Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 28, 2017 | |
Document and Entity Information | ||
Entity Registrant Name | CF Industries Holdings, Inc. | |
Entity Central Index Key | 1,324,404 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 233,184,609 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Net sales | $ 1,037 | $ 1,004 |
Cost of sales | 931 | 787 |
Gross margin | 106 | 217 |
Selling, general and administrative expenses | 46 | 45 |
Transaction costs | 0 | 14 |
Other operating—net | 6 | 61 |
Total other operating costs and expenses | 52 | 120 |
Equity in earnings of operating affiliates | 3 | 0 |
Operating earnings | 57 | 97 |
Interest expense | 80 | 38 |
Interest income | (1) | (1) |
Other non-operating—net | 0 | (2) |
(Loss) earnings before income taxes | (22) | 62 |
Income tax (benefit) provision | (13) | 15 |
Net (loss) earnings | (9) | 47 |
Less: Net earnings attributable to noncontrolling interests | 14 | 21 |
Net (loss) earnings attributable to common stockholders | $ (23) | $ 26 |
Net earnings per share attributable to common stockholders: | ||
Basic (in dollars per share) | $ (0.10) | $ 0.11 |
Diluted (in dollars per share) | $ (0.10) | $ 0.11 |
Weighted average common shares outstanding: | ||
Basic (in shares) | 233.1 | 233.2 |
Diluted (in shares) | 233.1 | 233.5 |
Dividends declared per common share (in dollars per share) | $ 0.30 | $ 0.30 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) earnings | $ (9) | $ 47 |
Other comprehensive income: | ||
Foreign currency translation adjustment—net of taxes | 20 | 48 |
Total other comprehensive income | 20 | 48 |
Comprehensive income | 11 | 95 |
Less: Comprehensive income attributable to noncontrolling interests | 14 | 21 |
Comprehensive (loss) income attributable to common stockholders | $ (3) | $ 74 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 1,312 | $ 1,164 | $ 2,689 | $ 286 |
Restricted cash | 4 | 5 | ||
Accounts receivable—net | 252 | 236 | ||
Inventories | 364 | 339 | ||
Prepaid income taxes | 844 | 841 | ||
Other current assets | 29 | 70 | ||
Total current assets | 2,805 | 2,655 | ||
Property, plant and equipment—net | 9,552 | 9,652 | ||
Investments in affiliates | 141 | 139 | ||
Goodwill | 2,350 | 2,345 | ||
Other assets | 337 | 340 | ||
Total assets | 15,185 | 15,131 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 657 | 638 | ||
Income taxes payable | 0 | 1 | ||
Customer advances | 184 | 42 | ||
Other current liabilities | 12 | 5 | ||
Total current liabilities | 853 | 686 | ||
Long-term debt | 5,780 | 5,778 | ||
Deferred income taxes | 1,616 | 1,630 | ||
Other liabilities | 553 | 545 | ||
Stockholders' equity: | ||||
Preferred stock—$0.01 par value, 50,000,000 shares authorized | 0 | 0 | ||
Common stock—$0.01 par value, 500,000,000 shares authorized, 2017—233,222,350 shares issued and 2016—233,141,771 shares issued | 2 | 2 | ||
Paid-in capital | 1,384 | 1,380 | ||
Retained earnings | 2,272 | 2,365 | ||
Treasury stock—at cost, 2017—37,741shares and 2016—27,602 shares | (1) | (1) | ||
Accumulated other comprehensive loss | (378) | (398) | (202) | (250) |
Total stockholders' equity | 3,279 | 3,348 | ||
Noncontrolling interests | 3,104 | 3,144 | 3,152 | 352 |
Total equity | 6,383 | 6,492 | $ 7,194 | $ 4,387 |
Total liabilities and equity | $ 15,185 | $ 15,131 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 233,222,350 | 233,141,771 |
Treasury stock, shares | 37,741 | 27,602 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Millions | Total | $0.01 Par Value Common Stock | Treasury Stock | Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total Stockholders' Equity | Noncontrolling Interests |
Balance at Dec. 31, 2015 | $ 4,387 | $ 2 | $ (153) | $ 1,378 | $ 3,058 | $ (250) | $ 4,035 | $ 352 |
Increase (decrease) in equity | ||||||||
Net (loss) earnings | 47 | 0 | 0 | 0 | 26 | 0 | 26 | 21 |
Other comprehensive income: | ||||||||
Foreign currency translation adjustment—net of taxes | 48 | 0 | 0 | 0 | 0 | 48 | 48 | |
Comprehensive income | 95 | 74 | 21 | |||||
Stock-based compensation expense | 3 | 0 | 0 | 3 | 0 | 0 | 3 | 0 |
Cash dividends ($0.30 and $0.30 per share) for the three months ended March 31, 2017 and 2016 respectively | (70) | 0 | 0 | 0 | (70) | 0 | (70) | 0 |
Issuance of noncontrolling interest in CF Industries Nitrogen, LLC (CFN) | 2,792 | 0 | 0 | 0 | 0 | 0 | 0 | 2,792 |
Distributions declared to noncontrolling interest | (13) | 0 | 0 | 0 | 0 | 0 | 0 | (13) |
Balance at Mar. 31, 2016 | 7,194 | 2 | (153) | 1,381 | 3,014 | (202) | 4,042 | 3,152 |
Balance at Dec. 31, 2016 | 6,492 | 2 | (1) | 1,380 | 2,365 | (398) | 3,348 | 3,144 |
Increase (decrease) in equity | ||||||||
Net (loss) earnings | (9) | 0 | 0 | 0 | (23) | 0 | (23) | 14 |
Other comprehensive income: | ||||||||
Foreign currency translation adjustment—net of taxes | 20 | 0 | 0 | 0 | 0 | 20 | 20 | 0 |
Comprehensive income | 11 | (3) | 14 | |||||
Stock-based compensation expense | 4 | 0 | 0 | 4 | 0 | 0 | 4 | 0 |
Cash dividends ($0.30 and $0.30 per share) for the three months ended March 31, 2017 and 2016 respectively | (70) | 0 | 0 | 0 | (70) | 0 | (70) | 0 |
Distributions declared to noncontrolling interest | (54) | 0 | 0 | 0 | 0 | 0 | 0 | (54) |
Balance at Mar. 31, 2017 | $ 6,383 | $ 2 | $ (1) | $ 1,384 | $ 2,272 | $ (378) | $ 3,279 | $ 3,104 |
CONSOLIDATED STATEMENTS OF EQU7
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Stockholders' Equity [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Cash Dividends (dollars per share) | $ 0.30 | $ 0.30 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating Activities: | ||
Net (loss) earnings | $ (9) | $ 47 |
Adjustments to reconcile net (loss) earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 205 | 146 |
Deferred income taxes | (16) | 36 |
Stock-based compensation expense | 4 | 4 |
Unrealized net loss on natural gas and foreign currency derivatives | 53 | 18 |
Unrealized loss on embedded derivative | 1 | 0 |
Loss on disposal of property, plant and equipment | 1 | 3 |
Undistributed earnings of affiliates—net of taxes | (5) | (4) |
Changes in: | ||
Accounts receivable—net | (9) | 4 |
Inventories | (15) | 16 |
Accrued and prepaid income taxes | (5) | (23) |
Accounts payable and accrued expenses | 5 | (6) |
Customer advances | 142 | 65 |
Other—net | 4 | 40 |
Net cash provided by operating activities | 356 | 346 |
Investing Activities: | ||
Additions to property, plant and equipment | (94) | (676) |
Proceeds from sale of property, plant and equipment | 8 | 2 |
Withdrawals from restricted cash funds | 1 | 11 |
Other—net | 0 | 1 |
Net cash used in investing activities | (85) | (662) |
Financing Activities: | ||
Proceeds from short-term borrowings | 0 | 150 |
Payments of short-term borrowings | 0 | (150) |
Dividends paid on common stock | (70) | (70) |
