Delaware
|
|
81-1224539
|
|
|
State or other jurisdiction of incorporation or organization
|
|
(I.R.S. Employer Identification No.)
|
|
974 Centre Road
|
Building 730
|
Wilmington
|
Delaware
|
|
19805
|
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common Stock, par value $0.01 per share
|
DD
|
New York Stock Exchange
|
|
Large Accelerated Filer
|
|
☑
|
|
Accelerated filer
|
|
¨
|
|
Non-accelerated filer
|
|
¨
|
|
Smaller reporting company
|
|
☐
|
|
|
|
|
|
Emerging growth company
|
|
☐
|
PAGE
|
||
|
|
|
Item 1.
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
Item 2.
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
Item 3.
|
||
Item 4.
|
||
|
|
|
|
||
|
|
|
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
||
|
|
|
DuPont de Nemours, Inc.
|
PART I - FINANCIAL INFORMATION
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions, except per share amounts (Unaudited)
|
2020
|
2019
|
2020
|
2019
|
||||||||
Net sales
|
$
|
4,828
|
|
$
|
5,468
|
|
$
|
10,049
|
|
$
|
10,882
|
|
Cost of sales
|
3,291
|
|
3,496
|
|
6,609
|
|
7,117
|
|
||||
Research and development expenses
|
209
|
|
232
|
|
445
|
|
499
|
|
||||
Selling, general and administrative expenses
|
541
|
|
642
|
|
1,174
|
|
1,368
|
|
||||
Amortization of intangibles
|
528
|
|
252
|
|
1,061
|
|
508
|
|
||||
Restructuring and asset related charges - net
|
19
|
|
137
|
|
423
|
|
208
|
|
||||
Goodwill impairment charges
|
2,498
|
|
1,175
|
|
3,031
|
|
1,175
|
|
||||
Integration and separation costs
|
145
|
|
347
|
|
342
|
|
958
|
|
||||
Equity in earnings of nonconsolidated affiliates
|
103
|
|
49
|
|
142
|
|
89
|
|
||||
Sundry income (expense) - net
|
(14
|
)
|
(19
|
)
|
197
|
|
65
|
|
||||
Interest expense
|
193
|
|
165
|
|
376
|
|
316
|
|
||||
Loss from continuing operations before income taxes
|
(2,507
|
)
|
(948
|
)
|
(3,073
|
)
|
(1,113
|
)
|
||||
(Benefit from) provision for income taxes on continuing operations
|
(36
|
)
|
155
|
|
8
|
|
64
|
|
||||
Loss from continuing operations, net of tax
|
(2,471
|
)
|
(1,103
|
)
|
(3,081
|
)
|
(1,177
|
)
|
||||
Income from discontinued operations, net of tax
|
—
|
|
566
|
|
—
|
|
1,212
|
|
||||
Net (loss) income
|
(2,471
|
)
|
(537
|
)
|
(3,081
|
)
|
35
|
|
||||
Net income attributable to noncontrolling interests
|
7
|
|
34
|
|
13
|
|
85
|
|
||||
Net loss available for DuPont common stockholders
|
$
|
(2,478
|
)
|
$
|
(571
|
)
|
$
|
(3,094
|
)
|
$
|
(50
|
)
|
|
|
|
|
|
||||||||
|
|
|
|
|
||||||||
Per common share data:
|
|
|
|
|
||||||||
Loss per common share from continuing operations - basic
|
$
|
(3.37
|
)
|
$
|
(1.48
|
)
|
$
|
(4.20
|
)
|
$
|
(1.59
|
)
|
Earnings per common share from discontinued operations - basic
|
—
|
|
0.72
|
|
—
|
|
1.52
|
|
||||
Loss per common share - basic
|
$
|
(3.37
|
)
|
$
|
(0.76
|
)
|
$
|
(4.20
|
)
|
$
|
(0.07
|
)
|
Loss per common share from continuing operations - diluted
|
$
|
(3.37
|
)
|
$
|
(1.48
|
)
|
$
|
(4.20
|
)
|
$
|
(1.59
|
)
|
Earnings per common share from discontinued operations - diluted
|
—
|
|
0.72
|
|
—
|
|
1.52
|
|
||||
Loss per common share - diluted
|
$
|
(3.37
|
)
|
$
|
(0.76
|
)
|
$
|
(4.20
|
)
|
$
|
(0.07
|
)
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding - basic
|
734.3
|
|
749.0
|
|
736.5
|
|
749.6
|
|
||||
Weighted-average common shares outstanding - diluted
|
734.3
|
|
749.0
|
|
736.5
|
|
749.6
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions (Unaudited)
|
2020
|
2019
|
2020
|
2019
|
||||||||
Net (loss) income
|
$
|
(2,471
|
)
|
$
|
(537
|
)
|
$
|
(3,081
|
)
|
$
|
35
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
||||||||
Unrealized gains on investments
|
—
|
|
—
|
|
—
|
|
67
|
|
||||
Cumulative translation adjustments
|
345
|
|
(38
|
)
|
(59
|
)
|
(135
|
)
|
||||
Pension and other post employment benefit plans
|
3
|
|
56
|
|
5
|
|
191
|
|
||||
Derivative instruments
|
—
|
|
17
|
|
—
|
|
(58
|
)
|
||||
Total other comprehensive income (loss)
|
348
|
|
35
|
|
(54
|
)
|
65
|
|
||||
Comprehensive (loss) income
|
(2,123
|
)
|
(502
|
)
|
(3,135
|
)
|
100
|
|
||||
Comprehensive income attributable to noncontrolling interests, net of tax
|
10
|
|
41
|
|
8
|
|
98
|
|
||||
Comprehensive (loss) income attributable to DuPont
|
$
|
(2,133
|
)
|
$
|
(543
|
)
|
$
|
(3,143
|
)
|
$
|
2
|
|
In millions, except share amounts (Unaudited)
|
June 30, 2020
|
December 31, 2019
|
||||
Assets
|
|
|
||||
Current Assets
|
|
|
||||
Cash and cash equivalents
|
$
|
3,737
|
|
$
|
1,540
|
|
Accounts and notes receivable - net
|
3,615
|
|
3,802
|
|
||
Inventories
|
4,307
|
|
4,319
|
|
||
Other current assets
|
327
|
|
338
|
|
||
Total current assets
|
11,986
|
|
9,999
|
|
||
Investments
|
|
|
||||
Investments in nonconsolidated affiliates
|
1,212
|
|
1,204
|
|
||
Other investments
|
24
|
|
24
|
|
||
Noncurrent receivables
|
31
|
|
32
|
|
||
Total investments
|
1,267
|
|
1,260
|
|
||
Property, plant and equipment - net of accumulated depreciation (June 30, 2020 - $5,466; December 31, 2019 - $4,969)
|
9,909
|
|
10,143
|
|
||
Other Assets
|
|
|
||||
Goodwill
|
30,018
|
|
33,151
|
|
||
Other intangible assets
|
12,349
|
|
13,593
|
|
||
Deferred income tax assets
|
195
|
|
236
|
|
||
Deferred charges and other assets
|
1,029
|
|
1,014
|
|
||
Total other assets
|
43,591
|
|
47,994
|
|
||
Total Assets
|
$
|
66,753
|
|
$
|
69,396
|
|
Liabilities and Equity
|
|
|
||||
Current Liabilities
|
|
|
||||
Short-term borrowings and finance lease obligations
|
$
|
3,559
|
|
$
|
3,830
|
|
Accounts payable
|
2,632
|
|
2,934
|
|
||
Income taxes payable
|
323
|
|
240
|
|
||
Accrued and other current liabilities
|
1,496
|
|
1,342
|
|
||
Total current liabilities
|
8,010
|
|
8,346
|
|
||
Long-Term Debt
|
15,608
|
|
13,617
|
|
||
Other Noncurrent Liabilities
|
|
|
||||
Deferred income tax liabilities
|
3,174
|
|
3,514
|
|
||
Pension and other post employment benefits - noncurrent
|
1,166
|
|
1,172
|
|
||
Other noncurrent obligations
|
1,218
|
|
1,191
|
|
||
Total other noncurrent liabilities
|
5,558
|
|
5,877
|
|
||
Total Liabilities
|
29,176
|
|
27,840
|
|
||
Commitments and contingent liabilities
|
|
|
||||
Stockholders' Equity
|
|
|
||||
Common stock (authorized 1,666,666,667 shares of $0.01 par value each; issued 2020: 733,819,825 shares; 2019: 738,564,728 shares)
|
7
|
|
7
|
|
||
Additional paid-in capital
|
50,191
|
|
50,796
|
|
||
(Accumulated deficit) Retained earnings
|
(11,728
|
)
|
(8,400
|
)
|
||
Accumulated other comprehensive loss
|
(1,465
|
)
|
(1,416
|
)
|
||
Total DuPont stockholders' equity
|
37,005
|
|
40,987
|
|
||
Noncontrolling interests
|
572
|
|
569
|
|
||
Total equity
|
37,577
|
|
41,556
|
|
||
Total Liabilities and Equity
|
$
|
66,753
|
|
$
|
69,396
|
|
|
Six Months Ended June 30,
|
|||||
In millions (Unaudited)
|
2020
|
2019
|
||||
Operating Activities
|
|
|
||||
Net (loss) income
|
$
|
(3,081
|
)
|
$
|
35
|
|
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
|
|
|
||||
Depreciation and amortization
|
1,546
|
|
2,163
|
|
||
Credit for deferred income tax and other tax related items
|
(310
|
)
|
(560
|
)
|
||
Earnings of nonconsolidated affiliates (in excess of) less than dividends received
|
(103
|
)
|
733
|
|
||
Net periodic pension benefit cost (credit)
|
16
|
|
(53
|
)
|
||
Pension contributions
|
(49
|
)
|
(463
|
)
|
||
Net gain on sales of assets, businesses and investments
|
(193
|
)
|
(55
|
)
|
||
Restructuring and asset related charges - net
|
423
|
|
482
|
|
||
Goodwill impairment charges
|
3,031
|
|
1,175
|
|
||
Amortization of merger-related inventory step-up
|
—
|
|
253
|
|
||
Other net loss
|
92
|
|
274
|
|
||
Changes in assets and liabilities, net of effects of acquired and divested companies:
|
|
|
||||
Accounts and notes receivable
|
111
|
|
(2,535
|
)
|
||
Inventories
|
(12
|
)
|
302
|
|
||
Accounts payable
|
34
|
|
(695
|
)
|
||
Other assets and liabilities, net
|
15
|
|
(1,107
|
)
|
||
Cash provided by (used for) operating activities
|
1,520
|
|
(51
|
)
|
||
Investing Activities
|
|
|
||||
Capital expenditures
|
(719
|
)
|
(1,800
|
)
|
||
Investment in gas field developments
|
—
|
|
(25
|
)
|
||
Proceeds from sales of property and businesses, net of cash divested
|
427
|
|
126
|
|
||
Acquisitions of property and businesses, net of cash acquired
|
(73
|
)
|
—
|
|
||
Proceeds from sale of ownership interests in nonconsolidated affiliates
|
—
|
|
21
|
|
||
Purchases of investments
|
(1
|
)
|
(192
|
)
|
||
Proceeds from sales and maturities of investments
|
1
|
|
228
|
|
||
Other investing activities, net
|
17
|
|
(15
|
)
|
||
Cash used for investing activities
|
(348
|
)
|
(1,657
|
)
|
||
Financing Activities
|
|
|
||||
Changes in short-term notes payable
|
(274
|
)
|
2,517
|
|
||
Proceeds from issuance of long-term debt
|
2,025
|
|
4,005
|
|
||
Payments on long-term debt
|
(27
|
)
|
(6,892
|
)
|
||
Purchases of common stock
|
(232
|
)
|
(1,681
|
)
|
||
Proceeds from issuance of Company stock
|
34
|
|
67
|
|
||
Employee taxes paid for share-based payment arrangements
|
(13
|
)
|
(76
|
)
|
||
Distributions to noncontrolling interests
|
(10
|
)
|
(12
|
)
|
||
Dividends paid to stockholders
|
(442
|
)
|
(1,165
|
)
|
||
Cash held by Dow and Corteva at the respective Distributions
|
—
|
|
(7,315
|
)
|
||
Debt extinguishment costs
|
—
|
|
(104
|
)
|
||
Other financing activities, net
