x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware | 51-0014090 | |
(State or other Jurisdiction of | (I.R.S. Employer | |
Incorporation or Organization) | Identification No.) |
Large Accelerated Filer x | Accelerated Filer o | |
Non-Accelerated Filer o | Smaller reporting company o |
Page | |||
Unregistered Sales of Equity Securities and Use of Proceeds: Issuer Purchases of Equity Securities | |||
Item 1. | CONSOLIDATED FINANCIAL STATEMENTS |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Net sales | $ | 10,408 | $ | 10,180 | ||
Other income, net | 92 | 14 | ||||
Total | 10,500 | 10,194 | ||||
Cost of goods sold and other operating charges | 7,105 | 6,816 | ||||
Selling, general and administrative expenses | 983 | 955 | ||||
Research and development expense | 521 | 508 | ||||
Interest expense | 117 | 114 | ||||
Total | 8,726 | 8,393 | ||||
Income from continuing operations before income taxes | 1,774 | 1,801 | ||||
Provision for income taxes on continuing operations | 387 | 392 | ||||
Income from continuing operations after income taxes | 1,387 | 1,409 | ||||
Income from discontinued operations after income taxes | 1,968 | 95 | ||||
Net income | 3,355 | 1,504 | ||||
Less: Net income attributable to noncontrolling interests | 7 | 12 | ||||
Net income attributable to DuPont | $ | 3,348 | $ | 1,492 | ||
Basic earnings per share of common stock: | ||||||
Basic earnings per share of common stock from continuing operations | $ | 1.48 | $ | 1.49 | ||
Basic earnings per share of common stock from discontinued operations | 2.12 | 0.10 | ||||
Basic earnings per share of common stock | $ | 3.60 | $ | 1.60 | ||
Diluted earnings per share of common stock: | ||||||
Diluted earnings per share of common stock from continuing operations | $ | 1.47 | $ | 1.48 | ||
Diluted earnings per share of common stock from discontinued operations | 2.10 | 0.10 | ||||
Diluted earnings per share of common stock | $ | 3.58 | $ | 1.58 | ||
Dividends per share of common stock | $ | 0.43 | $ | 0.41 |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Net income | $ | 3,355 | $ | 1,504 | ||
Other comprehensive income (loss), before tax: | ||||||
Cumulative translation adjustment | (209 | ) | 170 | |||
Net revaluation and clearance of cash flow hedges to earnings: | ||||||
Additions and revaluations of derivatives designated as cash flow hedges | (16 | ) | (2 | ) | ||
Clearance of hedge results to earnings | (10 | ) | (32 | ) | ||
Net revaluation and clearance of cash flow hedges to earnings | (26 | ) | (34 | ) | ||
Pension benefit plans: | ||||||
Net gain (loss) | 56 | (23 | ) | |||
Prior service benefit | — | 22 | ||||
Reclassifications to net income: | ||||||
Amortization of prior service cost | 3 | 4 | ||||
Amortization of loss | 241 | 219 | ||||
Curtailment / settlement loss | 153 | — | ||||
Pension benefit plans, net | 453 | 222 | ||||
Other benefit plans: | ||||||
Net gain | 17 | — | ||||
Reclassifications to net income: | ||||||
Amortization of prior service benefit | (48 | ) | (30 | ) | ||
Amortization of loss | 27 | 22 | ||||
Curtailment / settlement gain | (153 | ) | — | |||
Other benefit plans, net | (157 | ) | (8 | ) | ||
Net unrealized (loss) gain on securities | (2 | ) | 1 | |||
Other comprehensive income, before tax | 59 | 351 | ||||
Income tax expense related to items of other comprehensive income | (75 | ) | (64 | ) | ||
Other comprehensive (loss) income, net of tax | (16 | ) | 287 | |||
Comprehensive income | 3,339 | 1,791 | ||||
Less: Comprehensive income attributable to noncontrolling interests | 7 | 14 | ||||
Comprehensive income attributable to DuPont | $ | 3,332 | $ | 1,777 |
March 31, 2013 | December 31, 2012 | |||||
Assets | ||||||
Current assets | ||||||
Cash and cash equivalents | $ | 6,555 | $ | 4,284 | ||
Marketable securities | 26 | 123 | ||||
Accounts and notes receivable, net | 7,950 | 5,452 | ||||
Inventories | 6,916 | 7,565 | ||||
Prepaid expenses | 268 | 204 | ||||
Deferred income taxes | 699 | 613 | ||||
Assets held for sale | — | 3,076 | ||||
Total current assets | 22,414 | 21,317 | ||||
Property, plant and equipment, net of accumulated depreciation (March 31, 2013 - $19,233; December 31, 2012 - $19,085) | 12,590 | 12,741 | ||||
Goodwill | 4,543 | 4,616 | ||||
Other intangible assets | 4,970 | 5,126 | ||||
Investment in affiliates | 1,169 | 1,163 | ||||
Deferred income taxes | 3,957 | 3,936 | ||||
Other assets | 921 | 960 | ||||
Total | $ | 50,564 | $ | 49,859 | ||
Liabilities and Equity | ||||||
Current liabilities | ||||||
Accounts payable | $ | 3,957 | $ | 4,853 | ||
Short-term borrowings and capital lease obligations | 2,006 | 1,275 | ||||
Income taxes | 945 | 343 | ||||
Other accrued liabilities | 4,615 | 5,997 | ||||
Liabilities related to assets held for sale | — | 1,084 | ||||
Total current liabilities | 11,523 | 13,552 | ||||
Long-term borrowings and capital lease obligations | 11,279 | 10,465 | ||||
Other liabilities | 14,526 | 14,687 | ||||
Deferred income taxes | 921 | 856 | ||||
Total liabilities | 38,249 | 39,560 | ||||
Commitments and contingent liabilities | ||||||
Stockholders’ equity | ||||||
Preferred stock | 237 | 237 | ||||
Common stock, $0.30 par value; 1,800,000,000 shares authorized; Issued at March 31, 2013 - 1,007,234,000; December 31, 2012 - 1,020,057,000 | 302 | 306 | ||||
Additional paid-in capital | 10,394 | 10,655 | ||||
Reinvested earnings | 16,709 | 14,383 | ||||
Accumulated other comprehensive loss | (8,662 | ) | (8,646 | ) | ||
Common stock held in treasury, at cost (87,041,000 shares at March 31, 2013 and December 31, 2012) | (6,727 | ) | (6,727 | ) | ||
Total DuPont stockholders’ equity | 12,253 | 10,208 | ||||
Noncontrolling interests | 62 | 91 | ||||
Total equity | 12,315 | 10,299 | ||||
Total | $ | 50,564 | $ | 49,859 |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Operating activities | ||||||
Net income | $ | 3,355 | $ | 1,504 | ||
Adjustments to reconcile net income to cash used for operating activities: | ||||||
Depreciation | 327 | 349 | ||||
Amortization of intangible assets | 106 | 106 | ||||
Other operating charges and credits - net | (23 | ) | 311 | |||
Gain on sale of business | (2,683 | ) | — | |||
Contributions to pension plans | (110 | ) | (614 | ) | ||
Change in operating assets and liabilities - net | (3,639 | ) | (3,533 | ) | ||
Cash used for operating activities | (2,667 | ) | (1,877 | ) | ||
Investing activities | ||||||
Purchases of property, plant and equipment | (321 | ) | (301 | ) | ||
Investments in affiliates | (18 | ) | (2 | ) | ||
Proceeds from sale of business - net | 4,815 | — | ||||
Proceeds from sales of assets - net | 83 | 4 | ||||
Net decrease in short-term financial instruments | 99 | 248 | ||||