Issuance of noncontrolling interest in CFN | 0 | 2,800 |
Distributions to noncontrolling interests | (54) | (13) |
Net cash (used in) provided by financing activities | (124) | 2,717 |
Effect of exchange rate changes on cash and cash equivalents | 1 | 2 |
Increase in cash and cash equivalents | 148 | 2,403 |
Cash and cash equivalents at beginning of period | 1,164 | 286 |
Cash and cash equivalents at end of period | $ 1,312 | $ 2,689 |
Background and Basis of Present
Background and Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | Background and Basis of Presentation We are one of the largest manufacturers and distributors of nitrogen fertilizer and other nitrogen products in the world. Our principal customers are cooperatives, independent fertilizer distributors, farmers and industrial users. Our principal nitrogen fertilizer products are ammonia, granular urea, urea ammonium nitrate solution (UAN) and ammonium nitrate (AN). Our other nitrogen products include diesel exhaust fluid (DEF), urea liquor, nitric acid and aqua ammonia, which are sold primarily to our industrial customers, and compound fertilizer products (NPKs), which are solid granular fertilizer products for which the nutrient content is a combination of nitrogen, phosphorus, and potassium. Our manufacturing and distribution facilities are concentrated in the midwestern United States and other major agricultural areas of the United States, Canada and the United Kingdom. We also export nitrogen fertilizer products from our Donaldsonville, Louisiana and Yazoo City, Mississippi manufacturing facilities, and our United Kingdom manufacturing facilities in Billingham and Ince. All references to "CF Holdings," "the Company," "we," "us" and "our" refer to CF Industries Holdings, Inc. and its subsidiaries, except where the context makes clear that the reference is only to CF Industries Holdings, Inc. itself and not its subsidiaries. All references to "CF Industries" refer to CF Industries, Inc., a 100% owned subsidiary of CF Industries Holdings, Inc. The accompanying unaudited interim consolidated financial statements have been prepared on the same basis as our audited consolidated financial statements for the year ended December 31, 2016 , in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial reporting. In the opinion of management, these statements reflect all adjustments, consisting only of normal and recurring adjustments, that are necessary for the fair representation of the information for the periods presented. The accompanying unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Operating results for any period presented apply to that period only and are not necessarily indicative of results for any future period. The accompanying unaudited interim consolidated financial statements should be read in conjunction with our audited consolidated financial statements and related disclosures included in our 2016 Annual Report on Form 10-K filed with the SEC on February 23, 2017. The preparation of the unaudited interim consolidated financial statements requires us to make use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the unaudited consolidated financial statements and the reported revenues and expenses for the periods presented. Significant estimates and assumptions are used for, but are not limited to, net realizable value of inventories, environmental remediation liabilities, environmental and litigation contingencies, the cost of customer incentives, useful lives of property and identifiable intangible assets, the assumptions used in the evaluation of potential impairments of property, investments, identifiable intangible assets and goodwill, income tax and valuation reserves, allowances for doubtful accounts receivable, the measurement of the fair values of investments for which markets are not active, assumptions used in the determination of the funded status and annual expense of defined benefit pension and other postretirement benefit plans and the assumptions used in the valuation of stock-based compensation awards granted to employees. |
New Accounting Standards
New Accounting Standards | 3 Months Ended |
Mar. 31, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Standards | New Accounting Standards Recently Adopted Pronouncement On January 1, 2017, we adopted Accounting Standards Update (ASU) No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. ASU No. 2015-11 changes the inventory measurement principle for entities using the first-in, first out (FIFO) or average cost methods. For entities utilizing one of these methods, the inventory measurement principle changed from lower of cost or market to the lower of cost and net realizable value. We follow the FIFO or average cost methods and the adoption of this ASU did not have a material effect on our consolidated financial statements. Recently Issued Pronouncements In March 2017, the Financial Accounting Standards Board (FASB) issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which will change the presentation of net periodic benefit cost related to employer sponsored defined benefit plans and other postretirement benefits. Service cost will be included within the same income statement line item as other compensation costs arising from services rendered during the period, while other components of net periodic benefit pension cost will be presented separately outside of operating income. Additionally, only service costs may be capitalized on the balance sheet. This ASU is effective for annual and interim periods beginning after December 15, 2017. The guidance will be applied retrospectively for the income statement classification requirements and prospectively for the capitalization guidance. Early adoption is permitted. We do not expect the provisions of this ASU will have a material effect on our consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017, and should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. Early adoption is permitted in the first interim period of an annual reporting period for which financial statements have not been issued. We are currently evaluating the impact of this ASU on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which supersedes the lease accounting requirements in Accounting Standards Codification (ASC) Topic 840, Leases. This ASU will require lessees to recognize the rights and obligations resulting from virtually all leases (other than leases that meet the definition of a short-term lease) on their balance sheets as right-of-use (ROU) assets with corresponding lease liabilities. Extensive quantitative and qualitative disclosures, including significant judgments made by management, will be required to provide greater insight into the extent of income and expense recognized and expected to be recognized from existing contracts. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted, and requires the modified retrospective method of adoption. While we are continuing to evaluate the impact of the adoption of this ASU on our consolidated financial statements, we currently believe the most significant change relates to the recognition of new ROU assets and lease liabilities on our balance sheet for operating leases for certain property and equipment, including rail car leases and barge tow charters for the distribution of fertilizer. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments. Additionally, the costs to obtain and fulfill a contract, including assets to be recognized, are to be capitalized and such capitalized costs should be disclosed. In 2016, the FASB issued additional ASUs that enhance the operability of the principal versus agent guidance in ASU No. 2014-09 by clarifying that an entity should consider the nature of each good or service promised to a customer at the individual good or service level, clarify that ASU No. 2014-09 should not be applied to immaterial performance obligations, and enhance the guidance around the treatment of shipping costs incurred to fulfill performance obligations. As modified by ASU No. 2015-14, Deferral of the Effective Date, the effective date of ASU No. 2014-09 is for interim and annual periods beginning after December 15, 2017, with early adoption permitted for interim and annual periods beginning after December 15, 2016. We continue to analyze the impact of ASU No. 2014-09 on our revenue contracts by comparing the revenue recognition that would have occurred from applying this ASU to revenue contracts that existed in 2015 and 2016. We are also reviewing our accounting policies and disclosures to determine changes needed to comply with this ASU, as well as identifying changes to our business processes, systems, and controls needed to support adoption of this ASU. |
Net Earnings Per Share
Net Earnings Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Earnings Per Share | Net Earnings Per Share Net earnings per share were computed as follows: Three months ended 2017 2016 (in millions, except per share amounts) Net (loss) earnings attributable to common stockholders $ (23 ) $ 26 Basic earnings per common share: Weighted-average common shares outstanding 233.1 233.2 Net (loss) earnings attributable to common stockholders $ (0.10 ) $ 0.11 Diluted earnings per common share: Weighted-average common shares outstanding 233.1 233.2 Dilutive common shares—stock options — 0.3 Diluted weighted-average shares outstanding 233.1 233.5 Net (loss) earnings attributable to common stockholders $ (0.10 ) $ 0.11 In the computation of diluted earnings per common share, potentially dilutive stock options are excluded if the effect of their inclusion is anti-dilutive. Shares for anti-dilutive stock options not included in the computation of diluted earnings per common share were 6.6 million and 4.2 million for the three months ended March 31, 2017 and 2016 , respectively. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: March 31, December 31, (in millions) Finished goods $ 308 $ 279 Raw materials, spare parts and supplies 56 60 Total inventories $ 364 $ 339 |
Property, Plant and Equipment-N
Property, Plant and Equipment-Net | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment, Net [Abstract] | |
Property, Plant and Equipment-Net | Property, Plant and Equipment—Net Property, plant and equipment—net consists of the following: March 31, December 31, (in millions) Land $ 69 $ 69 Machinery and equipment 11,768 11,664 Buildings and improvements 885 878 Construction in progress 265 280 Property, plant and equipment (1) 12,987 12,891 Less: Accumulated depreciation and amortization 3,435 3,239 Property, plant and equipment—net $ 9,552 $ 9,652 _______________________________________________________________________________ (1) As of March 31, 2017 and December 31, 2016 , we had property, plant and equipment that was accrued but unpaid of approximately $231 million and $225 million , respectively. These amounts included accruals related to our capacity expansion projects of $183 million and $185 million as of March 31, 2017 and December 31, 2016 , respectively. Depreciation and amortization related to property, plant and equipment was $197 million and $140 million for the three months ended March 31, 2017 and 2016 , respectively. Plant turnarounds —Scheduled inspections, replacements and overhauls of plant machinery and equipment at our continuous process manufacturing facilities during a full plant shutdown are referred to as plant turnarounds. The expenditures related to turnarounds are capitalized in property, plant and equipment when incurred. The following is a summary of capitalized plant turnaround costs: Three months ended 2017 2016 (in millions) Net capitalized turnaround costs: Beginning balance $ 206 $ 220 Additions 59 10 Depreciation (30 ) (22 ) Effect of exchange rate changes 1 3 Ending balance $ 236 $ 211 Scheduled replacements and overhauls of plant machinery and equipment include the dismantling, repair or replacement and installation of various components including piping, valves, motors, turbines, pumps, compressors, heat exchangers and the replacement of catalysts when a full plant shutdown occurs. Scheduled inspections are also conducted during full plant shutdowns, including required safety inspections which entail the disassembly of various components such as steam boilers, pressure vessels and other equipment requiring safety certifications. Internal employee costs and overhead amounts are not considered turnaround costs and are not capitalized. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The following table shows the carrying amount of goodwill by reportable segment as of March 31, 2017 and December 31, 2016 : Ammonia Granular Urea UAN AN Other Total (in millions) Balance as of December 31, 2016 $ 585 $ 828 $ 576 $ 286 $ 70 $ 2,345 Effect of exchange rate changes 1 — — 4 — 5 Balance as of March 31, 2017 $ 586 $ 828 $ 576 $ 290 $ 70 $ 2,350 All of our identifiable intangible assets have definite lives and are presented in other assets on our consolidated balance sheets at gross carrying amount, net of accumulated amortization, as follows: March 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net (in millions) Intangible assets: Customer relationships $ 126 $ (25 ) $ 101 $ 125 $ (24 ) $ 101 TerraCair brand 10 (10 ) — 10 (10 ) — Trade names 29 (2 ) 27 29 (2 ) 27 Total intangible assets $ 165 $ (37 ) $ 128 $ 164 $ (36 ) $ 128 Amortization expense of our identifiable intangible assets for each of the three-month periods ended March 31, 2017 and 2016 was $2 million . Total estimated amortization expense for the remainder of 2017 and each of the five succeeding fiscal years is as follows: Estimated Amortization Expense (in millions) Remainder of 2017 $ 6 2018 8 2019 8 2020 8 2021 8 2022 8 |
