188
|
|
Deferred income taxes
|
518
|
|
—
|
|
(518
|
)
|
532
|
|
—
|
|
(532
|
)
|
||||||
|
|
|
|
|
|
|
||||||||||||
Deferred income taxes
|
$
|
3,431
|
|
$
|
3,799
|
|
$
|
368
|
|
$
|
3,734
|
|
$
|
4,078
|
|
$
|
344
|
|
|
|
|
|
|
|
|
||||||||||||
Liabilities and Equity
|
|
|
|
|
|
|
||||||||||||
Current liabilities
|
|
|
|
|
|
|
||||||||||||
Income taxes
|
$
|
210
|
|
$
|
173
|
|
$
|
(37
|
)
|
$
|
534
|
|
$
|
487
|
|
$
|
(47
|
)
|
|
|
|
|
|
|
|
||||||||||||
Deferred income taxes
|
$
|
380
|
|
$
|
417
|
|
$
|
37
|
|
$
|
459
|
|
$
|
506
|
|
$
|
47
|
|
(Dollars in millions)
|
2015
|
2014
|
2013
|
||||||
Industrial Biosciences
|
|
|
|
||||||
Net Sales
|
$
|
1,478
|
|
$
|
1,624
|
|
$
|
1,631
|
|
Operating Earnings
|
243
|
|
269
|
|
232
|
|
|||
Significant pre-tax charges not included in segment operating earnings
|
(61
|
)
|
(20
|
)
|
(1
|
)
|
|||
Depreciation and amortization
|
101
|
|
102
|
|
98
|
|
|||
Equity in earnings of affiliates
|
7
|
|
8
|
|
2
|
|
|||
Segment net assets
|
3,154
|
|
3,241
|
|
3,325
|
|
|||
Affiliate net assets
|
41
|
|
45
|
|
48
|
|
|||
Purchases of property, plant and equipment
|
84
|
|
94
|
|
84
|
|
|||
Protection Solutions
|
|
|
|
||||||
Net Sales
|
$
|
3,039
|
|
$
|
3,304
|
|
$
|
3,229
|
|
Operating Earnings
|
641
|
|
672
|
|
553
|
|
|||
Significant pre-tax benefits (charges) not included in segment operating earnings
|
105
|
|
(45
|
)
|
6
|
|
|||
Depreciation and amortization
|
156
|
|
168
|
|
178
|
|
|||
Equity in earnings of affiliates
|
23
|
|
28
|
|
21
|
|
|||
Segment net assets
|
2,295
|
|
2,339
|
|
2,464
|
|
|||
Affiliate net assets
|
71
|
|
78
|
|
83
|
|
|||
Purchases of property, plant and equipment
|
96
|
|
98
|
|
101
|
|
|||
Other
|
|
|
|
||||||
Net Sales
|
$
|
184
|
|
$
|
213
|
|
$
|
237
|
|
Operating Earnings
|
(235
|
)
|
(233
|
)
|
(208
|
)
|
|||
Significant pre-tax (charges) benefits not included in segment operating earnings
|
(40
|
)
|
(10
|
)
|
1
|
|
|||
Depreciation and amortization
|
6
|
|
8
|
|
9
|
|
|||
Equity in earnings of affiliates
|
(30
|
)
|
(47
|
)
|
(48
|
)
|
|||
Segment net assets
|
258
|
|
316
|
|
122
|
|
|||
Affiliate net assets
|
23
|
|
16
|
|
19
|
|
|||
Purchases of property, plant and equipment
|
132
|
|
203
|
|
115
|
|
Item 6.
|
EXHIBITS
|
|
E. I. DU PONT DE NEMOURS AND COMPANY
|
|
|
(Registrant)
|
|
|
|
|
|
Date:
|
April 26, 2016
|
|
|
|
|
|
|
|
By:
|
/s/ Nicholas C. Fanandakis
|
|
|
|
|
|
Nicholas C. Fanandakis
|
|
|
Executive Vice President and
|
|
|
Chief Financial Officer
|
|
|
(As Duly Authorized Officer and
|
|
|
Principal Financial and Accounting Officer)
|
Exhibit
Number
|
|
Description
|
|
|
|
3.1
|
|
Company’s Restated Certificate of Incorporation (incorporated by reference to Exhibit 99.2 to the company’s Current Report on Form 8-K (Commission file number 1-815) dated June 1, 2015).
|
|
|
|
3.2
|
|
Company’s Bylaws, as last amended effective October 22, 2015 (incorporated by reference to Exhibit 3.2 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended September 30, 2015).
|
|
|
|
4
|
|
The company agrees to provide the Commission, on request, copies of instruments defining the rights of holders of long-term debt of the company and its subsidiaries.
|
|
|
|
10.1*
|
|
The DuPont Stock Accumulation and Deferred Compensation Plan for Directors, as last amended effective January 1, 2009 (incorporated by reference to Exhibit 10.1 to the company's Annual Report on Form 10-K (Commission file number 1-815) for the year ended December 31, 2013).
|
|
|
|
10.2*
|
|
Company’s Supplemental Retirement Income Plan, as last amended effective December 18, 1996 (incorporated by reference to Exhibit 10.2 to the company’s Annual Report on Form 10-K (Commission file number 1-815) for the year ended December 31, 2011).
|
|
|
|
10.3*
|
|
Company’s Pension Restoration Plan, as last amended effective June 29, 2015 (incorporated by reference to Exhibit 10.3 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended June 30, 2015).