Forward exchange contract settlements | (47 | ) | (87 | ) | ||
Other investing activities - net | (3 | ) | (18 | ) | ||
Cash provided by (used for) investing activities | 4,608 | (156 | ) | |||
Financing activities | ||||||
Dividends paid to stockholders | (405 | ) | (386 | ) | ||
Net increase in borrowings | 1,558 | 2,278 | ||||
Prepayment / Repurchase of common stock | (1,000 | ) | (400 | ) | ||
Proceeds from exercise of stock options | 117 | 389 | ||||
Other financing activities - net | 61 | (36 | ) | |||
Cash provided by financing activities | 331 | 1,845 | ||||
Effect of exchange rate changes on cash | (96 | ) | 12 | |||
Increase / (decrease) in cash and cash equivalents | $ | 2,176 | $ | (176 | ) | |
Cash and cash equivalents at beginning of period | 4,379 | 3,586 | ||||
Cash and cash equivalents at end of period | $ | 6,555 | $ | 3,410 |
Three Months Ended March 31, 2013 | Three Months Ended March 31, 2012 | ||||||||||||||||||
As reported | As reported under LIFO | Change: (Decrease)/Increase | As reported | As reported under LIFO | Change: (Decrease)/Increase | ||||||||||||||
Cost of goods sold and other operating charges | $ | 7,105 | $ | 7,116 | $ | (11 | ) | $ | 6,816 | $ | 6,822 | $ | (6 | ) | |||||
Income from continuing operations before income taxes | 1,774 | 1,763 | 11 | 1,801 | 1,795 | 6 | |||||||||||||
Provision for income taxes on continuing operations | 387 | 384 | 3 | 392 | 392 | — | |||||||||||||
Income from continuing operations after income taxes | 1,387 | 1,379 | 8 | 1,409 | 1,403 | 6 | |||||||||||||
Income from discontinued operations after income taxes | 1,968 | 1,968 | — | 95 | 97 | (2 | ) | ||||||||||||
Net income | $ | 3,355 | $ | 3,347 | $ | 8 | $ | 1,504 | $ | 1,500 | $ | 4 |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Net sales | $ | 331 | $ | 1,050 | ||
Income before income taxes | $ | 2,715 | $ | 144 | ||
Provision for income taxes | 747 | 49 | ||||
Income from discontinued operations after income taxes | $ | 1,968 | $ | 95 |
December 31, 2012 | |||
Cash and cash equivalents | $ | 95 | |
Accounts and notes receivable, net | 783 | ||
Inventories | 488 | ||
Prepaid expenses | 6 | ||
Deferred income taxes - current | 32 | ||
Property, plant and equipment, net of accumulated depreciation | 749 | ||
Goodwill | 808 | ||
Other intangible assets | 67 | ||
Deferred income taxes - noncurrent | 14 | ||
Other assets - noncurrent | 34 | ||
Total assets held for sale | $ | 3,076 | |
Accounts payable | $ | 408 | |
Income taxes | 17 | ||
Other accrued liabilities | 237 | ||
Other liabilities - noncurrent | 388 | ||
Deferred income taxes - noncurrent | 34 | ||
Total liabilities related to assets held for sale | $ | 1,084 |
Employee Separation Costs | Other Non-Personnel Charges1 | Total | |||||||
Balance at December 31, 2012 | $ | 154 | $ | 7 | $ | 161 | |||
Payments | (20 | ) | (3 | ) | (23 | ) | |||
Net translation adjustment | (2 | ) | — | (2 | ) | ||||
Balance as of March 31, 2013 | $ | 132 | $ | 4 | $ | 136 |
1 | Other non-personnel charges consist of contractual obligation costs. |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Cozaar®/Hyzaar® income | $ | 2 | $ | 25 | ||
Royalty income | 37 | 40 | ||||
Interest income | 27 | 23 | ||||
Equity in earnings of affiliates, excluding exchange gains/losses | (7 | ) | 10 | |||
Net gain on sales of other assets | 5 | 5 | ||||
Net exchange gains (losses) 1 | 11 | (81 | ) | |||
Miscellaneous income and expenses, net 2 | 17 | (8 | ) | |||
Other income, net | $ | 92 | $ | 14 |
1 | The company routinely uses foreign currency exchange contracts to offset its net exposures, by currency, related to the foreign currency-denominated monetary assets and liabilities. The objective of this program is to maintain an approximately balanced position in foreign currencies in order to minimize, on an after-tax basis, the effects of exchange rate changes on net monetary asset positions. The net pre-tax exchange gains and losses are recorded in other income, net and the related tax impact is recorded in provision for income taxes on continuing operations on the interim Consolidated Income Statements. The $11 net exchange gain for the three months ended March 31, 2013 includes a $36 exchange loss associated with the devaluation of the Venezuelan bolivar. |
2 | Miscellaneous income and expenses, net, generally includes interest items, insurance recoveries, litigation settlements and other items. |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Numerator: | ||||||
Income from continuing operations after income taxes attributable to DuPont | $ | 1,380 | $ | 1,397 | ||
Preferred dividends | (3 | ) | (3 | ) | ||
Income from continuing operations after income taxes available to DuPont common stockholders | $ | 1,377 | $ | 1,394 | ||
Income from discontinued operations after income taxes | $ | 1,968 | $ | 95 | ||
Net income available to common stockholders | $ | 3,345 | $ | 1,489 | ||
Denominator: | ||||||
Weighted-average number of common shares outstanding - Basic | 928,348,000 | 933,910,000 | ||||
Dilutive effect of the company’s employee compensation plans | 7,042,000 | 10,328,000 | ||||
Weighted-average number of common shares outstanding - Diluted | 935,390,000 | 944,238,000 |
Three Months Ended | ||||
March 31, | ||||
2013 | 2012 | |||
Average number of stock options | 10,384,000 | 10,724,000 |
March 31, 2013 | December 31, 2012 | |||||
Finished products | $ | 4,370 | $ | 4,449 | ||
Semifinished products | 1,867 | 2,407 | ||||
Raw materials, stores and supplies | 1,298 | 1,313 | ||||
7,535 | 8,169 | |||||
Adjustment of inventories to a last-in, first-out (LIFO) basis | (619 | ) | (604 | ) | ||
Total | $ | 6,916 | $ | 7,565 |
March 31, 2013 | December 31, 2012 | |||||||||||||||||
Gross | Accumulated Amortization | Net | Gross | Accumulated Amortization | Net | |||||||||||||
Intangible assets subject to amortization (Definite-lived): | ||||||||||||||||||
Customer lists | $ | 1,810 | $ | (353 | ) | $ | 1,457 | $ | 1,847 | $ | (330 | ) | $ | 1,517 | ||||
Patents | 522 | (138 | ) | 384 | 525 | (127 | ) | 398 | ||||||||||
Purchased and licensed technology | 1,930 | (1,078 | ) | 852 | 1,929 | (1,016 | ) | 913 | ||||||||||
Trademarks | 57 | (29 | ) | 28 | 57 | (29 | ) | 28 | ||||||||||
Other 1 | 205 | (100 | ) | 105 | 206 | (98 | ) | 108 | ||||||||||
4,524 | (1,698 | ) | 2,826 | 4,564 | (1,600 | ) | 2,964 | |||||||||||
Intangible assets not subject to amortization(Indefinite-lived): | ||||||||||||||||||
In-process research and development | 61 | — | 61 | 62 | — | 62 | ||||||||||||
Microbial cell factories 2 | 306 | — | 306 | 306 | — | 306 | ||||||||||||
Pioneer germplasm 3 | 975 | — | 975 | 975 | — | 975 | ||||||||||||
Trademarks/tradenames | 802 | — | 802 | 819 | — | 819 | ||||||||||||