|
(11
|
)
|
(5
|
)
|
||
Cash provided by (used for) financing activities
|
1,050
|
|
(10,661
|
)
|
||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
(30
|
)
|
48
|
|
||
Increase (Decrease) in cash, cash equivalents and restricted cash
|
2,192
|
|
(12,321
|
)
|
||
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
|
3,769
|
|
1,701
|
|
||
Cash, cash equivalents and restricted cash from discontinued operations, end of period
|
—
|
|
—
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
$
|
3,769
|
|
$
|
1,701
|
|
In millions (Unaudited)
|
Common Stock
|
Additional Paid-in Capital
|
Retained Earnings (Accumulated Deficit)
|
Accumulated Other Comp Loss
|
Unearned ESOP
|
Treasury Stock
|
Non-controlling Interests
|
Total Equity
|
||||||||||||||||
Balance at December 31, 2018
|
$
|
8
|
|
$
|
81,976
|
|
$
|
30,257
|
|
$
|
(12,394
|
)
|
$
|
(134
|
)
|
$
|
(5,421
|
)
|
$
|
1,608
|
|
$
|
95,900
|
|
Adoption of accounting standards
|
—
|
|
—
|
|
(111
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(111
|
)
|
||||||||
Net (loss) income
|
—
|
|
—
|
|
(50
|
)
|
—
|
|
—
|
|
—
|
|
85
|
|
35
|
|
||||||||
Other comprehensive income
|
—
|
|
—
|
|
—
|
|
65
|
|
—
|
|
—
|
|
13
|
|
78
|
|
||||||||
Dividends ($1.86 per common share)
|
—
|
|
(224
|
)
|
(1,165
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,389
|
)
|
||||||||
Common stock issued/sold
|
—
|
|
67
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
67
|
|
||||||||
Stock-based compensation and allocation of ESOP shares
|
—
|
|
153
|
|
—
|
|
—
|
|
29
|
|
—
|
|
—
|
|
182
|
|
||||||||
Distributions to non-controlling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(12
|
)
|
(12
|
)
|
||||||||
Purchases of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,681
|
)
|
—
|
|
(1,681
|
)
|
||||||||
Retirement of treasury stock
|
—
|
|
—
|
|
(7,102
|
)
|
—
|
|
—
|
|
7,102
|
|
—
|
|
—
|
|
||||||||
Spin-off of Dow and Corteva
|
—
|
|
(30,843
|
)
|
(30,123
|
)
|
11,498
|
|
105
|
|
—
|
|
(1,124
|
)
|
(50,487
|
)
|
||||||||
Other
|
(1
|
)
|
—
|
|
(5
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(6
|
)
|
||||||||
Balance at June 30, 2019
|
$
|
7
|
|
$
|
51,129
|
|
$
|
(8,299
|
)
|
$
|
(831
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
570
|
|
$
|
42,576
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance at December 31, 2019
|
$
|
7
|
|
$
|
50,796
|
|
$
|
(8,400
|
)
|
$
|
(1,416
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
569
|
|
$
|
41,556
|
|
Adoption of accounting standards
|
—
|
|
—
|
|
(3
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(3
|
)
|
||||||||
Net (loss) income
|
—
|
|
—
|
|
(3,094
|
)
|
—
|
|
—
|
|
—
|
|
13
|
|
(3,081
|
)
|
||||||||
Other comprehensive loss
|
—
|
|
—
|
|
—
|
|
(49
|
)
|
—
|
|
—
|
|
(5
|
)
|
(54
|
)
|
||||||||
Dividends ($.90 per common share)
|
—
|
|
(662
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(662
|
)
|
||||||||
Common stock issued/sold
|
—
|
|
34
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
34
|
|
||||||||
Stock-based compensation
|
—
|
|
57
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
57
|
|
||||||||
Distributions to non-controlling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(10
|
)
|
(10
|
)
|
||||||||
Purchases of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(232
|
)
|
—
|
|
(232
|
)
|
||||||||
Retirement of treasury stock
|
—
|
|
—
|
|
(232
|
)
|
—
|
|
—
|
|
232
|
|
—
|
|
—
|
|
||||||||
Other
|
—
|
|
(34
|
)
|
1
|
|
—
|
|
—
|
|
—
|
|
5
|
|
(28
|
)
|
||||||||
Balance at June 30, 2020
|
$
|
7
|
|
$
|
50,191
|
|
$
|
(11,728
|
)
|
$
|
(1,465
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
572
|
|
$
|
37,577
|
|
In millions (Unaudited)
|
Common Stock
|
Additional Paid-in Capital
|
Retained Earnings (Accumulated Deficit)
|
Accumulated Other Comp Loss
|
Unearned ESOP
|
Treasury Stock
|
Non-controlling Interests
|
Total Equity
|
||||||||||||||||
Balance at March 31, 2019
|
$
|
8
|
|
$
|
82,141
|
|
$
|
29,486
|
|
$
|
(12,364
|
)
|
$
|
(105
|
)
|
$
|
(7,000
|
)
|
$
|
1,654
|
|
$
|
93,820
|
|
Net (loss) income
|
—
|
|
—
|
|
(571
|
)
|
—
|
|
—
|
|
—
|
|
34
|
|
(537
|
)
|
||||||||
Other comprehensive income
|
—
|
|
—
|
|
—
|
|
35
|
|
—
|
|
—
|
|
7
|
|
42
|
|
||||||||
Dividends ($.30 per common share)
|
—
|
|
(224
|
)
|
11
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(213
|
)
|
||||||||
Common stock issued/sold
|
—
|
|
4
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
4
|
|
||||||||
Stock-based compensation and allocation of ESOP shares
|
—
|
|
51
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
51
|
|
||||||||
Distributions to non-controlling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1
|
)
|
(1
|
)
|
||||||||
Purchases of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(102
|
)
|
—
|
|
(102
|
)
|
||||||||
Retirement of treasury stock
|
—
|
|
—
|
|
(7,102
|
)
|
—
|
|
—
|
|
7,102
|
|
—
|
|
—
|
|
||||||||
Spin-off of Dow and Corteva
|
—
|
|
(30,843
|
)
|
(30,123
|
)
|
11,498
|
|
105
|
|
—
|
|
(1,124
|
)
|
(50,487
|
)
|
||||||||
Other
|
(1
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1
|
)
|
||||||||
Balance at June 30, 2019
|
$
|
7
|
|
$
|
51,129
|
|
$
|
(8,299
|
)
|
$
|
(831
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
570
|
|
$
|
42,576
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance at March 31, 2020
|
$
|
7
|
|
$
|
50,605
|
|
$
|
(9,251
|
)
|
$
|
(1,810
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
566
|
|
$
|
40,117
|
|
Net (loss) income
|
—
|
|
—
|
|
(2,478
|
)
|
—
|
|
—
|
|
—
|
|
7
|
|
(2,471
|
)
|
||||||||
Other comprehensive income
|
—
|
|
—
|
|
—
|
|
345
|
|
—
|
|
—
|
|
3
|
|
348
|
|
||||||||
Dividends ($.60 per common share)
|
—
|
|
(440
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(440
|
)
|
||||||||
Common stock issued/sold
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Stock-based compensation
|
—
|
|
27
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
27
|
|
||||||||
Distributions to non-controlling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(4
|
)
|
(4
|
)
|
||||||||
Purchases of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Retirement of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Other
|
—
|
|
(1
|
)
|
1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||
Balance at June 30, 2020
|
$
|
7
|
|
$
|
50,191
|
|
$
|
(11,728
|
)
|
$
|
(1,465
|
)
|
$
|
—
|
|
$
|
—
|
|
$
|
572
|
|
$
|
37,577
|
|
Note
|
|
Page
|
1
|
||
2
|
||
3
|
||
4
|
||
5
|
||
6
|
||
7
|
||
8
|
||
9
|
||
10
|
||
11
|
||
12
|
||
13
|
||
14
|
||
15
|
||
16
|
||
17
|
||
18
|
||
19
|
||
20
|
||
21
|
|
Six Months Ended
June 30, 2019 |
||
In millions
|
|||
Net sales
|
$
|
10,867
|
|
Cost of sales
|
8,917
|
|
|
Research and development expenses
|
163
|
|
|
Selling, general and administrative expenses
|
329
|
|
|
Amortization of intangibles
|
116
|
|
|
Restructuring and asset related charges - net
|
157
|
|
|
Integration and separation costs
|
44
|
|
|
Equity in earnings of nonconsolidated affiliates
|
(13
|
)
|
|
Sundry income (expense) - net
|
99
|
|
|
Interest expense
|
240
|
|
|
Income from discontinued operations before income taxes
|
987
|
|
|
Provision for income taxes on discontinued operations
|
261
|
|
|
Income from discontinued operations, net of tax
|
726
|
|
|
Income from discontinued operations attributable to noncontrolling interests, net of tax
|
37
|
|
|
Income from discontinued operations attributable to DuPont stockholders, net of tax
|
$
|
689
|
|
|
Six Months Ended
June 30, 2019 |
||
In millions
|
|||
Depreciation and amortization
|
$
|
744
|
|
Capital expenditures
|
$
|
597
|
|
|
Three Months Ended
June 30, 2019 |
Six Months Ended
June 30, 2019 |
||||
In millions
|
||||||
Net sales
|
$
|
3,776
|
|
$
|
7,144
|
|
Cost of sales
|
2,026
|
|
4,218
|
|
||
Research and development expenses
|
183
|
|
470
|
|
||
Selling, general and administrative expenses
|
677
|
|
1,294
|
|
||
Amortization of intangibles
|
74
|
|
176
|
|
||
Restructuring and asset related charges - net
|
58
|
|
117
|
|
||
Integration and separation costs
|
272
|
|
430
|
|
||
Equity in earnings of nonconsolidated affiliates
|
(3
|
)
|
(4
|
)
|
||
Sundry income (expense) - net
|
(7
|
)
|
58
|
|
||
Interest expense
|
28
|
|
91
|
|
||
Income from discontinued operations before income taxes
|
448
|
|
402
|
|
||
Provision for income taxes on discontinued operations
|
48
|
|
82
|
|
||
Income from discontinued operations, net of tax
|
400
|
|
320
|
|
||
Income from discontinued operations attributable to noncontrolling interests, net of tax
|
25
|
|
35
|
|
||
Income from discontinued operations attributable to DuPont stockholders, net of tax
|
$
|
375
|
|
$
|
285
|
|
|
Three Months Ended
June 30, 2019 |
Six Months Ended
June 30, 2019 |
||||
In millions
|
||||||
Depreciation and amortization
|
$
|
136
|
|
$
|
385
|
|
Capital expenditures
|
$
|
161
|
|
$
|
383
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Integration and separation costs
|
$
|
145
|
|
$
|
347
|
|
$
|
342
|
|
$
|
958
|
|
Net Trade Revenue by Segment and Business or Major Product Line
|
Three Months Ended
June 30, |
Six Months Ended
June 30, |
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Image Solutions
|
$
|
155
|
|
$
|
169
|
|
$
|
319
|
|
$
|
340
|
|
