Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 30, 2019 | |
Document and Entity Information | ||
Entity Registrant Name | Ingredion Inc | |
Entity Central Index Key | 0001046257 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 66,687,329 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Condensed Consolidated Statements of Income | ||
Net sales before shipping and handling costs | $ 1,536 | $ 1,581 |
Less: Shipping and handling costs | 116 | 112 |
Net sales | 1,420 | 1,469 |
Cost of sales | 1,104 | 1,115 |
Gross profit | 316 | 354 |
Operating expenses | 150 | 156 |
Other expense (income), net | 1 | (2) |
Restructuring/impairment charges | 4 | 3 |
Operating income | 161 | 197 |
Financing costs, net | 22 | 16 |
Other, non-operating income | (1) | |
Income before income taxes | 139 | 182 |
Provision for income taxes | 37 | 39 |
Net income | 102 | 143 |
Less: Net income attributable to non-controlling interests | 2 | 3 |
Net income attributable to Ingredion | $ 100 | $ 140 |
Weighted average common shares outstanding: | ||
Basic (in shares) | 66.8 | 72.3 |
Diluted (in shares) | 67.4 | 73.6 |
Earnings per common share of Ingredion: | ||
Basic (in dollars per share) | $ 1.50 | $ 1.94 |
Diluted (in dollars per share) | $ 1.48 | $ 1.90 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Condensed Consolidated Statements of Comprehensive Income | ||
Net income | $ 102 | $ 143 |
Other comprehensive income: | ||
(Losses) on cash flow hedges, net of income tax effect of $3 | (9) | |
Gains on cash flow hedges, net of income tax effect of $5 | 17 | |
Losses on cash flow hedges reclassified to earnings, net of income tax effect of $ — | 2 | |
Losses on cash flow hedges reclassified to earnings, net of income tax effect of $1 | 3 | |
Actuarial (losses) on pension and other postretirement obligations, settlements and plan amendments, net of income tax effect of $ — | (1) | |
Unrealized gains on investments, net of income tax effect of $ — | 1 | |
Currency translation adjustment | 1 | 21 |
Comprehensive income | 96 | 184 |
Less: Comprehensive income attributable to non-controlling interests | 2 | 1 |
Comprehensive income attributable to Ingredion | $ 94 | $ 183 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Condensed Consolidated Statements of Comprehensive Income | ||
(Losses) on cash-flow hedges, income tax effect | $ 3 | |
Gains on cash-flow hedges, income tax effect | $ (5) | |
Losses on cash-flow hedges reclassified to earnings, income tax effect | $ (1) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 255 | $ 327 |
Short-term investments | 4 | 7 |
Accounts receivable, net | 1,013 | 951 |
Inventories | 862 | 824 |
Prepaid expenses | 36 | 29 |
Total current assets | 2,170 | 2,138 |
Property, plant and equipment, net of accumulated depreciation of $2,963 and $2,915, respectively | 2,208 | 2,198 |
Goodwill | 815 | 791 |
Other intangible assets, net of accumulated amortization of $174 and $167, respectively | 453 | 460 |
Operating lease assets | 146 | |
Deferred income tax assets | 11 | 10 |
Other assets | 129 | 131 |
Total assets | 5,932 | 5,728 |
Current liabilities: | ||
Short-term borrowings | 153 | 169 |
Accounts payable and accrued liabilities | 748 | 777 |
Less current lease liabilities | 42 | |
Total current liabilities | 901 | 946 |
Non-current liabilities | 203 | 217 |
Long-term debt | 1,957 | 1,931 |
Non-current operating lease liabilities | 113 | |
Deferred income tax liabilities | 193 | 189 |
Share-based payments subject to redemption | 21 | 37 |
Ingredion stockholders’ equity: | ||
Preferred stock — authorized 25,000,000 shares — $0.01 par value, none issued | ||
Common stock — authorized 200,000,000 shares — $0.01 par value, 77,810,875 issued at March 31, 2019 and December 31, 2018, respectively | 1 | 1 |
Additional paid-in capital | 1,137 | 1,096 |
Less: Treasury stock (common stock: 11,131,668 and 11,284,681 shares at March 31, 2019 and December 31, 2018, respectively) at cost | (1,050) | (1,091) |
Accumulated other comprehensive loss | (1,160) | (1,154) |
Retained earnings | 3,594 | 3,536 |
Total Ingredion stockholders’ equity | 2,522 | 2,388 |
Non-controlling interests | 22 | 20 |
Total equity | 2,544 | 2,408 |
Total liabilities and equity | $ 5,932 | $ 5,728 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Condensed Consolidated Balance Sheets | ||
Property, plant and equipment, Accumulated depreciation | $ 2,963 | $ 2,915 |
Other intangible assets - accumulated amortization (in dollars) | $ 174 | $ 167 |
Preferred stock, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, issued (in shares) | 0 | 0 |
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, issued (in shares) | 77,810,875 | 77,810,875 |
Treasury stock (in shares) | 11,131,668 | 11,284,681 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity - USD ($) $ in Millions | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Loss | Retained Earnings | Non-controlling Interests | Total |
Balance at Dec. 31, 2017 | $ 1 | $ 1,138 | $ (494) | $ (1,013) | $ 3,259 | $ 26 | |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 140 | 3 | $ 143 | ||||
Dividends declared | (44) | (3) | |||||
Share-based compensation, net of issuance | (6) | 18 | |||||
Other comprehensive income (loss) | 41 | (2) | |||||
Balance at Mar. 31, 2018 | 1 | 1,132 | (476) | (972) | 3,355 | 24 | |
Balance at Dec. 31, 2018 | 1 | 1,096 | (1,091) | (1,154) | 3,536 | 20 | 2,408 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 100 | 2 | 102 | ||||
Dividends declared | (42) | ||||||
Repurchases of common stock, net | 32 | 31 | |||||
Share-based compensation, net of issuance | 9 | 10 | |||||
Other comprehensive income (loss) | (6) | ||||||
Balance at Mar. 31, 2019 | $ 1 | $ 1,137 | $ (1,050) | $ (1,160) | $ 3,594 | $ 22 | $ 2,544 |
Condensed Consolidated Statem_5
Condensed Consolidated Statement of Redeemable Equity $ in Millions | USD ($) |
Beginning Balance at Dec. 31, 2017 | $ 36 |
Share-based Payments Subject to Redemption | |
Share-based compensation, net of issuance | (9) |
Ending Balance at Mar. 31, 2018 | 27 |
Beginning Balance at Dec. 31, 2018 | 37 |
Share-based Payments Subject to Redemption | |
Share-based compensation, net of issuance | (16) |
Ending Balance at Mar. 31, 2019 | $ 21 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash provided by operating activities | ||
Net income | $ 102 | $ 143 |
Non-cash charges to net income: | ||
Depreciation and amortization | 51 | 54 |
Mechanical stores expense | 13 | 15 |
Deferred income taxes | 5 | 8 |
Other | 18 | 8 |
Changes in working capital: | ||
Accounts receivable and prepaid expenses | (70) | (56) |
Inventories | (34) | (21) |
Accounts payable and accrued liabilities | (67) | (57) |
Margin accounts | 1 | 16 |
Other | (1) | 40 |
Cash provided by operating activities | 18 | 150 |
Cash used for investing activities | ||
Capital expenditures and mechanical stores purchases | (80) | (95) |
Payments for acquisitions, net of cash acquired of $4 and $ — , respectively | (41) | |
Short-term investments | 3 | 3 |
Other | 6 | |
Cash used for investing activities | (118) | (86) |
Cash provided by (used for) financing activities | ||
Proceeds from borrowings | 225 | 46 |
Payments on debt | (217) | (258) |
Repurchases of common stock, net | 63 | |
Issuances of common stock for share-based compensation, net of settlements | (1) | (3) |
Dividends paid, including to non-controlling interests | (42) | (46) |
Cash provided by (used for) financing activities | 28 | (261) |
Effects of foreign exchange rate changes on cash | 3 | |
Decrease in cash and cash equivalents | (72) | (194) |
Cash and cash equivalents, beginning of period | 327 | 595 |
Cash and cash equivalents, end of period | $ 255 | $ 401 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Parenthetical) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Condensed Consolidated Statements of Cash Flows | |
Cash acquired from acquisition | $ 4 |
Interim Financial Statements
Interim Financial Statements | 3 Months Ended |
Mar. 31, 2019 | |
Interim Financial Statements | |
Interim Financial Statements | 1. Interim Financial Statements References to the “Company” are to Ingredion Incorporated (“Ingredion”) and its consolidated subsidiaries. These statements should be read in conjunction with the consolidated financial statements and the related notes to those statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The unaudited Condensed Consolidated Financial Statements included herein were prepared by management on the same basis as the Company’s audited Consolidated Financial Statements for the year ended December 31, 2018 and reflect all adjustments (consisting solely of normal recurring items unless otherwise noted) which are, in the opinion of management, necessary for the fair presentation of results of operations and cash flows for the interim periods ended March 31, 2019 and 2018, and the financial position of the Company as of March 31, 2019. The results for the interim periods are not necessarily indicative of the results expected for the full years. |
Summary of Significant Accounti
Summary of Significant Accounting Standards and Policies | 3 Months Ended |
Mar. 31, 2019 | |
Summary of Significant Accounting Standards and Policies | |
Summary of Significant Accounting Standards and Policies | 2. Summary of Significant Accounting Standards and Policies For detailed information about the Company’s significant accounting standards, please refer to Note 2 of the Notes to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. Except for the items listed below, there have been no other changes to the Company’s significant accounting policies for the three months ended March 31, 2019. Recently Adopted Accounting Standards ASU No. 2016-02, Leases (Topic 842) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which supersedes Topic 840, Leases . The Company adopted this updated standard as of January 1, 2019, using the modified retrospective approach and the effective date as its date of initial application. The Company elected the package of three practical expedients permitted under the transition guidance, which among other things allowed the Company to carry forward the historical lease classification of existing leases and to not reassess expired contracts for leases. The practical expedient for hindsight to determine lease term was not elected by the Company. The standard resulted in the initial recognition of $170 million of total operating lease liabilities and $161 million of net operating lease assets on the Condensed Consolidated Balance Sheet on January 1, 2019. The standard did not materially impact the Condensed Consolidated Statement of Income or Condensed Consolidated Statement of Cash Flows. The disclosures required by the recently adopted accounting standard are included in Note 8 of the Notes to the Condensed Consolidated Financial Statements. ASU No. 2017-12 and ASU 2018-16, Derivatives and Hedging (Topic 815) In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. This Update modifies accounting guidance for hedge accounting by making more hedge strategies eligible for hedge accounting, amending presentation and disclosure requirements, and changing how companies assess ineffectiveness. The intent is to simplify the application of hedge accounting and increase transparency of information about an entity’s risk management activities. The amended guidance is effective for annual periods beginning after December 15, 2018, with early adoption permitted. The Company has completed its assessment of these updates, including potential changes to existing hedging arrangements, and has determined the adoption of the guidance did not have a material impact on the Company’s Condensed Consolidated Financial Statements. In October 2018, the FASB issued , Derivatives and Hedging (Topic 815) : Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as Benchmark Interest Rate for Hedge Accounting Purposes . This Update permits use of the OIS rate based on the SOFR as a U.S. benchmark interest rate for hedge accounting purposes. The guidance should be adopted on a prospective basis. This Update is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Update did not have a material impact on the Company’s Condensed Consolidated Financial Statements. New Accounting Standards In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . This Update simplifies the subsequent measurement of goodwill as the Update eliminates Step 2 from the goodwill impairment test. Instead, under the Update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should then recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, with the loss recognized not to exceed the total amount of goodwill allocated to that reporting unit. This Update is effective for annual periods beginning after December 15, 2019, with early adoption permitted. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2019 | |
Acquisitions | |
Acquisitions | 3. Acquisitions On March 1, 2019, the Company completed its acquisition of Western Polymer LLC (“Western Polymer”), a privately held, U.S.-based company headquartered in Moses Lake, Washington that produces native and modified potato starches for industrial and food applications for $41 million, net of cash acquired of $4 million. The acquisition will expand the Company's potato starch manufacturing capacity, enhance processing capabilities, and broaden its higher-value specialty ingredients business and customer base. The results of the acquired operation are included in the Company’s consolidated results from the acquisition date forward within the North America business segment. The Company has elected to record the results of Western Polymer within the Condensed Consolidated Financial Statements on a one-month lag. A preliminary allocation of the purchase price to the assets acquired and liabilities assumed was made based on available information and incorporating management’s best estimates. The assets acquired and liabilities assumed in the transaction are generally recorded at their estimated acquisition date fair values, while transaction costs associated with the acquisition are expensed as incurred. The initial purchase accounting for this acquisition is still in process and as of March 31, 2019, $22 million of goodwill and $19 million of net tangible assets have preliminarily been recorded. Goodwill represents the amount by which the purchase price exceeds the estimated fair value of the net assets acquired. The goodwill results from synergies and other operational benefits expected to be derived from the acquisitions. The goodwill related to Western Polymer is tax deductible due to the structure of the acquisition. Pro-forma results of operations for the acquisition made in 2019 have not been presented as the effect of the acquisition would not be material to the Company’s results of operations for any periods presented. The Company incurred $1 million of pre-tax acquisition and integration costs for the three months ended March 31, 2019, associated with its recent acquisition. The Company incurred immaterial pre-tax acquisition and integration costs for the three months ended March 31, 2018. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2019 | |
