Schedule of Geographic Area Information |
| | | | | | | | | | | | | | Geographic Region Information | United States | EMEA | Rest of World | Total | In millions | 2018 | | | | | Sales to external customers | $ | 29,736 |
| $ | 24,371 |
| $ | 31,870 |
| $ | 85,977 |
| Long-lived assets | $ | 23,264 |
| $ | 6,495 |
| $ | 6,089 |
| $ | 35,848 |
| 2017 | | | | | Sales to external customers | $ | 21,210 |
| $ | 18,069 |
| $ | 23,205 |
| $ | 62,484 |
| Long-lived assets | $ | 23,274 |
| $ | 6,252 |
| $ | 6,721 |
| $ | 36,247 |
| 2016 | | | | | Sales to external customers | $ | 16,681 |
| $ | 13,633 |
| $ | 17,844 |
| $ | 48,158 |
| Long-lived assets | $ | 14,812 |
| $ | 2,708 |
| $ | 5,966 |
| $ | 23,486 |
|
|
Schedule of Operating Segment Information |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Segment Information | Agri-culture | Perf. Materials & Coatings | Ind. Interm. & Infrast. | Pack. & Spec. Plastics | Elect. & Imaging | Nutrition & Biosciences | Transp. & Adv. Polymers | Safety & Const. | Corp. | Total | In millions | 2018 | | | | | | | | | | | Net sales | $ | 14,301 |
| $ | 9,575 |
| $ | 15,116 |
| $ | 24,096 |
| $ | 4,720 |
| $ | 6,801 |
| $ | 5,620 |
| $ | 5,453 |
| $ | 295 |
| $ | 85,977 |
| Restructuring, goodwill impairment and asset related charges - net 1 | 479 |
| 21 |
| 11 |
| 46 |
| 2 |
| 29 |
| 2 |
| 24 |
| 491 |
| 1,105 |
| Equity in earnings (losses) of nonconsolidated affiliates | — |
| 4 |
| 284 |
| 287 |
| 412 |
| 16 |
| — |
| 24 |
| (26 | ) | 1,001 |
| Operating EBITDA 2 | 2,705 |
| 2,170 |
| 2,543 |
| 4,926 |
| 1,902 |
| 1,632 |
| 1,702 |
| 1,427 |
| (714 | ) | 18,293 |
| Depreciation and amortization | 941 |
| 855 |
| 653 |
| 1,239 |
| 452 |
| 681 |
| 442 |
| 542 |
| 113 |
| 5,918 |
| Total assets | 43,880 |
| 14,208 |
| 12,932 |
| 27,192 |
| 14,947 |
| 24,359 |
| 14,837 |
| 15,247 |
| 20,428 |
| 188,030 |
| Investment in nonconsolidated affiliates | 138 |
| 100 |
| 1,850 |
| 1,278 |
| 1,053 |
| 212 |
| 76 |
| 337 |
| 160 |
| 5,204 |
| Capital expenditures | 649 |
| 409 |
| 417 |
| 1,163 |
| 279 |
| 391 |
| 182 |
| 347 |
| — |
| 3,837 |
| 2017 | | | | | | | | | | | Net sales | $ | 7,516 |
| $ | 8,809 |
| $ | 12,647 |
| $ | 21,456 |
| $ | 3,356 |
| $ | 2,786 |
| $ | 2,521 |
| $ | 3,006 |
| $ | 387 |
| $ | 62,484 |
| Pro forma net sales | 14,342 |
| 8,768 |
| 12,640 |
| 22,392 |
| 4,775 |
| 5,952 |
| 5,131 |
| 5,142 |
| 393 |
| 79,535 |
| Restructuring, goodwill impairment and asset related charges - net 1 | 134 |
| 1,578 |
| 17 |
| 716 |
| 125 |
| 1 |
| 2 |
| 53 |
| 654 |
| 3,280 |
| Equity in earnings (losses) of nonconsolidated affiliates | 3 |
| 41 |
| 172 |
| 189 |
| 356 |
| 13 |
| (1 | ) | 2 |
| (11 | ) | 764 |
| Pro forma Operating EBITDA 3 | 2,611 |
| 1,774 |
| 2,282 |
| 4,698 |
| 1,840 |
| 1,296 |
| 1,319 |
| 1,194 |
| (848 | ) | 16,166 |
| Depreciation and amortization | 427 |
| 854 |
| 604 |
| 911 |
| 329 |
| 248 |
| 200 |
| 266 |
| 130 |
| 3,969 |
| Total assets | 45,569 |
| 14,907 |
| 12,108 |
| 25,809 |
| 15,066 |
| 25,315 |
| 14,712 |