2,144 | — | 2,144 | 2,162 | — | 2,162 | |||||||||||||
Total | $ | 6,668 | $ | (1,698 | ) | $ | 4,970 | $ | 6,726 | $ | (1,600 | ) | $ | 5,126 |
1 | Primarily consists of sales and grower networks, marketing and manufacturing alliances and noncompetition agreements. |
2 | Microbial cell factories, derived from natural microbes, are used to sustainably produce enzymes, peptides and chemicals using natural metabolic processes. The company recognized the microbial cell factories as an intangible asset upon the acquisition of Danisco. This intangible asset is expected to contribute to cash flows beyond the foreseeable future and there are no legal, regulatory, contractual, or other factors which limit its useful life. |
3 | Pioneer germplasm is the pool of genetic source material and body of knowledge gained from the development and delivery stage of plant breeding. The company recognized germplasm as an intangible asset upon the acquisition of Pioneer. This intangible asset is expected to contribute to cash flows beyond the foreseeable future and there are no legal, regulatory, contractual, or other factors which limit its useful life. |
Short-Term | Long-Term | Total | |||||||
Obligations for customers and suppliers1: | |||||||||
Bank borrowings (terms up to 5 years) | $ | 265 | $ | 84 | $ | 349 | |||
Leases on equipment and facilities (terms up to 4 years) | — | $ | 1 | 1 | |||||
Obligations for equity affiliates2: | |||||||||
Bank borrowings (terms up to 2 years) | 182 | 1 | 183 | ||||||
Total | $ | 447 | $ | 86 | $ | 533 |
1 | Existing guarantees for customers and suppliers arose as part of contractual agreements. As of March 31, 2013, approximately $13 of these guarantees relate to customers of the Performance Coatings business, which was sold in February 2013. See Note 2 for additional information. |
2 | Existing guarantees for equity affiliates arose for liquidity needs in normal operations. |
Three Months Ended | Three Months Ended | Affected Line Item in Consolidated Income Statements1 | |||||||||||||||||
March 31, 2013 | March 31, 2012 | ||||||||||||||||||
Pre-Tax | Tax | After-Tax | Pre-Tax | Tax | After-Tax | ||||||||||||||
Cumulative translation adjustment | $ | (209 | ) | $ | — | $ | (209 | ) | $ | 170 | $ | — | $ | 170 | |||||
Net revaluation and clearance of cash flow hedges to earnings: | |||||||||||||||||||
Additions and revaluations of derivatives designated as cash flow hedges | (16 | ) | 7 | (9 | ) | (2 | ) | — | (2 | ) | See (3) below | ||||||||
Clearance of hedge results to earnings: | |||||||||||||||||||
Foreign currency contracts | 4 | (1 | ) | 3 | (3 | ) | 1 | (2 | ) | Net Sales | |||||||||
Commodity contracts | (14 | ) | 5 | (9 | ) | (29 | ) | 12 | (17 | ) | See (2) below | ||||||||
Net revaluation and clearance of cash flow hedges to earnings | (26 | ) | 11 | (15 | ) | (34 | ) | 13 | (21 | ) | |||||||||
Pension benefit plans: | |||||||||||||||||||
Net gain (loss) | 56 | (14 | ) | 42 | (23 | ) | 3 | (20 | ) | See (3) below | |||||||||
Prior service benefit | — | — | — | 22 | (7 | ) | 15 | See (3) below | |||||||||||
Reclassifications to net income: | |||||||||||||||||||
Amortization of prior service cost | 3 | (1 | ) | 2 | 4 | (1 | ) | 3 | See (4) below | ||||||||||
Amortization of loss | 241 | (82 | ) | 159 | 219 | (75 | ) | 144 | See (4) below | ||||||||||
Curtailment loss | 1 | — | 1 | — | — | — | See (4) below | ||||||||||||
Settlement loss | 152 | (45 | ) | 107 | — | — | — | See (4) below | |||||||||||
Pension benefit plans, net | 453 | (142 | ) | 311 | 222 | (80 | ) | 142 | |||||||||||
Other benefit plans: | |||||||||||||||||||
Net gain | 17 | (6 | ) | 11 | — | — | — | See (3) below | |||||||||||
Reclassifications to net income: | |||||||||||||||||||
Amortization of prior service benefit | (48 | ) | 17 | (31 | ) | (30 | ) | 11 | (19 | ) | See (4) below | ||||||||
Amortization of loss | 27 | (9 | ) | 18 | 22 | (8 | ) | 14 | See (4) below | ||||||||||
Curtailment gain | (154 | ) | 54 | (100 | ) | — | — | — | See (4) below | ||||||||||
Settlement loss | 1 | — | 1 | — | — | — | See (4) below | ||||||||||||
Other benefit plans, net | (157 | ) | 56 | (101 | ) | (8 | ) | 3 | (5 | ) | |||||||||
Net unrealized (loss) gain on securities | (2 | ) | — | (2 | ) | 1 | — | 1 | |||||||||||
Other comprehensive income (loss) | $ | 59 | $ | (75 | ) | $ | (16 | ) | $ | 351 | $ | (64 | ) | $ | 287 |
1 | Represents the income statement line item within the interim Consolidated Income Statement affected by the pre-tax reclassification out of other comprehensive income (loss). |
2 | These amounts are included in costs of goods sold and other operating charges. |
3 | These amounts represent changes in accumulated other comprehensive income excluding changes due to reclassifying amounts to the interim Consolidated Income Statements. |
4 | These accumulated other comprehensive income components are included in the computation of net periodic benefit cost of the company's pension and other long-term employee benefit plans. See Note 12 for additional information. |
Cumulative Translation Adjustment | Net Revaluation and Clearance of Cash Flow Hedges to Earnings | Pension Benefit Plans | Other Benefit Plans | Unrealized Gain (Loss) on Securities | Total | |||||||||||||
2013 | ||||||||||||||||||
Balance January 1, 2013 | $ | (167 | ) | $ | 3 | $ | (8,686 | ) | $ | 202 | $ | 2 | $ | (8,646 | ) | |||
Other comprehensive income before reclassifications | (209 | ) | (9 | ) | 42 | 11 | — | (165 | ) | |||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | (6 | ) | 269 | (112 | ) | (2 | ) | 149 | |||||||||
Balance March 31, 2013 | $ | (376 | ) | $ | (12 | ) | $ | (8,375 | ) | $ | 101 | $ | — | $ | (8,662 | ) |
Cumulative Translation Adjustment | Net Revaluation and Clearance of Cash Flow Hedges to Earnings | Pension Benefit Plans | Other Benefit Plans | Unrealized Gain (Loss) on Securities | Total | |||||||||||||
2012 | ||||||||||||||||||
Balance January 1, 2012 | $ | (244 | ) | $ | 41 | $ | (8,276 | ) | $ | (274 | ) | $ | 3 | $ | (8,750 | ) | ||
Other comprehensive income before reclassifications | 170 | (4 | ) | (5 | ) | — | 1 | 162 | ||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | (19 | ) | 147 | (5 | ) | — | 123 | ||||||||||
Balance March 31, 2012 | $ | (74 | ) | $ | 18 | $ | (8,134 | ) | $ | (279 | ) | $ | 4 | $ | (8,465 | ) |
March 31, 2013 | December 31, 2012 | |||||
Derivatives designated as hedging instruments: | ||||||
Interest rate swaps | $ | 1,000 | $ | 1,000 | ||
Foreign currency contracts | 693 | 1,083 | ||||
Commodity contracts | 597 | 753 | ||||
Derivatives not designated as hedging instruments: | ||||||
Foreign currency contracts | 9,839 | 6,733 | ||||