Equity Method Investments
Equity Method Investments | 3 Months Ended |
Mar. 31, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments As of March 31, 2017 and December 31, 2016 , we have a 50% ownership interest in Point Lisas Nitrogen Limited (PLNL), which operates an ammonia production facility in the Republic of Trinidad and Tobago. We include our share of the net earnings from this equity method investment as an element of earnings from operations because PLNL provides additional production to our operations and is integrated with our other supply chain and sales activities in the ammonia segment. As of March 31, 2017 , the total carrying value of our equity method investment in PLNL of approximately $141 million was $66 million more than our share of PLNL's book value. The excess is attributable to the purchase accounting impact of our acquisition of the investment in PLNL and primarily reflects the revaluation of property, plant and equipment and the value of an exclusive natural gas contract. The increased basis for property, plant and equipment and the gas contract are being amortized over a remaining period of approximately 16 years and 1 year , respectively. Our equity in earnings of PLNL is different from our ownership interest in income reported by PLNL due to amortization of these basis differences. We have transactions in the normal course of business with PLNL reflecting our obligation to purchase 50% of the ammonia produced by PLNL at current market prices. Our ammonia purchases from PLNL totaled $20 million and $16 million for the three months ended March 31, 2017 and 2016 , respectively. In the fourth quarter of 2016, we determined the carrying value of our investment in PLNL exceeded fair value and recognized an impairment charge of $134 million . See Note 8—Fair Value Measurements for additional information. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Our cash and cash equivalents and other investments consist of the following: March 31, 2017 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 76 $ — $ — $ 76 Cash equivalents: U.S. and Canadian government obligations 1,211 — — 1,211 Other debt securities 25 — — 25 Total cash and cash equivalents $ 1,312 $ — $ — $ 1,312 Restricted cash 4 — — 4 Nonqualified employee benefit trusts 18 1 — 19 December 31, 2016 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 89 $ — $ — $ 89 Cash equivalents: U.S. and Canadian government obligations 1,075 — — 1,075 Total cash and cash equivalents $ 1,164 $ — $ — $ 1,164 Restricted cash 5 — — 5 Nonqualified employee benefit trusts 18 1 — 19 Under our short-term investment policy, we may invest our cash balances, either directly or through mutual funds, in several types of investment-grade securities, including notes and bonds issued by governmental entities or corporations. Securities issued by governmental entities include those issued directly by the Federal government; those issued by state, local or other governmental entities; and those guaranteed by entities affiliated with governmental entities. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables present assets and liabilities included in our consolidated balance sheets as of March 31, 2017 and December 31, 2016 that are recognized at fair value on a recurring basis, and indicate the fair value hierarchy utilized to determine such fair value: March 31, 2017 Total Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 1,236 $ 1,236 $ — $ — Restricted cash 4 4 — — Nonqualified employee benefit trusts 19 19 — — Derivative assets 10 — 10 — Derivative liabilities (13 ) — (13 ) — Embedded derivative liability (27 ) — (27 ) — December 31, 2016 Total Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 1,075 $ 1,075 $ — $ — Restricted cash 5 5 — — Nonqualified employee benefit trusts 19 19 — — Derivative assets 56 — 56 — Derivative liabilities (6 ) — (6 ) — Embedded derivative liability (26 ) — (26 ) — Cash Equivalents As of March 31, 2017 and December 31, 2016 , our cash equivalents consisted primarily of U.S. and Canadian government obligations and money market mutual funds that invest in U.S. government obligations and other investment-grade securities. Restricted Cash We maintain a cash account for which the use of the funds is restricted. The restricted cash was put in place to satisfy certain requirements included in our engineering and procurement services contract for our capacity expansion projects. Under the terms of this contract, we were required to grant an affiliate of ThyssenKrupp Industrial Solutions a security interest in a restricted cash account and maintain a cash balance in that account equal to the cancellation fees for procurement services and equipment that would arise if we were to cancel the projects. Nonqualified Employee Benefit Trusts We maintain trusts associated with certain nonqualified supplemental pension plans. The investments are accounted for as available-for-sale securities. The fair values of the trust assets are based on daily quoted prices in an active market, which represents the net asset values of the shares held in the trusts. These trusts are included on our consolidated balance sheets in other assets. Derivative Instruments The derivative instruments that we use are primarily natural gas fixed price swaps and natural gas options traded in the over-the-counter (OTC) markets with multi-national commercial banks, other major financial institutions or large energy companies. The natural gas derivative contracts represent anticipated natural gas needs for future periods and settlements are scheduled to coincide with anticipated natural gas purchases during those future periods. The natural gas derivative contracts settle using primarily NYMEX futures prices. To determine the fair value of these instruments, we use quoted market prices from NYMEX and standard pricing models with inputs derived from or corroborated by observable market data such as forward curves supplied by an industry-recognized independent third party. See Note 12—Derivative Financial Instruments for additional information. Embedded Derivative Liability Under the terms of our strategic venture with CHS Inc. (CHS), if our credit rating is reduced below certain levels by two of three specified credit ratings agencies, we are required to make a non-refundable yearly payment of $5 million to CHS. In the fourth quarter of 2016, as a result of a reduction in our credit rating, we made a $5 million payment to CHS. The payment will continue on a yearly basis until the earlier of the date that our credit rating is upgraded to or above certain levels by two