| 15,452 |
| 23,226 |
| 192,164 |
| Investment in nonconsolidated affiliates | 333 |
| 103 |
| 1,699 |
| 1,184 |
| 1,196 |
| 203 |
| 76 |
| 359 |
| 183 |
| 5,336 |
| Capital expenditures | 310 |
| 446 |
| 295 |
| 1,965 |
| 138 |
| 156 |
| 74 |
| 186 |
| — |
| 3,570 |
| 2016 | | | | | | | | | | | Net sales | $ | 6,173 |
| $ | 6,439 |
| $ | 10,832 |
| $ | 18,404 |
| $ | 2,307 |
| $ | 948 |
| $ | 897 |
| $ | 1,877 |
| $ | 281 |
| $ | 48,158 |
| Pro forma net sales | 14,060 |
| 6,389 |
| 10,820 |
| 19,848 |
| 4,266 |
| 5,736 |
| 4,497 |
| 4,984 |
| 294 |
| 70,894 |
| Restructuring, goodwill impairment and asset related charges - net 1 | 5 |
| 42 |
| 83 |
| 10 |
| — |
| 1 |
| — |
| (3 | ) | 457 |
| 595 |
| Asbestos-related charge 4 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| 1,113 |
| 1,113 |
| Equity in earnings (losses) of nonconsolidated affiliates | 5 |
| 98 |
| (18 | ) | 137 |
| 234 |
| 10 |
| 3 |
| 1 |
| (28 | ) | 442 |
| Pro forma Operating EBITDA 3 | 2,322 |
| 1,015 |
| 1,675 |
| 5,129 |
| 1,388 |
| 1,227 |
| 1,043 |
| 1,133 |
| (818 | ) | 14,114 |
| Depreciation and amortization | 186 |
| 657 |
| 649 |
| 770 |
| 235 |
| 64 |
| 59 |
| 121 |
| 121 |
| 2,862 |
| Total assets | 6,960 |
| 16,256 |
| 11,638 |
| 17,837 |
| 7,592 |
| 1,202 |
| 1,807 |
| 2,832 |
| 13,387 |
| 79,511 |
| Investment in nonconsolidated affiliates | 84 |
| 280 |
| 1,588 |
| 881 |
| 659 |
| 30 |
| — |
| 7 |
| 218 |
| 3,747 |
| Capital expenditures | 222 |
| 404 |
| 232 |
| 2,731 |
| 83 |
| 28 |
| 16 |
| 88 |
| — |
| 3,804 |
|
| | 1. | See Note 6 for information regarding the Company's restructuring programs and other asset related charges. |
| | 2. | A reconciliation of "Income from continuing operations, net of tax" to Operating EBITDA is provided in the table on the following page. |
| | 3. | A reconciliation of "Income from continuing operations, net of tax" to pro forma Operating EBITDA is provided in the table on the following page. |
| | 4. | See Note 16 for information regarding the asbestos-related charge. |
|
Schedule of Reconciliation of Income from Continuing Operations, Net of Tax to Pro Forma Operating EBITDA |
| | | | | Reconciliation of "Income from continuing operations, net of tax" to Operating EBITDA | 2018 | In millions | Income from continuing operations, net of tax | $ | 4,004 |
| + Provision for income taxes on continuing operations | 1,489 |
| Income from continuing operations before income taxes | $ | 5,493 |
| + Depreciation and amortization | 5,918 |
| - Interest income 1 | 210 |
| + Interest expense and amortization of debt discount | 1,504 |
| - Foreign exchange gains (losses), net 1, 2 | (184 | ) | EBITDA | $ | 12,889 |
| - Significant items | (5,404 | ) | Operating EBITDA | $ | 18,293 |
|
| | 1. | Included in "Sundry income (expense) - net." |
2. Excludes a $50 million pretax foreign exchange loss significant item related to adjustments to Historical DuPont's foreign currency exchange contracts as a result of U.S. tax reform during the twelve months ended December 31, 2018.