Commodity contracts | 251 | 242 |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Beginning balance | $ | 3 | $ | 41 | ||
Additions and revaluations of derivatives designated as cash flow hedges | (9 | ) | (4 | ) | ||
Clearance of hedge results to earnings | (6 | ) | (19 | ) | ||
Ending balance | $ | (12 | ) | $ | 18 |
Fair Value Using Level 2 Inputs | |||||||
Balance Sheet Location | March 31, 2013 | December 31, 2012 | |||||
Asset derivatives: | |||||||
Derivatives designated as hedging instruments: | |||||||
Interest rate swaps1 | Other assets | $ | 48 | $ | 55 | ||
Foreign currency contracts | Accounts and notes receivable, net | 11 | 7 | ||||
59 | 62 | ||||||
Derivatives not designated as hedging instruments: | |||||||
Foreign currency contracts2 | Accounts and notes receivable, net | 204 | 88 | ||||
Total asset derivatives3 | $ | 263 | $ | 150 | |||
Cash collateral1,2 | Other accrued liabilities | $ | 42 | $ | 44 | ||
Liability derivatives: | |||||||
Derivatives designated as hedging instruments: | |||||||
Foreign currency contracts | Other accrued liabilities | $ | 2 | $ | 10 | ||
Commodity contracts | Other accrued liabilities | 1 | — | ||||
3 | 10 | ||||||
Derivatives not designated as hedging instruments: | |||||||
Foreign currency contracts | Other accrued liabilities | 47 | 76 | ||||
Commodity contracts | Other accrued liabilities | 1 | 1 | ||||
48 | 77 | ||||||
Total liability derivatives3 | $ | 51 | $ | 87 |
1 | Cash collateral held as of March 31, 2013 and December 31, 2012 represents $11 and $13, respectively, related to interest rate swap derivatives designated as hedging instruments. |
2 | Cash collateral held as of March 31, 2013 and December 31, 2012 represents $31, respectively, related to foreign currency derivatives not designated as hedging instruments. |
3 | The company's derivative assets and liabilities subject to enforceable master netting arrangements totaled $30 at March 31, 2013 and $40 at December 31, 2012. |
Amount of Gain (Loss) Recognized in OCI1 (Effective Portion) | Amount of Gain (Loss) Recognized in Income2 | ||||||||||||
Three Months Ended March 31, | 2013 | 2012 | 2013 | 2012 | Income Statement Classification | ||||||||
Derivatives designated as hedging instruments: | |||||||||||||
Fair value hedges: | |||||||||||||
Interest rate swaps | $ | — | $ | — | $ | (7 | ) | $ | (3 | ) | Interest expense3 | ||
Cash flow hedges: | |||||||||||||
Foreign currency contracts | 14 | (10 | ) | (4 | ) | 3 | Net sales | ||||||
Commodity contracts | (30 | ) | 6 | 14 | 29 | See (4) below | |||||||
(16 | ) | (4 | ) | 3 | 29 | ||||||||
Derivatives not designated as hedging instruments: | |||||||||||||
Foreign currency contracts | — | — | 106 | (128 | ) | Other income, net5 | |||||||
Commodity contracts | — | — | 6 | (11 | ) | See (4) below | |||||||
— | — | 112 | (139 | ) | |||||||||
Total derivatives | $ | (16 | ) | $ | (4 | ) | $ | 115 | $ | (110 | ) |
1 | OCI is defined as other comprehensive income (loss). |
2 | For cash flow hedges, this represents the effective portion of the gain (loss) reclassified from accumulated OCI into income during the period. For the three months ended March 31, 2013 and 2012, there was no material ineffectiveness with regard to the company's cash flow hedges. |
3 | Gain (loss) recognized in income of derivative is offset to $0 by gain (loss) recognized in income of the hedged item. |
4 | Amount of gain is recognized within the line item costs of goods sold and other operating charges on the interim Consolidated Income Statements. |
5 | Gain (loss) recognized in other income, net, was partially offset by the related gain (loss) on the foreign currency-denominated monetary assets and liabilities of the company's operations, which were $(95) and $47 for the three months ended March 31, 2013 and 2012, respectively. |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Service cost | $ | 71 | $ | 68 | ||
Interest cost | 273 | 297 | ||||
Expected return on plan assets | (382 | ) | (381 | ) | ||
Amortization of loss | 241 | 219 | ||||
Amortization of prior service cost | 3 | 4 | ||||
Curtailment loss | 1 | — | ||||
Settlement loss | 152 | — | ||||
Net periodic benefit cost | $ | 359 | $ | 207 |
Three Months Ended | ||||||
March 31, | ||||||
2013 | 2012 | |||||
Service cost | $ | 8 | $ | 9 | ||
Interest cost | 33 | 48 | ||||
Amortization of loss | 27 | 22 | ||||
Amortization of prior service benefit | (48 | ) | (30 | ) | ||
Curtailment gain | (154 | ) | — | |||
Settlement loss | 1 | — | ||||
Net periodic benefit cost | $ | (133 | ) | $ | 49 |
Three Months Ended March 31, | Agriculture1 | Electronics & Communications | Industrial Biosciences | Nutrition & Health | Performance Chemicals | Performance Materials | Safety & Protection | Pharm-aceuticals | Other | Total | ||||||||||||||||||||||||||||||
2013 | ||||||||||||||||||||||||||||||||||||||||
Segment sales | $ | 4,669 | $ | 616 | $ | 289 | $ | 868 | $ | 1,585 | $ | 1,559 | $ | 907 | $ | — | $ | 1 | $ | 10,494 | ||||||||||||||||||||
Less: Transfers | 5 | 4 | 3 | — | 54 | 19 | 1 | — | — | 86 | ||||||||||||||||||||||||||||||
Net sales | 4,664 | 612 | 286 | 868 | 1,531 | 1,540 | 906 | — | 1 | 10,408 | ||||||||||||||||||||||||||||||
PTOI | 1,481 | 2 | 49 | 41 | 76 | 251 | 292 | 138 | 4 | (91 | ) | 2,241 | ||||||||||||||||||||||||||||
2012 | ||||||||||||||||||||||||||||||||||||||||
Segment sales | $ | 4,080 | $ | 677 | $ | 288 | $ | 808 | $ | 1,900 | $ | 1,600 | $ | 941 | $ | — | $ | 1 | $ | 10,295 | ||||||||||||||||||||
Less: Transfers | 2 | 4 | 3 | — | 77 | 26 | 3 | — | — | 115 | ||||||||||||||||||||||||||||||
Net sales | 4,078 | 673 | 285 | 808 | 1,823 | 1,574 | 938 | — | 1 | 10,180 | ||||||||||||||||||||||||||||||
PTOI | 1,288 | 2 | 59 | 39 | 79 | 571 | 277 | 159 | 27 | (76 | ) | 2,423 |
1 | As of March 31, 2013, Agriculture net assets were $8,141, an increase of $3,385 from $4,756 at December 31, 2012. The increase was primarily due to higher trade receivables due to normal seasonality in the sales and cash collections cycle. |
2 | Included charges of $(35) and $(50) during the three months ended March 31, 2013 and 2012, respectively, recorded in cost of goods sold and other operating charges associated with the company's process to fairly resolve claims associated with the use of Imprelis®. See Note 9 for additional information. |
Three Months Ended March 31, | ||||||
2013 | 2012 | |||||
Total segment PTOI | $ | 2,241 | $ | 2,423 | ||
Non-operating pension and other postretirement employee benefit costs | (147 | ) | (176 | ) | ||
Net exchange gains (losses), including affiliates | 11 | (81 | ) | |||
Corporate expenses and net interest | (331 | ) | (365 | ) | ||
Income from continuing operations before income taxes | $ | 1,774 | $ | 1,801 |