Interconnect Solutions
|
274
|
|
282
|
|
540
|
|
520
|
|
||||
Semiconductor Technologies
|
476
|
|
407
|
|
930
|
|
823
|
|
||||
Electronics & Imaging
|
$
|
905
|
|
$
|
858
|
|
$
|
1,789
|
|
$
|
1,683
|
|
Food & Beverage
|
$
|
739
|
|
$
|
746
|
|
$
|
1,477
|
|
$
|
1,501
|
|
Health & Biosciences
|
579
|
|
604
|
|
1,184
|
|
1,174
|
|
||||
Pharma Solutions
|
221
|
|
208
|
|
429
|
|
418
|
|
||||
Nutrition & Biosciences
|
$
|
1,539
|
|
$
|
1,558
|
|
$
|
3,090
|
|
$
|
3,093
|
|
Healthcare & Specialty
|
$
|
291
|
|
$
|
388
|
|
$
|
650
|
|
$
|
772
|
|
Industrial & Consumer
|
181
|
|
293
|
|
447
|
|
601
|
|
||||
Mobility Solutions
|
360
|
|
588
|
|
879
|
|
1,213
|
|
||||
Transportation & Industrial
|
$
|
832
|
|
$
|
1,269
|
|
$
|
1,976
|
|
$
|
2,586
|
|
Safety Solutions
|
$
|
581
|
|
$
|
657
|
|
$
|
1,212
|
|
$
|
1,322
|
|
Shelter Solutions
|
316
|
|
398
|
|
664
|
|
755
|
|
||||
Water Solutions
|
347
|
|
286
|
|
644
|
|
547
|
|
||||
Safety & Construction
|
$
|
1,244
|
|
$
|
1,341
|
|
$
|
2,520
|
|
$
|
2,624
|
|
Biomaterials
|
$
|
27
|
|
$
|
53
|
|
$
|
61
|
|
$
|
112
|
|
Clean Technologies
|
67
|
|
76
|
|
127
|
|
141
|
|
||||
DuPont Teijin Films
|
34
|
|
42
|
|
77
|
|
79
|
|
||||
Photovoltaic & Advanced Materials
|
180
|
|
230
|
|
409
|
|
484
|
|
||||
Sustainable Solutions 1
|
—
|
|
41
|
|
—
|
|
80
|
|
||||
Non-Core
|
$
|
308
|
|
$
|
442
|
|
$
|
674
|
|
$
|
896
|
|
Total
|
$
|
4,828
|
|
$
|
5,468
|
|
$
|
10,049
|
|
$
|
10,882
|
|
Net Trade Revenue by Geographic Region
|
Three Months Ended
June 30, |
Six Months Ended
June 30, |
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
U.S. & Canada
|
$
|
1,513
|
|
$
|
1,826
|
|
$
|
3,255
|
|
$
|
3,602
|
|
EMEA 1
|
1,065
|
|
1,291
|
|
2,336
|
|
2,671
|
|
||||
Asia Pacific
|
2,012
|
|
2,034
|
|
3,925
|
|
3,979
|
|
||||
Latin America
|
238
|
|
317
|
|
533
|
|
630
|
|
||||
Total
|
$
|
4,828
|
|
$
|
5,468
|
|
$
|
10,049
|
|
$
|
10,882
|
|
1.
|
Europe, Middle East and Africa.
|
Contract Balances
|
June 30, 2020
|
December 31, 2019
|
||||
In millions
|
||||||
Accounts and notes receivable - trade 1
|
$
|
2,921
|
|
$
|
3,007
|
|
Contract assets - current 2
|
$
|
42
|
|
$
|
35
|
|
Deferred revenue - current 3
|
$
|
44
|
|
$
|
20
|
|
Deferred revenue - noncurrent 4
|
$
|
49
|
|
$
|
24
|
|
1.
|
Included in "Accounts and notes receivable - net" in the interim Condensed Consolidated Balance Sheets.
|
2.
|
Included in "Other current assets" in the interim Condensed Consolidated Balance Sheets.
|
3.
|
Included in "Accrued and other current liabilities" in the interim Condensed Consolidated Balance Sheets.
|
4.
|
Included in "Other noncurrent obligations" in the interim Condensed Consolidated Balance Sheets.
|
|
Three Months Ended June 30, 2020
|
Six Months Ended June 30, 2020
|
||||
In millions
|
||||||
Severance and related benefit costs
|
$
|
6
|
|
$
|
102
|
|
Asset related charges
|
9
|
|
24
|
|
||
Total restructuring and asset related charges - net
|
$
|
15
|
|
$
|
126
|
|
2020 Restructuring Program Charges (Credits) by Segment
|
Three Months Ended June 30, 2020
|
Six Months Ended June 30, 2020
|
||||
In millions
|
||||||
Electronics & Imaging
|
$
|
—
|
|
$
|
4
|
|
Nutrition & Biosciences
|
1
|
|
7
|
|
||
Transportation & Industrial
|
(3
|
)
|
21
|
|
||
Safety & Construction
|
2
|
|
22
|
|
||
Non-Core
|
—
|
|
—
|
|
||
Corporate
|
15
|
|
72
|
|
||
Total
|
$
|
15
|
|
$
|
126
|
|
2020 Restructuring Program
|
Severance and Related Benefit Costs
|
Asset Related Charges
|
Total
|
||||||
In millions
|
|||||||||
Year-to-date restructuring charges
|
$
|
102
|
|
$
|
24
|
|
$
|
126
|
|
Charges against the reserve
|
—
|
|
(24
|
)
|
(24
|
)
|
|||
Cash payments
|
(21
|
)
|
—
|
|
(21
|
)
|
|||
Reserve balance at June 30, 2020
|
$
|
81
|
|
$
|
—
|
|
$
|
81
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Severance and related benefit (credits) costs
|
$
|
(16
|
)
|
$
|
50
|
|
$
|
2
|
|
$
|
50
|
|
Asset related charges
|
—
|
|
3
|
|
—
|
|
3
|
|
||||
Total restructuring and asset related (credits) charges - net
|
$
|
(16
|
)
|
$
|
53
|
|
$
|
2
|
|
$
|
53
|
|
2019 Restructuring Program (Credits) Charges by Segment
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Electronics & Imaging
|
$
|
(3
|
)
|
$
|
7
|
|
$
|
(3
|
)
|
$
|
7
|
|
Nutrition & Biosciences
|
(3
|
)
|
14
|
|
(3
|
)
|
14
|
|
||||
Transportation & Industrial
|
(8
|
)
|
12
|
|
(7
|
)
|
12
|
|
||||
Safety & Construction
|
(14
|
)
|
17
|
|
(14
|
)
|
17
|
|
||||
Non-Core
|
—
|
|
—
|
|
—
|
|
—
|
|
||||
Corporate
|
12
|
|
3
|
|
29
|
|
3
|
|
||||
Total
|
$
|
(16
|
)
|
$
|
53
|
|
$
|
2
|
|
$
|
53
|
|
2019 Restructuring Program
|
Severance and Related Benefit Costs
|
||
In millions
|
|||
Reserve balance at December 31, 2019
|
$
|
86
|
|
Year-to-date restructuring charges
|
2
|
|
|
Non-cash compensation
|
(6
|
)
|
|
Cash payments
|
(40
|
)
|
|
Reserve balance at June 30, 2020
|
$
|
42
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Severance and related benefit (credits) costs
|
$
|
(2
|
)
|
$
|
6
|
|
$
|
(2
|
)
|
$
|
49
|
|
Contract termination and other charges
|
1
|
|
—
|
|
6
|
|
16
|
|
||||
Asset related charges
|
—
|
|
16
|
|
—
|
|
29
|
|
||||
Total restructuring and asset related (credits) charges - net 1
|
$
|
(1
|
)
|
$
|
22
|
|
$
|
4
|
|
$
|
94
|
|
DowDuPont Cost Synergy Program Charges (Credits) by Segment
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Electronics & Imaging
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
Nutrition & Biosciences
|
—
|
|
8
|
|
—
|
|
35
|
|
||||
Transportation & Industrial
|
1
|
|
—
|
|
1
|
|
—
|
|
||||
Safety & Construction
|
—
|
|
3
|
|
5
|
|
5
|
|
||||
Non-Core
|
—
|
|
1
|
|
—
|
|
—
|
|
||||
Corporate
|
(2
|
)
|
10
|
|
(2
|
)
|
54
|
|
||||
Total
|
$
|
(1
|
)
|
$
|
22
|
|
$
|
4
|
|
$
|
94
|
|
DowDuPont Cost Synergy Program
|
Severance and Related Benefit Costs
|
Contract Termination Charges
|
Total
|
||||||
In millions
|
|||||||||
Reserve balance at December 31, 2019
|
$
|
74
|
|
$
|
2
|
|
$
|
76
|
|
Year-to-date restructuring (credits) charges
|
(2
|
)
|
6
|
|
4
|
|
|||
Charges against the reserve
|
—
|
|
(1
|
)
|
(1
|
)
|
|||
Cash payments
|
(36
|
)
|
(2
|
)
|
(38
|
)
|
|||
Reserve balance at June 30, 2020
|
$
|
36
|
|
$
|
5
|
|
$
|
41
|
|
Sundry Income (Expense) - Net
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Non-operating pension and other post employment benefit (OPEB) credits
|
$
|
8
|
|
$
|
18
|
|
$
|
19
|
|
$
|
39
|
|
Interest income
|
2
|
|
9
|
|
4
|
|
49
|
|
||||
Net (loss) gain on divestiture and sales of other assets and investments 1,2
|
(4
|
)
|
10
|
|
193
|
|
63
|
|
||||
Foreign exchange losses, net
|
(23
|
)
|
(17
|
)
|
(31
|
)
|
(78
|
)
|
||||
Miscellaneous income (expenses) - net 3
|
3
|
|
(39
|
)
|
12
|
|
(8
|
)
|
||||
Sundry income (expense) - net
|
$
|
(14
|
)
|
$
|
(19
|
)
|
$
|
197
|
|
$
|
65
|
|
Net Income for Earnings Per Share Calculations - Basic & Diluted
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Loss from continuing operations, net of tax
|
$
|
(2,471
|
)
|
$
|
(1,103
|
)
|
$
|
(3,081
|
)
|
$
|
(1,177
|
)
|
Net income from continuing operations attributable to noncontrolling interests
|
7
|
|
9
|
|
13
|
|
13
|
|
||||
Net income from continuing operations attributable to participating securities 1
|
—
|
|
—
|
|
—
|
|
1
|
|
||||
Loss from continuing operations attributable to common stockholders
|
$
|
(2,478
|
)
|
$
|
(1,112
|
)
|
$
|
(3,094
|
)
|
$
|
(1,191
|
)
|
Income from discontinued operations, net of tax
|
—
|
|
566
|
|
—
|
|
1,212
|
|
||||
Net income from discontinued operations attributable to noncontrolling interests
|
—
|
|
25
|
|
—
|
|
72
|
|
||||
Income from discontinued operations attributable to common stockholders
|
—
|
|
541
|
|
—
|
|
1,140
|
|
||||
Net loss attributable to common stockholders
|
$
|
(2,478
|
)
|
$
|
(571
|
)
|
$
|
(3,094
|
)
|
$
|
(51
|
)
|
Earnings Per Share Calculations - Basic
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
Dollars per share
|
2020
|
2019
|
2020
|
2019
|
||||||||
Loss from continuing operations attributable to common stockholders
|
$
|
(3.37
|
)
|
$
|
(1.48
|
)
|
$
|
(4.20
|
)
|
$
|
(1.59
|
)
|
Income from discontinued operations, net of tax
|
—
|
|
0.72
|
|
—
|
|
1.52
|
|
||||
Net loss attributable to common stockholders
|
$
|
(3.37
|
)
|
$
|
(0.76
|
)
|
$
|
(4.20
|
)
|
$
|
(0.07
|
)
|
Earnings Per Share Calculations - Diluted
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
Dollars per share
|
2020
|
2019
|
2020
|
2019
|
||||||||
Loss from continuing operations attributable to common stockholders
|
$
|
(3.37
|
)
|
$
|
(1.48
|
)
|
$
|
(4.20
|
)
|
$
|
(1.59
|
)
|
Income from discontinued operations, net of tax
|
—
|
|
0.72
|
|
—
|
|
1.52
|
|
||||
Net loss attributable to common stockholders
|
$
|
(3.37
|
)
|
$
|
(0.76
|
)
|
$
|
(4.20
|
)
|
$
|
(0.07
|
)
|
Share Count Information
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||
Shares in millions
|
2020
|
2019
|
2020
|
2019
|
||||
Weighted-average common shares - basic
|
734.3
|
|
749.0
|
|
736.5
|
|
749.6
|
|
Plus dilutive effect of equity compensation plans
|
—
|
|
—
|
|
—
|
|
—
|
|
Weighted-average common shares - diluted
|
734.3
|
|
749.0
|
|
736.5
|
|
749.6
|
|
Stock options and restricted stock units excluded from EPS calculations 2
|
6.3
|
|
2.5
|
|
6.6
|
|
2.4
|
|
1.