of the three specified credit ratings agencies or February 1, 2026. This term of the strategic venture is recognized on our consolidated balance sheet as an embedded derivative. See Note 13—Noncontrolling Interests for additional information regarding our strategic venture with CHS. During the three months ended March 31, 2017 , we recorded an adjustment to adjust the value of the embedded derivative liability by $1 million to $27 million . The inputs into the fair value measurement include the probability of future upgrades and downgrades of our credit rating based on historical credit rating movements of other public companies and the discount rates to be applied to potential annual payments based on applicable credit spreads of other public companies at different credit rating levels. Based on these inputs, our fair value measurement is classified as Level 2. The $1 million charge to reflect the change in fair value is included in other operating—net in our consolidated statement of operations for the three months ended March 31, 2017 . As of March 31, 2017 and December 31, 2016, the embedded derivative liability of $27 million and $26 million , respectively, is included in other current liabilities and other liabilities on our consolidated balance sheets. Financial Instruments The carrying amount and estimated fair value of our financial instruments are as follows: March 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value (in millions) Long-term debt $ 5,780 $ 5,673 $ 5,778 $ 5,506 The fair value of our long-term debt was based on quoted prices for identical or similar liabilities in markets that are not active or valuation models in which all significant inputs and value drivers are observable and, as a result, they are classified as Level 2 inputs. The carrying amounts of cash and cash equivalents, as well as instruments included in other current assets and other current liabilities that meet the definition of financial instruments, approximate fair values because of their short-term maturities. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis We also have assets and liabilities that may be measured at fair value on a nonrecurring basis; that is, the assets and liabilities are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment, allocation of purchase price in an acquisition or when a new liability is being established that requires fair value measurement. These include long-lived assets, goodwill and other intangible assets and investments in unconsolidated subsidiaries which may be written down to fair value as a result of impairment. The fair value measurements related to each of these rely primarily on Company-specific inputs and the Company's assumptions about the use of the assets. Since certain of the Company’s assumptions would involve inputs that are not observable, these fair values would reside within Level 3 of the fair value hierarchy. Our equity method investment in the Republic of Trinidad and Tobago, PLNL, operates an ammonia plant that relies on natural gas supplied, under a Gas Sales Contract (the NGC Contract), by The National Gas Company of Trinidad and Tobago Limited (NGC). See Note 7—Equity Method Investments for additional information. PLNL has experienced curtailments in the supply of natural gas from NGC, which have reduced the ammonia production at PLNL. In 2016, NGC communicated to PLNL that it does not recognize PLNL's exercise of its option to renew the NGC Contract for an additional five-year term beyond its current termination date in September 2018, and that any NGC commitment to supply gas beyond 2018 will need to be based on new agreements regarding volume and price. PLNL has initiated arbitration proceedings against NGC and asserted claims in connection with NGC’s failure to supply the contracted quantities of natural gas, and its refusal to recognize PLNL’s exercise of its option to extend the NGC Contract. PLNL is seeking declaratory and injunctive relief, as well as damages for past and ongoing curtailments. Although PLNL believes its claims against NGC to be meritorious, it is not possible to predict the outcome of the arbitration. There are significant assumptions in the future operations of the joint venture that are uncertain at this time, including the quantities of gas NGC will make available, the cost of such gas, the estimates that are used to determine the useful lives of fixed assets and the assumptions in the discounted cash flow models utilized for recoverability and impairment testing. As part of our impairment assessment of our equity method investment in PLNL during the fourth quarter of 2016, we determined the carrying value exceeded the fair value and recognized a $134 million impairment charge in 2016. The carrying value of our equity method investment in PLNL at March 31, 2017 is approximately $141 million . If NGC does not make sufficient quantities of natural gas available to PLNL at prices that permit profitable operations, PLNL may cease operating its facility and we would write off the remaining investment in PLNL. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended March 31, 2017 , we recorded an income tax benefit of $13 million on a pre-tax loss of $22 million , or an effective tax rate of 59.2% , compared to an income tax provision of $15 million on pre-tax income of $62 million , or an effective tax rate of 24.7% , for the three months ended March 31, 2016 . Our effective tax rate in both periods is impacted by earnings attributable to noncontrolling interests in CF Industries Nitrogen LLC (CFN) and Terra Nitrogen Company L.P. (TNCLP), as our consolidated income tax (benefit) provision does not include a tax provision on the earnings attributable to the noncontrolling interests. As a result, in the first quarter of 2017, earnings attributable to the noncontrolling interests of $14 million , which is included in the pre-tax loss, has the effect of increasing the effective tax rate, and, in the first quarter of 2016, earnings attributable to the noncontrolling interests of $21 million , which is included in pre-tax income, has the effect of reducing the effective tax rate. See Note 13—Noncontrolling Interests for additional information. During the third quarter of 2016, one of our Canadian subsidiaries received a Notice of Reassessment from the Canada Revenue Agency (CRA) for tax years 2006 through 2009 asserting a disallowance of certain patronage allocations. The tax assessment of CAD $116 million (or approximately $87 million ), excluding any interest or penalties and provincial taxes which have not yet been reassessed, is the result of an audit that was initiated by the CRA in January 2010 and involves the sole issue of whether certain patronage allocations meet the requirements for deductibility under the Income Tax Act of Canada. The reassessment has been appealed and a letter of credit in the amount of CAD $87 million (or approximately $65 million ) has been posted. We believe that it is more likely than not that the patronage allocation deduction will ultimately be sustained. In the event that we do not prevail in the appeal, we should be entitled to a U.S. foreign tax credit against any incremental Canadian tax paid. The competent authorities of Canada and the United States have been notified of the potential need for competent authority assistance. As of March 31, 2017 , we have prepaid income taxes in the amount of $844 million . This includes approximately $816 million from the carryback of certain U.S. tax losses from 2016 to prior tax periods. |