Item 2. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
• | Fluctuations in energy and raw material prices; |
• | Failure to develop and market new products and optimally manage product life cycles; |
• | Outcome of significant litigation and environmental matters, including those related to divested businesses; |
• | Failure to appropriately manage process safety and product stewardship issues; |
• | Effect of changes in tax, environmental and other laws and regulations or political conditions in the United States of America (U.S.) and other countries in which the company operates; |
• | Conditions in the global economy and global capital markets, including economic factors, such as inflation, deflation and fluctuations in currency exchange rates, interest rates and commodity prices, as well as regulatory requirements; |
• | Impact of business disruptions, including supply disruptions, and security threats, regardless of cause, including acts of sabotage, cyber-attacks, terrorism or war, weather events and natural disasters; |
• | Inability to protect and enforce the company's intellectual property rights; and |
• | Successful integration of acquired businesses and completion of divestitures of underperforming or non-strategic assets or businesses. |
• | Sales of $10.4 billion were up 2 percent, principally reflecting volume growth in the Agriculture segment. A one percent increase in local prices was offset by currency impact. |
• | Agriculture segment earnings increased 15 percent driven by strong volume growth, particularly in North America and Latin America, and higher pricing from new seed and crop protection products. |
• | Total segment pre-tax operating income of $2.2 billion declined 8 percent as Performance Chemicals income decreased $320 million versus first quarter 2012. |
• | Income from continuing operations after income taxes for first quarter 2013 was $1,387 million, down 2 percent versus $1,409 million the same period last year. |
• | Proceeds from the sale of the Performance Coatings segment funded a $1 billion share buyback and strengthened the balance sheet. In addition the company issued $1,250 million of 2.80% Notes due February 15, 2023 and $750 million of 4.15% Notes due February 15, 2043. |
• | Cost productivity gains and restructuring savings are on track to meet or exceed full-year targets. |
Three Months Ended March 31, 2013 | Percent Change Due to: | ||||||||||
Net Sales ($ Billions) | Percent Change vs. 2012 | Local Price | Currency Effect | Volume | |||||||
Worldwide | $ | 10.4 | 2 | 1 | (1 | ) | 2 | ||||
U.S. & Canada | 4.8 | 8 | 4 | — | 4 | ||||||
Europe, Middle East & Africa (EMEA) | 2.7 | (1 | ) | 1 | (1 | ) | (1 | ) | |||
Asia Pacific | 1.8 | (8 | ) | (6 | ) | (2 | ) | — | |||
Latin America | 1.1 | 4 | 4 | (4 | ) | 4 |
Three Months Ended | |||||||||||
March 31, 2013 | Percentage Change Due to: | ||||||||||
Segment Sales ($ Billions) | Percent Change vs. 2012 | Price | Volume | Portfolio and Other | |||||||
Agriculture | $ | 4.7 | 14 | 6 | 8 | — | |||||
Electronics & Communications | 0.6 | (9 | ) | (3 | ) | (6 | ) | — | |||
Industrial Biosciences | 0.3 | — | 1 | (1 | ) | — | |||||
Nutrition & Health | 0.9 | 7 | 5 | 4 | (2 | ) | |||||
Performance Chemicals | 1.6 | (17 | ) | (11 | ) | (6 | ) | — | |||
Performance Materials | 1.6 | (3 | ) | (3 | ) | 1 | (1 | ) | |||
Safety & Protection | 0.9 | (4 | ) | (2 | ) | (2 | ) | — |
(Dollars in millions) | March 31, 2013 | December 31, 2012 | ||||
Cash, cash equivalents and marketable securities | $ | 6,581 | $ | 4,407 | ||
Total debt | 13,285 | 11,740 |
Long-term | Short-term | Outlook | |
Standard & Poor's | A | A-1 | Stable |
Moody’s Investors Service | A2 | P-1 | Stable |
Fitch Ratings | A | F1 | Stable |
Three Months Ended | ||||||
March 31, | ||||||
(Dollars in millions) | 2013 | 2012 | ||||
Cash used for operating activities | $ | (2,667 | ) | $ | (1,877 | ) |
Purchases of property, plant and equipment | (321 | ) | (301 | ) | ||
Free cash flow | $ | (2,988 | ) | $ | (2,178 | ) |
Payments Due In | |||||||||||||||
(Dollars in millions) | Total at March 31, 2013 | Remainder 2013 | 2014 - 2015 | 2016 - 2017 | 2018 and beyond | ||||||||||
License agreements | $ | 2,253 | $ | 103 | $ | 605 | $ | 595 | $ | 950 |
Item 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
Item 1. | LEGAL PROCEEDINGS |
Month | Total Number of Shares Purchased (2) | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Program (2) | Approximate Value of Shares that May Yet Be Purchased Under the Program(1),(2) (Dollars in millions) | ||||
February | 16,938,387 | See (2) Below | 16,938,387 | $ | 200 | |||
Total | 16,938,387 | 16,938,387 |
1 | Represents approximate value of shares that may yet be purchased under the 2012 plan. |
2 | Includes initial share delivery under the ASR agreement which represents 80% of the $1 billion notional amount of the ASR agreement. The purchase price per share and final number of shares retired will be determined using the volume-weighted average price of the company's common stock over the term of the ASR agreement. The 2012 plan will be completed in the second quarter 2013. |
Item 6. | EXHIBITS |
E. I. DU PONT DE NEMOURS AND COMPANY | ||
(Registrant) | ||
Date: | April 23, 2013 | |
By: | /s/ Nicholas C. Fanandakis | |
Nicholas C. Fanandakis | ||
Executive Vice President and | ||
Chief Financial Officer | ||
(As Duly Authorized Officer and | ||
Principal Financial and Accounting Officer) |
Exhibit Number | Description | |
3.1 | Company’s Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the company’s Annual Report on Form 10-K for the year ended December 31, 2012). | |
3.2 | Company’s Bylaws, as last amended effective November 1, 2009 (incorporated by reference to Exhibit 3.2 to the company’s Annual Report on Form 10-K for the year ended December 31, 2009). | |
4 | The company agrees to provide the Commission, on request, copies of instruments defining the rights of holders of long-term debt of the company and its subsidiaries. | |
10.1* | The DuPont Stock Accumulation and Deferred Compensation Plan for Directors, as last amended effective January 1, 2009 (incorporated by reference to Exhibit 10.1 to the company’s Annual Report on Form 10-K for the year ended December 31, 2008). | |
10.2* | Company’s Supplemental Retirement Income Plan, as last amended effective June 4, 1996 (incorporated by reference to Exhibit 10.2 to the company’s Annual Report on Form 10-K for the year ended December 31, 2011). | |
10.3* | Company’s Pension Restoration Plan, as restated effective July 17, 2006 (incorporated by reference to Exhibit 10.3 to the company’s Quarterly Report on Form 10-Q for the period ended June 30, 2011). | |