Revenue Recognition | |
Revenue Recognition | 4. Revenue Recognition The Company applies the provisions of ASC 606-10, Revenue from Contracts with Customers . The Company recognizes revenue under the core principle to depict the transfer of products to customers in an amount reflecting the consideration the Company expects to receive. In order to achieve that core principle, the Company applies the following five-step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied. The Company identified customer purchase orders, which in some cases are governed by a master sales agreement, as the contracts with its customers. For each contract, the Company considers the transfer of products, each of which is distinct, to be the identified performance obligation. In determining the transaction price for the performance obligation, the Company evaluates whether the price is subject to adjustment to determine the consideration to which the Company expects to be entitled. The pricing model can be fixed or variable within the contract. The variable pricing model is based on historical commodity pricing and is determinable prior to completion of the performance obligation. Additionally, the Company has certain sales adjustments for volume incentive discounts and other discount arrangements that reduce the transaction price. The reduction of the transaction price is estimated using the expected value method based on an analysis of historical volume incentives or discounts, over a period of time considered adequate to account for current pricing and business trends. Historically, actual volume incentives and discounts relative to those estimated and included when determining the transaction price have not materially differed. Volume incentives and discounts are accrued at the satisfaction of the performance obligation and accounted for in Accounts payable and accrued liabilities in the Condensed Consolidated Balance Sheets. These amounts are not significant as of March 31, 2019 or December 31, 2018. The product price as specified in the contract, net of any discounts, is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Payment is received shortly after the performance obligation is satisfied, therefore, the Company has elected the practical expedient under ASC 606-10-32-18 to not assess whether a contract has a significant financing component. Revenue is recognized when the Company’s performance obligation is satisfied and control is transferred to the customer, which occurs at a point in time, either upon delivery to an agreed upon location or to the customer. Further, in determining whether control has transferred, the Company considers if there is a present right to payment and legal title, along with risks and rewards of ownership having transferred to the customer. Shipping and handling activities related to contracts with customers represent fulfillment costs and are presented as a reduction of net sales. Taxes assessed by governmental authorities and collected from customers are accounted for on a net basis and excluded from revenues. The Company applies a practical expedient to expense costs to obtain a contract as incurred as most contracts are one year or less. These costs primarily include the Company’s internal sales force compensation. Under the terms of these programs, these are generally earned and the costs are recognized at the time the revenue is recognized. From time to time the Company may enter into long-term contracts with its customers. Historically, the contracts entered into by the Company do not result in significant contract assets or liabilities. Any such arrangements are accounted for in Other assets or Accounts payable and accrued liabilities in the Condensed Consolidated Balance Sheets. There were no significant contract assets or liabilities as of March 31, 2019 or December 31, 2018. The Company is principally engaged in the production and sale of starches and sweeteners for a wide range of industries, and is managed geographically on a regional basis. The Company’s operations are classified into four reportable business segments: North America, South America, Asia-Pacific and Europe, Middle East and Africa (“EMEA”). The nature, amount, timing and uncertainty of the Company’s Net sales are managed by the Company primarily based on its geographic segments. Each region’s product sales are unique to each region and have unique risks. Three Months Ended March 31, (in millions) 2019 2018 Net sales to unaffiliated customers: North America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 860 $ 874 South America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 218 $ 249 Asia-Pacific: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 194 $ 194 EMEA: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 148 $ 152 |
Restructuring and Impairment Ch
Restructuring and Impairment Charges | 3 Months Ended |
Mar. 31, 2019 | |
Restructuring and Impairment Charges | |
Impairment and Restructuring Charges | 5. Restructuring and Impairment Charges For the three months ended March 31, 2019 and 2018, the Company recorded $4 million and $3 million of pre-tax restructuring charges, respectively. During 2018, the Company introduced its Cost Smart program, designed to improve profitability, further streamline its global business and deliver increased value to shareholders through anticipated savings in cost of sales, including freight, and SG&A. For the three months ended March 31, 2019, the Company recorded $3 million of employee-related severance and other costs in the South America and North America segments as part of its Cost Smart SG&A program, including $1 million of other costs associated with the Finance Transformation initiative in Latin America. The Company expects to incur less than $1 million in other costs during the remainder of 2019 related to this Finance Transformation initiative. Additionally, the Company recorded $1 million of other costs as part of the Cost Smart cost of sales program in relation to the prior year cessation of wet-milling at the Stockton, California plant. The Company expects to incur approximately $1 million of additional costs during the remainder of 2019 to complete this project. For the three months ended March 31, 2018, the Company recorded $2 million of other costs related to the North America Finance Transformation initiative and $1 million of other restructuring costs related to the leaf extraction process in Brazil, both of which were announced in 2017. A summary of the Company’s employee-related severance accrual as of March 31, 2019 is as follows (in millions): Balance in severance accrual as of December 31, 2018 $ 10 Cost Smart cost of sales and SG&A 2 Payments made to terminated employees (5) Balance in severance accrual as of March 31, 2019 $ 7 Of the $7 million severance accrual as of March 31, 2019, $6 million is expected to be paid in the next 12 months. |
Financial Instruments, Derivati
Financial Instruments, Derivatives and Hedging Activities | 3 Months Ended |
Mar. 31, 2019 | |
Financial Instruments, Derivatives and Hedging Activities | |
Financial Instruments, Derivatives and Hedging Activities | 6. Financial Instruments, Derivatives and Hedging Activities The Company is exposed to market risk stemming from changes in commodity prices (primarily corn and natural gas), foreign currency exchange rates and interest rates. In the normal course of business, the Company actively manages its exposure to these market risks by entering into various hedging transactions, authorized under established policies that place clear controls on these activities. These transactions utilize exchange-traded derivatives or over-the-counter derivatives with investment-grade counterparties. Derivative financial instruments currently used by the Company consist of commodity-related futures, options and swap contracts, foreign currency-related forward contracts and interest rate swaps. Commodity price hedging : The Company’s principal use of derivative financial instruments is to manage commodity price risk relating to anticipated purchases of corn and natural gas to be used in the manufacturing process, generally over the next 12 to 24 months. The Company maintains a commodity-price risk management strategy that uses derivative instruments to minimize significant, unanticipated earnings fluctuations caused by commodity-price volatility. For example, the manufacturing of the Company’s products requires a significant volume of corn and natural gas. Price fluctuations in corn and natural gas cause the actual purchase price of corn and natural gas to differ from anticipated prices. To manage price risk related to corn purchases, the Company uses corn futures and options contracts that trade on regulated commodity exchanges to lock-in its corn costs associated with fixed-priced customer sales contracts. The Company uses over-the-counter natural gas swaps to hedge a portion of its natural gas usage. These derivative financial instruments limit the impact that volatility resulting from fluctuations in market prices will have on corn and natural gas purchases. A majority of corn derivatives have been designated as cash flow hedging instruments. The Company also enters into futures contracts to hedge price risk associated with fluctuations in the market price of ethanol and soybean oil. The Company’s natural gas, ethanol and soybean oil derivatives have been designated as cash flow hedging instruments. The Company enters into certain corn derivative instruments that are not designated as hedging instruments as defined by ASC 815, Derivatives and Hedging . Therefore, the realized and unrealized gains and losses from these instruments are recognized in cost of sales during each accounting period. These derivative instruments also mitigate commodity price risk related to anticipated purchases of corn. For commodity hedges designated as cash flow hedges, unrealized gains and losses associated with marking the commodity hedging contracts to market (fair value) are recorded as a component of other comprehensive income (“OCI”) and included in the equity section of the Condensed Consolidated Balance Sheets as part of accumulated other comprehensive income/loss (“AOCI”). These amounts are subsequently reclassified into earnings in the same line item affected by the hedged transaction and in the same period or periods during which the hedged transaction affects earnings, or in the month a hedge is determined to be ineffective. The Company assesses the effectiveness of a commodity hedge contract based on changes in the contract’s fair value. The changes in the market value of such contracts have historically been, and are expected to continue to be, highly effective at offsetting changes in the price of the hedged items. Gains and losses from cash flow hedging instruments reclassified from AOCI to earnings are reported as Cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. As of March 31, 2019, AOCI included $11 million of losses (net of income taxes of $5 million), pertaining to commodities-related derivative instruments designated as cash flow hedges. As of December 31, 2018, AOCI included $2 million of losses (net of tax of $2 million), pertaining to commodities-related derivative instruments designated as cash flow hedges. Interest rate hedging : The Company assesses its exposure to variability in interest rates by identifying and monitoring changes in interest rates that may adversely impact future cash flows and the fair value of existing debt instruments, and by evaluating hedging opportunities. The Company maintains risk management control systems to monitor interest rate risk attributable to both the Company’s outstanding and forecasted debt obligations as well as the Company’s offsetting hedge positions. The risk management control systems involve the use of analytical techniques, including sensitivity analysis, to estimate the expected impact of changes in interest rates on future cash flows and the fair value of the Company’s outstanding and forecasted debt instruments. Derivative financial instruments that have been used by the Company to manage its interest rate risk consist of interest rate swaps and T-Locks. The Company has an interest rate swap agreement that effectively converts the interest rates on $200 million of its $400 million of 4.625 percent senior notes due November 1, 2020, to variable rates. This swap agreement calls for the Company to receive interest at the fixed coupon rate of the respective notes and to pay interest at a variable rate based on the six-month U.S. LIBOR plus a spread. The Company has designated this interest rate swap agreement as a hedge of the changes in fair value of the underlying debt obligations attributable to changes in interest rates and accounts for it as a fair value hedging instrument. The change in fair value of an interest rate swap designated as a hedging instrument that effectively offsets the variability in the fair value of outstanding debt obligations is reported in earnings. This amount offsets the gain or loss (the change in fair value) of the hedged debt instrument that is attributable to changes in interest rates (the hedged risk), which is also recognized in earnings. The fair value of the interest rate swap agreement as of March 31, 2019 was less than a $1 million gain, and is reflected in the Condensed Consolidated Balance Sheets within Non-current liabilities, with an offsetting amount recorded in Long-term debt to adjust the carrying amount of the hedged debt obligations. As of December 31, 2018, the fair value of the interest rate swap agreement was a $1 million loss, and is reflected in the Condensed Consolidated Balance Sheets within Non-current liabilities, with an offsetting amount recorded in Long-term debt to adjust the carrying amount of hedged debt obligations. The Company periodically enters into T-Locks to hedge its exposure to interest rate changes. The T-Locks are designated as hedges of the variability in cash flows associated with future interest payments caused by market fluctuations in the benchmark interest rate until the fixed interest rate is established, and are accounted for as cash flow hedges. Accordingly, changes in the fair value of the T-Locks are recorded to AOCI until the consummation of the underlying debt offering, at which time any realized gain (loss) is amortized to earnings over the life of the debt. The Company did not have any T-Locks outstanding as of March 31, 2019 or December 31, 2018. As of March 31, 2019, AOCI included $2 million of losses (net of income taxes of $1 million) related to settled T-Locks. As of December 31, 2018, AOCI included $2 million of losses (net of income taxes of $1 million) related to settled T-Locks. These deferred losses are being amortized to Financing costs, net over the terms of the senior notes with which they are associated. Foreign currency hedging : Due to the Company’s global operations, including operations in many emerging markets, it is exposed to fluctuations in foreign currency exchange rates. As a result, the Company has exposure to translational foreign exchange risk when the results of its foreign operations are translated to U.S. dollars and to transactional foreign exchange risk when transactions not denominated in the functional currency are revalued. The Company primarily uses derivative financial instruments such as foreign currency forward contracts, swaps and options to manage its transactional foreign exchange risk. The Company enters into foreign currency derivative instruments that are designated as both cash flow hedging instruments as well as instruments not designated as hedging instruments as defined by ASC 815, Derivatives and Hedging . The Company enters into both of these hedge types in order to mitigate transactional foreign exchange risk. Gains and losses from derivative financial instruments not designated as hedging instruments are marked to market in earnings during each accounting period. The notional volume of the Company’s foreign currency derivatives not designated as hedging instruments included forward sales contracts of $866 million and $621 million as well as forward purchase contracts worth $406 million and $165 million as of March 31, 2019 and December 31, 2018, respectively. The Company’s foreign currency derivatives designated as cash flow hedging instruments include a $1 million gain (net of income taxes of $1 million) in AOCI as of March 31, 2019. The amount included in AOCI related to these hedges at December 31, 2018 was not significant. The notional volume of the Company’s foreign currency cash flow hedging instruments included forward sales contracts of $274 million and $345 million as well as forward purchase contracts of $227 million and $275 million as of March 31, 2019 and December 31, 2018, respectively. The fair value and balance sheet location of the Company’s derivative instruments, presented gross in the Condensed Consolidated Balance Sheets, are reflected below: Fair value of hedging instruments as of March 31, 2019 Designated Hedging Instruments (in millions) Non-Designated Hedging Instruments (in millions) Balance Sheet Location Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Accounts receivable, net $ 2 $ 2 $ — $ 4 $ — $ 7 $ — $ 7 Other assets — — — — — 1 — 1 Assets 2 2 — 4 — 8 — 8 Accounts payable and accrued liabilities 12 — — 12 4 7 — 11 Non-current liabilities 3 — — 3 — 3 — 3 Liabilities 15 — — 15 4 10 — 14 Net Assets/(Liabilities) $ (13) $ 2 $ — $ (11) $ (4) $ (2) $ — $ (6) Fair value of hedging instruments as of December 31, 2018 Designated Hedging Instruments (in millions) Non-Designated Hedging Instruments (in millions) Balance Sheet Location Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Accounts receivable, net $ 5 $ 1 $ — $ 6 $ — $ 16 $ — $ 16 Other assets 1 — — 1 — 1 — 1 Assets 6 1 — 7 — 17 — 17 Accounts payable and accrued liabilities 6 — — 6 3 9 — 12 Non-current liabilities 3 — 1 4 — 4 — 4 Liabilities 9 — 1 10 3 13 — 16 Net Assets/(Liabilities) $ (3) $ 1 $ (1) $ (3) $ (3) $ 4 $ — $ 1 As of March 31, 2019, the Company had outstanding futures and option contracts that hedged the forecasted purchase of approximately 77 million bushels of corn. The Company is unable to directly hedge price risk related to coproduct sales; however, it occasionally enters into hedges of soybean oil (a competing product to corn oil) in order to mitigate the price risk of corn oil sales. As of March 31, 2019, the Company had outstanding futures or option contracts hedging approximately 22 million pounds of soybean oil. The Company also had outstanding swap and option contracts that hedged the forecasted purchase of approximately 31 million mmbtu’s of natural gas at March 31, 2019. Additionally, as of March 31, 2019, the Company had no outstanding ethanol futures contracts. Additional information pertaining to the Company’s fair value hedges is presented below: Line item in the statement of financial position in which the hedged item is included (in millions) Carrying Amount of the Hedged Assets/(Liabilities) Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of Hedged Assets/(Liabilities) Balance sheet date as of March 31, 2019 December 31, 2018 March 31, 2019 December 31, 2018 Interest Rate Contracts: Long-Term Debt $ (200) $ (199) $ — $ 1 Additional information relating to the Company’s derivative instruments is presented below: Location of Gains Amount of Gains (Losses) (Losses) Amount of Gains (Losses) Derivatives in Cash-Flow Recognized in OCI Reclassified from Reclassified from AOCI into Income Hedging Relationships Three Months Ended March 31, AOCI Three Months Ended March 31, (in millions, pre-tax) 2019 2018 into Income 2019 2018 Commodity contracts $ (10) $ 20 Cost of sales $ 2 $ (5) Foreign currency contracts (2) 2 Net sales/Cost of sales (3) 1 Interest rate contracts — — Financing costs, net (1) — Total $ (12) $ 22 $ (2) $ (4) For the three months ended March 31, 2019 Location and Amount of Gain or (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships (in millions, pre-tax) Net sales before shipping and handling costs Cost of Sales Financing costs, net Income (expense) reported in earnings $ 1,536 $ (1,104) $ (22) Gains or (losses) on fair value hedging relationships: Interest Rate Contracts: Hedged Items $ — $ — $ — Derivatives designated as hedging instruments — — — Gains or (losses) on cash flow hedging relationships: Commodity Contracts: Gain/(loss) reclassified from other comprehensive income into earnings $ — $ 2 $ — Foreign Exchange Contracts: Gain/(loss) reclassified from other comprehensive income into earnings (3) — — Interest Rate Contracts: Gain/(loss) reclassified from other comprehensive income into earnings — — (1) For the three months ended March 31, 2018 Location and Amount of Gain or (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships (in millions, pre-tax) Net sales before shipping and handling costs Cost of Sales Financing costs, net Income (expense) reported in earnings $ 1,581 $ (1,115) $ (16) Gains or (losses) on fair value hedging relationships: Interest Rate Contracts: Hedged Items $ — $ — $ (2) Derivatives designated as hedging instruments — — 2 Gains or (losses) on cash flow hedging relationships: Commodity Contracts: Gain/(loss) reclassified from other comprehensive income into earnings $ — $ (5) $ — Foreign Exchange Contracts: Gain/(loss) reclassified from other comprehensive income into earnings 1 — — Interest Rate Contracts: Gain/(loss) reclassified from other comprehensive income into earnings — — — As of March 31, 2019, AOCI included $10 million of losses (net of income taxes of $3 million) on commodities-related derivative instruments designated as cash flow hedges that are expected to be reclassified into earnings during the next 12 months. Transactions and events expected to occur over the next 12 months that will necessitate reclassifying these derivative losses to earnings include the sale of finished goods inventory, which includes previously hedged purchases of corn and natural gas. The Company expects the losses to be offset by changes in the underlying commodities costs. Additionally, as of March 31, 2019, AOCI included $1 million of losses (net of an insignificant amount of taxes) on settled T-Locks and $2 million of gains (net of an insignificant amount of taxes) related to foreign currency hedges which are expected to be reclassified into earnings during the next 12 months. Presented below are the fair values of the Company’s financial instruments and derivatives for the periods presented: As of March 31, 2019 As of December 31, 2018 (in millions) Total Level 1 (a) Level 2 (b) Level 3 (c) Total Level 1 (a) Level 2 (b) Level 3 (c) Available for sale securities $ 10 $ 10 $ — $ — $ 11 $ 11 $ — $ — Derivative assets 12 1 11 — 24 4 20 — Derivative liabilities 29 14 15 — 26 6 20 — Long-term debt 1,969 — 1,969 — 1,954 — 1,954 — (a) Level 1 inputs consist of quoted prices (unadjusted) in active markets for identical assets or liabilities. (b) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 2 inputs are based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability or can be derived principally from or corroborated by observable market data. (c) Level 3 inputs are unobservable inputs for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. The carrying values of cash equivalents, short-term investments, accounts receivable, accounts payable and short-term borrowings approximate fair values. Commodity futures, options and swap contracts are recognized at fair value. Foreign currency forward contracts, swaps and options are also recognized at fair value. The fair value of the Company’s Long-term debt is estimated based on quotations of major securities dealers who are market makers in the securities. As of March 31, 2019, the carrying value and fair value of the Company’s Long-term debt was $2.0 billion. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2019 | |
Debt | |
Debt | 7. Debt As of March 31, 2019 and December 31, 2018, the Company’s total debt consisted of the following: As of As of (in millions) March 31, 2019 December 31, 2018 3.2% senior notes due October 1, 2026 $ 496 $ 496 4.625% senior notes due November 1, 2020 399 399 6.625% senior notes due April 15, 2037 254 254 5.62% senior notes due March 25, 2020 200 200 Term loan credit agreement due April 12, 2021 165 165 Revolving credit facility 443 418 Fair value adjustment related to hedged fixed rate debt instruments - (1) Long-term debt 1,957 1,931 Short-term borrowings 153 169 Total debt $ 2,110 $ 2,100 The Company’s long-term debt as of March 31, 2019 includes the Term Loan Credit Agreement (“Term Loan”) of $165 million that was due in April 2019. On April 12, 2019, the Company amended and restated the Term Loan to establish a 24-month senior unsecured term loan credit facility (“Amended Term Loan”) in an amount of up to $500 million that matures on April 12, 2021. The indebtedness outstanding under the Term Loan as of April 12, 2019, in the aggregate outstanding principal amount of $165 million, will continue as indebtedness under the Amended Term Loan. Borrowings under the Amended Term Loan are to be used for general corporate purposes. This borrowing is included in the long-term debt as the Company has the ability and intent to refinance it on a long-term basis prior to the maturity date. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases | |
Leases | 8. Leases The Company determines if an arrangement is a lease at inception of the agreement. Operating leases are included in operating lease assets, and current and non-current operating lease liabilities in the Company’s Condensed Consolidated Balance Sheets. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Lease assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease asset also includes in its calculation any prepaid lease payments made and excludes any lease incentives received from the arrangement. The Company’s lease terms may include options to extend or terminate the lease, and the impact of these options are included in the lease liability and lease asset calculations when the exercise of the option is at the Company’s sole discretion and it is reasonably certain that the Company will exercise that option. The Company will not separate lease and non-lease components for its leases when it is impractical to separate the two, such as leases with variable payment arrangements. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company has operating leases for certain rail cars, office space, warehouses, and machinery & equipment. The commencement date used for the calculation of the lease obligation is the latter of the commencement date of the new standard (January 1, 2019) or the lease start date. Certain of the leases have options to extend the life of the lease, which are included in the liability calculation when the option is at the sole discretion of the Company and it is reasonably certain that the Company will exercise the option. The Company has certain leases that have variable payments based solely on output or usage of the leased asset. These variable operating lease assets are excluded from the Company’s balance sheet presentation and expensed as incurred. Leases with an initial term of 12 months or less are not material. The Company currently has no finance leases. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The components of lease expense were as follows: Lease Cost Three Months Ended March 31, (in millions) 2019 Operating lease cost $ 13 Variable operating lease cost 6 Lease cost $ 19 The following is a reconciliation of future undiscounted cash flows to the operating lease liabilities and the related operating lease assets as presented on our Condensed Consolidated Balance Sheet as of March 31, 2019. Operating Leases As of (in millions) March 31, 2019 2019 (Excluding the three months ended March 31, 2019) $ 41 2020 43 2021 32 2022 23 2023 18 Thereafter 33 Total future lease payments 190 Less imputed interest 35 Present value of future lease payments 155 Less current lease liabilities 42 Non-current operating lease liabilities $ 113 Operating lease assets $ 146 Additional information related to the Company’s operating leases was as follows: (a) Other Information Three Months Ended March 31, ($ in millions) 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 15 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 161 Weighted average remaining lease term: Operating leases 5.5 years Weighted average discount rate: Operating leases As the Company has not restated prior-year information for its adoption of ASC Topic 842, the following presents its future minimum lease payments for operating leases under ASC Topic 840 on December 31, 2018: Operating Leases As of (in millions) December 31, 2018 2019 $ 53 2020 44 2021 40 2022 27 2023 22 Thereafter 27 Total future lease payments $ 213 |
Taxes
Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Taxes | |