|
|
|
|
10.4*
|
|
Company’s Rules for Lump Sum Payments, as last amended effective May 15, 2014 (incorporated by reference to Exhibit 10.4 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended June 30, 2015).
|
|
|
|
10.5*
|
|
Company’s Stock Performance Plan, as last amended effective January 25, 2007 (incorporated by reference to Exhibit 10.5 to the company’s Annual Report on Form 10-K (Commission file number 1-815) for the year ended December 31, 2011).
|
|
|
|
10.6*
|
|
Company’s Equity and Incentive Plan, as amended October 23, 2014 (incorporated by reference to Exhibit 10.06 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended September 30, 2014).
|
|
|
|
10.7*
|
|
Form of Award Terms under the company’s Equity and Incentive Plan (incorporated by reference to Exhibit 10.7 to the company’s Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended June 30, 2013).
|
|
|
|
10.8*
|
|
Company’s Retirement Savings Restoration Plan, as last amended effective May 15, 2014. (incorporated by reference to Exhibit 10.08 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended June 30, 2014).
|
|
|
|
10.9*
|
|
Company’s Retirement Income Plan for Directors, as last amended January 2011 (incorporated by reference to Exhibit 10.9 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended March 31, 2012).
|
|
|
|
10.10*
|
|
Company's Senior Executive Severance Plan, as amended and restated effective December 10, 2015 (incorporated by reference to Exhibit 10.10 to the company's Annual Report on Form 10-K (Commission file number 1-815) for the year ended December 31, 2015). The company agrees to furnish supplementally a copy of any omitted schedules to the Commission upon request.
|
Exhibit
Number
|
|
Description
|
|
|
|
10.11*
|
|
Supplemental Deferral Terms for Deferred Long Term Incentive Awards and Deferred Variable Compensation Awards (incorporated by reference to Exhibit 10.12 to the company's Annual Report on Form 10-K (Commission file number 1-815) for the year ended December 31, 2013).
|
|
|
|
10.12*
|
|
Form of 2014 Award Terms under the Company's Equity and Incentive Plan (incorporated by reference to Exhibit 10.13 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended March 31, 2014).
|
|
|
|
10.13*
|
|
Company’s Management Deferred Compensation Plan, as last amended effective April 15, 2014 (incorporated by reference to Exhibit 10.13 to the company's Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended June 30, 2014).
|
|
|
|
10.14*
|
|
Separation Agreement dated October 5, 2015, by and between E. I. du Pont de Nemours and Company and Ellen J. Kullman (incorporated by reference to Exhibit 10.1 to the company's Current Report on Form 8-K (Commission file 1-815) dated October 5, 2015).
|
|
|
|
10.15*
|
|
Form of 2015 Award Terms under the Company's Equity and Incentive Plan (incorporated by reference to Exhibit 10.15 to the company's Quarterly Report on 10-Q (Commission file number 1-815) for the period ended March 31, 2015).
|
|
|
|
10.16*
|
|
Letter Agreement dated January 4, 2016 and, entered January 18, 2016, by and between the Company and Mr. James C. Borel (incorporated by reference to Exhibit 10.1 to the company's Current Report on Form 8-K (Commission file number 1-815) dated January 22, 2016).
|
|
|
|
10.17**
|
|
Separation Agreement by and between the Company and The Chemours Company (incorporated by reference to reference to Exhibit 2.1 to the company’s Current Report on Form 8-K (Commission file number 1-815) dated July 8, 2015).
|
|
|
|
10.18
|
|
Tax Matters Agreement by and between the Company and The Chemours Company (incorporated by reference to reference to Exhibit 2.2 to the company’s Current Report on Form 8-K (Commission file number 1-815) dated July 8, 2015).
|
|
|
|
10.19**
|
|
Agreement and Plan of Merger by and between the Company and The Dow Chemical Company, dated as of December 11, 2015 (incorporated by reference to Exhibit 2.1 to the company's Current Report on Form 8-K (Commission file number 1-815) dated December 11, 2015).
|
|
|
|
10.20**
|
|
Master Repurchase Agreement with Cooperative Rabobank, U.A. (New York Branch) and The Bank of Tokyo Mitsubishi UFJ Ltd. (New York Branch) dated as of February 3, 2016 (incorporated by reference to Exhibit 10.20 to the company's Annual Report on Form 10-K (Commission file number 1-815) for the year ended December 31, 2015).
|
|
|
|
10.21**
|
|
Master Framework Agreement with Cooperative Rabobank, U.A. (New York Branch) and The Bank of Tokyo Mitsubishi UFJ Ltd. (New York Branch) dated as of February 3, 2016 (incorporated by reference to Exhibit 10.21 to the company's Annual Report on Form 10-K (Commission file number 1-815) for the year ended December 31, 2015).
|
|
|
|
10.22**
|
|
Form of 2016 Award Terms under the Company's Equity and Incentive Plan.
|
|
|
|
12
|
|
Computation of Ratio of Earnings to Fixed Charges.
|
|
|
|
31.1
|
|
Rule 13a-14(a)/15d-14(a) Certification of the company’s Principal Executive Officer.
|
|
|
|
31.2
|
|
Rule 13a-14(a)/15d-14(a) Certification of the company’s Principal Financial Officer.
|
|
|
|
32.1
|
|
Section 1350 Certification of the company’s Principal Executive Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.
|
|
|
|
32.2
|
|
Section 1350 Certification of the company’s Principal Financial Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
1 Year DuPont de Nemours Chart |
1 Month DuPont de Nemours Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions