WILMINGTON, Del., Feb. 9, 2021 /PRNewswire/ -- DuPont
(NYSE: DD) today announced financial results for the fourth quarter
2020.
"The leading positions we hold in automotive, protective
garments, residential construction, semiconductor, and smartphones
markets enabled us to capitalize on positive momentum and deliver
strong fourth quarter results with sequential volume improvement in
all segments," said Ed Breen, DuPont
Executive Chairman and Chief Executive Officer. "Operating leverage
and year-over-year operating EBITDA margin expansion in each of our
core segments in the fourth quarter is a proof point in our teams'
commitment to execution. Throughout the year we have focused on
positioning ourselves for growth through strategic investments,
streamlining our overhead structure, improving working capital, and
strengthening our balance sheet. This disciplined operating model
served us well in 2020 and will be our roadmap for success in
2021."
"In addition to delivering strong financial results during the
quarter, our teams remained laser focused on closing out a number
of our strategic priorities," Breen continued. "Earlier this month,
we completed the separation of our Nutrition & Biosciences
business and have also signed agreements to divest our Clean
Technologies and Solamet businesses(2). These actions
unlock significant value for our stakeholders, generate substantial
cash flow for the company, and focus our portfolio to three core
business segments moving forward. We also made a joint announcement
with Corteva and Chemours regarding an agreement to settle legal
disputes originating from the 2015 spin-off of Chemours from E.I.
du Pont and the pending personal injury claims in the Ohio multi-district litigation. This agreement
provides a measure of security and certainty for us and our
shareholders regarding any potential exposures related to these
legacy matters."
Fourth Quarter 2020 Results
Net sales totaled $5.3 billion, up
1 percent versus the year-ago period as reported and flat with the
year-ago period on an organic(1) basis. The fifth
consecutive quarter of year-over-year growth in Electronics &
Imaging led by strength in both semiconductors and smartphone
technologies, coupled with further recovery in automotive markets,
more than offset continued weakness in oil & gas, aerospace and
select industrial markets which led to declines in the Safety &
Construction segment.
GAAP EPS from continuing operations totaled $0.37 on GAAP income from continuing operations
of $279 million, versus GAAP EPS from
continuing operations of $0.24 on
GAAP income from continuing operations of $191 million in the year-ago period. The
improvement is mostly attributable to the absence of a prior year
net charge associated with a joint venture, a favorable income tax
benefit and lower integration and separation costs partially offset
by higher depreciation and amortization and lower segment
earnings.
Operating EBITDA(1) was $1.3
billion, down 7 percent versus operating
EBITDA(1) in the prior year. Stronger demand in
Electronics & Imaging, Nutrition & Biosciences, and
Transportation & Industrial as well as approximately
$130 million of non-manufacturing
cost reductions contributed to operating leverage and operating
EBITDA margin expansion in each of our core segments versus the
year-ago period. These improvements were more than offset by the
absence of prior year discrete gains of approximately $160 million, primarily associated with customer
settlements in the Non-Core segment. Adjusted EPS(1) was
$0.95 in both the current and the
year-ago period. Benefits associated with a lower base tax rate,
lower interest expense, and a lower share count were offset by
lower segment results.
Operating cash flow of $1.3
billion included improvements in working capital of more
than $500 million in the quarter
which was driven by improvements across accounts receivable,
inventories and accounts payable. Capital expenditures of
$272 million resulted in free cash
flow(1) of $1.0 billion.
For the year, operating cash flow of $4.1
billion and free cash flow of $2.9
billion were enabled by an improvement in working capital of
approximately $850 million and
capital expenditures of $1.0 billion.
Strong cash flow generation throughout the year enabled a greater
than $1.8 billion reduction in
commercial paper balances to close 2020 with zero commercial paper
outstanding.
Fourth Quarter 2020 Segment Highlights
Electronics & Imaging
Electronics & Imaging reported a record quarter with net
sales of $1.0 billion, up 9 percent
from the year-ago period. Organic sales were up 8 percent driven by
a 10 percent growth in volume offset by a 2 percent decline in
price. Currency was a 2 percent benefit while portfolio was a 1
percent headwind.
Sales gains were led by Interconnect Solutions as organic sales
grew by double-digits, driven by higher material content in
premium, next-generation smartphones. Semiconductor Technologies
also delivered strong growth in the quarter as new technology ramps
across logic and foundry delivered high-single digit volume growth
versus the year-ago period. Within Image Solutions, high
single-digit organic growth was led by strength in OLEDs for
displays and inks for the consumer segment, partially offset by
weakness in flexographic plates and inks for commercial and textile
printing.
Operating EBITDA for the segment was $323
million, an increase of 10 percent from operating EBITDA of
$293 million in the year-ago period,
driven primarily by strong volume growth and continued productivity
actions partially offset by the absence of a prior year gain.
Nutrition & Biosciences
Nutrition & Biosciences reported net sales of $1.5 billion, up 3 percent from the year-ago
period. Organic sales increased 2 percent with gains in both price
and volume. Currency was a 1 percent tailwind and portfolio was
flat.
High-single digit organic growth in Food & Beverage was
driven by broad-based pricing strength as well as volume gains in
protein solutions on increased consumer demand for proteins,
including plant-based solutions. The gains in Food & Beverage
were partially offset by organic sales declines across Health &
Biosciences and Pharma Solutions. Within Health & Biosciences,
double-digit growth in both probiotics and home and personal care
markets was more than offset by continued weakness in biorefinery
and microbial control.
Operating EBITDA for the segment was $341
million, an increase of 8 percent from operating EBITDA of
$317 million in the year-ago period.
Continued cost productivity actions and favorable mix more than
offset raw material cost increases and the impact of lower plant
utilization resulting in planned efforts to reduce working capital
during the quarter.
Transportation & Industrial
Transportation & Industrial reported net sales of
$1.2 billion, up 1 percent from the
year-ago period. Organic sales were down 1 percent as volume gains
of 3 percent were more than offset by price declines of 4 percent.
Currency was a 2 percent benefit and portfolio was neutral.
Organic sales gains in Healthcare & Specialty and Industrial
& Consumer were led by mid-to-high single digit volume gains
across each business. These gains were more than offset by
year-over-year organic sales declines in Mobility Solutions,
primarily from price headwinds. Sequentially, organic sales for the
segment increased 11 percent versus 3Q 2020 as the global
automotive market continued its recovery.
Operating EBITDA for the segment was $317
million, an increase of 14 percent from operating EBITDA of
$277 million in the year-ago period,
as higher volumes and savings from productivity actions more than
offset price declines to deliver a 310 basis point improvement in
operating EBITDA margins versus the year-ago period.
Safety & Construction
Safety & Construction reported net sales of $1.2 billion, down 2 percent from the year-ago
period. Organic sales were down 6 percent with a 1 percent price
improvement offset by a 7 percent decline in volume. Acquisitions
in the Water Solutions business increased reported sales by 3
percent and currency was a 1 percent tailwind.
Organic sales gains in Shelter Solutions was more than offset by
organic sales declines in Safety Solutions and Water Solutions.
Continued recovery in residential construction and on-going
strength in retail channels for do-it-yourself applications led to
year-over-year volume growth in Shelter Solutions. Within Safety
Solutions, demand for Tyvek® protective garments remained strong
but was more than offset by soft demand for aramid fibers across
aerospace, oil & gas and select industrial markets. Global
demand across Water Solutions remains strong however temporary
delays in orders associated with select capital projects resulted
in volume declines in the quarter.
Operating EBITDA for the segment totaled $310 million, flat with operating EBITDA of
$311 million in the year-ago period.
Continued productivity actions as well as favorable pricing and
product mix was offset by the impact of lower demand.
Non-Core
Non-Core reported net sales of $337
million, down 17 percent from the year-ago period driven by
the divestiture of the trichlorosilane business. Organic sales were
flat with the year-ago period.
Operating EBITDA for the segment was $19
million, a decrease of 91 percent from operating EBITDA of
$216 million in the year-ago period.
The year-over-year decline is attributable to the absence of a
prior year gain associated with customer settlements in the Hemlock
Semiconductor joint venture as well as the absence of the earnings
associated with divested businesses.
First Quarter and Full Year 2021
Outlook
Beginning in the first quarter 2021, DuPont will reflect
Nutrition & Biosciences as discontinued operations for the
current and historical periods.
"For 2021, we expect net sales between $15.4 and $15.6
billion, an increase of 8 percent at the mid-point versus
2020 net sales of $14.3 billion and
operating EBITDA between $3.83 and
$3.93 billion, an increase of 13
percent at the mid-point versus 2020 operating EBITDA of
$3.4 billion, reflecting anticipated
solid top line growth and robust operating EBITDA margin
expansion," said Lori Koch, Chief
Financial Officer of DuPont. "Our outlook for full year adjusted
EPS is in the range of $3.30 to
$3.45 per share, an increase of 68
percent at the mid-point versus 2020 adjusted EPS of $2.01 per share, reflecting the improvement in
operating EBITDA, lower interest expense and the benefit of a lower
share count."
"We also expect a strong first quarter of 2021 with net sales
between $3.75 and $3.85 billion, an increase of 4 percent at the
mid-point versus 1Q 2020 net sales of $3.7
billion, operating EBITDA between $950 and $970
million, an increase of 6 percent at the mid-point versus 1Q
2020 operating EBITDA of $907
million, and adjusted EPS in the range of $0.75 to $0.77 per
share, an increase of 58 percent at the mid-point versus 1Q 2020
adjusted EPS of $0.48 per share,"
Koch stated.
Conference Call
The Company will host a live webcast of its fourth quarter
earnings conference call with investors to discuss its results and
business outlook today at 8:00 a.m.
ET. The slide presentation that accompanies the conference
call will be posted on the DuPont's Investor Relations Events and
Presentations page. A replay of the webcast also will be available
on the DuPont's Investor Relations Events and Presentations
page following the live event.
About DuPont
DuPont (NYSE: DD) is a global innovation leader with
technology-based materials and solutions that help transform
industries and everyday life. Our employees apply diverse science
and expertise to help customers advance their best ideas and
deliver essential innovations in key markets including electronics,
transportation, construction, water, healthcare and worker safety.
More information about the company, its businesses and solutions
can be found at www.dupont.com. Investors can access information
included on the Investor Relations section of the website at
www.investors.dupont.com.
DuPont™ and all products, unless otherwise
noted, denoted with TM, SM or ® are
trademarks, service marks or registered trademarks of affiliates of
DuPont de Nemours, Inc.
Cautionary Statement Regarding Forward Looking
Statements
This communication contains "forward-looking statements" within
the meaning of the federal securities laws, including Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. In this context,
forward-looking statements often address expected future business
and financial performance and financial condition, and often
contain words such as "expect," "anticipate," "intend," "plan,"
"believe," "seek," "see," "will," "would," "target," and similar
expressions and variations or negatives of these words.
On April 1, 2019, the company completed the separation of
its materials science business into a separate and independent
public company by way of a pro rata dividend-in-kind of all the
then outstanding stock of Dow Inc. (the "Dow Distribution"). The
company completed the separation of its agriculture business into a
separate and independent public company on June 1, 2019, by way of a pro rata
dividend-in-kind of all the then outstanding stock of Corteva, Inc.
(the "Corteva Distribution" and together with the Dow Distribution,
the "DWDP Distributions").
On February 1, 2021 the Company
completed the divestiture of the Nutrition & Biosciences
("N&B") business to International Flavors & Fragrance Inc.
("IFF") in a Reverse Morris Trust transaction (the "N&B
Transaction") that resulting in IFF issuing shares to DuPont
stockholders.
Forward-looking statements address matters that are, to varying
degrees, uncertain and subject to risks, uncertainties and
assumptions, many of which that are beyond DuPont's control, that
could cause actual results to differ materially from those
expressed in any forward-looking statements. Forward-looking
statements do not guarantee future results. Some of the important
factors that could cause DuPont's actual results to differ
materially from those projected in any such forward-looking
statements include, but are not limited to: (i) ability to achieve
anticipated tax treatments in connection with the N&B
Transaction or the DWDP Distributions; (ii) changes in relevant tax
and other laws; (iii) indemnification of certain legacy liabilities
of E. I. du Pont de Nemours and Company ("EID") in connection with
the Corteva Distribution; (iv) risks and costs related to the DWDP
Distributions and the N&B Transaction and potential liability
arising from fraudulent conveyance and similar laws; (v) risks and
costs related to the performance under and impact of the cost
sharing arrangement by and between DuPont, Corteva, Inc. and The
Chemours Company related to future eligible PFAS costs; (vi)
failure to effectively manage acquisitions, divestitures,
alliances, joint ventures and other portfolio changes, including
meeting conditions under the Letter Agreement entered in connection
with the Corteva Distribution, related to the transfer of certain
levels of assets and businesses; (vii) uncertainty as to the
long-term value of DuPont common stock; (viii) potential inability
or reduced access to the capital markets or increased cost of
borrowings, including as a result of a credit rating downgrade;
(ix) risks and uncertainties related to the novel coronavirus
(COVID-19) and the responses thereto (such as voluntary and in some
cases, mandatory quarantines as well as shut downs and other
restrictions on travel and commercial, social and other activities)
on DuPont's business, results of operations, access to sources of
liquidity and financial condition which depend on highly uncertain
and unpredictable future developments, including, but not limited
to, the duration and spread of the COVID-19 outbreak, its severity,
the actions to contain the virus or treat its impact, and how
quickly and to what extent normal economic and operating conditions
resume; and x) other risks to DuPont's business, operations and
results of operations discussed in DuPont's annual report on Form
10-K for the year ended December 31,
2019 and its subsequent reports on Form 10-Q and Form 8-K.
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 DuPont's consolidated
financial condition, results of operations, credit rating or
liquidity. You should not place undue reliance on forward-looking
statements, which speak only as of the date they are made. DuPont
assumes no obligation to publicly provide revisions or updates to
any forward-looking statements whether as a result of new
information, future developments or otherwise, should circumstances
change, except as otherwise required by securities and other
applicable laws.
Overview
Effective August 31, 2017, E. I.
du Pont de Nemours and Company ("EID") and The Dow Chemical
Company ("TDCC") each merged with subsidiaries of DowDuPont Inc.
(n/k/a "DuPont") and, as a result, EID and TDCC became subsidiaries
of the Company. On April 1, 2019, the
Company completed the separation of the materials science business
through the spin-off of Dow Inc., ("Dow") including Dow's
subsidiary TDCC (the "Dow Distribution"). On June 1, 2019, the Company completed the
separation of the agriculture business through the spin-off of
Corteva, Inc. ("Corteva") including Corteva's subsidiary EID, (the
"Corteva Distribution and together with the Dow Distribution, the
"DWDP Distributions").
Following the Corteva Distribution, DuPont holds the specialty
products business as continuing operations. The results of
operations of DuPont for the 2019 interim periods presented
reflect the historical financial results of Dow and Corteva as
discontinued operations, as applicable. The cash flows related to
Dow and Corteva have not been segregated and are included in the
Consolidated Statements of Cash Flows for the applicable
periods.
On February 1, 2021 the Company
completed the divestiture of the Nutrition & Biosciences
("N&B") business to International Flavors & Fragrance Inc.
("IFF") in a Reverse Morris Trust transaction (the "N&B
Transaction") that resulting in IFF issuing shares to DuPont
stockholders. The results of the N&B business are
included in the continuing operations of DuPont for all periods
presented herein, unless otherwise noted.
The unaudited pro forma Consolidated Statements of Operations
(discussed in the following section) included herein include costs
previously allocated to the materials science and agriculture
businesses that did not meet the definition of expenses related to
discontinued operations in accordance with Financial Accounting
Standards Codification 205, "Presentation of Financial Statements"
("ASC 205") and thus are reflected in the Company's results of
continuing operations. A significant portion of these costs relate
to TDCC and consist of leveraged services provided through service
centers, as well as other corporate overhead costs related to
information technology, finance, manufacturing, research &
development, sales & marketing, supply chain, human resources,
sourcing & logistics, legal and communications, public affairs
& government affairs functions. These costs are no longer
incurred by the Company following the DWDP Distributions.
Unaudited Pro Forma Financial Information
In order to provide the most meaningful comparison of results of
operations and results by segment, supplemental unaudited pro forma
financial information has been included in the following financial
schedules. The unaudited pro forma financial information (the "pro
forma financial statements") is derived from DuPont's Consolidated
Financial Statements and accompanying notes, adjusted to give
effect to certain events directly attributable to the DWDP
Distributions and DWDP Financings (as defined below). In
contemplation of the DWDP Distributions and to achieve the
respective credit profiles of each of DuPont, Dow, and Corteva, in
the fourth quarter of 2018, DowDuPont consummated a public
underwritten offer of eight series of senior unsecured notes (the
"2018 Senior Notes") in the aggregate principal amount of
$12.7 billion and entered into a
term loan agreement consisting of two term loan facilities (the
"Term Loan Facilities") in the aggregate principal amount of
$3.0 billion. In May 2019, the funds from the Term Loan Facilities
were drawn, along with the issuance of approximately $1.4 billion in commercial paper (the
"Funding CP Issuance" together with the 2018 Senior Notes and Term
Loan Facilities, the "DWDP Financings"). The net proceeds from the
DWDP Financings together with cash from operations were used to
fund cash contributions to Dow and Corteva, and DowDuPont's
$3.0 billion share repurchase program
which was completed in the first quarter of 2019 (the "Share
Repurchase Program").
The pro forma financial statements were prepared in accordance
with Article 11 of Regulation S-X. The historical consolidated
financial information has been adjusted to give effect to pro forma
events that are (1) directly attributable to the DWDP Distributions
and the DWDP Financings (collectively the "DWDP Transactions"), (2)
factually supportable and (3) with respect to the Consolidated
Statements of Operations, expected to have a continuing impact on
the results. The unaudited pro forma Statements of Operations for
the year ended December 31, 2019 give
effect to the pro forma events as if they had been consummated on
January 1, 2018. There were no pro
forma adjustments for the three or twelve months ended December 31, 2020 and for the three months ended
December 31, 2019.
Restructuring or integration activities or other costs following
the DWDP Distributions that may be incurred to achieve cost or
growth synergies of DuPont are not reflected. The pro forma
financial statements provide shareholders with summary financial
information and historical data that is on a basis consistent with
how DuPont reports current financial information.
The pro forma financial statements are presented for
informational purposes only, and do not purport to represent what
DuPont's results of operations or financial position would have
been had the DWDP Transactions occurred on the dates indicated, nor
do they purport to project the results of operations or financial
position for any future period or as of any future date.
Non-GAAP Financial Measures
This earnings release includes information that does not conform
to accounting principles generally accepted in the United States of America ("U.S. GAAP") and
are considered non-GAAP measures. Management uses these measures
internally for planning, forecasting and evaluating the performance
of the Company, including allocating resources. DuPont's management
believes these non-GAAP financial measures are useful to investors
because they provide additional information related to the ongoing
performance of DuPont to offer a more meaningful comparison related
to future results of operations. These non-GAAP financial measures
supplement disclosures prepared in accordance with U.S. GAAP, and
should not be viewed as an alternative to U.S. GAAP. Furthermore,
such non-GAAP measures may not be consistent with similar measures
provided or used by other companies. Reconciliations for these
non-GAAP measures to U.S. GAAP are provided in the Selected
Financial Information and Non-GAAP Measures starting on page 13 and
on the Investors section of the Company's website. Non-GAAP
measures included in this release are defined below. The Company
has not provided forward-looking U.S. GAAP financial measures or a
reconciliation of forward-looking non-GAAP financial measures to
the most comparable U.S. GAAP financial measures on a
forward-looking basis because the Company is unable to predict with
reasonable certainty the ultimate outcome of certain future events.
These events include, among others, the impact of portfolio
changes, including asset sales, mergers, acquisitions, and
divestitures; contingent liabilities related to litigation,
environmental and indemnifications matters; impairments and
discrete tax items. These items are uncertain, depend on various
factors, and could have a material impact on U.S. GAAP results for
the guidance period.
Pro forma adjusted earnings per common share from continuing
operations - diluted ("Pro forma adjusted EPS"), is defined as pro
forma earnings per common share from continuing operations -
diluted, excluding the after-tax impact of significant items,
after-tax impact of amortization expense associated with
intangibles acquired as part of the DWDP Merger, after-tax impact
of non-operating pension / other post employment benefits ("OPEB")
benefits / charges and the after-tax impact of costs historically
allocated to the materials science and agriculture businesses that
did not meet the criteria to be recorded as discontinued
operations. Adjusted earnings per common share from continuing
operations - diluted ("Adjusted EPS"), is defined as earnings per
common share from continuing operations - diluted, excluding the
after-tax impact of significant items, after-tax impact of
amortization expense associated with intangibles acquired as part
of the DWDP Merger and the after-tax impact of non-operating
pension / OPEB benefits / charges. Although amortization of EID
intangibles acquired as part of the DWDP Merger is excluded from
these non-GAAP measures, management believes it is important for
investors to understand that such intangible assets contribute to
revenue generation. Amortization of intangible assets that relate
to past acquisitions will recur in future periods until such
intangible assets have been fully amortized. Any future
acquisitions may result in amortization of additional intangible
assets. Management estimates amortization expense in 2021
associated with intangibles acquired as part of the DWDP Merger to
be approximately $490 million on a
pre-tax basis, or approximately $0.70
per share.
Pro forma operating EBITDA, is defined as earnings (i.e. pro
forma income (loss) from continuing operations before income taxes)
before interest, depreciation, amortization, non-operating pension
/ OPEB benefits / charges, and foreign exchange gains / losses,
excluding the impact of costs historically allocated to the
materials science and agriculture businesses that did not meet the
criteria to be recorded as discontinued operations and adjusted to
exclude significant items. Operating EBITDA, is defined as earnings
(i.e. income (loss) from continuing operations before income taxes)
before interest, depreciation, amortization, non-operating pension
/ OPEB benefits / charges, and foreign exchange gains / losses,
adjusted to exclude significant items. Operating EBITDA margin is
calculated as operating EBITDA divided by net sales.
Significant items are items that arise outside the ordinary
course of the Company's business that management believes may cause
misinterpretation of underlying business performance, both
historical and future, based on a combination of some or all of the
item's size, unusual nature and infrequent occurrence. Management
classifies as significant items certain costs and expenses
associated with integration and separation activities related to
transformational acquisitions and divestitures as they are
considered unrelated to ongoing business performance.
Organic Sales is defined as net sales excluding the impacts of
currency and portfolio.
Free cash flow is defined as cash provided by/used for operating
activities less capital expenditures. As a result, free cash flow
represents cash that is available to the Company, after investing
in its asset base, to fund obligations using the Company's primary
source of liquidity, cash provided by operating activities.
Management believes free cash flow, even though it may be defined
differently from other companies, is useful to investors, analysts
and others to evaluate the Company's cash flow and financial
performance, and it is an integral measure used in the Company's
financial planning process.
(1)
Adjusted EPS, operating EBITDA and free cash flow are non-GAAP
measures. See page 7 for further discussion. Reconciliation to the
most directly comparable GAAP measure, including details of
significant items begins on page 13 of this
communication.
|
(2)
Subject to regulatory approval and other customary closing
conditions.
|
DuPont de Nemours,
Inc. Consolidated Statements of Operations
|
|
In millions, except
per share amounts (Unaudited)
|
Three Months
Ended
December 31,
|
Twelve Months
Ended
December 31,
|
2020
|
2019
|
2020
|
2019
|
Net sales
|
$
|
5,252
|
|
$
|
5,204
|
|
$
|
20,397
|
|
$
|
21,512
|
|
Cost of
sales
|
3,521
|
|
3,408
|
|
13,522
|
|
14,056
|
|
Research and
development expenses
|
216
|
|
231
|
|
860
|
|
955
|
|
Selling, general and
administrative expenses
|
537
|
|
650
|
|
2,235
|
|
2,663
|
|
Amortization of
intangibles
|
528
|
|
295
|
|
2,119
|
|
1,050
|
|
Restructuring and
asset related charges - net
|
42
|
|
24
|
|
849
|
|
314
|
|
Goodwill impairment
charges
|
—
|
|
—
|
|
3,214
|
|
1,175
|
|
Integration and
separation costs
|
125
|
|
193
|
|
594
|
|
1,342
|
|
Equity in earnings of
nonconsolidated affiliates
|
19
|
|
(48)
|
|
191
|
|
84
|
|
Sundry income
(expense) - net
|
48
|
|
9
|
|
675
|
|
153
|
|
Interest
expense
|
194
|
|
175
|
|
767
|
|
668
|
|
Income (loss) from
continuing operations before income taxes
|
156
|
|
189
|
|
(2,897)
|
|
(474)
|
|
(Benefit from)
Provision for income taxes on continuing operations
|
(123)
|
|
(2)
|
|
(23)
|
|
140
|
|
Income (loss) from