|
Historical Dow restricted stock units are considered participating securities due to Historical Dow's practice of paying dividend equivalents on unvested shares.
|
Inventories
|
June 30, 2020
|
December 31, 2019
|
||||
In millions
|
||||||
Finished goods
|
$
|
2,671
|
|
$
|
2,621
|
|
Work in process
|
821
|
|
855
|
|
||
Raw materials
|
582
|
|
599
|
|
||
Supplies
|
233
|
|
244
|
|
||
Total inventories
|
$
|
4,307
|
|
$
|
4,319
|
|
Investments in Nonconsolidated Affiliates
|
June 30, 2020
|
December 31, 2019
|
||||
In millions
|
||||||
Investments in nonconsolidated affiliates
|
$
|
1,212
|
|
$
|
1,204
|
|
Accrued and other current liabilities
|
(78
|
)
|
(85
|
)
|
||
Other noncurrent obligations
|
(270
|
)
|
(358
|
)
|
||
Net investment in nonconsolidated affiliates
|
$
|
864
|
|
$
|
761
|
|
1.
|
DC HSC Holdings LLC holds an 80.5 percent indirect ownership interest in Hemlock Semiconductor Operations LLC.
|
Investment in the HSC Group
|
|
Investment
|
|||||
In millions
|
Balance Sheet Classification
|
June 30, 2020
|
Dec 31, 2019
|
||||
Hemlock Semiconductor L.L.C.
|
Other noncurrent obligations
|
$
|
(270
|
)
|
$
|
(358
|
)
|
DC HSC Holdings LLC
|
Investments in nonconsolidated affiliates
|
$
|
98
|
|
$
|
87
|
|
Results of Operations
|
Six Months Ended June 30,
|
|||||
In millions
|
2020
|
2019
|
||||
Revenues 1
|
$
|
345
|
|
$
|
367
|
|
Cost of sales 1
|
$
|
234
|
|
$
|
229
|
|
Income from continuing operations 2
|
$
|
203
|
|
$
|
135
|
|
Net income attributed to entities
|
$
|
198
|
|
$
|
119
|
|
1.
|
Includes revenues and cost of sales of $42 million and $55 million for the six months ended June 30, 2020 and 2019, respectively, that have not been eliminated between Hemlock Semiconductor L.L.C and DC HSC Holdings in the presentation of the summarized income statement information above.
|
2.
|
Includes benefits associated with customer contract settlements of approximately $165 million, partially offset by inventory valuation adjustments, for the six months ended June 30, 2020. The portion attributable to the Company was a net $64 million benefit.
|
|
Elect. & Imaging
|
Nutrition & Biosciences
|
Transp. & Industrial
|
Safety & Const.
|
Non-Core
|
Total
|
||||||||||||
In millions
|
||||||||||||||||||
Balance at December 31, 2019
|
$
|
7,092
|
|
$
|
11,012
|
|
$
|
6,931
|
|
$
|
6,711
|
|
$
|
1,405
|
|
$
|
33,151
|
|
Acquisitions
|
—
|
|
—
|
|
—
|
|
53
|
|
—
|
|
53
|
|
||||||
Divestitures
|
(199
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(199
|
)
|
||||||
Impairments
|
—
|
|
—
|
|
(2,498
|
)
|
—
|
|
(533
|
)
|
(3,031
|
)
|
||||||
Currency Translation Adjustment
|
5
|
|
(5
|
)
|
13
|
|
11
|
|
—
|
|
24
|
|
||||||
Measurement Period Adjustments
|
—
|
|
—
|
|
—
|
|
20
|
|
—
|
|
20
|
|
||||||
Balance at June 30, 2020
|
$
|
6,898
|
|
$
|
11,007
|
|
$
|
4,446
|
|
$
|
6,795
|
|
$
|
872
|
|
$
|
30,018
|
|
|
June 30, 2020
|
December 31, 2019
|
||||||||||||||||
In millions
|
Gross
Carrying
Amount
|
Accum Amort
|
Net
|
Gross Carrying Amount
|
Accum Amort
|
Net
|
||||||||||||
Intangible assets with finite lives:
|
|
|
|
|
|
|
||||||||||||
Developed technology
|
$
|
4,366
|
|
$
|
(1,616
|
)
|
$
|
2,750
|
|
$
|
4,343
|
|
$
|
(1,361
|
)
|
$
|
2,982
|
|
Trademarks/tradenames
|
2,433
|
|
(1,055
|
)
|
1,378
|
|
2,433
|
|
(455
|
)
|
1,978
|
|
||||||
Customer-related
|
8,994
|
|
(2,506
|
)
|
6,488
|
|
8,986
|
|
(2,229
|
)
|
6,757
|
|
||||||
Other
|
303
|
|
(213
|
)
|
90
|
|
303
|
|
(98
|
)
|
205
|
|
||||||
Total other intangible assets with finite lives
|
$
|
16,096
|
|
$
|
(5,390
|
)
|
$
|
10,706
|
|
$
|
16,065
|
|
$
|
(4,143
|
)
|
$
|
11,922
|
|
Intangible assets with indefinite lives:
|
|
|
|
|
|
|
||||||||||||
Trademarks/tradenames
|
1,643
|
|
—
|
|
1,643
|
|
1,671
|
|
—
|
|
1,671
|
|
||||||
Total other intangible assets
|
1,643
|
|
—
|
|
1,643
|
|
1,671
|
|
—
|
|
1,671
|
|
||||||
Total
|
$
|
17,739
|
|
$
|
(5,390
|
)
|
$
|
12,349
|
|
$
|
17,736
|
|
$
|
(4,143
|
)
|
$
|
13,593
|
|
Net Intangibles by Segment
|
June 30, 2020
|
December 31, 2019
|
||||
In millions
|
||||||
Electronics & Imaging
|
$
|
1,724
|
|
$
|
1,833
|
|
Nutrition & Biosciences
|
3,662
|
|
4,377
|
|
||
Transportation & Industrial
|
3,460
|
|
3,590
|
|
||
Safety & Construction
|
2,999
|
|
3,082
|
|
||
Non-Core
|
504
|
|
711
|
|
||
Total
|
$
|
12,349
|
|
$
|
13,593
|
|
Amortization Expense
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Other intangible assets
|
$
|
528
|
|
$
|
252
|
|
$
|
1,061
|
|
$
|
508
|
|
Estimated Amortization Expense
|
|
||
In millions
|
|
||
Remainder of 2020
|
$
|
1,070
|
|
2021
|
$
|
1,069
|
|
2022
|
$
|
985
|
|
2023
|
$
|
919
|
|
2024
|
$
|
840
|
|
2025
|
$
|
755
|
|
•
|
Generally, indemnifiable losses as defined in the Separation and Distribution Agreement, (“Indemnifiable Losses”) for Stray Liabilities, to the extent they do not arise out of actions related to or resulting from the development, testing, manufacture or sale of PFAS, defined below, (“Non-PFAS Stray Liabilities”) that are known as of April 1, 2019 are borne by Corteva up to a specified amount set forth in the schedules to the Separation and Distribution Agreement and/or Letter Agreement. Non-PFAS Stray Liabilities in excess of such specified amounts and any Non-PFAS Stray Liabilities not listed in the schedules to the Separation and Distribution Agreement or Letter Agreement are borne by Corteva and/or DuPont up to separate, aggregate thresholds of $200 million each to the extent Corteva or DuPont, as applicable, incurs an Indemnifiable Loss. Once Corteva’s or DuPont’s $200 million threshold is met, the other would generally bear all Non-PFAS Stray Liabilities until meeting its $200 million threshold. After the respective $200 million thresholds are met, DuPont will bear 71 percent of such losses and Corteva will bear 29 percent of such losses.
|
•
|
Generally, Corteva and the Company will each bear 50 percent of the first $300 million (up to $150 million each) for Indemnifiable Losses arising out of actions to the extent related to or resulting from the development, testing, manufacture or sale of per- or polyfluoroalkyl substances, which include collectively perfluorooctanoic acids and its salts (“PFOA”), perfluorooctanesulfonic acid (“PFOS”) and perfluorinated chemicals and compounds (“PFCs”) (all such substances, “PFAS” and such Stray Liabilities referred to as “PFAS Stray Liabilities”). Indemnifiable Losses to the extent related to PFAS Stray Liabilities in excess of $300 million generally will be borne 71 percent by the Company and 29 percent by Corteva, unless either Corteva or DuPont has met its $200 million threshold. In that event, the other company would bear all PFAS Stray Liabilities until that company meets its $200 million threshold, at which point DuPont will bear 71 percent of such losses and Corteva will bear 29 percent of such losses.
|
•
|
Indemnifiable Losses incurred by the companies in relation to PFAS Stray Liabilities up to $300 million (e.g., up to $150 million each) will be applied to each company’s respective $200 million threshold.
|
Guarantees at June 30, 2020
|
Final Expiration Year
|
Maximum Future Payments
|
||
In millions
|
||||
Obligations for customers 1:
|
|
|
||
Bank borrowings
|
2021
|
$
|
17
|
|
Obligations for non-consolidated affiliates 2:
|
|
|
||
Bank borrowings
|
2020
|
$
|
159
|
|
Total guarantees
|
|
$
|
176
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Operating lease costs
|
$
|
44
|
|
$
|
46
|
|
$
|
86
|
|
$
|
90
|
|
In millions
|
June 30, 2020
|
December 31, 2019
|
||||
Operating Leases
|
|
|
|
|||
Operating lease right-of-use assets 1
|
$
|
576
|
|
$
|
556
|
|
Current operating lease liabilities 2
|
148
|
|
138
|
|
||
Noncurrent operating lease liabilities 3
|
431
|
|
416
|
|
||
Total operating lease liabilities
|
$
|
579
|
|
$
|
554
|
|
1.
|
Included in "Deferred charges and other assets" in the interim Condensed Consolidated Balance Sheet.
|
2.
|
Included in "Accrued and other current liabilities" in the interim Condensed Consolidated Balance Sheet.
|
3.
|
Included in "Other noncurrent obligations" in the interim Condensed Consolidated Balance Sheet.
|
Accumulated Other Comprehensive Loss
|
Unrealized Gains (Losses) on Investments
|
Cumulative Translation Adj
|
Pension and OPEB
|
Derivative Instruments
|
Total
|
||||||||||
In millions
|
|||||||||||||||
2019
|
|
|
|
|
|
||||||||||
Balance at January 1, 2019
|
$
|
(51
|
)
|
$
|
(3,785
|
)
|
$
|
(8,476
|
)
|
$
|
(82
|
)
|
$
|
(12,394
|
)
|
Other comprehensive income (loss) before reclassifications
|
68
|
|
(117
|
)
|
49
|
|
(43
|
)
|
(43
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
(1
|
)
|
(18
|
)
|
142
|
|
(15
|
)
|
108
|
|
|||||
Net other comprehensive income (loss)
|
$
|
67
|
|
$
|
(135
|
)
|
$
|
191
|
|
$
|
(58
|
)
|
$
|
65
|
|
Spin-offs of Dow and Corteva
|
$
|
(16
|
)
|
$
|
3,179
|
|
$
|
8,196
|
|
$
|
139
|
|
$
|
11,498
|
|
Balance at June 30, 2019
|
$
|
—
|
|
$
|
(741
|
)
|
$
|
(89
|
)
|
$
|
(1
|
)
|
$
|
(831
|
)
|
2020
|
|
|
|
|
|
||||||||||
Balance at January 1, 2020
|
$
|
—
|
|
$
|
(1,070
|
)
|
$
|
(345
|
)
|
$
|
(1
|
)
|
$
|
(1,416
|
)
|
Other comprehensive loss before reclassifications
|
—
|
|
(54
|
)
|
(4
|
)
|
—
|
|
(58
|
)
|
|||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
—
|
|
9
|
|
—
|
|
9
|
|
|||||
Net other comprehensive (loss) income
|
$
|
—
|
|
$
|
(54
|
)
|
$
|
5
|
|
$
|
—
|
|
$
|
(49
|
)
|
Balance at June 30, 2020
|
$
|
—
|
|
$
|
(1,124
|
)
|
$
|
(340
|
)
|
$
|
(1
|
)
|
$
|
(1,465
|
)
|
Tax Benefit (Expense)
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Unrealized gains (losses) on investments
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(18
|
)
|
Cumulative translation adjustments
|
—
|
|
—
|
|
—
|
|
(1
|
)
|
||||
Pension and other post employment benefit plans
|
3
|
|
(3
|
)
|
2
|
|
(35
|
)
|
||||
Derivative instruments
|
—
|
|
(8
|
)
|
—
|
|
16
|
|
||||
Tax expense from income taxes related to other comprehensive income items
|
$
|
3
|
|
$
|
(11
|
)
|
$
|
2
|
|
$
|
(38
|
)
|
Reclassifications Out of Accumulated Other Comprehensive Loss
|
Three Months Ended
June 30, |
Six Months Ended
June 30, |
Income Classification
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
|||||||||
Unrealized gains on investments
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(1
|
)
|
See (1) below
|
Tax expense (benefit)
|
—
|
|
—
|
|
—
|
|
—
|
|
See (2) below
|
||||
After tax
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(1
|
)
|
|
Cumulative translation adjustments
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(18
|
)
|
See (3) below
|
Pension and other post employment benefit plans
|
$
|
5
|
|
$
|
—
|
|
$
|
8
|
|
$
|
167
|
|
See (4) below
|
Tax expense (benefit)
|
—
|
|
—
|
|
1
|
|
(25
|
)
|
See (2) below
|
||||
After tax
|
$
|
5
|
|
$
|
—
|
|
$
|
9
|
|
$
|
142
|
|
|
Derivative Instruments
|
$
|
—
|
|
$
|
(7
|
)
|
$
|
—
|
|
$
|
(18
|
)
|
See (5) below
|
Tax expense
|
—
|
|
2
|
|
—
|
|
3
|
|
See (2) below
|
||||
After tax
|
$
|
—
|
|
$
|
(5
|
)
|
$
|
—
|
|
$
|
(15
|
)
|
|
Total reclassifications for the period, after tax
|
$
|
5
|
|
$
|
(5
|
)
|
$
|
9
|
|
$
|
108
|
|
|
Noncontrolling Interests
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Balance at beginning of period
|
$
|
566
|
|
$
|
1,654
|
|
$
|
569
|
|
$
|
1,608
|
|
Net income attributable to noncontrolling interests
|
7
|
|
34
|
|
13
|
|
85
|
|
||||
Distributions to noncontrolling interests
|
(4
|
)
|
(1
|
)
|
(10
|
)
|
(12
|
)
|
||||
Cumulative translation adjustments
|
3
|
|
9
|
|
(5
|
)
|
16
|
|
||||
Spin-off of Dow and Corteva
|
—
|
|
(1,124
|
)
|
—
|
|
(1,124
|
)
|
||||
Other
|
—
|
|
(2
|
)
|
5
|
|
(3
|
)
|
||||
Balance at end of period
|
$
|
572
|
|
$
|
570
|
|
$
|
572
|
|
$
|
570
|
|
Net Periodic Benefit (Credit) Cost for All Plans
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Defined Benefit Pension Plans:
|
|
|
|
|
||||||||
Service cost 1
|
$
|
17
|
|
$
|
18
|
|
$
|
35
|
|
$
|
149
|
|
Interest cost 2
|
14
|
|
144
|
|
28
|
|
591
|
|
||||
Expected return on plan assets 3
|
(26
|
)
|
(206
|
)
|
(54
|
)
|
(919
|
)
|
||||
Amortization of prior service credit 4
|
(2
|
)
|
(1
|
)
|
(3
|
)
|
(7
|
)
|
||||
Amortization of net loss 5
|
4
|
|
2
|
|
8
|
|
135
|
|
||||
Curtailment/settlement 6
|
2
|
|
(2
|
)
|
2
|
|
(2
|
)
|
||||
Net periodic benefit cost (credit) - total
|
$
|
9
|
|
$
|
(45
|
)
|
$
|
16
|
|
$
|
(53
|
)
|
Less: Net periodic benefit credit - discontinued operations
|
—
|
|
(41
|
)
|
—
|
|
(45
|
)
|
||||
Net periodic benefit cost (credit) - continuing operations
|
$
|
9
|
|
$
|
(4
|
)
|
$
|
16
|
|
$
|
(8
|
)
|
Other Post Employment Benefits:
|
|
|
|
|
||||||||
Service cost 1
|
$
|
—
|
|
$
|
1
|
|
$
|
—
|
|
$
|
5
|
|
Interest cost 2
|
—
|
|
15
|
|
—
|
|
52
|
|
||||
Amortization of net gain 5
|
—
|
|
—
|
|
—
|
|
(6
|
)
|
||||
Net periodic benefit cost - total
|
$
|
—
|
|
$
|
16
|
|
$
|
—
|
|
$
|
51
|
|
Less: Net periodic benefit cost - discontinued operations
|
—
|
|
16
|
|
—
|
|
50
|
|
||||
Net periodic benefit cost - continuing operations
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
1
|
|
2.
|
The interest cost from continuing operations was $20 million and $41 million for the three and six months ended June 30, 2019, respectively. The activity from OPEBs was immaterial.
|
Fair Value of Financial Instruments
|
June 30, 2020
|
December 31, 2019
|
||||||||||||||||||||||
In millions
|
Cost
|
Gain
|
Loss
|
Fair Value
|
Cost
|
Gain
|
Loss
|
Fair Value
|
||||||||||||||||
Cash equivalents
|
$
|
2,523
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,523
|
|
$
|
417
|
|
$
|
—
|
|
$
|
—
|
|
$
|
417
|
|
Restricted cash equivalents 1
|
$
|
32
|
|
$
|
—
|
|
$
|
—
|
|
$
|
32
|
|
$
|
37
|
|
$
|
—
|
|
$
|
—
|
|
$
|
37
|
|
Total cash and restricted cash equivalents
|
$
|
2,555
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,555
|
|
$
|
454
|
|
$
|
—
|
|
$
|
—
|
|
$
|
454
|
|
Long-term debt including debt due within one year
|
$
|
(17,611
|
)
|
$
|
3
|
|
$
|
(2,285
|
)
|
$
|
(19,893
|
)
|
$
|
(15,618
|
)
|
$
|
—
|
|
$
|
(1,633
|
)
|
$
|
(17,251
|
)
|
Derivatives relating to:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Foreign currency 2
|
—
|
|
3
|
|
(23
|
)
|
(20
|
)
|
—
|
|
6
|
|
(7
|
)
|
(1
|
)
|
||||||||
Total derivatives
|
$
|
—
|
|
$
|
3
|
|
$
|
(23
|
)
|
$
|
(20
|
)
|
$
|
—
|
|
$
|
6
|
|
$
|
(7
|
)
|
$
|
(1
|
)
|
1.
|
Classified as "Other current assets" in the interim Condensed Consolidated Balance Sheets.
|
2.
|
Presented net of cash collateral where master netting arrangements allow.
|
Notional Amounts
|
June 30, 2020
|
Dec 31, 2019
|
||||
In millions
|
||||||
Derivatives not designated as hedging instruments:
|
|
|
||||
Foreign currency contracts 1
|
$
|
(40
|
)
|
$
|
26
|
|
Commodity contracts
|
$
|
8
|
|
$
|
11
|
|
1.
|
Presented net of contracts bought and sold.
|
|
June 30, 2020
|
|||||||||
In millions
|
Balance Sheet Classification
|
Gross
|
Counterparty and Cash Collateral Netting 1
|
Net Amounts Included in the Consolidated Balance Sheet
|
||||||
Asset derivatives:
|
|
|
|
|
||||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
||||||
Foreign currency contracts
|
Other current assets
|
$
|
7
|
|
$
|
(4
|
)
|
$
|
3
|
|
Total asset derivatives
|
|
$
|
7
|
|
$
|
(4
|
)
|
$
|
3
|
|
|
|
|
|
|
||||||
Liability derivatives:
|
|
|
|
|
||||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
||||||
Foreign currency contracts
|
Accrued and other current liabilities
|
$
|
27
|
|
$
|
(4
|
)
|
$
|
23
|
|
Total liability derivatives
|
|
$
|
27
|
|
$
|
(4
|
)
|
$
|
23
|
|
|
December 31, 2019
|
|||||||||
In millions
|
Balance Sheet Classification
|
Gross
|
Counterparty and Cash Collateral Netting 1
|
Net Amounts Included in the Consolidated Balance Sheet
|
||||||
Asset derivatives:
|
|
|
|
|
||||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
||||||
Foreign currency contracts
|
Other current assets
|
$
|
16
|
|
$
|
(10
|
)
|
$
|
6
|
|
Total asset derivatives
|
|
$
|
16
|
|
$
|
(10
|
)
|
$
|
6
|
|
|
|
|
|
|
||||||
Liability derivatives:
|
|
|
|
|
||||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
||||||
Foreign currency contracts
|
Accrued and other current liabilities
|
$
|
17
|
|
$
|
(10
|
)
|
$
|
7
|
|
Total liability derivatives
|
|
$
|
17
|
|
$
|
(10
|
)
|
$
|
7
|
|
1.
|
Counterparty and cash collateral amounts represent the estimated net settlement amount when applying netting and set-off rights included in master netting arrangements between the Company and its counterparties and the payable or receivable for cash collateral held or placed with the same counterparty.
|
Basis of Fair Value Measurements on a Recurring Basis at June 30, 2020
|
Significant Other Observable Inputs
(Level 2)
|
||
In millions
|
|||
Assets at fair value:
|
|
||
Cash equivalents and restricted cash equivalents 1
|
$
|
2,555
|
|
Derivatives relating to: 2
|
|
||
Foreign currency contracts
|
7
|
|
|
Total assets at fair value
|
$
|
2,562
|
|
Liabilities at fair value:
|
|
||
Long-term debt including debt due within one year 3
|
$
|
19,893
|
|
Derivatives relating to: 2
|
|
||
Foreign currency contracts
|
27
|
|
|
Total liabilities at fair value
|
$
|
19,920
|
|
1.
|
Treasury bills, time deposits, and money market funds included in "Cash and cash equivalents" and money market funds included in "Other current assets" in the interim Condensed Consolidated Balance Sheets and held at amortized cost, which approximates fair value.
|
2.
|
See Note 19 for the classification of derivatives in the interim Condensed Consolidated Balance Sheets.
|
3.
|
Fair value is based on quoted market prices for the same or similar issues, or on current rates offered to the company for debt of the same remaining maturities and terms.
|
Basis of Fair Value Measurements on a Recurring Basis at December 31, 2019
|
Significant Other Observable Inputs
(Level 2)
|
||
In millions
|
|||
Assets at fair value:
|
|
||
Cash equivalents and restricted cash equivalents 1
|
$
|
454
|
|
Derivatives relating to: 2
|
|
||
Foreign currency contracts
|
16
|
|
|
Total assets at fair value
|
$
|
470
|
|
Liabilities at fair value:
|
|
||
Long-term debt including debt due within one year 3
|
$
|
17,251
|
|
Derivatives relating to: 2
|
|
||
Foreign currency contracts
|
17
|
|
|
Total liabilities at fair value
|
$
|
17,268
|
|
Segment Information
|
Elect. & Imaging
|
Nutrition & Biosciences
|
Transp. & Industrial
|
Safety & Const.
|
Non-Core
|
Corp.
|
Total
|
||||||||||||||
In millions
|
|||||||||||||||||||||
Three months ended June 30, 2020
|
|
|
|
|
|
|
|
||||||||||||||
Net sales
|
$
|
905
|
|
$
|
1,539
|
|
$
|
832
|
|
$
|
1,244
|
|
$
|
308
|
|
$
|
—
|
|
$
|
4,828
|
|
Operating EBITDA 1
|
$
|
277
|
|
$
|
418
|
|
$
|
49
|
|
$
|
349
|
|
$
|
93
|
|
$
|
(51
|
)
|
$
|
1,135
|
|
Equity in earnings of nonconsolidated affiliates
|
$
|
10
|
|
$
|
1
|
|
$
|
1
|
|
$
|
5
|
|
$
|
86
|
|
$
|
—
|
|
$
|
103
|
|
Three months ended June 30, 2019
|
|
|
|
|
|
|
|
||||||||||||||
Net sales
|
$
|
858
|
|
$
|
1,558
|
|
$
|
1,269
|
|
$
|
1,341
|
|
$
|
442
|
|
$
|
—
|
|
$
|
5,468
|
|
Operating EBITDA 1
|
$
|
246
|
|
$
|
386
|
|
$
|
357
|
|
$
|
382
|
|
$
|
104
|
|
$
|
(53
|
)
|
$
|
1,422
|
|
Equity in earnings of nonconsolidated affiliates 2
|
$
|
5
|
|
$
|
—
|
|
$
|
2
|
|
$
|
7
|
|
$
|
36
|
|
$
|
—
|
|
$
|
50
|
|
Six months ended June 30, 2020
|
|
|
|
|
|
|
|
||||||||||||||
Net sales
|
$
|
1,789
|
|
$
|
3,090
|
|
$
|
1,976
|
|
$
|
2,520
|
|
$
|
674
|
|
$
|
—
|
|
$
|
10,049
|
|
Operating EBITDA 1
|
$
|
530
|
|
$
|
803
|
|
$
|
357
|
|
$
|
717
|
|
$
|
135
|
|
$
|
(86
|
)
|
$
|
2,456
|
|
Equity in earnings of nonconsolidated affiliates
|
$
|
19
|
|
$
|
1
|
|
$
|
2
|
|
$
|
12
|
|
$
|
108
|
|
$
|
—
|
|
$
|
142
|
|
Six months ended June 30, 2019
|
|
|
|
|
|
|
|
||||||||||||||
Net sales
|
$
|
1,683
|
|
$
|
3,093
|
|
$
|
2,586
|
|
$
|
2,624
|
|
$
|
896
|
|
$
|
—
|
|
$
|
10,882
|
|
Pro forma operating EBITDA 1
|
$
|
534
|
|
$
|
735
|
|
$
|
730
|
|
$
|
756
|
|
$
|
202
|
|
$
|
(105
|
)
|
$
|
2,852
|
|
Equity in earnings of nonconsolidated affiliates 2
|
$
|
8
|
|
$
|
—
|
|
$
|
2
|
|
$
|
15
|
|
$
|
66
|
|
$
|
—
|
|
$
|
91
|
|
1.
|
A reconciliation of "Income (loss) from continuing operations, net of tax" to Operating EBITDA and pro forma Operating EBITDA, as applicable, is provided below.
|
2.
|
Represents equity in earnings (losses) of nonconsolidated affiliates included in pro forma Operating EBITDA, the Company's measure of profit/loss for segment reporting purposes, which excludes significant items. Accordingly, the Non-Core segment presented above excludes a restructuring charge of $1 million and $2 million for the three and six months ended June 30, 2019, respectively, which is presented in "Equity in earnings of nonconsolidated affiliates" in the Company's interim Consolidated Statements of Operations.
|
Reconciliation of "Income (loss) from continuing operations, net of tax" to Operating EBITDA for the Three Months Ended June 30, 2020 and 2019
|
Three Months Ended June 30,
|
|||||
In millions
|
2020
|
2019
|
||||
Loss from continuing operations, net of tax
|
$
|
(2,471
|
)
|
$
|
(1,103
|
)
|
+ (Benefit from) provision for income taxes on continuing operations
|
(36
|
)
|
155
|
|
||
Loss from continuing operations before income taxes
|
$
|
(2,507
|
)
|
$
|
(948
|
)
|
+ Depreciation and amortization
|
774
|
|
507
|
|
||
- Interest income 1
|
2
|
|
9
|
|
||
+ Interest expense 2
|
181
|
|
165
|
|
||
- Non-operating pension/OPEB benefit 1
|
8
|
|
18
|
|
||
- Foreign exchange losses, net 1
|
(23
|
)
|
(17
|
)
|
||
- Significant items 3
|
(2,674
|
)
|
(1,708
|
)
|
||
Operating EBITDA
|
$
|
1,135
|
|
$
|
1,422
|
|
Reconciliation of "Income (loss) from continuing operations, net of tax" to Operating EBITDA for the Six Months Ended June 30, 2020 and 2019
|
Six Months Ended June 30,
|
|||||
In millions
|
2020
|
2019
|
||||
Loss from continuing operations, net of tax
|
$
|
(3,081
|
)
|
$
|
(1,177
|
)
|
+ Provision for (benefit from) income taxes on continuing operations
|
8
|
|
64
|
|
||
Loss from continuing operations before income taxes
|
$
|
(3,073
|
)
|
$
|
(1,113
|
)
|
+ Pro forma adjustments 1
|
—
|
|
122
|
|
||
+ Depreciation and amortization
|
1,546
|
|
1,034
|
|
||
- Interest income 2
|
4
|
|
49
|
|
||
+ Interest expense 3
|
354
|
|
345
|
|
||
- Non-operating pension/OPEB benefit 2
|
19
|
|
39
|
|
||
- Foreign exchange losses, net 2
|
(31
|
)
|
(78
|
)
|
||
+ Costs historically allocated to the materials science and agriculture businesses 4
|
—
|
|
256
|
|
||
- Significant items 5
|
(3,621
|
)
|
(2,218
|
)
|
||
Operating EBITDA 1
|
$
|
2,456
|
|
$
|
2,852
|
|
2.
|
Included in "Sundry income (expense) - net."