| | | | | | | | Reconciliation of "Income from continuing operations, net of tax" to Pro Forma Operating EBITDA | 2017 | 2016 | In millions | Income from continuing operations, net of tax | $ | 1,669 |
| $ | 4,404 |
| + Provision (Credit) for income taxes on continuing operations | (476 | ) | 9 |
| Income from continuing operations before income taxes | $ | 1,193 |
| $ | 4,413 |
| + Depreciation and amortization | 3,969 |
| 2,862 |
| - Interest income 1 | 147 |
| 107 |
| + Interest expense and amortization of debt discount | 1,082 |
| 858 |
| - Foreign exchange gains (losses), net 1 | (63 | ) | (126 | ) | + Pro forma adjustments | 3,179 |
| 4,298 |
| Pro forma EBITDA | $ | 9,339 |
| $ | 12,450 |
| - Adjusted significant items 2 | (6,827 | ) | (1,664 | ) | Pro forma Operating EBITDA | $ | 16,166 |
| $ | 14,114 |
|
| | 1. | Included in "Sundry income (expense) - net." |
| | 2. | Significant items, excluding the impact of one-time transaction costs directly attributable to the Merger and reflected in the pro forma adjustments. |
|
Schedule of Certain Items by Segment |
The following tables summarize the pretax impact of significant items and adjusted significant items by segment that are excluded from Operating EBITDA and pro forma Operating EBITDA: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Significant Items by Segment for 2018 | Agri-culture | Perf. Materials & Coatings | Ind. Interm. & Infrast. | Pack. & Spec. Plastics | Elect. & Imaging | Nutrition & Biosciences | Transp. & Adv. Polymers | Safety & Const. | Corp. | Total | In millions | Net loss on divestitures and change in joint venture ownership 1 | $ | 22 |
| $ | (20 | ) | $ | 20 |
| $ | — |
| $ | (27 | ) | $ | — |
| $ | — |
| $ | (14 | ) | $ | — |
| $ | (19 | ) | Integration and separation costs 2 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (2,463 | ) | (2,463 | ) | Inventory step-up amortization 3 | (1,554 | ) | — |
| — |
| (2 | ) | — |
| (67 | ) | — |
| (5 | ) | — |
| (1,628 | ) | Restructuring, goodwill impairment and asset related charges - net 4, 5 | (479 | ) | (21 | ) | (11 | ) | (46 | ) | (2 | ) | (29 | ) | (6 | ) | (24 | ) | (491 | ) | (1,109 | ) | Loss on early extinguishment of debt 6 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (135 | ) | (135 | ) | Income tax related item 7 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (50 | ) | (50 | ) | Total | $ | (2,011 | ) | $ | (41 | ) | $ | 9 |
| $ | (48 | ) | $ | (29 | ) | $ | (96 | ) | $ | (6 | ) | $ | (43 | ) | $ | (3,139 | ) | $ | (5,404 | ) |
| | 1. | Includes a gain related to Historical Dow's sale of its equity interest in MEGlobal, a gain related to Agriculture asset sales and a loss related to post-closing adjustments on the Dow Silicones ownership restructure. |
| | 2. | Integration and separation costs related to post-Merger integration and Intended Business Separation activities, and costs related to the ownership restructure of Dow Silicones. |
| | 3. | Includes the fair value step-up of Historical DuPont's inventories as a result of the Merger and the acquisition of the H&N Business. See Note 3 for additional information. |
| | 4. | Includes Board approved restructuring plans and asset related charges, which include other asset impairments. See Note 6 for additional information. Also includes net favorable adjustments of $14 million related to prior Historical Dow and Historical DuPont restructuring programs and other asset-related charges. |
| | 5. | Includes a $4 million dollar restructuring charge related to an equity affiliate of Transportation & Advanced Polymers that is reflected in "Equity in earnings of nonconsolidated affiliates" in the consolidated financial statements. |
| | 6. | Historical Dow and Historical DuPont retired outstanding notes payable resulting in a loss on early extinguishment. See Note 15 for additional information. |
