10-Q/A 1 d10qa.txt FORM 10-Q/A PAGE 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2001 or ( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from________ to________ Commission File Number 1-2376 FMC Corporation -------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 94-0479804 ---------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 200 East Randolph Drive, Chicago, Illinois 60601 ----------------------------------------------------- (312) 861-6000 ------------------------------------ (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at March 31, 2001 ---------------------------------------- --------------------------------- Common Stock, par value $0.10 per share 31,116,481 This Amendment is being filed solely for the purpose of correcting a number in Note 13 to the Consolidated Financial Statements that was misstated as a result of a clerical error in the Form 10-Q for FMC Corporation filed on May 15, 2001. PAGE 11 FMC's share of Astaris' earnings is included in the Industrial Chemicals segment. Sales of FMC's phosphorus chemical division, included in revenues, were approximately $73 million for the three months ended March 31, 2000. On February 16, 2000, FMC acquired York International's Northfield Freezing Systems Group ("Northfield") for $39.8 million in cash. Northfield, headquartered in Northfield, MN, is a manufacturer of freezing systems for industrial food processing. Northfield's key products include freezers, coolers, proofers and dehydrators for the food processing industry. Northfield's results have been included in the Food and Transportation Systems segment from the date of acquisition. The company completed several smaller acquisitions and joint ventures during the three-month period ended March 31, 2000. Note 12: Commitments and Contingent Liabilities ------------------------------------------------ In connection with the Astaris' external financing agreement, FMC and Solutia independently contractually agreed to provide Astaris with funding when the joint venture does not achieve certain financial benchmarks. Subsequent to December 31, 2000, the company received notification that based on Astaris' performance to date, payments to Astaris amounting to approximately $16 million will be required by June 2001. This amount has been recorded on the company's consolidated balance sheets as an increase to investments and other current liabilities at March 31, 2001. The company also has certain other contingent liabilities arising from litigation, claims, performance guarantees, leases, and other commitments incident to the ordinary course of business. Management believes that the ultimate resolution of its known contingencies will not materially affect the consolidated financial position, results of operations or cash flows of FMC. Note 13: Segment Information ----------------------------- Three Months Ended March 31 ------------------------------- (In millions) 2001 2000 Revenue ---- ---- ------- Energy Systems $246.8 $ 256.4 Food and Transportation Systems 182.8 185.2 Agricultural Products 134.6 165.8 Specialty Chemicals 116.3 124.9 Industrial Chemicals (1) 198.6 273.8 Eliminations (2.5) (2.5) ------ -------- $876.6 $1,003.6 ====== ======== Income before income taxes -------------------------- Energy Systems $ 9.0 $ 11.0 Food and Transportation Systems 9.4 12.0 Agricultural Products 13.8 13.9 Specialty Chemicals 20.0 19.5 Industrial Chemicals 14.4 34.5 ------ ------ Operating profit 66.6 90.9 Corporate (16.5) (17.4) Other income and (expense), net (3.2) (7.1) Asset impairment (2) (1.3) - Restructuring and other charges (3) (10.2) - Net interest expense (4) (22.9) (23.0) ------ ------ $ 12.5 $ 43.4 ====== ====== A description of the company's segment determination, composition and presentation is included in Note 1 to the company's December 31, 2000 consolidated financial statements. PAGE 24 SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FMC CORPORATION --------------- (Registrant) Date: May 16, 2001 /s/ Ronald D. Mambu ------------ ------------------------------- Vice President, Controller, and duly authorized officer