Brazil VAT | 9. Taxes In January 2019, the Company’s Brazilian subsidiary received a favorable decision from the Federal Court of Appeals in Sao Paulo, Brazil, related to the overpayment of certain indirect taxes in prior years. As a result of this decision, the Company expects to be entitled to credits against various Brazilian federal tax payments in 2019 and future years. The Company is currently calculating the amount of the credits and interest related to this court decision. The credit calculations, which span a period from 2005 to April 2018, are complex and there are pending decisions with the Brazilian courts that may result in changes to the calculations and the timing of the receipt of benefits. The Company anticipates completing its credit calculations later in 2019. |
Net Periodic Pension and Postre
Net Periodic Pension and Postretirement Benefit Costs | 3 Months Ended |
Mar. 31, 2019 | |
Net Periodic Pension and Postretirement Benefit Costs | |
Net Periodic Pension and Postretirement Benefit Costs | 10. Net Periodic Pension and Postretirement Benefit Costs For detailed information about the Company’s pension and postretirement benefit plans, please refer to Note 10 of the Notes to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The following table sets forth the components of net periodic benefit cost of the U.S. and non-U.S. defined benefit pension plans for the periods presented: Three Months Ended March 31, U.S. Plans Non-U.S. Plans (in millions) 2019 2018 2019 2018 Service cost $ $ $ $ Interest cost Expected return on plan assets Net periodic benefit cost (a) $ — $ $ $ The Company currently anticipates that it will make approximately $4 million in cash contributions to its pension plans in 2019, consisting of $3 million to its non-U.S. pension plans and $1 million to its U.S. pension plans. For the three months ended March 31, 2019, cash contributions of approximately $1 million were made to the non-U.S. plans and less than $1 million to the U.S. plans. The following table sets forth the components of net postretirement benefit cost for the periods presented: Three Months Ended March 31, (in millions) 2019 2018 Service cost $ — $ — Interest cost 1 1 Amortization of prior service credit (1) (1) Net periodic benefit cost (a) $ — $ — (a) The service cost component of net periodic benefit cost is presented within either cost of sales or operating expenses on the Condensed Consolidated Statements of Income. The interest cost, expected return on plan assets, amortization of actuarial loss, amortization of prior service credit and settlement loss components of net periodic benefit cost are presented as other, non-operating income on the Condensed Consolidated Statements of Income. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2019 | |
Inventories | |
Inventories | 11. Inventories Inventories are summarized as follows: As of As of (in millions) March 31, 2019 December 31, 2018 Finished and in process $ 512 $ 522 Raw materials 296 250 Manufacturing supplies and other 54 52 Total inventories $ 862 $ 824 |
Equity
Equity | 3 Months Ended |
Mar. 31, 2019 | |
Equity | |
Equity | 12. Equity Treasury stock : On October 22, 2018, the Board of Directors authorized a new stock repurchase program permitting the Company to purchase up to an additional 8 million of its outstanding common shares from November 5, 2018 through December 31, 2023. On December 12, 2014, the Board of Directors authorized a stock repurchase program permitting the Company to purchase up to 5 million of its outstanding common shares from January 1, 2015, through December 12, 2019. The parameters of the Company’s stock repurchase program are not established solely with reference to the dilutive impact of shares issued under the Company’s stock incentive plan. However, the Company expects that, over time, share repurchases will offset the dilutive impact of shares issued under the stock incentive plan. On November 5, 2018, the Company entered into a Variable Timing Accelerated Share Repurchase (“ASR”) program with JPMorgan (“JPM”). Under the ASR program, the Company paid $455 million on November 5, 2018, and acquired 4.0 million shares of its common stock having an approximate value of $423 million on that date. On February 5, 2019, the Company and JPM settled the difference between the initial price and average daily volume weighted average price (“VWAP”) less the agreed upon discount during the term of the ASR agreement. The final VWAP was $98.04 per share, which was less than originally paid. The Company settled the difference in cash, resulting in JPM returning $63 million of the upfront payment to the Company on February 6, 2019 and lowering the total cost of repurchasing the 4.0 million shares of common stock to $392 million. The Company adjusted Additional paid-in capital and Treasury stock by $32 million and $31 million, respectively, during the first quarter of 2019 for this inflow of cash. Shared-based payments: The following table summarizes the components of the Company’s share-based compensation expense: Three Months Ended March 31, (in millions) 2019 2018 Stock options: Pre-tax compensation expense $ 1 $ 1 Income tax benefit — — Stock option expense, net of income taxes 1 1 Restricted stock units ("RSUs"): Pre-tax compensation expense 2 3 Income tax benefit — (1) RSUs, net of income taxes 2 2 Performance shares and other share-based awards: Pre-tax compensation expense 1 1 Income tax benefit — — Performance shares and other share-based compensation expense, net of income taxes 1 1 Total share-based compensation: Pre-tax compensation expense 4 5 Income tax benefit — (1) Total share-based compensation expense, net of income taxes $ 4 $ 4 Stock Options: Under the Company’s stock incentive plan, stock options are granted at exercise prices that equal the market value of the underlying common stock on the date of grant. The options have a 10-year term and are exercisable upon vesting, which occurs over a three-year period at the anniversary dates of the date of grant. Compensation expense is generally recognized on a straight-line basis for all awards over the employee’s vesting period or over a one-year required service period for certain retirement eligible executive level employees. The Company estimates a forfeiture rate at the time of grant and updates the estimate throughout the vesting of the stock options within the amount of compensation costs recognized in each period. The Company granted non-qualified options to purchase 247 thousand shares and 215 thousand shares for the three months ended March 31, 2019 and 2018, respectively. The fair value of each option grant was estimated using the Black-Scholes option-pricing model with the following assumptions: Three Months Ended March 31, 2019 2018 Expected life (in years) 5.5 5.5 Risk-free interest rate 2.5 % 2.5 % Expected volatility 19.7 % 19.8 % Expected dividend yield 2.7 % 1.8 % The expected life of options represents the weighted average period of time that options granted are expected to be outstanding giving consideration to vesting schedules and the Company’s historical exercise patterns. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the grant date for the period corresponding to the expected life of the options. Expected volatility is based on historical volatilities of the Company’s common stock. Dividend yields are based on current dividend payments. Stock option activity for the three months ended March 31, 2019 was as follows: Number of Options (in thousands) Weighted Average Exercise Price per Share Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in millions) Outstanding as of December 31, 2018 2,079 $ 80.25 5.51 $ 42 Granted 247 91.85 Exercised (60) 32.99 Cancelled (22) 121.87 Outstanding as of March 31, 2019 2,244 $ 82.38 5.83 $ 43 Exercisable as of March 31, 2019 1,783 $ 75.57 5.16 $ 42 For the three months ended March 31, 2019, cash received from the exercise of stock options was $2 million. As of March 31, 2019, the unrecognized compensation cost related to non-vested stock options totaled $5 million, which is expected to be amortized over the weighted-average period of approximately 1.8 years. Additional information pertaining to stock option activity is as follows: Three Months Ended March 31, (dollars in millions, except per share) 2019 2018 Weighted average grant date fair value of stock options granted (per share) $ 14.02 $ 24.01 Total intrinsic value of stock options exercised $ 4 $ 8 Restricted Stock Units: The Company has granted RSUs to certain key employees. The RSUs are subject to cliff vesting, generally after three years provided the employee remains in the service of the Company. Compensation expense is generally recognized on a straight-line basis for all awards over the employee’s vesting period or over a one-year required service period for certain retirement eligible executive level employees. The Company estimates a forfeiture rate at the time of grant and updates the estimate throughout the vesting of the RSUs within the amount of compensation costs recognized in each period. The fair value of the RSUs is determined based upon the number of shares granted and the market price of the Company’s common stock on the date of the grant. The following table summarizes RSU activity for the three months ended March 31, 2019: (RSUs in thousands) Number of RSUs Weighted Average Fair Value per Share Non-vested as of December 31, 2018 341 $ Granted 148 Vested (123) Cancelled (15) Non-vested as of March 31, 2019 351 $ As of March 31, 2019, the total remaining unrecognized compensation cost related to RSUs was $23 million, which will be amortized over a weighted average period of approximately 2.2 years. Performance Shares: The Company has a long-term incentive plan for senior management in the form of performance shares . Historically these performance shares awarded and vested were based solely on the Company’s stock performance as compared to the stock performance of its peer group over the three-year vesting period. Now beginning with the 2019 performance share grants, the performance shares will have two performance metrics that the granted performance shares will be awarded and vested upon. Fifty percent of the performance shares awarded and vested will be based on the Company’s stock performance as compared to the stock performance of its peer group, and the remaining fifty percent will be based on the calculation of the Company’s three-year average Return on Invested Capital (“ROIC”) against the set ROIC target. For the 2019 performance shares awarded based on the Company’s stock performance, the number of shares that ultimately vest can range from zero to 200 percent of the awarded grant depending on the Company’s total shareholder return as compared to the total shareholder return of the peer group. The share award vesting will be calculated at the end of the three-year period and is subject to approval by management and the Compensation Committee. Compensation expense is based on the fair value of the performance shares at the grant date, established using a Monte Carlo simulation model. The total compensation expense for these awards is amortized over a three-year graded vesting schedule. For the 2019 performance shares awarded based on ROIC, the number of shares that ultimately vest can range from zero to 200 percent of the awarded grant depending on the Company’s ROIC performance against the target. The share award vesting will be calculated at the end of the three-year period and is subject to approval by management and the Compensation Committee. Compensation expense is based on the market price of the Company’s common stock on the date of the grant and the final number of shares that ultimately vest. The Company will estimate the potential share vesting at least annually to adjust the compensation expense for these awards over the vesting period to reflect the Company’s estimated ROIC performance versus the target. The total compensation expense for these awards is amortized over a three-year graded vesting schedule. For the three months ended March 31, 2019, the Company awarded 70 thousand performance shares at a weighted average fair value of $92.57 per share. As of March 31, 2019, the unrecognized compensation cost related to these awards was $7 million, which will be amortized over the remaining requisite service period of 2.3 years. The 2016 performance share awards vested in the first quarter of 2019, achieving a 0 percent pay out of the granted performance shares. Additionally, there were 3 thousand performance share cancellations during the three months ended March 31, 2019. Accumulated Other Comprehensive Loss: The following is a summary of net changes in Accumulated other comprehensive loss by component and net of tax for the three months ended March 31, 2019 and 2018: (in millions) Cumulative Translation Adjustment Deferred (Loss) Gain on Hedging Activities Pension and Postretirement Adjustment Unrealized (Loss) Gain on Investment Accumulated Other Comprehensive Loss Balance, December 31, 2018 $ (1,080) $ (5) $ (69) $ — $ (1,154) Other comprehensive income (loss) before reclassification adjustments 1 (12) — — (11) Amount reclassified from accumulated OCI — 2 — — 2 Tax benefit — 3 — — 3 Net other comprehensive income (loss) 1 (7) — — (6) Balance, March 31, 2019 $ (1,079) $ (12) $ (69) $ — $ (1,160) (in millions) Cumulative Translation Adjustment Deferred (Loss) Gain on Hedging Activities Pension and Postretirement Adjustment Unrealized (Loss) Gain on Investment Accumulated Other Comprehensive Loss Balance, December 31, 2017 $ (951) $ (13) $ (51) $ 2 $ (1,013) Other comprehensive income (loss) before reclassification adjustments 21 22 (1) 1 43 Amount reclassified from accumulated OCI — 4 — — 4 Tax provision — (6) — — (6) Net other comprehensive income (loss) 21 20 (1) 1 41 Balance, March 31, 2018 $ (930) $ 7 $ (52) $ 3 $ (972) Supplemental Information : The following Condensed Consolidated Statements of Equity and Redeemable Equity provide the dividends per share for Common stock for the periods presented: Total Equity Share-based Additional Accumulated Other Non- Payments Common Paid-In Treasury Comprehensive Retained Controlling Subject to (in millions) Stock Capital Stock Loss Earnings Interests Redemption Balance, December 31, 2018 $ 1 $ 1,096 $ (1,091) $ (1,154) $ 3,536 $ 20 $ 37 Net income attributable to Ingredion 100 Net income attributable to non-controlling interests 2 Dividends declared, common stock ($0.625/share) (42) Repurchases of common stock 32 31 Share-based compensation, net of issuance 9 10 (16) Other comprehensive loss (6) Balance, March 31, 2019 $ 1 $ 1,137 $ (1,050) $ (1,160) $ 3,594 $ 22 $ 21 Total Equity Share-based Additional Accumulated Other Non- Payments Common Paid-In Treasury Comprehensive Retained Controlling Subject to (in millions) Stock Capital Stock Loss Earnings Interests Redemption Balance, December 31, 2017 $ 1 $ 1,138 $ (494) $ (1,013) $ 3,259 $ 26 $ 36 Net income attributable to Ingredion 140 Net income attributable to non-controlling interests 3 Dividends declared, common stock ($0.60/share) (44) Dividends declared, non-controlling interests (3) Share-based compensation, net of issuance (6) 18 (9) Other comprehensive income (loss) 41 (2) Balance, March 31, 2018 $ 1 $ 1,132 $ (476) $ (972) $ 3,355 $ 24 $ 27 Supplemental Information: The following table provides the computation of basic and diluted earnings per common share ("EPS") for the periods presented: Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 (in millions, except per share amounts) Net Income Available to Ingredion Weighted Average Shares Per Share Amount Net Income Available to Ingredion Weighted Average Shares Per Share Amount Basic EPS $ 100 66.8 $ 1.50 $ 140 72.3 $ 1.94 Effect of Dilutive Securities: Incremental shares from assumed exercise of dilutive stock options and vesting of dilutive RSUs and other awards 0.6 1.3 Diluted EPS $ 100 67.4 $ 1.48 $ 140 73.6 $ 1.90 For the three months ended March 31, 2019 and 2018, approximately 1.0 million and 0.3 million share-based awards of common stock, respectively, were excluded from the calculation of diluted EPS as the impact of their inclusion would have been anti-dilutive. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2019 | |