10.4* | Company’s Rules for Lump Sum Payments, as last amended effective December 20, 2007 (incorporated by reference to Exhibit 10.4 to the company’s Quarterly Report on Form 10-Q for the period ended June 30, 2011). | |
10.5* | Company’s Stock Performance Plan, as last amended effective January 25, 2007 (incorporated by reference to Exhibit 10.5 to the company’s Annual Report on Form 10-K for the year ended December 31, 2011). | |
10.6* | Company’s Equity and Incentive Plan as amended and restated effective March 2, 2011 and approved by the company’s shareholders on April 27, 2011 (incorporated by reference to pages B1-B15 of the company’s Annual Meeting Proxy Statement dated March 18, 2011). | |
10.7* | Form of Award Terms under the company’s Equity and Incentive Plan (incorporated by reference to Exhibit 10.8 to the company’s Quarterly Report on Form 10-Q for the period ended March 31, 2009). | |
10.8* | Company’s Retirement Savings Restoration Plan, as last amended effective January 1, 2013 (incorporated by reference to Exhibit 10.8 to the company’s Annual Report on Form 10-K for the year ended December 31, 2012). | |
10.9* | Company’s Retirement Income Plan for Directors, as last amended January 2011 (incorporated by reference to Exhibit 10.9 to the company's Quarterly Report on Form 10-Q for the period ended March 31, 2012). |
Exhibit Number | Description | |
10.10* | Company’s Management Deferred Compensation Plan, adopted on May 2, 2008, as last amended May 12, 2010 (incorporated by reference to Exhibit 10.11 to the company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010). | |
10.11* | Supplemental Deferral Terms for Deferred Long Term Incentive Awards and Deferred Variable Compensation Awards (incorporated by reference to Exhibit 10.15 to the company’s Annual Report on Form 10-K for the year ended December 31, 2008). | |
10.12* | Purchase Agreement dated as of August 30, 2012, by and between E.I. du Pont de Nemours and Company and Flash Bermuda Co. Ltd. (incorporated by reference to Exhibit 2.1 to the company's Current Report on Form 8-K filed on September 4, 2012) (the "Purchase Agreement"). The company agrees to furnish supplementally a copy of any omitted schedules to the Commission upon request. | |
10.13* | Amendment to purchase Agreement, dated as of January 31, 2013, by and between E. I. du Pont de Nemours and Company and Flash Bermuda Co. Ltd. (incorporated by reference to Exhibit 10.13 to the company's Annual Report on Form 10-K for the year ended December 31, 2012). | |
12 | Computation of Ratio of Earnings to Fixed Charges. | |
18.1 | Preferability Letter of Independent Registered Public Accounting Firm | |
31.1 | Rule 13a-14(a)/15d-14(a) Certification of the company’s Principal Executive Officer. | |
31.2 | Rule 13a-14(a)/15d-14(a) Certification of the company’s Principal Financial Officer. | |
32.1 | Section 1350 Certification of the company’s Principal Executive Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended. | |
32.2 | Section 1350 Certification of the company’s Principal Financial Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended. | |
95 | Mine Safety Disclosures. | |
101.INS | XBRL Instance Document | |
101.SCH | XBRL Taxonomy Extension Schema Document | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
Three Months Ended March 31, | |||||||
2013 | 2012 | ||||||
Income from continuing operations before income taxes | $ | 1,774 | $ | 1,801 | |||
Adjustment for companies accounted for by the equity method | 8 | 2 | |||||
Less: Capitalized interest | (10 | ) | (11 | ) | |||
Add: Amortization of capitalized interest | 9 | 9 | |||||
1,781 | 1,801 | ||||||
Fixed charges: | |||||||
Interest and debt expense | 117 | 114 | |||||
Capitalized interest | 10 | 11 | |||||
Rental expense representative of interest factor | 30 | 26 | |||||
157 | 151 | ||||||
Total adjusted earnings available for payment of fixed charges | $ | 1,938 | $ | 1,952 | |||
Number of times fixed charges earned | 12.3 | 12.9 |
1. | I have reviewed this report on Form 10-Q for the period ended March 31, 2013 of E. I. du Pont de Nemours and Company; |
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 the 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. |
Date: | April 23, 2013 |
By: | /s/ Ellen J. Kullman |
Ellen J. Kullman | |
Chief Executive Officer and | |
Chair of the Board |
1. | I have reviewed this report on Form 10-Q for the period ended March 31, 2013 of E. I. du Pont de Nemours and Company; |
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 the 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. |
Date: | April 23, 2013 |
By: | /s/ Nicholas C. Fanandakis |
Nicholas C. Fanandakis | |
Executive Vice President and | |
Chief Financial Officer |
(1) | The Report fully complies with the requirements of Section 13(a) or Section 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/ Ellen J. Kullman |
Ellen J. Kullman |
Chief Executive Officer |
April 23, 2013 |
(1) | The Report fully complies with the requirements of Section 13(a) or Section 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/ Nicholas C. Fanandakis |
Nicholas C. Fanandakis |
Chief Financial Officer |
April 23, 2013 |
Mine (MSHA Identification Number) | Section 104 S&S1 Citations (#) | Section104(b) Orders (#) | Section 104(d) Citations and Orders (#) | Section 110(b)(2) Violations (#) | Section 107(a) Orders (#) | Total Dollar Value of MSHA Assessments Proposed ($) | Total Number of Mining Related Fatalities (#) | Received Notice of Pattern of Violations Under Section 104(e) (yes/no) | Received Notice of Potential to Have Pattern Under Section 104(e) (yes/no) | Legal Actions Pending as of Last Day of Period (#) | Legal Actions Initiated During Period (#) | Legal Actions Resolved During Period (#) | |||||||||||||
Starke, FL (0800225) | — | — | — | — | — | $ | 1,184 | — | No | No | — | — | 4 | 2 |
1 | S&S refers to significant and substantial violations of mandatory health or safety standards under section 104 of the Mine Act. |
2 | In first quarter 2013, four legal actions were resolved which resulted in 7 S&S designations from citations issued in 2012 being deleted. |
Other Income, Net (Schedule of Other Income) (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | |||||||
---|---|---|---|---|---|---|---|---|
Mar. 31, 2013
|
Mar. 31, 2012
|
|||||||
Component of Other Income, Nonoperating [Line Items] | ||||||||
Net exchange gains (losses) | $ 11 | $ (81) | ||||||
Total | 92 | 14 | ||||||
Other Income [Member]
|
||||||||
Component of Other Income, Nonoperating [Line Items] | ||||||||
Cozaar/Hyzaar income | 2 | 25 | ||||||
Royalty income | 37 | 40 | ||||||
Interest income | 27 | 23 | ||||||
Equity in earnings affiliates, Excluding Exchange Gains / Losses | (7) | 10 | ||||||