| | 7. | Includes a foreign exchange loss related to adjustments to Historical DuPont's foreign currency exchange contracts as a result of U.S. tax reform. |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Adjusted Significant Items by Segment for 2017 (Pro Forma) | Agri-culture | Perf. Materials & Coatings | Ind. Interm. & Infrast. | Pack. & Spec. Plastics | Elect. & Imaging | Nutrition & Biosciences | Transp. & Adv. Polymers | Safety & Const. | Corp. | Total | In millions | Gains on sales of businesses/entities 1 | $ | 635 |
| $ | — |
| $ | — |
| $ | 227 |
| $ | — |
| $ | 162 |
| $ | — |
| $ | — |
| $ | 7 |
| $ | 1,031 |
| Integration and separation costs 2 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (1,499 | ) | (1,499 | ) | Inventory step-up amortization 3 | (425 | ) | — |
| — |
| (120 | ) | (144 | ) | (404 | ) | (212 | ) | (178 | ) | — |
| (1,483 | ) | Litigation related charges, awards and adjustments 4 | (469 | ) | — |
| — |
| 137 |
| — |
| — |
| — |
| — |
| — |
| (332 | ) | Restructuring, goodwill impairment and asset related charges - net 5 | (134 | ) | (1,578 | ) | (17 | ) | (716 | ) | (128 | ) | (7 | ) | (6 | ) | (318 | ) | (690 | ) | (3,594 | ) | Settlement and curtailment items 6 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (892 | ) | (892 | ) | Transaction costs and productivity actions 7 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (58 | ) | (58 | ) | Total | $ | (393 | ) | $ | (1,578 | ) | $ | (17 | ) | $ | (472 | ) | $ | (272 | ) | $ | (249 | ) | $ | (218 | ) | $ | (496 | ) | $ | (3,132 | ) | $ | (6,827 | ) |
| | 1. | Includes the sale of the DAS Divested Ag Business ($635 million), the sale of Historical Dow's EAA Business ($227 million), the sale of Historical DuPont's global food safety diagnostic business ($162 million) and post-closing adjustments on the split-off of Historical Dow's chlorine value chain ($7 million). See Note 5 for additional information. |
| | 2. | Integration and separation costs related to the Merger, post-Merger integration and Intended Business Separation activities, and costs related to the ownership restructure of Dow Silicones. |
| | 3. | Includes the fair value step-up of Historical DuPont's inventories as a result of the Merger and the acquisition of the H&N Business of $1,469 million and the amortization of a basis difference related to the fair value step-up of inventories of $14 million. See Note 3 for additional information. |
| | 4. | Includes an arbitration matter with Bayer CropScience ($469 million charge) and a patent infringement matter with Nova Chemicals Corporation ($137 million gain). See Note 16 for additional information. |
| | 5. | Includes Board approved restructuring plans, goodwill impairment and asset related charges, which includes other asset impairments. See Note 6 for additional information. |
| | 6. | Includes a settlement charge related to the payment of plan obligations to certain participants of a Historical Dow U.S. non-qualified pension plan as a result of the Merger. See Note 19 for additional information. |
| | 7. | Includes implementation costs associated with Historical Dow's restructuring programs and other productivity actions. |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Adjusted Significant Items by Segment for 2016 (Pro Forma) | Agri-culture | Perf. Materials & Coatings | Ind. Interm. & Infrast. | Pack. & Spec. Plastics | Elect. & Imaging | Nutrition & Biosciences | Transp. & Adv. Polymers | Safety & Const. | Corp. | Total | In millions | Asbestos-related charge 1 | $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | (1,113 | ) | $ | (1,113 | ) | Charge for the termination of a terminal use agreement 2 | — |
| — |
| — |
| (117 | ) | — |
| — |
| — |
| — |
| — |
| (117 | ) | Settlement and curtailment items 3 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| 382 |
| 382 |
| Customer claims adjustment/ recovery 4 | 53 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| 53 |
| Environmental charges 5 | (2 | ) | — |
| (1 | ) | (2 | ) | — |
| — |
| — |
| — |
| (290 | ) | (295 | ) | Gains on sales of businesses/entities 6 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| 375 |