Segment Information | |
Segment Information | 13. Segment Information The Company is principally engaged in the production and sale of starches and sweeteners for a wide range of industries, and is managed geographically on a regional basis. The Company’s operations are classified into four reportable business segments: North America, South America, Asia-Pacific and EMEA. Its North America segment includes businesses in the U.S., Canada and Mexico. The Company’s South America segment includes businesses in Brazil, Colombia, Ecuador and the Southern Cone of South America, which includes Argentina, Chile, Peru and Uruguay. Its Asia-Pacific segment includes businesses in South Korea, Thailand, China, Japan, Indonesia, the Philippines, Singapore, Malaysia, India, Australia and New Zealand. The Company’s EMEA segment includes businesses in Germany, the United Kingdom, Pakistan and South Africa. The Company does not aggregate its operating segments when determining its reportable segments. Net sales by product are not presented because to do so would be impracticable. Three Months Ended March 31, (in millions) 2019 2018 Net sales to unaffiliated customers: North America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 860 $ 874 South America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 218 $ 249 Asia-Pacific: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 194 $ 194 EMEA: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 148 $ 152 Three Months Ended March 31, (in millions) 2019 2018 Operating income: North America $ 125 $ 143 South America 18 26 Asia-Pacific 20 23 EMEA 24 31 Corporate (21) (23) Subtotal 166 200 Restructuring/impairment charges (a) (4) (3) Acquisition/integration costs (1) — Total operating income $ 161 $ 197 (a) During the first quarter in 2019, the Company recorded $4 million of pre-tax restructuring charges, comprised of $3 million of employee-related severance and other costs as part of the Cost Smart SG&A program and $1 million in other costs as part of the Cost Smart cost of sales program in relation to the cessation of wet-milling at the Stockton, California plant. As of As of (in millions) March 31, 2019 December 31, 2018 Total assets: North America (a) $ 3,919 $ 3,737 South America 711 711 Asia-Pacific 806 792 EMEA 496 488 Total $ 5,932 $ 5,728 |
Summary of Significant Accoun_2
Summary of Significant Accounting Standards and Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Summary of Significant Accounting Standards and Policies | |
Recently Adopted Accounting Standards and New Accounting Standards | Recently Adopted Accounting Standards ASU No. 2016-02, Leases (Topic 842) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which supersedes Topic 840, Leases . The Company adopted this updated standard as of January 1, 2019, using the modified retrospective approach and the effective date as its date of initial application. The Company elected the package of three practical expedients permitted under the transition guidance, which among other things allowed the Company to carry forward the historical lease classification of existing leases and to not reassess expired contracts for leases. The practical expedient for hindsight to determine lease term was not elected by the Company. The standard resulted in the initial recognition of $170 million of total operating lease liabilities and $161 million of net operating lease assets on the Condensed Consolidated Balance Sheet on January 1, 2019. The standard did not materially impact the Condensed Consolidated Statement of Income or Condensed Consolidated Statement of Cash Flows. The disclosures required by the recently adopted accounting standard are included in Note 8 of the Notes to the Condensed Consolidated Financial Statements. ASU No. 2017-12 and ASU 2018-16, Derivatives and Hedging (Topic 815) In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. This Update modifies accounting guidance for hedge accounting by making more hedge strategies eligible for hedge accounting, amending presentation and disclosure requirements, and changing how companies assess ineffectiveness. The intent is to simplify the application of hedge accounting and increase transparency of information about an entity’s risk management activities. The amended guidance is effective for annual periods beginning after December 15, 2018, with early adoption permitted. The Company has completed its assessment of these updates, including potential changes to existing hedging arrangements, and has determined the adoption of the guidance did not have a material impact on the Company’s Condensed Consolidated Financial Statements. In October 2018, the FASB issued , Derivatives and Hedging (Topic 815) : Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as Benchmark Interest Rate for Hedge Accounting Purposes . This Update permits use of the OIS rate based on the SOFR as a U.S. benchmark interest rate for hedge accounting purposes. The guidance should be adopted on a prospective basis. This Update is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Update did not have a material impact on the Company’s Condensed Consolidated Financial Statements. New Accounting Standards In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . This Update simplifies the subsequent measurement of goodwill as the Update eliminates Step 2 from the goodwill impairment test. Instead, under the Update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should then recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, with the loss recognized not to exceed the total amount of goodwill allocated to that reporting unit. This Update is effective for annual periods beginning after December 15, 2019, with early adoption permitted. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Revenue Recognition | |
Schedule of disaggregation of net sales | Three Months Ended March 31, (in millions) 2019 2018 Net sales to unaffiliated customers: North America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 860 $ 874 South America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 218 $ 249 Asia-Pacific: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 194 $ 194 EMEA: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 148 $ 152 |
Restructuring and Impairment _2
Restructuring and Impairment Charges (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Restructuring and Impairment Charges | |
Summary of restructuring reserve | A summary of the Company’s employee-related severance accrual as of March 31, 2019 is as follows (in millions): Balance in severance accrual as of December 31, 2018 $ 10 Cost Smart cost of sales and SG&A 2 Payments made to terminated employees (5) Balance in severance accrual as of March 31, 2019 $ 7 |
Financial Instruments, Deriva_2
Financial Instruments, Derivatives and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Financial Instruments, Derivatives and Hedging Activities | |
Schedule of location and amount of assets and liabilities reported in balance sheet | Fair value of hedging instruments as of March 31, 2019 Designated Hedging Instruments (in millions) Non-Designated Hedging Instruments (in millions) Balance Sheet Location Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Accounts receivable, net $ 2 $ 2 $ — $ 4 $ — $ 7 $ — $ 7 Other assets — — — — — 1 — 1 Assets 2 2 — 4 — 8 — 8 Accounts payable and accrued liabilities 12 — — 12 4 7 — 11 Non-current liabilities 3 — — 3 — 3 — 3 Liabilities 15 — — 15 4 10 — 14 Net Assets/(Liabilities) $ (13) $ 2 $ — $ (11) $ (4) $ (2) $ — $ (6) Fair value of hedging instruments as of December 31, 2018 Designated Hedging Instruments (in millions) Non-Designated Hedging Instruments (in millions) Balance Sheet Location Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Commodity Contracts Foreign Currency Contracts Interest Rate Contracts Total Accounts receivable, net $ 5 $ 1 $ — $ 6 $ — $ 16 $ — $ 16 Other assets 1 — — 1 — 1 — 1 Assets 6 1 — 7 — 17 — 17 Accounts payable and accrued liabilities 6 — — 6 3 9 — 12 Non-current liabilities 3 — 1 4 — 4 — 4 Liabilities 9 — 1 10 3 13 — 16 Net Assets/(Liabilities) $ (3) $ 1 $ (1) $ (3) $ (3) $ 4 $ — $ 1 |
Schedule of fair value hedges | Line item in the statement of financial position in which the hedged item is included (in millions) Carrying Amount of the Hedged Assets/(Liabilities) Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of Hedged Assets/(Liabilities) Balance sheet date as of March 31, 2019 December 31, 2018 March 31, 2019 December 31, 2018 Interest Rate Contracts: Long-Term Debt $ (200) $ (199) $ — $ 1 |
Schedule of amount of gains and losses recognized in OCI and location and amount of gains and losses reported in income statement | Location of Gains Amount of Gains (Losses) (Losses) Amount of Gains (Losses) Derivatives in Cash-Flow Recognized in OCI Reclassified from Reclassified from AOCI into Income Hedging Relationships Three Months Ended March 31, AOCI Three Months Ended March 31, (in millions, pre-tax) 2019 2018 into Income 2019 2018 Commodity contracts $ (10) $ 20 Cost of sales $ 2 $ (5) Foreign currency contracts (2) 2 Net sales/Cost of sales (3) 1 Interest rate contracts — — Financing costs, net (1) — Total $ (12) $ 22 $ (2) $ (4) |
Schedule of location and amount of gain (loss) recognized in income | For the three months ended March 31, 2019 Location and Amount of Gain or (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships (in millions, pre-tax) Net sales before shipping and handling costs Cost of Sales Financing costs, net Income (expense) reported in earnings $ 1,536 $ (1,104) $ (22) Gains or (losses) on fair value hedging relationships: Interest Rate Contracts: Hedged Items $ — $ — $ — Derivatives designated as hedging instruments — — — Gains or (losses) on cash flow hedging relationships: Commodity Contracts: Gain/(loss) reclassified from other comprehensive income into earnings $ — $ 2 $ — Foreign Exchange Contracts: Gain/(loss) reclassified from other comprehensive income into earnings (3) — — Interest Rate Contracts: Gain/(loss) reclassified from other comprehensive income into earnings — — (1) For the three months ended March 31, 2018 Location and Amount of Gain or (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships (in millions, pre-tax) Net sales before shipping and handling costs Cost of Sales Financing costs, net Income (expense) reported in earnings $ 1,581 $ (1,115) $ (16) Gains or (losses) on fair value hedging relationships: Interest Rate Contracts: Hedged Items $ — $ — $ (2) Derivatives designated as hedging instruments — — 2 Gains or (losses) on cash flow hedging relationships: Commodity Contracts: Gain/(loss) reclassified from other comprehensive income into earnings $ — $ (5) $ — Foreign Exchange Contracts: Gain/(loss) reclassified from other comprehensive income into earnings 1 — — Interest Rate Contracts: Gain/(loss) reclassified from other comprehensive income into earnings — — — |
Schedule of fair value of financial instruments and derivatives | As of March 31, 2019 As of December 31, 2018 (in millions) Total Level 1 (a) Level 2 (b) Level 3 (c) Total Level 1 (a) Level 2 (b) Level 3 (c) Available for sale securities $ 10 $ 10 $ — $ — $ 11 $ 11 $ — $ — Derivative assets 12 1 11 — 24 4 20 — Derivative liabilities 29 14 15 — 26 6 20 — Long-term debt 1,969 — 1,969 — 1,954 — 1,954 — (a) Level 1 inputs consist of quoted prices (unadjusted) in active markets for identical assets or liabilities. (b) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 2 inputs are based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability or can be derived principally from or corroborated by observable market data. (c) Level 3 inputs are unobservable inputs for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt | |
Schedule of debt | As of As of (in millions) March 31, 2019 December 31, 2018 3.2% senior notes due October 1, 2026 $ 496 $ 496 4.625% senior notes due November 1, 2020 399 399 6.625% senior notes due April 15, 2037 254 254 5.62% senior notes due March 25, 2020 200 200 Term loan credit agreement due April 12, 2021 165 165 Revolving credit facility 443 418 Fair value adjustment related to hedged fixed rate debt instruments - (1) Long-term debt 1,957 1,931 Short-term borrowings 153 169 Total debt $ 2,110 $ 2,100 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases | |
Summary of net lease cost | Lease Cost Three Months Ended March 31, (in millions) 2019 Operating lease cost $ 13 Variable operating lease cost 6 Lease cost $ 19 |
Reconciliation of future undiscounted cash flows to the operating lease liabilities and the related ROU assets | Operating Leases As of (in millions) March 31, 2019 2019 (Excluding the three months ended March 31, 2019) $ 41 2020 43 2021 32 2022 23 2023 18 Thereafter 33 Total future lease payments 190 Less imputed interest 35 Present value of future lease payments 155 Less current lease liabilities 42 Non-current operating lease liabilities $ 113 Operating lease assets $ 146 |
Summary of other lease information | Other Information Three Months Ended March 31, ($ in millions) 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 15 Right-of-use assets obtained in exchange for lease liabilities: Operating leases $ 161 Weighted average remaining lease term: Operating leases 5.5 years Weighted average discount rate: Operating leases |