continuing operations, net of tax
|
279
|
|
191
|
|
(2,874)
|
|
(614)
|
|
(Loss) Income from
discontinued operations, net of tax
|
(49)
|
|
(3)
|
|
(49)
|
|
1,214
|
|
Net income
(loss)
|
230
|
|
188
|
|
(2,923)
|
|
600
|
|
Net income
attributable to noncontrolling interests
|
8
|
|
12
|
|
28
|
|
102
|
|
Net income (loss)
available for DuPont common stockholders
|
$
|
222
|
|
$
|
176
|
|
$
|
(2,951)
|
|
$
|
498
|
|
|
Per common share
data:
|
|
|
|
|
Earnings (loss) per
common share from continuing operations - basic
|
$
|
0.37
|
|
$
|
0.24
|
|
$
|
(3.95)
|
|
$
|
(0.86)
|
|
(Loss) Earnings per
common share from discontinued operations - basic
|
(0.07)
|
|
—
|
|
(0.07)
|
|
1.53
|
|
Earnings (loss) per
common share - basic
|
$
|
0.30
|
|
$
|
0.24
|
|
$
|
(4.01)
|
|
$
|
0.67
|
|
Earnings (loss) per
common share from continuing operations - diluted
|
$
|
0.37
|
|
$
|
0.24
|
|
$
|
(3.95)
|
|
$
|
(0.86)
|
|
(Loss) Earnings per
common share from discontinued operations - diluted
|
(0.07)
|
|
—
|
|
(0.07)
|
|
1.53
|
|
Earnings (loss) per
common share - diluted
|
$
|
0.30
|
|
$
|
0.24
|
|
$
|
(4.01)
|
|
$
|
0.67
|
|
|
Weighted-average
common shares outstanding - basic
|
734.6
|
|
740.7
|
|
735.5
|
|
746.3
|
|
Weighted-average
common shares outstanding - diluted
|
735.4
|
|
742.0
|
|
735.5
|
|
746.3
|
|
DuPont de Nemours,
Inc. Consolidated Balance Sheets
|
|
In millions, except
share and per share amounts (Unaudited)
|
December 31,
2020
|
December 31,
2019
|
Assets
|
|
|
Current
Assets
|
|
|
Cash and cash
equivalents
|
$
|
2,544
|
|
$
|
1,540
|
|
Accounts and notes
receivable - net
|
3,551
|
|
3,802
|
|
Inventories
|
3,726
|
|
4,319
|
|
Other current
assets
|
246
|
|
338
|
|
Assets held for
sale
|
810
|
|
—
|
|
Total current
assets
|
10,877
|
|
9,999
|
|
Property
|
|
|
Property, plant and
equipment
|
15,982
|
|
15,112
|
|
Less: Accumulated
depreciation
|
5,997
|
|
4,969
|
|
Property, plant and
equipment - net
|
9,985
|
|
10,143
|
|
Other
Assets
|
|
|
Goodwill
|
30,244
|
|
33,151
|
|
Other intangible
assets
|
11,144
|
|
13,593
|
|
Restricted
cash
|
6,206
|
|
—
|
|
Investments and
noncurrent receivables
|
1,083
|
|
1,260
|
|
Deferred income tax
assets
|
234
|
|
189
|
|
Deferred charges and
other assets
|
1,131
|
|
1,014
|
|
Total other
assets
|
50,042
|
|
49,207
|
|
Total
Assets
|
$
|
70,904
|
|
$
|
69,349
|
|
Liabilities and
Equity
|
|
|
Current
Liabilities
|
|
|
Short-term borrowings
and finance lease obligations
|
$
|
5
|
|
$
|
3,830
|
|
Accounts
payable
|
2,964
|
|
2,934
|
|
Income taxes
payable
|
205
|
|
240
|
|
Accrued and other
current liabilities
|
1,385
|
|
1,342
|
|
Liabilities related to
assets held for sale
|
140
|
|
—
|
|
Total current
liabilities
|
4,699
|
|
8,346
|
|
Long-Term
Debt
|
21,806
|
|
13,617
|
|
Other Noncurrent
Liabilities
|
|
|
Deferred income tax
liabilities
|
2,905
|
|
3,467
|
|
Pension and other post
employment benefits - noncurrent
|
1,348
|
|
1,172
|
|
Other noncurrent
obligations
|
1,076
|
|
1,191
|
|
Total other noncurrent liabilities
|
5,329
|
|
5,830
|
|
Total
Liabilities
|
$
|
31,834
|
|
$
|
27,793
|
|
Commitments and
contingent liabilities
|
|
|
Stockholders'
Equity
|
|
|
Common stock
(authorized 1,666,666,667 shares of $0.01 par value
each; issued 2020:
734,204,054 shares; 2019: 738,564,728 shares)
|
7
|
|
7
|
|
Additional paid-in
capital
|
50,039
|
|
50,796
|
|
(Accumulated deficit)
Retained earnings
|
(11,586)
|
|
(8,400)
|
|
Accumulated other
comprehensive income (loss)
|
44
|
|
(1,416)
|
|
Total DuPont
stockholders' equity
|
38,504
|
|
40,987
|
|
Noncontrolling
interests
|
566
|
|
569
|
|
Total
equity
|
39,070
|
|
41,556
|
|
Total Liabilities and
Equity
|
$
|
70,904
|
|
$
|
69,349
|
|
DuPont de Nemours,
Inc. Consolidated Statement of Cash
Flows
|
|
In millions
(Unaudited)
|
Twelve Months
Ended
December 31,
|
2020
|
2019
|
Operating
Activities
|
|
|
Net (loss)
income
|
$
|
(2,923)
|
|
$
|
600
|
|
Adjustments to
reconcile net (loss) income to net cash provided by operating
activities:
|
|
|
Depreciation and
amortization
|
3,094
|
|
3,195
|
|
Credit for deferred
income tax and other tax related items
|
(692)
|
|
(768)
|
|
Earnings of
nonconsolidated affiliates (in excess of) less than dividends
received
|
(87)
|
|
909
|
|
Net periodic pension
benefit cost (credit)
|
37
|
|
(55)
|
|
Pension
contributions
|
(98)
|
|
(697)
|
|
Net gain on sales of
assets, businesses and investments
|
(642)
|
|
(149)
|
|
Restructuring and
asset related charges - net
|
849
|
|
588
|
|
Goodwill impairment
charges
|
3,214
|
|
1,175
|
|
Amortization of
merger-related inventory step-up
|
—
|
|
253
|
|
Other net
loss
|
175
|
|
338
|
|
Changes in assets and
liabilities, net of effects of acquired and divested
companies:
|
|
|
Accounts and notes
receivable
|
308
|
|
(2,227)
|
|
Inventories
|
570
|
|
387
|
|
Accounts
payable
|
177
|
|
(1,049)
|
|
Other assets and
liabilities, net
|
113
|
|
(1,091)
|
|
Cash provided by
operating activities
|
4,095
|
|
1,409
|
|
Investing
Activities
|
|
|
Capital
expenditures
|
(1,194)
|
|
(2,472)
|
|
Investment in gas
field developments
|
—
|
|
(25)
|
|
Proceeds from sales of
property, businesses, and ownership interests in nonconsolidated
affiliates, net
of cash divested
|
1,033
|
|
299
|
|
Acquisitions of
property and businesses, net of cash acquired
|
(70)
|
|
(180)
|
|
Purchases of
investments
|
(1)
|
|
(197)
|
|
Proceeds from sales
and maturities of investments
|
1
|
|
242
|
|
Other investing
activities, net
|
29
|
|
20
|
|
Cash used for
investing activities
|
(202)
|
|
(2,313)
|
|
Financing
Activities
|
|
|
Changes in short-term
borrowings
|
(1,829)
|
|
2,735
|
|
Proceeds from issuance
of long-term debt
|
8,275
|
|
4,005
|
|
Payments on long-term
debt
|
(2,031)
|
|
(6,900)
|
|
Purchases of common
stock
|
(232)
|
|
(2,329)
|
|
Proceeds from issuance
of Company stock
|
57
|
|
85
|
|
Employee taxes paid
for share-based payment arrangements
|
(15)
|
|
(84)
|
|
Distributions to
noncontrolling interests
|
(50)
|
|
(27)
|
|
Dividends paid to
stockholders
|
(882)
|
|
(1,611)
|
|
Cash held by Dow and
Corteva at the respective Distributions
|
—
|
|
(7,315)
|
|
Debt extinguishment
costs
|
—
|
|
(104)
|
|
Other financing
activities, net
|
(55)
|
|
(5)
|
|
Cash provided by (used
for) financing activities
|
3,238
|
|
(11,550)
|
|
Effect of exchange
rate changes on cash, cash equivalents and restricted
cash
|
67
|
|
9
|
|
Increase
(Decrease) in cash, cash equivalents and restricted
cash
|
7,198
|
|
(12,445)
|
|
Cash, cash equivalents
and restricted cash from continuing operations, beginning of
period
|
1,577
|
|
8,591
|
|
Cash, cash equivalents
and restricted cash from discontinued operations, beginning of
period
|
—
|
|
5,431
|
|
Cash, cash
equivalents and restricted cash at beginning of
period
|
1,577
|
|
14,022
|
|
Cash, cash equivalents
and restricted cash from continuing operations, end of
period
|
8,775
|
|
1,577
|
|
Cash, cash equivalents
and restricted cash from discontinued operations, end of
period
|
—
|
|
—
|
|
Cash, cash
equivalents and restricted cash at end of period
|
$
|
8,775
|
|
$
|
1,577
|
|
DuPont de Nemours,
Inc. Pro Forma Consolidated Statements of
Operations
|
|
In millions, except
per share amounts (Unaudited)
|
Twelve Months
Ended
December 31,
|
2020
|
2019
|
As
Reported
|
Pro Forma
1
|
Net sales
|
$
|
20,397
|
|
$
|
21,512
|
|
Cost of
sales
|
13,522
|
|
14,078
|
|
Research and
development expenses
|
860
|
|
955
|
|
Selling, general and
administrative expenses
|
2,235
|
|
2,663
|
|
Amortization of
intangibles
|
2,119
|
|
1,050
|
|
Restructuring and
asset related charges - net
|
849
|
|
314
|
|
Goodwill impairment
charges
|
3,214
|
|
1,175
|
|
Integration and
separation costs
|
594
|
|
1,169
|
|
Equity in earnings of
nonconsolidated affiliates
|
191
|
|
84
|
|
Sundry income
(expense) - net
|
675
|
|
153
|
|
Interest
expense
|
767
|
|
697
|
|
Loss from continuing
operations before income taxes
|
(2,897)
|
|
(352)
|
|
(Benefit from)
Provision for income taxes on continuing operations
|
(23)
|
|
170
|
|
Loss from continuing
operations, net of tax
|
(2,874)
|
|
(522)
|
|
Net income
attributable to noncontrolling interests from continuing
operations
|
28
|
|
30
|
|
Net loss from
continuing operations available for DuPont common
stockholders
|
$
|
(2,902)
|
|
$
|
(552)
|
|
|
|
|
Per common share
data:
|
|
|
Loss per common share
from continuing operations - basic
|
$
|
(3.95)
|
|
$
|
(0.74)
|
|
Loss per common share
from continuing operations - diluted
|
$
|
(3.95)
|
|
$
|
(0.74)
|
|
|
|
|
Weighted-average
common shares outstanding - basic
|
735.5
|
|
746.3
|
|
Weighted-average
common shares outstanding - diluted
|
735.5
|
|
746.3
|
|
|
1. Refer to page 17
for additional detail on the pro forma adjustments included in the
pro forma Consolidated Statements of Operations.