|
Significant Items by Segment for the Three Months Ended June 30, 2020
|
Elect. & Imaging
|
Nutrition & Biosciences
|
Transp. & Industrial
|
Safety & Construction
|
Non-Core
|
Corporate
|
Total
|
||||||||||||||
In millions
|
|||||||||||||||||||||
Integration and separation costs 1
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(145
|
)
|
$
|
(145
|
)
|
Restructuring and asset related credits (charges) - net 2
|
3
|
|
2
|
|
10
|
|
12
|
|
—
|
|
(25
|
)
|
2
|
|
|||||||
Goodwill impairment charges 3
|
—
|
|
—
|
|
(2,498
|
)
|
—
|
|
—
|
|
—
|
|
(2,498
|
)
|
|||||||
Asset impairment charges 3
|
—
|
|
—
|
|
(21
|
)
|
—
|
|
—
|
|
—
|
|
(21
|
)
|
|||||||
N&B financing fee amortization 4
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(12
|
)
|
(12
|
)
|
|||||||
Total
|
$
|
3
|
|
$
|
2
|
|
$
|
(2,509
|
)
|
$
|
12
|
|
$
|
—
|
|
$
|
(182
|
)
|
$
|
(2,674
|
)
|
Significant Items by Segment for the Three Months Ended June 30, 2019
|
Elect. & Imaging
|
Nutrition & Biosciences
|
Transp. & Industrial
|
Safety & Construction
|
Non-Core
|
Corporate
|
Total
|
||||||||||||||
In millions
|
|||||||||||||||||||||
Integration and separation costs 1
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(347
|
)
|
$
|
(347
|
)
|
Restructuring and asset related charges - net 2
|
(7
|
)
|
(22
|
)
|
(12
|
)
|
(20
|
)
|
(1
|
)
|
(13
|
)
|
(75
|
)
|
|||||||
Goodwill impairment charges 3
|
—
|
|
(933
|
)
|
—
|
|
—
|
|
(242
|
)
|
—
|
|
(1,175
|
)
|
|||||||
Asset impairment charges 4
|
—
|
|
(63
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(63
|
)
|
|||||||
Income tax relates items 5
|
—
|
|
—
|
|
—
|
|
(48
|
)
|
—
|
|
—
|
|
(48
|
)
|
|||||||
Total
|
$
|
(7
|
)
|
$
|
(1,018
|
)
|
$
|
(12
|
)
|
$
|
(68
|
)
|
$
|
(243
|
)
|
$
|
(360
|
)
|
$
|
(1,708
|
)
|
1.
|
Integration and separation costs related to the Merger, post-Merger integration and business separation activities.
|
2.
|
Includes Board approved restructuring plans and asset related charges. See Note 5 for additional information.
|
Significant Items by Segment for the Six Months Ended June 30, 2020
|
Elect. & Imaging
|
Nutrition & Biosciences
|
Transp. & Industrial
|
Safety & Construction
|
Non-Core
|
Corporate
|
Total
|
||||||||||||||
In millions
|
|||||||||||||||||||||
Integration and separation costs 1
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(342
|
)
|
$
|
(342
|
)
|
Restructuring and asset related charges - net 2
|
(1
|
)
|
(4
|
)
|
(15
|
)
|
(13
|
)
|
—
|
|
(99
|
)
|
(132
|
)
|
|||||||
Goodwill impairment charges 3
|
—
|
|
—
|
|
(2,498
|
)
|
—
|
|
(533
|
)
|
—
|
|
(3,031
|
)
|
|||||||
Asset impairment charges 3, 4
|
—
|
|
—
|
|
(21
|
)
|
—
|
|
(270
|
)
|
—
|
|
(291
|
)
|
|||||||
Gain on divestiture 5
|
197
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
197
|
|
|||||||
N&B financing fee amortization 6
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(22
|
)
|
(22
|
)
|
|||||||
Total
|
$
|
196
|
|
$
|
(4
|
)
|
$
|
(2,534
|
)
|
$
|
(13
|
)
|
$
|
(803
|
)
|
$
|
(463
|
)
|
$
|
(3,621
|
)
|
Significant Items by Segment for the Six Months Ended June 30, 2019
(Pro Forma)
|
Elect. & Imaging
|
Nutrition & Biosciences
|
Transp. & Industrial
|
Safety & Construction
|
Non-Core
|
Corporate
|
Total
|
||||||||||||||
In millions
|
|||||||||||||||||||||
Integration and separation costs 1
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(785
|
)
|
$
|
(785
|
)
|
Restructuring and asset related charges - net 2
|
(7
|
)
|
(49
|
)
|
(12
|
)
|
(22
|
)
|
—
|
|
(57
|
)
|
(147
|
)
|
|||||||
Goodwill impairment charges 3
|
—
|
|
(933
|
)
|
—
|
|
—
|
|
(242
|
)
|
—
|
|
(1,175
|
)
|
|||||||
Asset impairment charges 4
|
—
|
|
(63
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(63
|
)
|
|||||||
Income tax relates item 5
|
—
|
|
—
|
|
—
|
|
(48
|
)
|
—
|
|
—
|
|
(48
|
)
|
|||||||
Total
|
$
|
(7
|
)
|
$
|
(1,045
|
)
|
$
|
(12
|
)
|
$
|
(70
|
)
|
$
|
(242
|
)
|
$
|
(842
|
)
|
$
|
(2,218
|
)
|
1.
|
Integration and separation costs related to the Merger, post-Merger integration and business separation activities.
|
2.
|
Includes Board approved restructuring plans and asset related charges. See Note 5 for additional information.
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||
In millions, except per share amounts
|
2020
|
2019
|
2020
|
2019
|
Net sales
|
$4,828
|
$5,468
|
$10,049
|
$10,882
|
|
|
|
|
|
Cost of sales
|
$3,291
|
$3,496
|
$6,609
|
$7,117
|
Percent of net sales
|
68.2%
|
63.9%
|
65.8%
|
65.4%
|
|
|
|
|
|
Research and development expenses
|
$209
|
$232
|
$445
|
$499
|
Percent of net sales
|
4.3%
|
4.2%
|
4.4%
|
4.6%
|
|
|
|
|
|
Selling, general and administrative expenses
|
$541
|
$642
|
$1,174
|
$1,368
|
Percent of net sales
|
11.2%
|
11.7%
|
11.7%
|
12.6%
|
|
|
|
|
|
Effective tax rate - continuing operations
|
1.4%
|
(16.4)%
|
(0.3)%
|
(5.8)%
|
|
|
|
|
|
Net loss available for DuPont common stockholders
|
$(2,478)
|
$(571)
|
$(3,094)
|
$(50)
|
|
|
|
|
|
Loss per common share – basic
|
$(3.37)
|
$(0.76)
|
$(4.20)
|
$(0.07)
|
Loss per common share – diluted
|
$(3.37)
|
$(0.76)
|
$(4.20)
|
$(0.07)
|
Summary of Sales Results
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
In millions
|
2020
|
2019
|
2020
|
2019
|
||||||||
Net sales
|
$
|
4,828
|
|
$
|
5,468
|
|
$
|
10,049
|
|
$
|
10,882
|
|
Sales Variances by Segment and Geographic Region
|
||||||||||||||||||||
|
Three Months Ended June 30, 2020
|
Six Months Ended June 30, 2020
|
||||||||||||||||||
Percentage change from prior year
|
Local Price & Product Mix
|
Currency
|
Volume
|
Portfolio & Other
|
Total
|
Local Price & Product Mix
|
Currency
|
Volume
|
Portfolio & Other
|
Total
|
||||||||||
Electronics & Imaging
|
—
|
%
|
(1
|
)%
|
7
|
%
|
(1
|
)%
|
5
|
%
|
—
|
%
|
(1
|
)%
|
7
|
%
|
—
|
%
|
6
|
%
|
Nutrition & Biosciences
|
—
|
|
(2
|
)
|
1
|
|
—
|
|
(1
|
)
|
1
|
|
(2
|
)
|
1
|
|
—
|
|
—
|
|
Transportation & Industrial
|
(5
|
)
|
(1
|
)
|
(28
|
)
|
—
|
|
(34
|
)
|
(5
|
)
|
(1
|
)
|
(18
|
)
|
—
|
|
(24
|
)
|
Safety & Construction
|
2
|
|
(1
|
)
|
(10
|
)
|
2
|
|
(7
|
)
|
2
|
|
(1
|
)
|
(7
|
)
|
2
|
|
(4
|
)
|
Non-Core
|
2
|
|
(1
|
)
|
(22
|
)
|
(9
|
)
|
(30
|
)
|
2
|
|
(1
|
)
|
(17
|
)
|
(9
|
)
|
(25
|
)
|
Total
|
—
|
%
|
(1
|
)%
|
(10
|
)%
|
(1
|
)%
|
(12
|
)%
|
—
|
%
|
(1
|
)%
|
(6
|
)%
|
(1
|
)%
|
(8
|
)%
|
U.S. & Canada
|
(1
|
)%
|
—
|
%
|
(16
|
)%
|
—
|
%
|
(17
|
)%
|
(1
|
)%
|
—
|
%
|
(9
|
)%
|
—
|
%
|
(10
|
)%
|
EMEA 1
|
—
|
|
(2
|
)
|
(16
|
)
|
—
|
|
(18
|
)
|
—
|
|
(2
|
)
|
(10
|
)
|
(1
|
)
|
(13
|
)
|
Asia Pacific
|
—
|
|
(1
|
)
|
1
|
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
1
|
|
—
|
|
(1
|
)
|
Latin America
|
3
|
|
(5
|
)
|
(21
|
)
|
(2
|
)
|
(25
|
)
|
3
|
|
(4
|
)
|
(12
|
)
|
(2
|
)
|
(15
|
)
|
Total
|
—
|
%
|
(1
|
)%
|
(10
|
)%
|
(1
|
)%
|
(12
|
)%
|
—
|
%
|
(1
|
)%
|
(6
|
)%
|
(1
|
)%
|
(8
|
)%
|
1.
|
Europe, Middle East and Africa.
|
Unaudited Pro Forma Combined
Statements of Operations
|
Six Months Ended June 30,
|
||||||||
2019
|
|||||||||
In millions, except per share amounts
|
DuPont 1
|
Pro Forma Adjustments2
|
Pro Forma
|
||||||
Net sales
|
$
|
10,882
|
|
$
|
—
|
|
$
|
10,882
|
|
Cost of sales
|
7,117
|
|
22
|
|
7,139
|
|
|||
Research and development expenses
|
499
|
|
—
|
|
499
|
|
|||
Selling, general and administrative expenses
|
1,368
|
|
—
|
|
1,368
|
|
|||
Amortization of intangibles
|
508
|
|
—
|
|
508
|
|
|||
Restructuring and asset related charges - net
|
208
|
|
—
|
|
208
|
|
|||
Goodwill impairment charges
|
1,175
|
|
—
|
|
1,175
|
|
|||
Integration and separation costs
|
958
|
|
(173
|
)
|
785
|
|
|||
Equity in earnings of nonconsolidated affiliates
|
89
|
|
—
|
|
89
|
|
|||
Sundry income (expense) - net
|
65
|
|
—
|
|
65
|
|
|||
Interest expense
|
316
|
|
29
|
|
345
|
|
|||
Loss from continuing operations before income taxes
|
(1,113
|
)
|
122
|
|
(991
|
)
|
|||
Provision for income taxes on continuing operations
|
64
|
|
30
|
|
94
|
|
|||
Loss from continuing operations, net of tax
|
(1,177
|
)
|
92
|
|
(1,085
|
)
|
|||
Net income attributable to noncontrolling interests of continuing operations
|
13
|
|
—
|
|
13
|
|
|||
Net loss from continuing operations attributable to DuPont
|
$
|
(1,190
|
)
|
$
|
92
|
|
$
|
(1,098
|
)
|
|
|
|
|
||||||
Per common share data:
|
|
|
|
||||||
Loss per common share from continuing operations - basic
|
$
|
(1.59
|
)
|
|
$
|
(1.47
|
)
|
||
Loss per common share from continuing operations - diluted
|
$
|
(1.59
|
)
|
|
$
|
(1.47
|
)
|
||
|
|
|
|
||||||
Weighted-average common shares outstanding - basic
|
749.6
|
|
|
749.6
|
|
||||
Weighted-average common shares outstanding - diluted
|
749.6
|
|
|
749.6
|
|
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 Transactions, assuming that the Transactions had occurred on January 1, 2018. 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 with the Dow Distribution, adjustments to "Integration and separation costs" to eliminate one-time transaction costs directly attributable to the Distributions, and adjustments to "Interest expense" to reflect the impact of the Financings.