Schedule of minimum lease payments due on leases | As the Company has not restated prior-year information for its adoption of ASC Topic 842, the following presents its future minimum lease payments for operating leases under ASC Topic 840 on December 31, 2018: Operating Leases As of (in millions) December 31, 2018 2019 $ 53 2020 44 2021 40 2022 27 2023 22 Thereafter 27 Total future lease payments $ 213 |
Net Periodic Pension and Post_2
Net Periodic Pension and Postretirement Benefit Costs (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Pension Plan | |
Pension and postretirement benefit plans | |
Components of net periodic benefit cost | Three Months Ended March 31, U.S. Plans Non-U.S. Plans (in millions) 2019 2018 2019 2018 Service cost $ $ $ $ Interest cost Expected return on plan assets Net periodic benefit cost (a) $ — $ $ $ |
Postemployment Retirement Benefits | |
Pension and postretirement benefit plans | |
Components of net periodic benefit cost | Three Months Ended March 31, (in millions) 2019 2018 Service cost $ — $ — Interest cost 1 1 Amortization of prior service credit (1) (1) Net periodic benefit cost (a) $ — $ — (a) The service cost component of net periodic benefit cost is presented within either cost of sales or operating expenses on the Condensed Consolidated Statements of Income. The interest cost, expected return on plan assets, amortization of actuarial loss, amortization of prior service credit and settlement loss components of net periodic benefit cost are presented as other, non-operating income on the Condensed Consolidated Statements of Income. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Inventories | |
Components of inventories | As of As of (in millions) March 31, 2019 December 31, 2018 Finished and in process $ 512 $ 522 Raw materials 296 250 Manufacturing supplies and other 54 52 Total inventories $ 862 $ 824 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Equity | |
Schedule of stock based compensation expense | Three Months Ended March 31, (in millions) 2019 2018 Stock options: Pre-tax compensation expense $ 1 $ 1 Income tax benefit — — Stock option expense, net of income taxes 1 1 Restricted stock units ("RSUs"): Pre-tax compensation expense 2 3 Income tax benefit — (1) RSUs, net of income taxes 2 2 Performance shares and other share-based awards: Pre-tax compensation expense 1 1 Income tax benefit — — Performance shares and other share-based compensation expense, net of income taxes 1 1 Total share-based compensation: Pre-tax compensation expense 4 5 Income tax benefit — (1) Total share-based compensation expense, net of income taxes $ 4 $ 4 |
Schedule of valuation assumptions for stock options | Three Months Ended March 31, 2019 2018 Expected life (in years) 5.5 5.5 Risk-free interest rate 2.5 % 2.5 % Expected volatility 19.7 % 19.8 % Expected dividend yield 2.7 % 1.8 % |
Schedule of stock option transactions | Number of Options (in thousands) Weighted Average Exercise Price per Share Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in millions) Outstanding as of December 31, 2018 2,079 $ 80.25 5.51 $ 42 Granted 247 91.85 Exercised (60) 32.99 Cancelled (22) 121.87 Outstanding as of March 31, 2019 2,244 $ 82.38 5.83 $ 43 Exercisable as of March 31, 2019 1,783 $ 75.57 5.16 $ 42 |
Schedule of additional information pertaining to stock option activity | Three Months Ended March 31, (dollars in millions, except per share) 2019 2018 Weighted average grant date fair value of stock options granted (per share) $ 14.02 $ 24.01 Total intrinsic value of stock options exercised $ 4 $ 8 |
Schedule of restricted unit activity | (RSUs in thousands) Number of RSUs Weighted Average Fair Value per Share Non-vested as of December 31, 2018 341 $ Granted 148 Vested (123) Cancelled (15) Non-vested as of March 31, 2019 351 $ |
Summary of net changes in accumulated other comprehensive loss | (in millions) Cumulative Translation Adjustment Deferred (Loss) Gain on Hedging Activities Pension and Postretirement Adjustment Unrealized (Loss) Gain on Investment Accumulated Other Comprehensive Loss Balance, December 31, 2018 $ (1,080) $ (5) $ (69) $ — $ (1,154) Other comprehensive income (loss) before reclassification adjustments 1 (12) — — (11) Amount reclassified from accumulated OCI — 2 — — 2 Tax benefit — 3 — — 3 Net other comprehensive income (loss) 1 (7) — — (6) Balance, March 31, 2019 $ (1,079) $ (12) $ (69) $ — $ (1,160) (in millions) Cumulative Translation Adjustment Deferred (Loss) Gain on Hedging Activities Pension and Postretirement Adjustment Unrealized (Loss) Gain on Investment Accumulated Other Comprehensive Loss Balance, December 31, 2017 $ (951) $ (13) $ (51) $ 2 $ (1,013) Other comprehensive income (loss) before reclassification adjustments 21 22 (1) 1 43 Amount reclassified from accumulated OCI — 4 — — 4 Tax provision — (6) — — (6) Net other comprehensive income (loss) 21 20 (1) 1 41 Balance, March 31, 2018 $ (930) $ 7 $ (52) $ 3 $ (972) |
Schedule of stockholders equity and redeemable equity | Total Equity Share-based Additional Accumulated Other Non- Payments Common Paid-In Treasury Comprehensive Retained Controlling Subject to (in millions) Stock Capital Stock Loss Earnings Interests Redemption Balance, December 31, 2018 $ 1 $ 1,096 $ (1,091) $ (1,154) $ 3,536 $ 20 $ 37 Net income attributable to Ingredion 100 Net income attributable to non-controlling interests 2 Dividends declared, common stock ($0.625/share) (42) Repurchases of common stock 32 31 Share-based compensation, net of issuance 9 10 (16) Other comprehensive loss (6) Balance, March 31, 2019 $ 1 $ 1,137 $ (1,050) $ (1,160) $ 3,594 $ 22 $ 21 Total Equity Share-based Additional Accumulated Other Non- Payments Common Paid-In Treasury Comprehensive Retained Controlling Subject to (in millions) Stock Capital Stock Loss Earnings Interests Redemption Balance, December 31, 2017 $ 1 $ 1,138 $ (494) $ (1,013) $ 3,259 $ 26 $ 36 Net income attributable to Ingredion 140 Net income attributable to non-controlling interests 3 Dividends declared, common stock ($0.60/share) (44) Dividends declared, non-controlling interests (3) Share-based compensation, net of issuance (6) 18 (9) Other comprehensive income (loss) 41 (2) Balance, March 31, 2018 $ 1 $ 1,132 $ (476) $ (972) $ 3,355 $ 24 $ 27 |
Schedule of basic and diluted earnings per common share | Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 (in millions, except per share amounts) Net Income Available to Ingredion Weighted Average Shares Per Share Amount Net Income Available to Ingredion Weighted Average Shares Per Share Amount Basic EPS $ 100 66.8 $ 1.50 $ 140 72.3 $ 1.94 Effect of Dilutive Securities: Incremental shares from assumed exercise of dilutive stock options and vesting of dilutive RSUs and other awards 0.6 1.3 Diluted EPS $ 100 67.4 $ 1.48 $ 140 73.6 $ 1.90 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Information | |
Schedule of segment reporting of net sales, operating income and total assets | Three Months Ended March 31, (in millions) 2019 2018 Net sales to unaffiliated customers: North America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 860 $ 874 South America: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 218 $ 249 Asia-Pacific: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 194 $ 194 EMEA: Net sales before shipping and handling costs $ $ Less: shipping and handling costs Net sales $ 148 $ 152 Three Months Ended March 31, (in millions) 2019 2018 Operating income: North America $ 125 $ 143 South America 18 26 Asia-Pacific 20 23 EMEA 24 31 Corporate (21) (23) Subtotal 166 200 Restructuring/impairment charges (a) (4) (3) Acquisition/integration costs (1) — Total operating income $ 161 $ 197 (a) During the first quarter in 2019, the Company recorded $4 million of pre-tax restructuring charges, comprised of $3 million of employee-related severance and other costs as part of the Cost Smart SG&A program and $1 million in other costs as part of the Cost Smart cost of sales program in relation to the cessation of wet-milling at the Stockton, California plant. As of As of (in millions) March 31, 2019 December 31, 2018 Total assets: North America (a) $ 3,919 $ 3,737 South America 711 711 Asia-Pacific 806 792 EMEA 496 488 Total $ 5,932 $ 5,728 |
Summary of Significant Accoun_3
Summary of Significant Accounting Standards and Policies - ASU 2016-02 (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Jan. 01, 2019 | |
Recently Adopted Accounting Standards | ||
Lease, Practical expedients, Package | true | |
Lease, Practical expedients, Use of hindsight | false | |
Operating lease liabilities | $ 155 | |
Operating lease assets | $ 146 | |
ASU 2016-02, Leases | Adjustment | ||
Recently Adopted Accounting Standards | ||
Operating lease liabilities | $ 170 | |
Operating lease assets | $ 161 |
Acquisitions - (Details)
Acquisitions - (Details) - USD ($) $ in Millions | Mar. 01, 2019 | Mar. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Acquisitions | ||||
Payment for acquisition, net of cash acquired | $ 41 | |||
Cash acquired from acquisition | 4 | |||
Goodwill | $ 815 | 815 | $ 791 | |
Western Polymer | ||||
Acquisitions | ||||
Payment for acquisition, net of cash acquired | $ 41 | |||
Cash acquired from acquisition | $ 4 | |||
Reporting lag | 1 month | |||
Goodwill | $ 22 | 22 | ||
Tangible assets, net | 19 | 19 | ||
Pre-tax acquisition costs | $ 1 | $ 1 |
Revenue Recognition (Details)
Revenue Recognition (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2019USD ($)segment | Mar. 31, 2018USD ($) | |
Disaggregation of revenue | ||
Revenue, practical expedient, incremental cost of obtaining contract | true | |
Number of reportable business segments | segment | 4 | |
Net sales before shipping and handling costs | $ 1,536 | $ 1,581 |
Less: Shipping and handling costs | 116 | 112 |
Net sales | 1,420 | 1,469 |
North America | ||
Disaggregation of revenue | ||
Net sales before shipping and handling costs | 951 | 958 |
Less: Shipping and handling costs | 91 | 84 |
Net sales | 860 | 874 |
South America | ||
Disaggregation of revenue | ||
Net sales before shipping and handling costs | 228 | 262 |
Less: Shipping and handling costs | 10 | 13 |
Net sales | 218 | 249 |
Asia-Pacific | ||
Disaggregation of revenue | ||
Net sales before shipping and handling costs | 203 | 203 |
Less: Shipping and handling costs | 9 | 9 |
Net sales | 194 | 194 |
EMEA | ||
Disaggregation of revenue | ||
Net sales before shipping and handling costs | 154 | 158 |
Less: Shipping and handling costs | 6 | 6 |
Net sales | $ 148 | $ 152 |
Restructuring and Impairment _3
Restructuring and Impairment Charges - Charges (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2019 | |
Restructuring and impairment charges | |||
Restructuring charges | $ 4 | $ 3 | |
Cost Smart Cost of Sales Program | |||
Restructuring and impairment charges | |||
Restructuring charges | 1 | ||
Cost Smart Cost of Sales Program | Forecast | |||
Restructuring and impairment charges | |||
Restructuring charges | $ 1 | ||
Cost Smart SG&A Program | Employee-related severance and other costs | |||
Restructuring and impairment charges | |||
Restructuring charges | 3 | ||
Cost Smart SG&A Program, Latin American Finance Transformation Initiative | Forecast | |||
Restructuring and impairment charges | |||
Restructuring charges | $ 1 | ||
Cost Smart SG&A Program, Latin American Finance Transformation Initiative | Other restructuring costs | |||
Restructuring and impairment charges | |||
Restructuring charges | $ 1 | ||
North America Finance Transformation Initiative | Other restructuring costs | |||
Restructuring and impairment charges | |||
Restructuring charges | 2 | ||
Brazil leaf extraction Process restructuring | Other restructuring costs | |||
Restructuring and impairment charges | |||
Restructuring charges | $ 1 |
Restructuring and Impairment _4
Restructuring and Impairment Charges - Employee-related severance (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Restructuring accrual | ||
Balance in severance accrual at beginning of period | $ 10 | |
Restructuring charges | 4 | $ 3 |
Payments made to terminated employees | (5) | |
Balance in severance accrual at end of period | 7 | |
Employee-related severance costs | ||
Restructuring accrual | ||
Restructuring reserve, Expected to be paid in next 12 months | 6 | |
Cost Smart Cost of Sales and SG&A Program | ||
Restructuring accrual | ||
Restructuring charges | $ 2 |
Financial Instruments, Deriva_3
Financial Instruments, Derivatives and Hedging Activities - Commodity price hedging (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Financial instruments, derivatives and hedging activities | ||
Accumulated gains (losses) from derivative instruments, net of tax effect | $ (1,160) | $ (1,154) |
Commodity Contracts | Minimum | ||
Financial instruments, derivatives and hedging activities | ||
Maturity period of price risk derivative | 12 months | |
Commodity Contracts | Maximum | ||
Financial instruments, derivatives and hedging activities | ||
Maturity period of price risk derivative | 24 months | |
Cash Flow Hedging | Commodity Contracts | ||
Financial instruments, derivatives and hedging activities | ||
Accumulated gains (losses) from derivative instruments, net of tax effect | $ (11) | (2) |
Tax effect on gain (loss) on derivative instruments | $ (5) | $ (2) |
Financial Instruments, Deriva_4
Financial Instruments, Derivatives and Hedging Activities - Interest rate hedging (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Financial instruments, derivatives and hedging activities | ||
Accumulated gains (losses) from derivative instruments, net of tax effect | $ (1,160) | $ (1,154) |
4.625% senior notes due November 1, 2020 | ||
Financial instruments, derivatives and hedging activities | ||
Debt, face amount | 400 | |
Treasury Lock | ||
Financial instruments, derivatives and hedging activities | ||
Derivative notional amount | 0 | 0 |
Cash Flow Hedging | Treasury Lock | ||
Financial instruments, derivatives and hedging activities | ||
Accumulated gains (losses) from derivative instruments, net of tax effect | (2) | (2) |
Tax effect on gain (loss) on derivative instruments | (1) | (1) |
Fair Value Hedging | Interest Rate Swap | ||
Financial instruments, derivatives and hedging activities | ||
Increase (decrease) in fair value of instrument | $ (1) | |
Fair Value Hedging | Interest Rate Swap | Maximum | ||
Financial instruments, derivatives and hedging activities | ||
Increase (decrease) in fair value of instrument | 1 | |
Fair Value Hedging | Interest Rate Swap | 4.625% senior notes due November 1, 2020 | ||
Financial instruments, derivatives and hedging activities | ||
Debt, face amount | $ 200 | |
Debt, fixed interest rate (as a percent) | 4.625% | |
Debt, floating rate of interest basis | six-month US dollar LIBOR |
Financial Instruments, Deriva_5