|
DuPont de Nemours,
Inc. Net Sales by Segment and Geographic
Region
|
|
Net Sales by
Segment and Geographic Region
|
Three Months
Ended
|
Twelve Months
Ended
|
In millions
(Unaudited)
|
Dec 31,
2020
|
Dec 31,
2019
|
Dec 31,
2020
|
Dec 31,
2019
|
Electronics &
Imaging
|
$
|
1,021
|
|
$
|
937
|
|
$
|
3,814
|
|
$
|
3,554
|
|
Nutrition &
Biosciences
|
1,502
|
|
1,458
|
|
6,059
|
|
6,076
|
|
Transportation &
Industrial
|
1,168
|
|
1,155
|
|
4,189
|
|
4,950
|
|
Safety &
Construction
|
1,224
|
|
1,250
|
|
4,993
|
|
5,201
|
|
Non-Core
|
337
|
|
404
|
|
1,342
|
|
1,731
|
|
Total
|
$
|
5,252
|
|
$
|
5,204
|
|
$
|
20,397
|
|
$
|
21,512
|
|
U.S. &
Canada
|
$
|
1,601
|
|
$
|
1,698
|
|
$
|
6,476
|
|
$
|
7,122
|
|
EMEA
1
|
1,167
|
|
1,129
|
|
4,572
|
|
5,027
|
|
Asia
Pacific
|
2,189
|
|
2,077
|
|
8,234
|
|
8,113
|
|
Latin
America
|
295
|
|
300
|
|
1,115
|
|
1,250
|
|
Total
|
$
|
5,252
|
|
$
|
5,204
|
|
$
|
20,397
|
|
$
|
21,512
|
|
Net Sales Variance
by Segment
and Geographic Region
|
Three Months Ended
December 31, 2020
|
|
Local Price
&
Product Mix
|
Volume
|
Total
Organic
|
Currency
|
Portfolio /
Other
|
Total
|
|
Percent change from
prior year
(Unaudited)
|
|
Electronics &
Imaging
|
(2)
|
%
|
10
|
%
|
8
|
%
|
2
|
%
|
(1)
|
%
|
9
|
%
|
|
Nutrition &
Biosciences
|
1
|
|
1
|
|
2
|
|
1
|
|
—
|
|
3
|
|
|
Transportation &
Industrial
|
(4)
|
|
3
|
|
(1)
|
|
2
|
|
—
|
|
1
|
|
|
Safety &
Construction
|
1
|
|
(7)
|
|
(6)
|
|
1
|
|
3
|
|
(2)
|
|
|
Non-Core
|
1
|
|
(1)
|
|
—
|
|
1
|
|
(18)
|
|
(17)
|
|
|
Total
|
(1)
|
%
|
1
|
%
|
—
|
%
|
2
|
%
|
(1)
|
%
|
1
|
%
|
|
U.S. &
Canada
|
(1)
|
%
|
(2)
|
%
|
(3)
|
%
|
—
|
%
|
(3)
|
%
|
(6)
|
%
|
|
EMEA
1
|
(1)
|
|
(1)
|
|
(2)
|
|
4
|
|
1
|
|
3
|
|
|
Asia
Pacific
|
(1)
|
|
4
|
|
3
|
|
2
|
|
—
|
|
5
|
|
|
Latin
America
|
3
|
|
—
|
|
3
|
|
(5)
|
|
—
|
|
(2)
|
|
|
Total
|
(1)
|
%
|
1
|
%
|
—
|
%
|
2
|
%
|
(1)
|
%
|
1
|
%
|
|
|
Net Sales Variance
by Segment
and Geographic Region
|
Twelve Months
Ended December 31, 2020
|
|
Local Price
&
Product Mix
|
Volume
|
Total
Organic
|
Currency
|
Portfolio /
Other
|
Total
|
|
Percent change from
prior year
(Unaudited)
|
|
Electronics &
Imaging
|
(1)
|
%
|
8
|
%
|
7
|
%
|
—
|
%
|
—
|
%
|
7
|
%
|
|
Nutrition &
Biosciences
|
1
|
|
—
|
|
1
|
|
(1)
|
|
—
|
|
—
|
|
|
Transportation &
Industrial
|
(4)
|
|
(11)
|
|
(15)
|
|
—
|
|
—
|
|
(15)
|
|
|
Safety &
Construction
|
2
|
|
(8)
|
|
(6)
|
|
—
|
|
2
|
|
(4)
|
|
|
Non-Core
|
3
|
|
(14)
|
|
(11)
|
|
—
|
|
(11)
|
|
(22)
|
|
|
Total
|
—
|
%
|
(4)
|
%
|
(4)
|
%
|
—
|
%
|
(1)
|
%
|
(5)
|
%
|
|
U.S. &
Canada
|
(1)
|
%
|
(7)
|
%
|
(8)
|
%
|
—
|
%
|
(1)
|
%
|
(9)
|
%
|
|
EMEA
1
|
—
|
|
(9)
|
|
(9)
|
|
—
|
|
—
|
|
(9)
|
|
|
Asia
Pacific
|
(1)
|
|
2
|
|
1
|
|
—
|
|
—
|
|
1
|
|
|
Latin
America
|
4
|
|
(9)
|
|
(5)
|
|
(5)
|
|
(1)
|
|
(11)
|
|
|
Total
|
—
|
%
|
(4)
|
%
|
(4)
|
%
|
—
|
%
|
(1)
|
%
|
(5)
|
%
|
|
|
1. Europe, Middle
East and Africa.
|
DuPont de Nemours,
Inc. Selected Financial Information and Non-GAAP
Measures
|
|
Operating
EBITDA by Segment
|
Three Months
Ended
|
Twelve Months
Ended
|
|
Dec 31,
2020
|
Dec 31,
2019
|
Dec 31,
2020
|
Dec 31,
2019
|
In millions
(Unaudited)
|
As
Reported
|
As
Reported
|
As
Reported
|
Pro
Forma
|
Electronics &
Imaging
|
$
|
323
|
|
$
|
293
|
|
$
|
1,210
|
|
$
|
1,147
|
|
Nutrition &
Biosciences
|
341
|
|
317
|
|
1,523
|
|
1,406
|
|
Transportation &
Industrial
|
317
|
|
277
|
|
916
|
|
1,313
|
|
Safety &
Construction
|
310
|
|
311
|
|
1,351
|
|
1,419
|
|
Non-Core
|
19
|
|
216
|
|
168
|
|
512
|
|
Corporate
|
(24)
|
|
(27)
|
|
(126)
|
|
(157)
|
|
Total
|
$
|
1,286
|
|
$
|
1,387
|
|
$
|
5,042
|
|
$
|
5,640
|
|
|
|
|
|
|
Equity in Earnings
of Nonconsolidated Affiliates
|
Three Months
Ended
|
Twelve Months
Ended
|
|
Dec 31,
2020
|
Dec 31,
2019
|
Dec 31,
2020
|
Dec 31,
2019
|
In millions
(Unaudited)
|
As
Reported
|
As
Reported
|
As
Reported
|
Pro
Forma
|
Equity earnings
(GAAP)
|
$
|
19
|
|
$
|
(48)
|
|
$
|
191
|
|
$
|
84
|
|
Significant items
included in equity earnings 1
|
—
|
|
225
|
|
—
|
|
228
|
|
Equity earnings
included in operating EBITDA (non-GAAP)
|
$
|
19
|
|
$
|
177
|
|
$
|
191
|
|
$
|
312
|
|
|
|
|
|
|
Equity earnings
included in operating EBITDA by segment
|
|
|
|
Electronics &
Imaging
|
$
|
8
|
|
$
|
6
|
|
$
|
35
|
|
$
|
24
|
|
Nutrition &
Biosciences
|
2
|
|
(1)
|
|
4
|
|
(1)
|
|
Transportation &
Industrial
|
1
|
|
1
|
|
4
|
|
4
|
|
Safety &
Construction
|
7
|
|
5
|
|
26
|
|
27
|
|
Non-Core
|
1
|
|
166
|
|
122
|
|
258
|
|
Total equity earnings
included in operating EBITDA (non-GAAP)
|
$
|
19
|
|
$
|
177
|
|
$
|
191
|
|
$
|
312
|
|
|
1. Primarily reflects
a net charge related to a joint venture in the Non-Core segment.