|
Electronics & Imaging
|
Three Months Ended
|
Six Months Ended
|
||||||||||
In millions
|
June 30, 2020
|
June 30, 2019
|
June 30, 2020
|
June 30, 2019
|
||||||||
Net sales
|
$
|
905
|
|
$
|
858
|
|
$
|
1,789
|
|
$
|
1,683
|
|
Operating EBITDA 1
|
$
|
277
|
|
$
|
246
|
|
$
|
530
|
|
$
|
534
|
|
Equity earnings
|
$
|
10
|
|
$
|
5
|
|
$
|
19
|
|
$
|
8
|
|
1.
|
For the six months ended June 30, 2019, operating EBITDA is on a pro forma basis.
|
Electronics & Imaging
|
Three Months Ended
|
Six Months Ended
|
||
Percentage change from prior year
|
June 30, 2020
|
June 30, 2020
|
||
Change in Net Sales from Prior Period due to:
|
|
|
||
Local price & product mix
|
—
|
%
|
—
|
%
|
Currency
|
(1
|
)
|
(1
|
)
|
Volume
|
7
|
|
7
|
|
Portfolio & other
|
(1
|
)
|
—
|
|
Total
|
5
|
%
|
6
|
%
|
Nutrition & Biosciences
|
Three Months Ended
|
Six Months Ended
|
||||||||||
In millions
|
June 30, 2020
|
June 30, 2019
|
June 30, 2020
|
June 30, 2019
|
||||||||
Net sales
|
$
|
1,539
|
|
$
|
1,558
|
|
$
|
3,090
|
|
$
|
3,093
|
|
Operating EBITDA 1
|
$
|
418
|
|
$
|
386
|
|
$
|
803
|
|
$
|
735
|
|
Equity earnings
|
$
|
1
|
|
$
|
—
|
|
$
|
1
|
|
$
|
—
|
|
Nutrition & Biosciences
|
Three Months Ended
|
Six Months Ended
|
||
Percentage change from prior year
|
June 30, 2020
|
June 30, 2020
|
||
Change in Net Sales from Prior Period due to:
|
|
|
||
Local price & product mix
|
—
|
%
|
1
|
%
|
Currency
|
(2
|
)
|
(2
|
)
|
Volume
|
1
|
|
1
|
|
Portfolio & other
|
—
|
|
—
|
|
Total
|
(1
|
)%
|
—
|
%
|
Transportation & Industrial
|
Three Months Ended
|
Six Months Ended
|
||||||||||
In millions
|
June 30, 2020
|
June 30, 2019
|
June 30, 2020
|
June 30, 2019
|
||||||||
Net sales
|
$
|
832
|
|
$
|
1,269
|
|
$
|
1,976
|
|
$
|
2,586
|
|
Operating EBITDA 1
|
$
|
49
|
|
$
|
357
|
|
$
|
357
|
|
$
|
730
|
|
Equity earnings
|
$
|
1
|
|
$
|
2
|
|
$
|
2
|
|
$
|
2
|
|
Transportation & Industrial
|
Three Months Ended
|
Six Months Ended
|
||
Percentage change from prior year
|
June 30, 2020
|
June 30, 2020
|
||
Change in Net Sales from Prior Period due to:
|
|
|
||
Local price & product mix
|
(5
|
)%
|
(5
|
)%
|
Currency
|
(1
|
)
|
(1
|
)
|
Volume
|
(28
|
)
|
(18
|
)
|
Portfolio & other
|
—
|
|
—
|
|
Total
|
(34
|
)%
|
(24
|
)%
|
Safety & Construction
|
Three Months Ended
|
Six Months Ended
|
||||||||||
In millions
|
June 30, 2020
|
June 30, 2019
|
June 30, 2020
|
June 30, 2019
|
||||||||
Net sales
|
$
|
1,244
|
|
$
|
1,341
|
|
$
|
2,520
|
|
$
|
2,624
|
|
Operating EBITDA 1
|
$
|
349
|
|
$
|
382
|
|
$
|
717
|
|
$
|
756
|
|
Equity earnings
|
$
|
5
|
|
$
|
7
|
|
$
|
12
|
|
$
|
15
|
|
Safety & Construction
|
Three Months Ended
|
Six Months Ended
|
||
Percentage change from prior year
|
June 30, 2020
|
June 30, 2020
|
||
Change in Net Sales from Prior Period due to:
|
|
|
||
Local price & product mix
|
2
|
%
|
2
|
%
|
Currency
|
(1
|
)
|
(1
|
)
|
Volume
|
(10
|
)
|
(7
|
)
|
Portfolio & other
|
2
|
|
2
|
|
Total
|
(7
|
)%
|
(4
|
)%
|
Non-Core
|
Three Months Ended
|
Six Months Ended
|
||||||||||
In millions
|
June 30, 2020
|
June 30, 2019
|
June 30, 2020
|
June 30, 2019
|
||||||||
Net sales
|
$
|
308
|
|
$
|
442
|
|
$
|
674
|
|
$
|
896
|
|
Operating EBITDA 1
|
$
|
93
|
|
$
|
104
|
|
$
|
135
|
|
$
|
202
|
|
Equity earnings 2
|
$
|
86
|
|
$
|
36
|
|
$
|
108
|
|
$
|
66
|
|
Non-Core
|
Three Months Ended
|
Six Months Ended
|
||
Percentage change from prior year
|
June 30, 2020
|
June 30, 2020
|
||
Change in Net Sales from Prior Period due to:
|
|
|
||
Local price & product mix
|
2
|
%
|
2
|
%
|
Currency
|
(1
|
)
|
(1
|
)
|
Volume
|
(22
|
)
|
(17
|
)
|
Portfolio & other
|
(9
|
)
|
(9
|
)
|
Total
|
(30
|
)%
|
(25
|
)%
|
In millions
|
June 30, 2020
|
December 31, 2019
|
||||
Cash and cash equivalents
|
$
|
3,737
|
|
$
|
1,540
|
|
Total debt
|
$
|
19,167
|
|
$
|
17,447
|
|
Credit Ratings
|
Long-Term Rating
|
Short-Term Rating
|
Outlook
|
Standard & Poor’s
|
BBB+
|
A-2
|
Negative Watch
|
Moody’s Investors Service
|
Baa1
|
P-2
|
Stable
|
Fitch Ratings
|
BBB+
|
F-2
|
Stable
|
Cash Flow Summary
|
Six Months Ended June 30,
|
|||||
In millions
|
2020
|
2019
|
||||
Cash provided by (used for):
|
|
|
||||
Operating activities
|
$
|
1,520
|
|
$
|
(51
|
)
|
Investing activities
|
$
|
(348
|
)
|
$
|
(1,657
|
)
|
Financing activities
|
$
|
1,050
|
|
$
|
(10,661
|
)
|
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
$
|
(30
|
)
|
$
|
48
|
|
Net Working Capital
|
June 30, 2020
|
Dec 31, 2019
|
||||
In millions (except ratio)
|
||||||
Current assets
|
$
|
11,986
|
|
$
|
9,999
|
|
Current liabilities
|
8,010
|
|
8,346
|
|
||
Net working capital
|
$
|
3,976
|
|
$
|
1,653
|
|
Current ratio
|
1.50:1
|
|
1.20:1
|
|
Issuer Purchases of Equity Securities
|
|
Total number of shares purchased as part of the Company's publicly announced share repurchase program 1
|
Approximate dollar value of shares that may yet be purchased under the Company's publicly announced share
repurchase program 1
(In millions)
|
|||||||
Period
|
Total number of shares purchased
|
Average price paid per share
|
||||||||
April
|
—
|
|
$
|
—
|
|
—
|
|
$
|
1,018
|
|
May
|
—
|
|
—
|
|
—
|
|
1,018
|
|
||
June
|
—
|
|
—
|
|
—
|
|
1,018
|
|
||
Second Quarter 2020
|
—
|
|
$
|
—
|
|
—
|
|
$
|
1,018
|
|
1.
|
On June 1, 2019, the Company announced a new $2 billion share buyback program, which expires on June 1, 2021.
|
|
EXHIBIT NO.
|
|
DESCRIPTION
|
|
4.1*
|
|
Description of Capital Stock
|
|
10.1*
|
|
DuPont de Nemours, Inc. 2020 Equity and Incentive Plan, incorporated by reference to Exhibit 10.1 to the DuPont de Nemours, Inc. Current Report on Form 8- K filed May 27, 2020.
|
|
31.1*
|
|
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
31.2*
|
|
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
32.1*
|
|
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
32.2*
|
|
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
101.INS
|
|
XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL 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.
|
|
104
|
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
|
By:
|
/s/ MICHAEL G. GOSS
|
|
|
|
Name:
|
Michael G. Goss
|
|
|
|
Title:
|
Vice President and Controller
|
|
|
|
City:
|
Wilmington
|
|
|
|
State:
|
Delaware
|
|
|
|
|
|
DuPont de Nemours, Inc.
|
|
EXHIBIT 31.1
|
|
|
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of DuPont de Nemours, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Edward D. Breen
|
Edward D. Breen
|
Chief Executive Officer
|
|
|
DuPont de Nemours, Inc.
|
|
EXHIBIT 31.2
|
|
|
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of DuPont de Nemours, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Lori Koch
|
Lori Koch
|
Chief Financial Officer
|
|
|
DuPont de Nemours, Inc.
|
|
EXHIBIT 32.1
|
|
|
|
|
|
1.
|
the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2020 as filed with the Securities and Exchange Commission (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Edward D. Breen
|
Edward D. Breen
|
Chief Executive Officer
|
July 31, 2020
|
|
|
DuPont de Nemours, Inc.
|
|
EXHIBIT 32.2
|
|
|
|
|
|
1.
|
the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2020 as filed with the Securities and Exchange Commission (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Lori Koch
|
Lori Koch
|
Chief Financial Officer
|
July 31, 2020
|