Net gains on sales of other assets | 5 | 5 | ||||||
Net exchange gains (losses) | 11 | [1] | (81) | [1] | ||||
Miscellaneous income and expenses, net | 17 | [2] | (8) | [2] | ||||
Total | 92 | 14 | ||||||
ForeignCurrencyLossDuetoDevaluation [Member]
|
||||||||
Component of Other Income, Nonoperating [Line Items] | ||||||||
Net exchange gains (losses) | $ 36 | |||||||
|
Financial Instruments (Cash Equivalents) (Narrative) (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2013
|
Dec. 31, 2012
|
---|---|---|
Fair Value, Inputs, Level 1 [Member]
|
||
Fair value of cash equivalents | $ 2,147 | $ 0 |
Fair Value, Inputs, Level 2 [Member]
|
||
Fair value of cash equivalents | $ 2,819 | $ 2,026 |
Commitments and Contingent Liabilities (Litigation) (Narrative) (Details) (USD $)
In Millions, unless otherwise specified |
1 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 3 Months Ended | ||||
---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2013
PFOA Matters [Member]
|
Jul. 31, 2005
PFOA Matters: Drinking Water Actions [Member]
|
Mar. 31, 2013
PFOA Matters: Drinking Water Actions [Member]
|
Dec. 31, 2004
PFOA Matters: Drinking Water Actions [Member]
resident
|
Jan. 31, 2012
PFOA Matters: Drinking Water Actions [Member]
|
Dec. 31, 2012
Monsanto Patent Dispute [Member]
|
Mar. 31, 2013
Monsanto Fixed Royalty Payments 2014 - 2017 [Member]
|
Mar. 31, 2013
Monsanto per Unit Royalty Payments 2018 - 2023 [Member]
|
Mar. 31, 2013
Titanium Dioxide Antitrust Litigation [Member]
|
|
Loss Contingencies [Line Items] | |||||||||
Loss contingency accrual, at carrying value | $ 15 | ||||||||
Binding settlement agreement, class size | 80,000 | ||||||||
Plaintiffs attorney fees | 23 | ||||||||
Community health project | 70 | ||||||||
Escrow deposit | 1 | ||||||||
Loss contingency, potential additional loss | 235 | ||||||||
Lawsuits alleging personal injury | 42 | ||||||||
Lawsuits alleging wrongful death | 2 | ||||||||
Increase in lawsuits alleging personal injury | 17 | ||||||||
Increase in lawsuits alleging wrongful death | 1 | ||||||||
Jury awarded damages | 1,000 | ||||||||
Payments under license agreements | $ 802 | $ 950 | |||||||
Lawsuits alleging antitrust violations | 2 |
Financial Instruments (Notional Amounts of Derivatives) (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2013
|
Dec. 31, 2012
|
---|---|---|
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
|
||
Derivative [Line Items] | ||
Notional amount of interest rate swaps | $ 1,000 | $ 1,000 |
Designated as Hedging Instrument [Member] | Foreign Currency Contract [Member]
|
||
Derivative [Line Items] | ||
Notional amount of foreign currency contracts | 693 | 1,083 |
Designated as Hedging Instrument [Member] | Commodity Contract [Member]
|
||
Derivative [Line Items] | ||
Notional amount of commodity contracts | 597 | 753 |
Not Designated as Hedging Instrument [Member] | Foreign Currency Contract [Member]
|
||
Derivative [Line Items] | ||
Notional amount of foreign currency contracts | 9,839 | 6,733 |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member]
|
||
Derivative [Line Items] | ||
Notional amount of commodity contracts | $ 251 | $ 242 |
Commitments and Contingent Liabilities (Guarantees) (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | ||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2013
|
Dec. 31, 2012
|
Mar. 31, 2013
Indemnification Agreements [Member]
|
Dec. 31, 2012
Indemnification Agreements [Member]
|
Mar. 31, 2013
Customer and Supplier Guarantee [Member]
|
Mar. 31, 2013
Customer and Supplier Guarantee, Bank Borrowings [Member]
Y
|
Mar. 31, 2013
Customer and Supplier Guarantee, Equipment and Facility Leases [Member]
Y
|
Mar. 31, 2013
Equity Affiliates, Bank Borrowings [Member]
Y
|
Mar. 31, 2013
Guaranteed Obligations, Short-Term [Member]
|
Mar. 31, 2013
Guaranteed Obligations, Short-Term [Member]
Customer and Supplier Guarantee, Bank Borrowings [Member]
|
Mar. 31, 2013
Guaranteed Obligations, Short-Term [Member]
Customer and Supplier Guarantee, Equipment and Facility Leases [Member]
|
Mar. 31, 2013
Guaranteed Obligations, Short-Term [Member]
Equity Affiliates, Bank Borrowings [Member]
|
Mar. 31, 2013
Guaranteed Obligations, Long-Term [Member]
|
Mar. 31, 2013
Guaranteed Obligations, Long-Term [Member]
Customer and Supplier Guarantee, Bank Borrowings [Member]
|
Mar. 31, 2013
Guaranteed Obligations, Long-Term [Member]
Customer and Supplier Guarantee, Equipment and Facility Leases [Member]
|
Mar. 31, 2013
Guaranteed Obligations, Long-Term [Member]
Equity Affiliates, Bank Borrowings [Member]
|
Mar. 31, 2013
Performance Coatings [Member]
Customer and Supplier Guarantee [Member]
|
|||||||||||||||
Guarantor Obligations [Line Items] | |||||||||||||||||||||||||||||||
Indemnifications, carrying amount | $ 31 | $ 31 | |||||||||||||||||||||||||||||
Guarantee obligations | $ 533 | $ 535 | $ 350 | [1] | $ 349 | [1] | $ 1 | [1] | $ 183 | [2] | $ 447 | $ 265 | [1] | $ 0 | [1] | $ 182 | [2] | $ 86 | $ 84 | [1] | $ 1 | [1] | $ 1 | [2] | $ 13 | ||||||
Collateral assets and personal guarantees percentage | 51.00% | ||||||||||||||||||||||||||||||
Guaranteed obligations, maximum term | 5 | 4 | 2 | ||||||||||||||||||||||||||||
|
Financial Instruments (Schedule of the Fair Value of Derivative Instruments) (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2013
|
Dec. 31, 2012
|
||||||||
---|---|---|---|---|---|---|---|---|---|---|
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Derivative, Fair Value, Amount Offset Against Collateral, Net | $ 30 | $ 40 | ||||||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Asset derivatives | 263 | [1] | 150 | [1] | ||||||
Liability derivatives | 51 | [1] | 87 | [1] | ||||||
Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Asset derivatives | 59 | 62 | ||||||||
Liability derivatives | 3 | 10 | ||||||||
Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Liability derivatives | 48 | 77 | ||||||||
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Cash collateral | 11 | 13 | ||||||||
Foreign Currency Contract [Member] | Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Cash collateral | 31 | 31 | ||||||||
Other Assets [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Asset derivatives | 48 | [2] | 55 | [2] | ||||||
Accounts and Notes Receivable [Member] | Foreign Currency Contract [Member] | Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Asset derivatives | 11 | 7 | ||||||||
Accounts and Notes Receivable [Member] | Foreign Currency Contract [Member] | Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Asset derivatives | 204 | [3] | 88 | [3] | ||||||
Other accrued liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Cash collateral | 42 | [2],[3] | 44 | [2],[3] | ||||||