Refer to pages 14 and 15 for additional information.
|
|
|
|
|
|
Reconciliation of
"Income (Loss) from continuing operations, net of tax"
to "Operating EBITDA"
|
Three Months
Ended
|
Twelve Months
Ended
|
Dec 31,
2020
|
Dec 31,
2019
|
Dec 31,
2020
|
Dec 31,
2019
|
In millions
(Unaudited)
|
As
Reported
|
As
Reported
|
As
Reported
|
Pro
Forma
|
Income (loss) from
continuing operations, net of tax (GAAP)
|
$
|
279
|
|
$
|
191
|
|
$
|
(2,874)
|
|
$
|
(522)
|
|
+ (Benefit from)
Provision for income taxes on continuing operations
|
(123)
|
|
(2)
|
|
(23)
|
|
170
|
|
Income (loss) from
continuing operations before income taxes
|
$
|
156
|
|
$
|
189
|
|
$
|
(2,897)
|
|
$
|
(352)
|
|
+ Depreciation and
amortization
|
768
|
|
533
|
|
3,094
|
|
2,066
|
|
- Interest
income 1
|
3
|
|
5
|
|
10
|
|
55
|
|
+ Interest expense
2
|
155
|
|
175
|
|
674
|
|
697
|
|
- Non-operating
pension/OPEB benefit 1
|
8
|
|
14
|
|
32
|
|
74
|
|
- Foreign
exchange losses, net 1
|
(15)
|
|
(9)
|
|
(56)
|
|
(110)
|
|
+ Costs historically
allocated to the materials science and agriculture
businesses 3
|
—
|
|
—
|
|
—
|
|
256
|
|
- Significant
items
|
(203)
|
|
(500)
|
|
(4,157)
|
|
(2,992)
|
|
Operating EBITDA
(non-GAAP)
|
$
|
1,286
|
|
$
|
1,387
|
|
$
|
5,042
|
|
$
|
5,640
|
|
|
1. Included in
"Sundry income (expense) - net."
|
2. The three and
twelve months ended December 31, 2020 excludes N&B financing
fee amortization. Refer to pages 14 and 15 for details of
significant items.
|
3. Costs
previously allocated to the materials science and agriculture
businesses that did not meet the definition of expenses related to
discontinued operations in accordance with ASC 205.
|
|
Reconciliation of
"Cash provided by operating activities" to Free Cash
Flow
|
Three Months
Ended
|
Twelve Months
Ended
|
|
|
In millions
(Unaudited)
|
Dec 31,
2020
|
Dec 31,
2019
|
Dec 31,
2020
|
Dec 31,
2019
|
|
Cash provided by
operating activities (GAAP) 1
|
$
|
1,301
|
|
$
|
578
|
|
$
|
4,095
|
|
$
|
1,409
|
|
|
Capital
expenditures
|
(272)
|
|
(381)
|
|
(1,194)
|
|
(2,472)
|
|
|
Free cash flow
(non-GAAP)
|
$
|
1,029
|
|
$
|
197
|
|
$
|
2,901
|
|
$
|
(1,063)
|
|
|
|
1. Refer to the
Consolidated Statement of Cash Flows included in the schedules
above for major GAAP cash flow categories as well as further detail
relating to the changes in "Cash provided by operating activities"
for the twelve month periods noted. In addition, 2019 includes cash
activity related to Dow and Corteva prior to the DWDP
Distributions.
|
DuPont de Nemours,
Inc. Selected Financial Information and Non-GAAP
Measures
|
|
Significant Items
Impacting Results for the Three Months Ended December 31,
2020
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net
Income 2
|
EPS
3
|
Income Statement
Classification
|
Reported results
(GAAP)
|
$
|
156
|
|
$
|
271
|
|
$
|
0.37
|
|
|
Less: Significant
items
|
|
|
|
|
Integration and
separation costs 4
|
(125)
|
|
(114)
|
|
(0.16)
|
|
Integration and
separation costs
|
Restructuring and
asset related charges - net 5
|
(42)
|
|
(31)
|
|
(0.04)
|
|
Restructuring and
asset related charges - net
|
Gain on divestitures
6
|
3
|
|
4
|
|
0.01
|
|
Sundry income
(expense) - net
|
N&B financing
activities - net 7
|
(39)
|
|
(31)
|
|
(0.04)
|
|
Interest expense;
Sundry income (expense) - net
|
Income tax related
item 8
|
—
|
|
106
|
|
0.14
|
|
Provision for income
taxes on continuing operations
|
Total significant
items
|
$
|
(203)
|
|
$
|
(66)
|
|
$
|
(0.09)
|
|
|
Less: Merger-related
amortization of intangibles
|
(480)
|
|
(368)
|
|
(0.50)
|
|
Amortization of
intangibles
|
Less: Non-op pension
/ OPEB benefit
|
8
|
|
7
|
|
0.01
|
|
Sundry income
(expense) - net
|
Adjusted results
(non-GAAP)
|
$
|
831
|
|
$
|
698
|
|
$
|
0.95
|
|
|
|
Significant Items
Impacting Results for the Three Months Ended December 31,
2019
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net
Income 2
|
EPS
3
|
Income Statement
Classification
|
Reported results
(GAAP)
|
$
|
189
|
|
$
|
179
|
|
$
|
0.24
|
|
|
Less: Significant
items
|
|
|
|
|
Integration and
separation costs 4
|
(193)
|
|
(148)
|
|
(0.21)
|
|
Integration and
separation costs
|
Restructuring and
asset related charges - net 5
|
(25)
|
|
(17)
|
|
(0.02)
|
|
Restructuring and
asset related charges - net; Equity in earnings of nonconsolidated
affiliates
|
Net change related to
a joint venture 9
|
(208)
|
|
(158)
|
|
(0.21)
|
|
Equity in earnings of
nonconsolidated affiliates; Cost of sales
|
Income tax related
item 10
|
(74)
|
|
(23)
|
|
(0.03)
|
|
Sundry income
(expense) - net
|
Total significant
items
|
$
|
(500)
|
|
$
|
(346)
|
|
$
|
(0.47)
|
|
|
Less: Merger-related
amortization of intangibles
|
(247)
|
|
(191)
|
|
(0.26)
|
|
Amortization of
intangibles
|
Less: Non-op pension
/ OPEB benefit
|
14
|
|
12
|
|
0.02
|
|
Sundry income
(expense) - net; Provision for income taxes on continuing
operations
|
Adjusted pro forma
results (non-GAAP)
|
$
|
922
|
|
$
|
704
|
|
$
|
0.95
|
|
|
|
1. Income (loss) from
continuing operations before income taxes.
|
2. Net income (loss) from
continuing operations available for DuPont common stockholders. The
income tax effect on significant items was calculated based upon
the enacted tax laws and statutory income tax rates applicable in
the tax jurisdiction(s) of the underlying non-GAAP
adjustment.
|
3. Earnings (loss) per common
share from continuing operations - diluted.
|
4. Integration and separation
costs related to the separation of the Nutrition & Biosciences
business and post-DWDP Merger integration.
|
5. Includes Board approved
restructuring plans and other asset related charges.
|
6. Reflects a post closing
adjustment related to the sale of the trichlorosilane business
("TCS") and equity stake in Hemlock Semiconductor JV (collectively,
"TCS/Hemlock") within the Non-Core segment.
|
7. Includes interest expense,
net and financing fee amortization related to committed financing
incurred in connection with the intended separation of the N&B
Business.
|
8. Includes an $106 million
tax benefit primarily related to capital loss triggered as part of
tax planning.
|
9. Reflects the Company's
share of net charges related to its investment in the HSC Group,
consisting of $456 million in asset impairment charges, primarily
fixed assets, offset slightly by benefits associated with certain
customer contract settlements of $248 million deemed non-recurring
in nature.
|
10. Includes a
pretax charges of $74 million ($64 million net of tax benefit)
related to tax indemnifications, primarily associated with an
adjustment to a one-time transition tax liability required by the
Tax Cuts and Jobs Act of 2017.