| 375 |
| Impact of Dow Silicones ownership restructure 7 | — |
| 1,389 |
| — |
| — |
| 438 |
| — |
| 279 |
| — |
| — |
| 2,106 |
| Integration and separation costs 8 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (476 | ) | (476 | ) | Litigation related charges, awards and adjustments 9 | — |
| 16 |
| (1,235 | ) | — |
| 4 |
| — |
| 7 |
| — |
| — |
| (1,208 | ) | Restructuring, goodwill impairment and asset related charges - net 10 | (96 | ) | (42 | ) | (83 | ) | (10 | ) | (2 | ) | (162 | ) | (7 | ) | — |
| (774 | ) | (1,176 | ) | Transaction costs and productivity actions 11 | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (195 | ) | (195 | ) | Total | $ | (45 | ) | $ | 1,363 |
| $ | (1,319 | ) | $ | (129 | ) | $ | 440 |
| $ | (162 | ) | $ | 279 |
| $ | — |
| $ | (2,091 | ) | $ | (1,664 | ) |
| | 1. | Pretax charge related to Historical Dow's election to change its method of accounting for asbestos-related defense costs from expensing as incurred to estimating and accruing a liability. As a result of this accounting policy change, Historical Dow recorded a pretax charge of $1,009 million for asbestos-related defense costs through the terminal date of 2049. Historical Dow also recorded a pretax charge of $104 million to increase the asbestos-related liability for pending and future claims through the terminal date of 2049. See Note 16 for additional information. |
| | 2. | Pretax charge related to Historical Dow's termination of a terminal use agreement. |
| | 3. | Pretax curtailment gain related to changes to Historical DuPont's U.S. pension plan and U.S. other postretirement benefits plan. |
| | 4. | Includes a reduction in customer claims accrual ($23 million) and insurance recoveries for recovery of costs for customer claims ($30 million) related to the use of Historical DuPont's IMPRELIS® herbicide. |
| | 5. | Pretax charge for environmental remediation activities at a number of Historical Dow locations, primarily resulting from the culmination of negotiations with regulators and/or final agency approval. See Note 16 for additional information. |
| | 6. | Includes a gain for post-closing adjustments on the split-off of the chlorine value chain ($6 million) and the sale of the Historical DuPont (Shenzhen) Manufacturing Limited entity ($369 million). |
| | 7. | Includes a non-taxable gain of $2,445 million related to the Dow Silicones ownership restructure; a $317 million charge for the fair value step-up of inventories; and, a pretax loss of $22 million related to the early redemption of debt incurred by Dow Silicones. See Note 3 for additional information. |
| | 8. | Integration and separation costs related to the Merger and the ownership restructure of Dow Silicones. |
| | 9. | Includes a loss of $1,235 million related to Historical Dow's settlement of the urethane matters class action lawsuit and the opt-out cases litigation and a gain of $27 million related to a decrease in Dow Silicones' implant liability. See Note 16 for additional information. |
| | 10. | Includes Historical Dow and Historical DuPont restructuring activities. See Note 6 for additional information. Also includes a pretax charge related to AgroFresh, including a partial impairment of Historical Dow’s investment in AFSI ($143 million) and post-closing adjustments related to non-cash consideration ($20 million); a pretax charge for the write-down of Historical DuPont's indefinite lived intangible assets ($158 million) related to the realignment of brand marketing strategies and a determination to phase out the use of certain acquired trade names; and, a pretax charge related to the write-down of Historical DuPont's uncompleted enterprise resource planning system ($435 million). |
| | 11. | Includes implementation costs associated with Historical Dow's restructuring programs and other productivity actions of $162 million and a charge of $33 million for a retained litigation matter related to the chlorine value chain. |
|