Financial Instruments, Derivatives and Hedging Activities - Foreign currency hedging (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Financial instruments, derivatives and hedging activities | ||
Accumulated gains (losses) from derivative instruments, net of tax effect | $ (1,160) | $ (1,154) |
Foreign Currency Forward Contracts | Short | Not Designated as Hedging Instrument | ||
Financial instruments, derivatives and hedging activities | ||
Derivative notional amount | 866 | 621 |
Foreign Currency Forward Contracts | Long | Not Designated as Hedging Instrument | ||
Financial instruments, derivatives and hedging activities | ||
Derivative notional amount | 406 | 165 |
Cash Flow Hedging | Foreign Currency Forward Contracts | ||
Financial instruments, derivatives and hedging activities | ||
Accumulated gains (losses) from derivative instruments, net of tax effect | 1 | |
Tax effect on gain (loss) on derivative instruments | 1 | |
Cash Flow Hedging | Foreign Currency Forward Contracts | Short | ||
Financial instruments, derivatives and hedging activities | ||
Derivative notional amount | 274 | 345 |
Cash Flow Hedging | Foreign Currency Forward Contracts | Long | ||
Financial instruments, derivatives and hedging activities | ||
Derivative notional amount | $ 227 | $ 275 |
Financial Instruments, Deriva_6
Financial Instruments, Derivatives and Hedging Activities - Balance Sheet Location (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Designated as Hedging Instrument | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | $ 4 | $ 7 |
Fair value of derivative instruments, Liabilities | 15 | 10 |
Fair value of derivative instruments, Net Assets/(Liabilities) | (11) | (3) |
Designated as Hedging Instrument | Accounts receivable, net | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 4 | 6 |
Designated as Hedging Instrument | Other assets | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 1 | |
Designated as Hedging Instrument | Accounts payable and accrued liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 12 | 6 |
Designated as Hedging Instrument | Non-current liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 3 | 4 |
Designated as Hedging Instrument | Commodity Contracts | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 2 | 6 |
Fair value of derivative instruments, Liabilities | 15 | 9 |
Fair value of derivative instruments, Net Assets/(Liabilities) | (13) | (3) |
Designated as Hedging Instrument | Commodity Contracts | Accounts receivable, net | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 2 | 5 |
Designated as Hedging Instrument | Commodity Contracts | Other assets | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 1 | |
Designated as Hedging Instrument | Commodity Contracts | Accounts payable and accrued liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 12 | 6 |
Designated as Hedging Instrument | Commodity Contracts | Non-current liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 3 | 3 |
Designated as Hedging Instrument | Foreign Currency Forward Contracts | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 2 | 1 |
Fair value of derivative instruments, Net Assets/(Liabilities) | 2 | 1 |
Designated as Hedging Instrument | Foreign Currency Forward Contracts | Accounts receivable, net | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 2 | 1 |
Designated as Hedging Instrument | Interest Rate Contracts | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 1 | |
Fair value of derivative instruments, Net Assets/(Liabilities) | (1) | |
Designated as Hedging Instrument | Interest Rate Contracts | Non-current liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 1 | |
Not Designated as Hedging Instrument | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 8 | 17 |
Fair value of derivative instruments, Liabilities | 14 | 16 |
Fair value of derivative instruments, Net Assets/(Liabilities) | (6) | 1 |
Not Designated as Hedging Instrument | Accounts receivable, net | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 7 | 16 |
Not Designated as Hedging Instrument | Other assets | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 1 | 1 |
Not Designated as Hedging Instrument | Accounts payable and accrued liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 11 | 12 |
Not Designated as Hedging Instrument | Non-current liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 3 | 4 |
Not Designated as Hedging Instrument | Commodity Contracts | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 4 | 3 |
Fair value of derivative instruments, Net Assets/(Liabilities) | (4) | (3) |
Not Designated as Hedging Instrument | Commodity Contracts | Accounts payable and accrued liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 4 | 3 |
Not Designated as Hedging Instrument | Foreign Currency Forward Contracts | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 8 | 17 |
Fair value of derivative instruments, Liabilities | 10 | 13 |
Fair value of derivative instruments, Net Assets/(Liabilities) | (2) | 4 |
Not Designated as Hedging Instrument | Foreign Currency Forward Contracts | Accounts receivable, net | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 7 | 16 |
Not Designated as Hedging Instrument | Foreign Currency Forward Contracts | Other assets | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Assets | 1 | 1 |
Not Designated as Hedging Instrument | Foreign Currency Forward Contracts | Accounts payable and accrued liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | 7 | 9 |
Not Designated as Hedging Instrument | Foreign Currency Forward Contracts | Non-current liabilities | ||
Fair value of derivatives | ||
Fair value of derivative instruments, Liabilities | $ 3 | $ 4 |
Financial Instruments, Deriva_7
Financial Instruments, Derivatives and Hedging Activities - Outstanding contracts (Details) lb in Millions, gal in Millions, bu in Millions, MMBTU in Millions | Mar. 31, 2019MMBTUlbgalbu |
Corn Commodity | |
Financial instruments, derivatives and hedging activities | |
Futures contract (in bushels for corn and gallons for ethanol) | bu | 77 |
Soy Bean Oil | |
Financial instruments, derivatives and hedging activities | |
Soybean oil futures contract (in pounds) | lb | 22 |
Natural Gas Commodity | |
Financial instruments, derivatives and hedging activities | |
Natural gas futures contract (in mmbtu) | MMBTU | 31 |
Ethanol Commodity | |
Financial instruments, derivatives and hedging activities | |
Futures contract (in bushels for corn and gallons for ethanol) | gal | 0 |
Financial Instruments, Deriva_8
Financial Instruments, Derivatives and Hedging Activities - Additional information - FV hedges (Details) - Fair Value Hedging - Long-term debt - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Additional information pertaining to fair value hedges | ||
Carrying Amount of the Hedged Liabilities | $ (200) | $ (199) |
Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of Hedged Liabilities | $ 1 |
Financial Instruments, Deriva_9
Financial Instruments, Derivatives and Hedging Activities - Additional information - CF hedges (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Gains or losses on hedging relationships | ||
Amount of Gains (Losses) Recognized in OCI | $ (12) | $ 22 |
Gain (loss) reclassified from accumulated OCI into earnings | (2) | (4) |
Commodity Contracts | ||
Gains or losses on hedging relationships | ||
Amount of Gains (Losses) Recognized in OCI | (10) | 20 |
Commodity Contracts | Cost of sales | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | 2 | (5) |
Foreign Currency Contracts | ||
Gains or losses on hedging relationships | ||
Amount of Gains (Losses) Recognized in OCI | (2) | 2 |
Foreign Currency Contracts | Net sales | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | (3) | 1 |
Interest Rate Contracts | Financing costs, net | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | (1) | |
Cash Flow Hedging | Commodity Contracts | Cost of sales | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | 2 | $ (5) |
Cash Flow Hedging | Interest Rate Contracts | Financing costs, net | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | $ (1) |
Financial Instruments, Deriv_10
Financial Instruments, Derivatives and Hedging Activities - Location of Gain or (Losses) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | $ (2) | $ (4) |
Income before income taxes | 139 | 182 |
Net sales before shipping and handling costs | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | 1 | |
Income before income taxes | 1,536 | 1,581 |
Cost of sales | ||
Gains or losses on hedging relationships | ||
Income before income taxes | (1,104) | (1,115) |
Financing costs, net | ||
Gains or losses on hedging relationships | ||
Income before income taxes | (22) | (16) |
Commodity Contracts | Cost of sales | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | 2 | (5) |
Foreign Currency Contracts | Net sales | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | (3) | 1 |
Interest Rate Contracts | Financing costs, net | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | (1) | |
Fair Value Hedging | Interest Rate Contracts | Financing costs, net | ||
Gains or losses on hedging relationships | ||
Hedged item | (2) | |
Derivatives designated as hedging instruments | 2 | |
Cash Flow Hedging | Commodity Contracts | Cost of sales | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | 2 | $ (5) |
Cash Flow Hedging | Foreign Currency Contracts | Net sales before shipping and handling costs | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | (3) | |
Cash Flow Hedging | Interest Rate Contracts | Financing costs, net | ||
Gains or losses on hedging relationships | ||
Gain (loss) reclassified from accumulated OCI into earnings | $ (1) |
Financial Instruments, Deriv_11
Financial Instruments, Derivatives and Hedging Activities - AOCI (Details) $ in Millions | Mar. 31, 2019USD ($) |
Foreign Currency Contracts | |
Gains or losses on hedging relationships | |
Gains expected to be reclassified into earnings during the next twelve months on settled foreign currency hedges, net of tax | $ 2 |
Treasury Lock | |
Gains or losses on hedging relationships | |
Loss expected to be reclassified into earnings during the next twelve months on settled T-Locks, net of tax | (1) |
Cash Flow Hedging | Commodity Contracts | |
Gains or losses on hedging relationships | |
Loss expected to be reclassified into earnings during the next twelve months on settled commodity hedging contracts, net of tax | (10) |
Loss expected to be reclassified into earnings during the next twelve months on settled commodity hedging contracts, income tax effect | $ (3) |
Financial Instruments, Deriv_12
Financial Instruments, Derivatives and Hedging Activities - FV (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Carrying value | ||
Fair value of assets and liabilities | ||
Long-term debt | $ 2,000 | |
Fair value | ||
Fair value of assets and liabilities | ||
Long-term debt | 2,000 | |
Fair Value, Measurements, Recurring | ||
Fair value of assets and liabilities | ||
Available for sale securities | 10 | $ 11 |
Derivative assets | 12 | 24 |
Derivative liabilities | 29 | 26 |
Long-term debt | 1,969 | 1,954 |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | ||
Fair value of assets and liabilities | ||
Available for sale securities | 10 | 11 |
Derivative assets | 1 | 4 |
Derivative liabilities | 14 | 6 |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ||
Fair value of assets and liabilities | ||
Derivative assets | 11 | 20 |
Derivative liabilities | 15 | 20 |
Long-term debt | $ 1,969 | $ 1,954 |
Debt (Details)
Debt (Details) - USD ($) $ in Millions | Apr. 12, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Debt | |||
Fair value adjustment related to hedged fixed rate debt instruments | $ (1) | ||
Total long-term debt | $ 1,957 | 1,931 | |
Short-term borrowings | 153 | 169 | |
Total debt | $ 2,110 | $ 2,100 | |
3.2% senior notes due October 1, 2026 | |||
Debt | |||
Debt, interest rate (as a percent) | 3.20% | 3.20% | |
Long-term debt excluding fair value adjustments | $ 496 | $ 496 | |
4.625% senior notes due November 1, 2020 | |||
Debt | |||
Debt, interest rate (as a percent) | 4.625% | 4.625% | |
Long-term debt excluding fair value adjustments | $ 399 | $ 399 | |
6.625% senior notes due April 15, 2037 | |||
Debt | |||
Debt, interest rate (as a percent) | 6.625% | 6.625% | |
Long-term debt excluding fair value adjustments | $ 254 | $ 254 | |
5.62% senior notes due March 25, 2020 | |||
Debt | |||
Debt, interest rate (as a percent) | 5.62% | 5.62% | |
Long-term debt excluding fair value adjustments | $ 200 | $ 200 | |
Term loan credit agreement due April 12, 2021 | |||
Debt | |||
Long-term debt excluding fair value adjustments | 165 | 165 | |
Term loan credit agreement due April 12, 2021 | Subsequent Event. | |||
Debt | |||
Total long-term debt | $ 165 | ||
Debt term | 24 months | ||
Maximum borrowing capacity | $ 500 | ||
Revolving credit facility | |||
Debt | |||
Long-term debt excluding fair value adjustments | $ 443 | $ 418 |
Leases - Lease costs (Details)
Leases - Lease costs (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Leases | |
Finance lease liability | $ 0 |
Lease Cost | |
Operating lease cost | 13 |
Variable operating lease cost | 6 |
Lease cost | $ 19 |
Leases - Operating lease reconc
Leases - Operating lease reconciliation (Details) $ in Millions | Mar. 31, 2019USD ($) |
Reconciliation of future undiscounted cash flows to the operating lease liabilities and the related ROU assets | |
2019 (Excluding the three months ended March 31, 2019) | $ 41 |
2020 | 43 |
2021 | 32 |
2022 | 23 |
2023 | 18 |
Thereafter | 33 |
Total future lease payments | 190 |
Less imputed interest | 35 |
Present value of future lease payments | 155 |
Less current lease liabilities | 42 |
Non-current operating lease liabilities | 113 |
Operating lease assets | $ 146 |
Leases - Other Information (Det
Leases - Other Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Other information | |
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases | $ 15 |
Right-of-use assets obtained in exchange for lease liabilities: Operating leases | $ 161 |
Weighted average remaining lease term (years): Operating leases | 5 years 6 months |
Weighted average discount rate: Operating leases | 5.70% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) $ in Millions | Dec. 31, 2018USD ($) |
Minimum lease payments for operating leases | |
2019 | $ 53 |
2020 | 44 |
2021 | 40 |
2022 | 27 |
2023 | 22 |
Thereafter | 27 |
Total future lease payments | $ 213 |
Net Periodic Pension and Post_3
Net Periodic Pension and Postretirement Benefit Costs (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Pension Plan | ||
Anticipated cash contributions | ||
Anticipated cash contributions in current year | $ 4 | |
Pension Plan | US | ||
Components of Net Periodic Benefit Costs | ||
Service cost | 1 | $ 1 |