|
DuPont de Nemours,
Inc. Selected Financial Information and Non-GAAP
Measures
|
|
Significant Items
Impacting Results for the Twelve Months Ended December 31,
2020
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net
Income 2
|
EPS
3
|
Income Statement
Classification
|
Reported results
(GAAP)
|
$
|
(2,897)
|
|
$
|
(2,902)
|
|
$
|
(3.95)
|
|
|
Less: Significant
items
|
|
|
|
|
Integration and
separation costs 4
|
(594)
|
|
(477)
|
|
(0.65)
|
|
Integration and
separation costs
|
Restructuring and
asset related charges - net 5
|
(188)
|
|
(144)
|
|
(0.20)
|
|
Restructuring and
asset related charges - net
|
Goodwill impairment
charges 6
|
(3,214)
|
|
(3,214)
|
|
(4.37)
|
|
Goodwill impairment
charges
|
Asset impairment
charges 7
|
(661)
|
|
(503)
|
|
(0.68)
|
|
Restructuring and
asset related charges - net
|
Gain on divestitures
8
|
593
|
|
338
|
|
0.46
|
|
Sundry income
(expense) - net
|
N&B financing
activities - net 9
|
(93)
|
|
(72)
|
|
(0.10)
|
|
Interest expense;
Sundry income (expense) - net
|
Income tax related
item 10
|
—
|
|
140
|
|
0.19
|
|
Provision for income
taxes on continuing operations
|
Total significant
items
|
$
|
(4,157)
|
|
$
|
(3,932)
|
|
$
|
(5.35)
|
|
|
Less: Merger-related
amortization of intangibles
|
(1,918)
|
|
(1,469)
|
|
(1.99)
|
|
Amortization of
intangibles
|
Less: Non-op pension
/ OPEB benefit
|
32
|
|
25
|
|
0.03
|
|
Sundry income
(expense) - net
|
Adjusted results
(non-GAAP)
|
3,146
|
|
2,474
|
|
$
|
3.36
|
|
|
|
Significant Items
Impacting Pro Forma Results for the Twelve Months Ended December
31, 2019
|
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net
Income 2
|
EPS
3
|
Income Statement
Classification
|
Pro forma results
(GAAP)
|
$
|
(352)
|
|
$
|
(552)
|
|
$
|
(0.74)
|
|
|
Less: Significant
items
|
|
|
|
|
Integration and
separation costs 4
|
(1,169)
|
|
(895)
|
|
(1.21)
|
|
Integration and
separation costs
|
Restructuring and
asset related charges - net 5
|
(255)
|
|
(195)
|
|
(0.26)
|
|
Restructuring and
asset related charges - net; Equity in earnings of nonconsolidated
affiliates
|
Goodwill impairment
charges 11
|
(1,175)
|
|
(1,173)
|
|
(1.57)
|
|
Goodwill impairment
charges
|
Asset impairment
charges 12
|
(63)
|
|
(47)
|
|
(0.06)
|
|
Restructuring and
asset related charges - net
|
Net charge related to
a joint venture 13
|
(208)
|
|
(158)
|
|
(0.21)
|
|
Equity in earnings of
nonconsolidated affiliates; Cost of sales
|
Income tax related
item 14
|
(122)
|
|
(128)
|
|
(0.17)
|
|
Sundry income
(expense) - net; Provision for income taxes on continuing
operations
|
Total significant
items
|
$
|
(2,992)
|
|
$
|
(2,596)
|
|
$
|
(3.48)
|
|
|
Less: Merger-related
amortization of intangibles
|
(845)
|
|
(660)
|
|
(0.88)
|
|
Amortization of
intangibles
|
Less: Non-op pension
/ OPEB benefit
|
74
|
|
67
|
|
0.08
|
|
Sundry income
(expense) - net
|
Less: Costs
historically allocated to the materials
science and agriculture businesses 15
|
(256)
|
|
(197)
|
|
(0.26)
|
|
Cost of sales;
Research and development expense; Selling, general and
administrative expenses
|
Adjusted pro forma
results (non-GAAP)
|
$
|
3,667
|
|
$
|
2,834
|
|
$
|
3.80
|
|
|
|
1. Income (loss) from
continuing operations before income taxes.
|
2. Net income (loss) from
continuing operations available for DuPont common stockholders. The
income tax effect on significant items was calculated based upon
the enacted tax laws and statutory income tax rates applicable in
the tax jurisdiction(s) of the underlying non-GAAP
adjustment.
|
3. Earnings (loss) per common
share from continuing operations - diluted.
|
4. Integration and separation
costs related to post-DWDP Merger integration, the DWDP
Distributions and, beginning in the fourth quarter of 2019, the
separation of the Nutrition & Biosciences business.
|
5. Includes Board approved
restructuring plans and other asset related charges.
|
6. Reflects non-cash goodwill
impairment charges recorded as follows: $533 million charge
recorded in the first quarter 2020 related to the Non-Core segment;
a $2,498 million charge recorded in the second quarter 2020 related
to the Transportation & Industrial segment, and $183 million in
charges recorded in the third quarter of 2020 related to the
Non-Core segment.
|
7. Reflects a $270 million
pre-tax impairment charge recorded in first quarter 2020 related to
a long-lived asset group within the Non-Core segment, a $21 million
pre-tax impairment charge recorded in the second quarter 2020
related to other intangible assets within the Transportation &
Industrial segment, and $370 million in pre-tax impairment charges
recorded in third quarter 2020 related to long-lived asset groups
and other intangible assets within the Non-Core segment.
|
8. Reflects a gain on the
first quarter 2020 sale of the Company's Compound Semiconductor
Solutions business within the Electronics & Imaging segment and
a net benefit related to the third quarter 2020 sale of
TCS/Hemlock, which includes a settlement of a supply contract
dispute, within the Non-Core segment.
|
9. Includes interest expense,
net and financing fee amortization related to committed financing
in connection with the intended separation of the N&B
Business.
|
10. Includes an
$106 million tax benefit primarily related to capital loss
triggered as part of tax planning.
|
11. Reflects
goodwill impairment charges related to the Nutrition &
Biosciences and Non-Core segments.
|
12. Reflects an
impairment charge related to an equity method investment within the
Nutrition & Biosciences segment.
|
13. Reflects
the Company's share of net charges related to its investment in the
HSC Group, consisting of $456 million in asset impairment charges,
primarily fixed assets, offset slightly by benefits associated with
certain customer contract settlements of $248 million deemed
non-recurring in nature.
|
14. Includes a
pretax charges of $74 million ($64 million net of tax benefit)
related to tax indemnifications, primarily associated with an
adjustment to a onetime transition tax liability required by the
Tax Cuts and Jobs Act of 2017 and a $48 million charge which
reflects a reduction in gross proceeds from lower withholding taxes
related to a prior year legal settlement.
|
15. Costs
previously allocated to the materials science and agriculture
businesses that did not meet the definition of expenses related to
discontinued operations in accordance with ASC 205.
|
DuPont de Nemours,
Inc. Supplemental Unaudited Pro Forma Combined Financial
Information
|
|
Unaudited Pro
Forma Combined Statement of Income
|
Twelve Months
Ended December 31, 2019
|
In millions, except
per share amounts
|
DuPont
1
|
Pro Forma
Adjustments2
|
Pro
Forma
|
Net sales
|
$
|
21,512
|
|
$
|
—
|
|
$
|
21,512
|
|
Cost of
sales
|
14,056
|
|
22
|
|
14,078
|
|
Research and
development expenses
|
955
|
|
—
|
|
955
|
|
Selling, general and
administrative expenses
|
2,663
|
|
—
|
|
2,663
|
|
Amortization of
intangibles
|
1,050
|
|
—
|
|
1,050
|
|
Restructuring and
asset related charges - net
|
314
|
|
—
|
|
314
|
|
Goodwill impairment
charges
|
1,175
|
|
—
|
|
1,175
|
|
Integration and
separation costs
|
1,342
|
|
(173)
|
|
1,169
|
|
Equity in earnings of
nonconsolidated affiliates
|
84
|
|
—
|
|
84
|
|
Sundry income
(expense) - net
|
153
|
|
—
|
|
153
|
|
Interest
expense
|
668
|
|
29
|
|
697
|
|
Loss from continuing
operations before income taxes
|
(474)
|
|
122
|
|
(352)
|
|
Provision for income
taxes on continuing operations
|
140
|
|
30
|
|
170
|
|
Loss from continuing
operations, net of tax
|
(614)
|
|
92
|
|
(522)
|
|
Net income
attributable to noncontrolling interests from continuing
operations
|
30
|
|
—
|
|
30
|
|
Net loss from
continuing operations attributable to DuPont
|
$
|
(644)
|
|
$
|
92
|
|
$
|
(552)
|
|
|
|
|
|
Per common share
data:
|
|
|
|
Loss per common share
from continuing operations - basic
|
$
|
(0.86)
|
|
|
$
|
(0.74)
|
|
Loss per common share
from continuing operations - diluted
|
$
|
(0.86)
|
|
|
$
|
(0.74)
|
|
|
|
|
|
Weighted-average
common shares outstanding - basic
|
746.3
|
|
|
746.3
|
|
Weighted-average
common shares outstanding - diluted
|
746.3
|
|
|
746.3
|
|
|
1. See the historical
U.S. GAAP Consolidated Statements of Operations.