Interest Expense
Interest Expense | 3 Months Ended |
Mar. 31, 2017 | |
Interest Expense [Abstract] | |
Interest Expense | Interest Expense Details of interest expense are as follows: Three months ended 2017 2016 (in millions) Interest on borrowings (1) $ 76 $ 76 Fees on financing agreements (1) 4 4 Interest on tax liabilities 1 1 Interest capitalized (2) (1 ) (43 ) Total interest expense $ 80 $ 38 _______________________________________________________________________________ (1) See Note 11—Financing Agreements for additional information. (2) For the three months ended March 31, 2016, amount includes interest capitalized for our capacity expansion projects, which were completed as of December 31, 2016. |
Financing Agreements
Financing Agreements | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Financing Agreements | Financing Agreements Revolving Credit Agreement We have a senior secured revolving credit agreement (the Revolving Credit Agreement) providing for a revolving credit facility of up to $750 million with a maturity of September 18, 2020. The Revolving Credit Agreement includes a letter of credit sub-limit of $125 million . Borrowings under the Revolving Credit Agreement may be used for working capital and general corporate purposes. CF Industries may designate as borrowers one or more wholly owned subsidiaries that are organized in the United States or any state thereof or the District of Columbia. Borrowings under the Revolving Credit Agreement may be denominated in dollars, Canadian dollars, euro and British pounds, and bear interest at a per annum rate equal to an applicable eurocurrency rate or base rate plus, in either case, a specified margin, and the borrowers are required to pay an undrawn commitment fee on the undrawn portion of the commitments under the Revolving Credit Agreement and customary letter of credit fees. The specified margin and the amount of the commitment fee depend on CF Holdings’ credit rating at the time. As of March 31, 2017 , we had excess borrowing capacity under the Revolving Credit Agreement of $695 million (net of outstanding letters of credit of $55 million ). There were no borrowings outstanding under the Revolving Credit Agreement as of March 31, 2017 or December 31, 2016 , or during the three months ended March 31, 2017 . Maximum borrowings outstanding under the Revolving Credit Agreement during the three months ended March 31, 2016 were $150 million with a weighted-average annual interest rate of 1.85% . The Revolving Credit Agreement contains representations and warranties and affirmative and negative covenants, including financial covenants. As of March 31, 2017 , we were in compliance with all covenants under the Revolving Credit Agreement. Letters of Credit In addition to the letters of credit outstanding under the Revolving Credit Agreement, as described above, we have also entered into a bilateral agreement with capacity to issue letters of credit up to $75 million . As of March 31, 2017 , approximately $68 million of letters of credit were outstanding under this agreement. Senior Notes Long-term debt presented on our consolidated balance sheets as of March 31, 2017 and December 31, 2016 consisted of the following Public Senior Notes (unsecured) and Senior Secured Notes: Effective Interest Rate March 31, December 31, Principal Carrying Amount (1) Principal Carrying Amount (1) (in millions) Public Senior Notes: 6.875% due May 2018 7.344% $ 800 $ 796 $ 800 $ 795 7.125% due May 2020 7.529% 800 791 800 791 3.450% due June 2023 3.562% 750 745 750 745 5.150% due March 2034 5.279% 750 739 750 739 4.950% due June 2043 5.031% 750 741 750 741 5.375% due March 2044 5.465% 750 741 750 741 Senior Secured Notes: 3.400% due December 2021 3.782% 500 492 500 491 4.500% due December 2026 4.759% 750 735 750 735 Total long-term debt $ 5,850 $ 5,780 $ 5,850 $ 5,778 _______________________________________________________________________________ (1) Carrying amount is net of unamortized debt discount and deferred debt issuance costs. Total unamortized debt discount was $12 million as of both March 31, 2017 and December 31, 2016 , and total deferred debt issuance costs were $58 million and $60 million as of March 31, 2017 and December 31, 2016 , respectively. Public Senior Notes Under the indentures (including the applicable supplemental indentures) governing the senior notes due 2018, 2020, 2023, 2034, 2043 and 2044 identified in the table above (the Public Senior Notes), each series of Public Senior Notes is guaranteed by CF Holdings, and, in connection with the effectiveness of the November 2016 amendment to our Revolving Credit Agreement, CF Holdings' wholly owned subsidiaries CF Industries Enterprises, Inc. (CFE) and CF Industries Sales, LLC (CFS) became subsidiary guarantors of the Public Senior Notes. Interest on the Public Senior Notes is payable semiannually, and the Public Senior Notes are redeemable at our option, in whole at any time or in part from time to time, at specified make-whole redemption prices. Senior Secured Notes On November 21, 2016, CF Industries issued $500 million aggregate principal amount of 3.400% senior secured notes due 2021 (the 2021 Notes) and $750 million aggregate principal amount of 4.500% senior secured notes due 2026 (the 2026 Notes, and together with the 2021 Notes, the Senior Secured Notes). The net proceeds, after deducting discounts and offering expenses, from the issuance and sale of the Senior Secured Notes were approximately $1.23 billion . CF Industries used approximately $1.18 billion of the net proceeds for the prepayment (including payment of a make-whole amount of approximately $170 million and accrued interest) in full of the outstanding $1.0 billion aggregate principal amount of the senior notes due 2022, 2025 and 2027 (Private Senior Notes) issued by CF Industries on September 24, 2015. Interest on the Senior Secured Notes is payable semiannually on December 1 and June 1 beginning on June 1, 2017, and the Senior Secured Notes are redeemable at our option, in whole at any time or in part from time to time, at specified make-whole redemption prices. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments We use derivative financial instruments to reduce our exposure to changes in commodity prices and foreign currency exchange rates. Commodity Price Risk Management Natural gas is the largest and most volatile component of the manufacturing cost for nitrogen-based products. We manage the risk of changes in natural gas prices primarily through the use of derivative financial instruments. The derivatives that we use for this purpose are primarily natural gas fixed price swaps and natural gas options traded in the OTC markets. These natural gas derivatives settle using primarily a NYMEX futures price index, which represents the basis for fair value at any given time. We enter into natural gas derivative contracts with respect to natural gas to be consumed by us in the future, and settlements of those derivative contracts are scheduled to coincide with our anticipated purchases of natural gas used to manufacture nitrogen products during those future periods. We use natural gas derivatives as an economic hedge of natural gas price risk, but without the application of hedge accounting. As a result, changes in fair value of these contracts are recognized in earnings. As of March 31, 2017 , we have natural gas derivative contracts covering periods through the end of 2018. As of March 31, 2017 and December 31, 2016 , we had open natural gas derivative contracts for 149.4 million MMBtus (millions of British thermal units) and 183.0 million MMBtus, respectively. For the three months ended March 31, 2017 , we used derivatives to cover approximately 42% of our natural gas consumption. Foreign Currency Exchange Rates A portion of the costs for our capacity expansion projects at our Donaldsonville, Louisiana complex and Port Neal, Iowa complex were euro-denominated. In order to manage our exposure to changes in the euro to U.S. dollar currency exchange rates, we hedged our projected euro-denominated payments through the end of 2016 using foreign currency forward contracts. As of March 31, 2017 , accumulated other comprehensive loss (AOCL) includes $7 million of pre-tax gains related to foreign currency derivatives that were originally designated as cash flow hedges. The hedges were de-designated as of December 31, 2013. The remaining balance in AOCL is being reclassified into income over the depreciable lives of the property, plant and equipment associated with the capacity expansion projects. The effect of derivatives in our consolidated statements of operations is shown in the table below. Gain (loss) recognized in income Three months ended Location 2017 2016 (in millions) Natural gas derivatives Cost of sales $ (53 ) $ (21 ) Foreign exchange contracts Other operating—net — 3 Unrealized losses recognized in income (53 ) (18 ) Realized gains (losses) 1 (56 ) Net derivative losses $ (52 ) $ (74 ) The fair values of derivatives on our consolidated balance sheets are shown below. As of March 31, 2017 and December 31, 2016 , none of our derivative instruments were designated as hedging instruments. For additional information on derivative fair values, see Note 8—Fair Value Measurements . Asset Derivatives Liability Derivatives Balance Sheet Location March 31, December 31, Balance Sheet Location March 31, December 31, (in millions) (in millions) Natural gas derivatives Other current assets $ 10 $ 52 Other current liabilities $ (5 ) $ — Natural gas derivatives Other assets — 4 Other liabilities (8 ) (6 ) Total derivatives $ 10 $ 56 $ (13 ) $ (6 ) Most of our International Swaps and Derivatives Association (ISDA) agreements contain credit-risk-related contingent features such as cross default provisions and credit support thresholds. In the event of certain defaults or a credit ratings downgrade, our counterparty may request early termination and net settlement of certain derivative trades or may require us to collateralize derivatives in a net liability position. The Revolving Credit Agreement, at any time when it is secured, provides a cross collateral feature for those of our derivatives that are with counterparties that are party to, or affiliates of parties to, the Revolving Credit Agreement so that no separate collateral would be required for those counterparties in connection with such derivatives. In the event the Revolving Credit Agreement becomes unsecured, separate collateral could be required in connection with such derivatives. As of March 31, 2017 and December 31, 2016 , the aggregate fair value of the derivative instruments with credit-risk-related contingent features in net liability positions was $13 million and zero , respectively, which also approximates the fair value of the maximum amount of additional collateral that would need to be posted or assets needed to settle the obligations if the credit-risk-related contingent features were triggered at the reporting dates. At both March 31, 2017 and December 31, 2016 , we had no cash collateral on deposit with counterparties for derivative contracts. The credit support documents executed in connection with certain of our ISDA agreements generally provide us and our counterparties the right to set off collateral against amounts owing under the ISDA agreements upon the occurrence of a default or a specified termination event. The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of March 31, 2017 and December 31, 2016 : Amounts presented in consolidated balance sheets (1) Gross amounts not offset in consolidated balance sheets Financial instruments Cash collateral received (pledged) Net amount (in millions) March 31, 2017 Total derivative assets $ 10 $ 10 $ — $ — Total derivative liabilities (13 ) (10 ) — (3 ) Net derivative liabilities $ (3 ) $ — $ — $ (3 ) December 31, 2016 Total derivative assets $ 56 $ 6 $ — $ 50 Total derivative liabilities (6 ) (6 ) — — Net derivative assets $ 50 $ — $ — $ 50 _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented are the same. We do not believe the contractually allowed netting, close-out netting or setoff of amounts owed to, or due from, the counterparties to our ISDA agreements would have a material effect on our financial position. |
Noncontrolling Interests
Noncontrolling Interests | 3 Months Ended |