Interest cost | 4 | 3 |
Expected return on plan assets | (5) | (5) |
Net periodic benefit cost | (1) | |
Anticipated cash contributions | ||
Anticipated cash contributions in current year | 1 | |
Pension Plan | US | Maximum | ||
Employer contributions | ||
Cash contributions made in period | 1 | |
Pension Plan | Non-US | ||
Components of Net Periodic Benefit Costs | ||
Service cost | 1 | 1 |
Interest cost | 3 | 3 |
Expected return on plan assets | (2) | (2) |
Net periodic benefit cost | 2 | 2 |
Anticipated cash contributions | ||
Anticipated cash contributions in current year | 3 | |
Employer contributions | ||
Cash contributions made in period | 1 | |
Postemployment Retirement Benefits | ||
Components of Net Periodic Benefit Costs | ||
Interest cost | 1 | 1 |
Amortization of prior service credit | $ (1) | $ (1) |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Inventories | ||
Finished and in process | $ 512 | $ 522 |
Raw materials | 296 | 250 |
Manufacturing supplies and other | 54 | 52 |
Total inventories | $ 862 | $ 824 |
Equity - Treasury stock (Detail
Equity - Treasury stock (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Feb. 06, 2019 | Nov. 05, 2018 | Mar. 31, 2019 | Feb. 06, 2019 | Feb. 05, 2019 | Oct. 22, 2018 | Dec. 12, 2014 |
Additional Paid-in Capital | |||||||
Treasury stock: | |||||||
Repurchases of common stock, net | $ 32 | ||||||
Treasury Stock | |||||||
Treasury stock: | |||||||
Repurchases of common stock, net | $ 31 | ||||||
ASR agreement | |||||||
Treasury stock: | |||||||
Payment made for repurchase of shares | $ 455 | ||||||
Purchase/acquisition of treasury stock (in shares) | 4 | 4 | |||||
Repurchases of common stock, net | $ (423) | $ (392) | |||||
VWAP (in dollars per share) | $ 98.04 | ||||||
Amount of cash returned from upfront payment in repurchase of stock | $ 63 | ||||||
2018 Stock Repurchase Program | |||||||
Treasury stock: | |||||||
Shares authorized to be repurchased (in shares) | 8 | ||||||
2014 Stock Repurchase Program | |||||||
Treasury stock: | |||||||
Shares authorized to be repurchased (in shares) | 5 |
Equity - Share-based payments (
Equity - Share-based payments (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Share-based compensation expense | ||
Pre-tax compensation expense | $ 4 | $ 5 |
Income tax benefit | (1) | |
Total share-based compensation expense, net of income taxes | 4 | 4 |
Stock options | ||
Share-based compensation expense | ||
Pre-tax compensation expense | 1 | 1 |
Total share-based compensation expense, net of income taxes | 1 | 1 |
Restricted stock units (RSUs) | ||
Share-based compensation expense | ||
Pre-tax compensation expense | 2 | 3 |
Income tax benefit | (1) | |
Total share-based compensation expense, net of income taxes | 2 | 2 |
Performance shares and other share-based awards | ||
Share-based compensation expense | ||
Pre-tax compensation expense | 1 | 1 |
Total share-based compensation expense, net of income taxes | $ 1 | $ 1 |
Equity - Stock options (Details
Equity - Stock options (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Stock options, Number of Options | |||
Outstanding at the beginning of the period (in shares) | 2,079 | ||
Granted (in shares) | 247 | 215 | |
Exercised (in shares) | (60) | ||
Cancelled (in shares) | (22) | ||
Outstanding at the end of the period (in shares) | 2,244 | 2,079 | |
Exercisable at the end of the period (in shares) | 1,783 | ||
Stock options, Weighted Average Exercise Price per Share | |||
Outstanding at the beginning of the period (in dollars per share) | $ 80.25 | ||
Granted (in dollars per share) | 91.85 | ||
Exercised (in dollars per share) | 32.99 | ||
Cancelled (in dollars per share) | 121.87 | ||
Outstanding at the end of the period (in dollars per share) | 82.38 | $ 80.25 | |
Exercisable at the end of the period (in dollars per share) | $ 75.57 | ||
Additional information pertaining to stock options | |||
Average Remaining Contractual Term, Outstanding | 5 years 9 months 29 days | 5 years 6 months 4 days | |
Average Remaining Contractual Term, Exercisable | 5 years 1 month 28 days | ||
Aggregate Intrinsic Value, Outstanding (in dollars) | $ 43 | $ 42 | |
Aggregate Intrinsic Value, Exercisable (in dollars) | 42 | ||
Cash received from exercise of stock options | $ 2 | ||
Weighted average grant date fair value of stock options granted (per share) | $ 14.02 | $ 24.01 | |
Total intrinsic value of stock options exercised | $ 4 | $ 8 | |
Stock options | |||
Share-based compensation | |||
Term of award | 10 years | ||
Period of vesting | 3 years | ||
Required service period | 1 year | ||
Assumptions used to measure the fair value of awards | |||
Expected life | 5 years 6 months | 5 years 6 months | |
Risk-free interest rate (as a percent) | 2.50% | 2.50% | |
Expected volatility (as a percent) | 19.70% | 19.80% | |
Expected dividend yield (as a percent) | 2.70% | 1.80% | |
Additional information pertaining to stock options | |||
Unrecognized compensation cost | $ 5 | ||
Weighted-average period for amortization of unrecognized compensation cost | 1 year 9 months 18 days |
Equity - Restricted stock units
Equity - Restricted stock units (Details) - Restricted stock units (RSUs) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($)$ / sharesshares | |
Share-based compensation | |
Vesting terms | 3 years |
Service period over which compensation expense would be amortized | 1 year |
Restricted stock unit activity | |
Non-vested at the beginning of the period (in shares) | shares | 341 |
Granted (in shares) | shares | 148 |
Vested (in shares) | shares | (123) |
Cancelled (in shares) | shares | (15) |
Non-vested at the end of the period (in shares) | shares | 351 |
Weighted-average fair value per share | |
Non-vested at the beginning of the period (in dollars per share) | $ / shares | $ 115.06 |
Granted (in dollars per share) | $ / shares | 91.94 |
Vested (in dollars per share) | $ / shares | 100.20 |
Cancelled (in dollars per share) | $ / shares | 121.62 |
Non-vested at the end of the period (in dollars per share) | $ / shares | $ 110.25 |
Other disclosures | |
Unrecognized compensation cost | $ | $ 23 |
Weighted-average period for amortization of unrecognized compensation cost | 2 years 2 months 12 days |
Equity - Performance shares (De
Equity - Performance shares (Details) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($)item$ / sharesshares | |
Performance Shares | |
Share-based compensation | |
Number of tranches | item | 2 |
Granted (in shares) | 70 |
Weighted-average fair value per share, Granted (in dollars per share) | $ / shares | $ 92.57 |
Unrecognized compensation cost | $ | $ 7 |
Remaining requisite service period (in years) | 2 years 3 months 18 days |
Cancelled (in shares) | 3 |
Market-based performance shares | |
Share-based compensation | |
Performance shares calculation period (in years) | 3 years |
Vesting terms | 3 years |
Market-based performance shares | Minimum | |
Share-based compensation | |
Performance shares available for vesting (as a percent) | 0.00% |
Market-based performance shares | Maximum | |
Share-based compensation | |
Performance shares available for vesting (as a percent) | 200.00% |
Internal-based performance based | |
Share-based compensation | |
Percentage of share-based compensation award based | 50.00% |
Performance shares calculation period (in years) | 3 years |
Vesting terms | 3 years |
Internal-based performance based | Minimum | |
Share-based compensation | |
Performance shares available for vesting (as a percent) | 0.00% |
Internal-based performance based | Maximum | |
Share-based compensation | |
Performance shares available for vesting (as a percent) | 200.00% |
Performance Shares Award Granted in 2016 | |
Share-based compensation | |
Award pay out achieved (as a percent) | 0.00% |
Equity - AOCI (Details)
Equity - AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | $ 2,388 | |
Balance at the end of the period | 2,522 | |
Cumulative Translation Adjustment | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | (1,080) | $ (951) |
Other comprehensive (loss) income before reclassification adjustments | 1 | 21 |
Net other comprehensive income (loss) | 1 | 21 |
Balance at the end of the period | (1,079) | (930) |
(Loss) Gain on Hedging Activities, ASU 2017-12 | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | (5) | |
Other comprehensive (loss) income before reclassification adjustments | (12) | |
Amount reclassified from accumulated OCI | 2 | |
Tax (provision) benefit | 3 | |
Net other comprehensive income (loss) | (7) | |
Balance at the end of the period | (12) | |
(Loss) Gain on Hedging Activities | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | (13) | |
Other comprehensive (loss) income before reclassification adjustments | 22 | |
Amount reclassified from accumulated OCI | 4 | |
Tax (provision) benefit | (6) | |
Net other comprehensive income (loss) | 20 | |
Balance at the end of the period | 7 | |
Pension and other postretirement plans | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | (69) | (51) |
Other comprehensive (loss) income before reclassification adjustments | (1) | |
Net other comprehensive income (loss) | (1) | |
Balance at the end of the period | (69) | (52) |
Unrealized (Loss) Gain on Investment | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | 2 | |
Other comprehensive (loss) income before reclassification adjustments | 1 | |
Net other comprehensive income (loss) | 1 | |
Balance at the end of the period | 3 | |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Loss | ||
Balance at the beginning of the period | (1,154) | (1,013) |
Other comprehensive (loss) income before reclassification adjustments | (11) | 43 |
Amount reclassified from accumulated OCI | 2 | 4 |
Tax (provision) benefit | 3 | (6) |
Net other comprehensive income (loss) | (6) | 41 |
Balance at the end of the period | $ (1,160) | $ (972) |
Equity - Statements of Equity w
Equity - Statements of Equity with dividends per share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Balance | $ 2,408 | |
Net income | 102 | $ 143 |
Balance | $ 2,544 | |
Dividends declared, common stock (in dollars per share) | $ 0.625 | $ 0.60 |
Common Stock | ||
Balance | $ 1 | $ 1 |
Balance | 1 | 1 |
Additional Paid-in Capital | ||
Balance | 1,096 | 1,138 |
Repurchases of common stock, net | 32 | |
Share-based compensation, net of issuance | 9 | (6) |
Balance | 1,137 | 1,132 |
Treasury Stock | ||
Balance | (1,091) | (494) |
Repurchases of common stock, net | 31 | |
Share-based compensation, net of issuance | 10 | 18 |
Balance | (1,050) | (476) |
Accumulated Other Comprehensive Loss | ||
Balance | (1,154) | (1,013) |
Other comprehensive income (loss) | (6) | 41 |
Balance | (1,160) | (972) |
Retained Earnings | ||
Balance | 3,536 | 3,259 |
Net income | 100 | 140 |
Dividends declared, common stock | (42) | (44) |
Balance | 3,594 | 3,355 |
Non-controlling Interests | ||
Balance | 20 | 26 |
Net income | 2 | 3 |
Dividends declared, common stock | (3) | |
Other comprehensive income (loss) | (2) | |
Balance | $ 22 | $ 24 |
Equity - Statements of Redeemab
Equity - Statements of Redeemable Equity (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Share-based Payments Subject to Redemption | ||
Beginning Balance | $ 37 | $ 36 |
Share-based compensation, net of issuance | (16) | (9) |
Ending Balance | $ 21 | $ 27 |
Equity - EPS (Details)
Equity - EPS (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Basic EPS: | ||
Net Income Available to Ingredion - basic | $ 100 | $ 140 |
Weighted average number of shares outstanding, basic | 66.8 | 72.3 |
Basic earnings per common share of Ingredion (in dollars per share) | $ 1.50 | $ 1.94 |
Effect of Dilutive Securities: | ||
Incremental shares from assumed exercise of dilutive stock options and vesting of dilutive RSUs and other awards | 0.6 | 1.3 |
Diluted EPS: | ||
Net Income Available to Ingredion - diluted | $ 100 | $ 140 |
Weighted Average Number of Shares Outstanding, Diluted, Total | 67.4 | 73.6 |
Diluted earnings per common share of Ingredion (in dollars per share) | $ 1.48 | $ 1.90 |
Antidilutive securities excluded in calculation of diluted EPS: | ||
Antidilutive securities excluded from computation of earnings per share amount | 1 | 0.3 |
Segment Information - Net sales
Segment Information - Net sales (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2019USD ($)segment | Mar. 31, 2018USD ($) | |
Segment information | ||
Number of reportable business segments | segment | 4 | |
Net sales before shipping and handling costs | $ 1,536 | $ 1,581 |
Less: Shipping and handling costs | 116 | 112 |
Net sales | 1,420 | 1,469 |
Operating income Subtotal | 166 | 200 |
Restructuring/impairment charges | (4) | (3) |
Acquisition / integration costs | (1) | |
Operating income | 161 | 197 |
North America | ||
Segment information | ||
Net sales before shipping and handling costs | 951 | 958 |
Less: Shipping and handling costs | 91 | 84 |
Net sales | 860 | 874 |
South America | ||
Segment information | ||
Net sales before shipping and handling costs | 228 | 262 |
Less: Shipping and handling costs | 10 | 13 |
Net sales | 218 | 249 |
Asia-Pacific | ||
Segment information | ||
Net sales before shipping and handling costs | 203 | 203 |
Less: Shipping and handling costs | 9 | 9 |
Net sales | 194 | 194 |
EMEA | ||
Segment information | ||
Net sales before shipping and handling costs | 154 | 158 |
Less: Shipping and handling costs | 6 | 6 |
Net sales | 148 | 152 |
Operating Segments | North America | ||
Segment information | ||
Operating income Subtotal | 125 | 143 |
Operating Segments | South America | ||
Segment information | ||
Operating income Subtotal | 18 | 26 |
Operating Segments | Asia-Pacific | ||
Segment information | ||
Operating income Subtotal | 20 | 23 |
Operating Segments | EMEA | ||
Segment information | ||
Operating income Subtotal | 24 | 31 |
Corporate, Non -Segment | ||
Segment information | ||
Operating income Subtotal | $ (21) | $ (23) |
Segment Information - Restructu
Segment Information - Restructuring charges (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Segment information | ||
Restructuring charges | $ 4 | $ 3 |
Cost Smart Cost of Sales Program | ||
Segment information | ||
Restructuring charges | 1 | |
Cost Smart SG&A Program | Employee-related severance and other costs | ||
Segment information | ||
Restructuring charges | $ 3 |
Segment Information - Assets (D
Segment Information - Assets (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Segment information | ||
Total assets | $ 5,932 | $ 5,728 |
North America | ||
Segment information | ||
Total assets | 3,919 | 3,737 |
South America | ||
Segment information | ||
Total assets | 711 | 711 |
Asia-Pacific | ||
Segment information | ||
Total assets | 806 | 792 |
EMEA | ||
Segment information | ||
Total assets | $ 496 | $ 488 |