|
2. Certain pro forma
adjustments were made to illustrate the estimated effects of the
DWDP Transactions, assuming that the DWDP Transactions had occurred
on January 1, 2018. The pro forma adjustments are consistent
with those identified and disclosed in the Company's Current Report
on Form 8-K filed with the SEC on June 7, 2019. The adjustments
include the impact to "Cost of sales" of different pricing than
historical intercompany and intracompany practices related to
various supply agreements entered into in connection with the Dow
Distribution, adjustments to "Integration and separation costs" to
eliminate one time transaction costs directly attributable to the
DWDP Distributions, and adjustments to "Interest expense" to
reflect the impact of the DWDP Financings.
|
DuPont de Nemours,
Inc. Supplemental Unaudited Recast Financial Information
and Non-GAAP Measures
|
|
Beginning in the
first quarter of 2021, DuPont will reflect the Nutrition &
Biosciences (N&B) business as discontinued operations for
current and historical periods. The information presented below for
the twelve months ended December 31, 2020 and the three months
ended March 31, 2020, reflects a reconciliation between select
DuPont historical results and estimated preliminary unaudited
historical results recast to exclude the N&B business as
discontinued operations. The preliminary recast historical
information is subject to change as the Company finalizes N&B
discontinued operations accounting. Also included below are certain
supplemental unaudited financial measures that are considered
non-GAAP. Refer to page 7 of this release for additional
information on these measures.
|
|
|
Net
Sales
|
Twelve Months
Ended December 31, 2020
|
|
In millions
(Unaudited)
|
DuPont
Historical
|
N&B D
Discontinued
Operations
|
DuPont
Recast
|
|
Net sales
|
$
|
20,397
|
|
$
|
(6,059)
|
|
$
|
14,338
|
|
|
|
|
|
|
|
Reconciliation of
"Income (Loss) from continuing operations, net of tax" to
"Operating
EBITDA"
|
Twelve Months
Ended December 31, 2020
|
|
|
In millions
(Unaudited)
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
|
Loss from continuing
operations, net of tax (GAAP)
|
$
|
(2,874)
|
|
$
|
468
|
|
$
|
(2,406)
|
|
|
+ (Benefit from)
Provision for income taxes on continuing operations
|
(23)
|
|
183
|
|
160
|
|
|
Loss from continuing
operations before income taxes
|
$
|
(2,897)
|
|
$
|
651
|
|
$
|
(2,246)
|
|
|
+ Depreciation and
amortization
|
3,094
|
|
(1,721)
|
|
1,373
|
|
|
- Interest
income
|
10
|
|
2
|
|
12
|
|
|
+ Interest
expense
|
674
|
|
(2)
|
|
672
|
|
|
- Non-operating
pension/OPEB benefit
|
32
|
|
(2)
|
|
30
|
|
|
- Foreign
exchange losses, net
|
(56)
|
|
17
|
|
(39)
|
|
|
- Significant
items
|
(4,157)
|
|
514
|
|
(3,643)
|
|
|
Operating EBITDA
(non-GAAP)
|
$
|
5,042
|
|
$
|
(1,603)
|
|
$
|
3,439
|
|
|
Reconciliation of
Reported Earnings per Share to Adjusted Earnings per Share for the
Twelve Months Ended December 31, 2020
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net Income
2
|
EPS
3
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
Reported
results
|
$
|
(2,897)
|
|
$
|
651
|
|
$
|
(2,246)
|
|
$
|
(2,902)
|
|
$
|
468
|
|
$
|
(2,434)
|
|
$
|
(3.95)
|
|
$
|
0.64
|
|
$
|
(3.31)
|
|
Less: Significant
items
|
(4,157)
|
|
514
|
|
(3,643)
|
|
(3,932)
|
|
388
|
|
(3,544)
|
|
(5.35)
|
|
0.53
|
|
(4.82)
|
|
Less: Merger-related
amortization of intangibles
|
(1,918)
|
|
1,417
|
|
(501)
|
|
(1,469)
|
|
1,080
|
|
(389)
|
|
(1.99)
|
|
1.46
|
|
(0.53)
|
|
Less: Non-op pension
/ OPEB benefit
|
32
|
|
(2)
|
|
30
|
|
25
|
|
(1)
|
|
24
|
|
0.03
|
|
—
|
|
0.03
|
|
Adjusted results
(non-GAAP)
|
$
|
3,146
|
|
$
|
(1,278)
|
|
$
|
1,868
|
|
$
|
2,474
|
|
$
|
(999)
|
|
$
|
1,475
|
|
$
|
3.36
|
|
$
|
(1.35)
|
|
$
|
2.01
|
|
|
1. Loss from
continuing operations before income taxes.
|
2. Net loss
from continuing operations available for DuPont common
stockholders.
|
3. Earnings
(loss) per common share from continuing operations - diluted. Based
on historical weighted-average shares as previously
reported.
|
DuPont de Nemours,
Inc. Supplemental Unaudited Recast Financial Information
and Non-GAAP Measures
|
|
|
Net
Sales
|
Three Months Ended
March 31, 2020
|
|
In millions
(Unaudited)
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
|
Net sales
|
$
|
5,221
|
|
$
|
(1,551)
|
|
$
|
3,670
|
|
|
|
|
|
|
|
Reconciliation of
"Income (Loss) from continuing operations, net of tax" to
"Operating
EBITDA"
|
Three Months Ended
March 31, 2020
|
|
|
In millions
(Unaudited)
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
|
Loss from continuing
operations, net of tax (GAAP)
|
$
|
(610)
|
|
$
|
60
|
|
$
|
(550)
|
|
|
+ Provision for income
taxes on continuing operations
|
44
|
|
50
|
|
94
|
|
|
Loss from continuing
operations before income taxes
|
$
|
(566)
|
|
$
|
110
|
|
$
|
(456)
|
|
|
+ Depreciation and
amortization
|
772
|
|
(427)
|
|
345
|
|
|
- Interest
income
|
2
|
|
—
|
|
2
|
|
|
+ Interest
expense
|
173
|
|
(2)
|
|
171
|
|
|
- Non-operating
pension/OPEB benefit
|
11
|
|
—
|
|
11
|
|
|
- Foreign
exchange losses, net
|
(8)
|
|
5
|
|
(3)
|
|
|
- Significant
items
|
(947)
|
|
90
|
|
(857)
|
|
|
Operating EBITDA
(non-GAAP)
|
$
|
1,321
|
|
$
|
(414)
|
|
$
|
907
|
|
|
Reconciliation of
Reported Earnings per Share to Adjusted Earnings per Share for the
Three Months Ended March 31, 2020
In millions, except
per share amounts (Unaudited)
|
Pretax
1
|
Net Income
2
|
EPS
3
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
DuPont
Historical
|
N&B
Discontinued
Operations
|
DuPont
Recast
|
Reported
results
|
$
|
(566)
|
|
$
|
110
|
|
$
|
(456)
|
|
$
|
(616)
|
|
$
|
60
|
|
$
|
(556)
|
|
$
|
(0.83)
|
|
$
|
0.08
|
|
$
|
(0.75)
|
|
Less: Significant
items
|
(947)
|
|
90
|
|
(857)
|
|
(873)
|
|
51
|
|
(822)
|
|
(1.18)
|
|
0.07
|
|
(1.11)
|
|
Less: Merger-related
amortization of intangibles
|
(482)
|
|
353
|
|
(129)
|
|
(368)
|
|
268
|
|
(100)
|
|
(0.50)
|
|
0.37
|
|
(0.13)
|
|
Less: Non-op pension
/ OPEB benefit
|
11
|
|
—
|
|
11
|
|
8
|
|
—
|
|
8
|
|
0.01
|
|
—
|
|
0.01
|
|
Adjusted results
(non-GAAP)
|
$
|
852
|
|
$
|
(333)
|
|
$
|
519
|
|
$
|
617
|
|
$
|
(259)
|
|
$
|
358
|
|
$
|
0.84
|
|
$
|
(0.36)
|
|
$
|
0.48
|
|
|
1. Loss from
continuing operations before income taxes.
|
2. Net loss
from continuing operations available for DuPont common
stockholders.
|
3. Earnings
(loss) per common share from continuing operations - diluted. Based
on historical weighted-average shares as previously
reported.
|
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SOURCE DuPont