Other accrued liabilities [Member] | Foreign Currency Contract [Member] | Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Liability derivatives | 2 | 10 | ||||||||
Other accrued liabilities [Member] | Foreign Currency Contract [Member] | Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Liability derivatives | 47 | 76 | ||||||||
Other accrued liabilities [Member] | Commodity Contract [Member] | Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Liability derivatives | 1 | 0 | ||||||||
Other accrued liabilities [Member] | Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
|
||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||
Liability derivatives | $ 1 | $ 1 | ||||||||
|
Inventories (Tables)
|
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2013
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Inventory, Net [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Inventories |
|
Stockholders' Equity (Narrative) (Details) (USD $)
In Millions, unless otherwise specified |
1 Months Ended | 3 Months Ended | 6 Months Ended | 1 Months Ended | 132 Months Ended | 1 Months Ended | 23 Months Ended | ||
---|---|---|---|---|---|---|---|---|---|
Feb. 28, 2013
|
Mar. 31, 2012
|
Jun. 30, 2012
|
Feb. 28, 2013
December 2012 Buyback Plan [Member]
|
Dec. 31, 2012
December 2012 Buyback Plan [Member]
|
Jun. 30, 2001
June 2001 Buyback Plan [Member]
|
Jun. 30, 2012
June 2001 Buyback Plan [Member]
|
Apr. 30, 2011
April 2011 Buyback Plan [Member]
|
Mar. 31, 2013
April 2011 Buyback Plan [Member]
|
|
Equity, Class of Treasury Stock [Line Items] | |||||||||
Stock Repurchase Program, Authorized Amount | $ 1,000 | $ 2,000 | $ 2,000 | ||||||
DPC Sale Proceeds Used for Share Repurchase | 1,000 | ||||||||
Prepayment for the repurchase of common stock | 400 | 1,000 | |||||||
Stock Repurchased and Retired During Period, Shares | 7.8 | 16.9 | 42.0 | 5.5 | |||||
PercentageofShareRepurchaseAgreementCompleted | 80.00% | ||||||||
Stock Repurchased and Retired During Period, Value | $ 284 |
Earnings Per Share of Common Stock (Schedule of Average Number of Antidilutive Stock Options) (Details) (Stock Options [Member])
In Thousands, unless otherwise specified |
3 Months Ended | |
---|---|---|
Mar. 31, 2013
|
Mar. 31, 2012
|
|
Stock Options [Member]
|
||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Average number of stock options | 10,384 | 10,724 |
Employee Separation / Asset Related Charges, Net (2012 Restructuring Program) (Narrative) (Details) (USD $)
In Millions, unless otherwise specified |
Mar. 31, 2013
|
---|---|
Restructuring Cost and Reserve [Line Items] | |
Restructuring Reserve | $ 136 |
Segment Information (Schedule of Segment Information) (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | 21 Months Ended | 3 Months Ended | 3 Months Ended | |||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2013
|
Mar. 31, 2012
|
Mar. 31, 2013
Imprelis [Member]
|
Mar. 31, 2013
Imprelis [Member]
|
Mar. 31, 2013
Agriculture [Member]
|
Mar. 31, 2012
Agriculture [Member]
|
Dec. 31, 2012
Agriculture [Member]
|
Mar. 31, 2013
Agriculture [Member]
Imprelis [Member]
|
Mar. 31, 2012
Agriculture [Member]
Imprelis [Member]
|
Mar. 31, 2013
Electronics and Communications [Member]
|
Mar. 31, 2012
Electronics and Communications [Member]
|
Mar. 31, 2013
Industrial Biosciences [Member]
|
Mar. 31, 2012
Industrial Biosciences [Member]
|
Mar. 31, 2013
Nutrition and Health [Member]
|
Mar. 31, 2012
Nutrition and Health [Member]
|
Mar. 31, 2013
Performance Chemicals [Member]
|
Mar. 31, 2012
Performance Chemicals [Member]
|
Mar. 31, 2013
Performance Materials [Member]
|
Mar. 31, 2012
Performance Materials [Member]
|
Mar. 31, 2013
Safety and Protection [Member]
|
Mar. 31, 2012
Safety and Protection [Member]
|
Mar. 31, 2013
Pharmaceuticals [Member]
|
Mar. 31, 2012
Pharmaceuticals [Member]
|
Mar. 31, 2013
Other [Member]
|
Mar. 31, 2012
Other [Member]
|
|||||||
Segment sales | $ 10,494 | $ 10,295 | $ 4,669 | [1] | $ 4,080 | [1] | $ 616 | $ 677 | $ 289 | $ 288 | $ 868 | $ 808 | $ 1,585 | $ 1,900 | $ 1,559 | $ 1,600 | $ 907 | $ 941 | $ 0 | $ 0 | $ 1 | $ 1 | |||||||||
Less: Transfers | 86 | 115 | 5 | [1] | 2 | [1] | 4 | 4 | 3 | 3 | 0 | 0 | 54 | 77 | 19 | 26 | 1 | 3 | 0 | 0 | 0 | 0 | |||||||||
Net sales | 10,408 | 10,180 | 4,664 | [1] | 4,078 | [1] | 612 | 673 | 286 | 285 | 868 | 808 | 1,531 | 1,823 | 1,540 | 1,574 | 906 | 938 | 0 | 0 | 1 | 1 | |||||||||
PTOI | 2,241 | 2,423 | 1,481 | [1],[2] | 1,288 | [1],[2] | 49 | 59 | 41 | 39 | 76 | 79 | 251 | 571 | 292 | 277 | 138 | 159 | 4 | 27 | (91) | (76) | |||||||||
Segment net assets | 8,141 | 4,756 | |||||||||||||||||||||||||||||
Increase in net assets | 3,385 | ||||||||||||||||||||||||||||||
Product claims | $ (35) | $ (785) | $ (35) | $ (50) | |||||||||||||||||||||||||||
|
Commitments and Contingent Liabilities (Imprelis) (Narrative) (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | 21 Months Ended |
---|---|---|
Mar. 31, 2013
plantiffs
actions
|
Mar. 31, 2013
plantiffs
actions
|
|
Product Claims [Line Items] | ||
Intended recovery from insurance carriers | $ 100 | $ 100 |
Insurance program limits | 725 | 725 |
Imprelis [Member]
|
||
Product Claims [Line Items] | ||
Individual actions filed | 95 | 95 |
Plaintiffs filed | 195 | 195 |
Plaintiffs' attorney fees to pay per proposed settlement | 7 | 7 |
Product claims | 35 | 785 |
Product claims upper range | $ 900 | $ 900 |
Employee Separation / Asset Related Charges, Net
|
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2013
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Restructuring Charges [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Employee Separation / Asset Related Charges, Net | Employee Separation /Asset Related Charges, Net At March 31, 2013, total liabilities relating to the 2012 restructuring program were $136. A complete discussion of restructuring initiatives is included in the company's 2012 Annual Report in Note 3, "Employee Separation/Asset Related Charges, Net". Account balances for the 2012 restructuring program are summarized below:
The company expects this plan and all related payments to be substantially complete by December 31, 2013 |
Segment Information (Reconciliation to Consolidated Income Statements) (Details) (USD $)
In Millions, unless otherwise specified |
3 Months Ended | |
---|---|---|
Mar. 31, 2013
|
Mar. 31, 2012
|
|
Segment Information | ||
Total segment PTOI | $ 2,241 | $ 2,423 |
Non operating pension and other post retirement employee benefit costs | (147) | (176) |
Net exchange gains (losses), including affiliates | 11 | (81) |
Corporate expenses and net interest | (331) | (365) |
Income from continuing operations before income taxes | $ 1,774 | $ 1,801 |
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