Mar. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | Noncontrolling Interests A reconciliation of the beginning and ending balances of noncontrolling interests and distributions payable to noncontrolling interests in our consolidated balance sheets is provided below. Three months ended 2017 2016 CFN TNCLP Total CFN TNCLP Total (in millions) Noncontrolling interests: Beginning balance $ 2,806 $ 338 $ 3,144 $ — $ 352 $ 352 Issuance of noncontrolling interest in CFN — — — 2,792 — 2,792 Earnings attributable to noncontrolling interests 8 6 14 17 4 21 Declaration of distributions payable (48 ) (6 ) (54 ) — (13 ) (13 ) Ending balance $ 2,766 $ 338 $ 3,104 $ 2,809 $ 343 $ 3,152 Distributions payable to noncontrolling interests: Beginning balance $ — $ — $ — $ — $ — $ — Declaration of distributions payable 48 6 54 — 13 13 Distributions to noncontrolling interests (48 ) (6 ) (54 ) — (13 ) (13 ) Ending balance $ — $ — $ — $ — $ — $ — CF Industries Nitrogen, LLC (CFN) We commenced a strategic venture with CHS on February 1, 2016, at which time CHS purchased a minority equity interest in CFN, a subsidiary of CF Holdings, for $2.8 billion . For financial reporting purposes, the assets, liabilities and earnings of the strategic venture are consolidated into our financial statements. CHS' interest in the strategic venture is recorded in noncontrolling interests in our consolidated financial statements. On February 1, 2016, CHS also began receiving deliveries pursuant to a supply agreement under which CHS has the right to purchase annually from CFN up to approximately 1.1 million tons of granular urea and 580,000 tons of UAN at market prices. As a result of its minority equity interest in CFN, CHS is entitled to semi-annual cash distributions from CFN. We are also entitled to semi-annual cash distributions from CFN. The amounts of distributions from CFN to us and CHS are based generally on the profitability of CFN and determined based on the volume of granular urea and UAN sold by CFN to us and CHS pursuant to supply agreements, less a formula driven amount based primarily on the cost of natural gas used to produce the granular urea and UAN, and adjusted for the allocation of items such as operational efficiencies and overhead amounts. Additionally, under the terms of the strategic venture, if our credit rating is reduced below certain levels by two of three specified credit rating agencies, we are required to make a non-refundable yearly payment of $5 million to CHS. In the fourth quarter of 2016, as a result of a reduction in our credit rating, we made a $5 million payment to CHS. The payment will continue on a yearly basis until the earlier of the date that our credit rating is upgraded to or above certain levels by two of the three specified credit rating agencies or February 1, 2026. On February 1, 2016, we recognized this term of the strategic venture as an embedded derivative and its value of $8 million was included in other liabilities on our consolidated balance sheet. As of March 31, 2017 and December 31, 2016, the embedded derivative liability of $27 million and $26 million , respectively, is included in other current liabilities and other liabilities on our consolidated balance sheet. The $1 million charge to reflect the change in fair value for the three months ended March 31, 2017 is included in other operating—net in our consolidated statement of operations. See Note 8—Fair Value Measurements for additional information. Terra Nitrogen Company, L.P. (TNCLP) TNCLP is a master limited partnership (MLP) that owns a nitrogen fertilizer manufacturing facility in Verdigris, Oklahoma. We own approximately 75.3% of TNCLP through general and limited partnership interests. Outside investors own the remaining approximately 24.7% of the limited partnership. For financial reporting purposes, the assets, liabilities and earnings of the partnership are consolidated into our financial statements. The outside investors' limited partnership interests in the partnership are recorded in noncontrolling interests in our consolidated financial statements. The noncontrolling interest represents the noncontrolling unitholders' interest in the earnings and equity of TNCLP. Affiliates of CF Industries are required to purchase all of TNCLP's fertilizer products at market prices as defined in the Amendment to the General and Administrative Services and Product Offtake Agreement, dated September 28, 2010. TNCLP makes cash distributions to the general and limited partners based on formulas defined within its First Amended and Restated Agreement of Limited Partnership (as amended, the TNCLP Agreement of Limited Partnership). Cash available for distribution (Available Cash) is defined in the TNCLP Agreement of Limited Partnership generally as all cash receipts less all cash disbursements, less certain reserves (including reserves for future operating and capital needs) established as the general partner determines in its reasonable discretion to be necessary or appropriate. Changes in working capital affect Available Cash, as increases in the amount of cash invested in working capital items (such as increases in receivables or inventory and decreases in accounts payable) reduce Available Cash, while declines in the amount of cash invested in working capital items increase Available Cash. Cash distributions to the limited partners and general partner vary depending on the extent to which the cumulative distributions exceed certain target threshold levels set forth in the TNCLP Agreement of Limited Partnership. In each of the applicable quarters of 2017 and 2016 , the minimum quarterly distributions under the TNCLP Agreement of Limited Partnership were satisfied, which entitled Terra Nitrogen GP Inc. (TNGP), the general partner of TNCLP and an indirect wholly owned subsidiary of CF Holdings, to receive incentive distributions on its general partner interests (in addition to minimum quarterly distributions). TNGP has assigned its right to receive such incentive distributions to an affiliate of TNGP that is also an indirect wholly owned subsidiary of CF Holdings. The earnings attributed to our general partner interest in excess of the threshold levels for the three months ended March 31, 2017 and 2016 , were $3 million and $10 million , respectively. As of March 31, 2017 , TNGP and its affiliates owned approximately 75.1% of TNCLP's outstanding common units. When not more than 25% of TNCLP's issued and outstanding common units are held by persons other than TNGP and its affiliates (collectively, non-affiliated persons), as was the case at March 31, 2017, TNCLP, at TNGP's sole discretion, may call or assign to TNGP or its affiliates, TNCLP's right to acquire all, but not less than all, such outstanding common units held by non-affiliated persons. If TNGP elects to acquire all outstanding common units, TNCLP is required to give at least 30 but not more than 60 days' notice of TNCLP's decision to purchase the outstanding common units, and the purchase price per unit would be the greater of (1) the average of the previous 20 trading days' closing prices as of the date five days before the purchase is announced or (2) the highest price paid by TNGP or any of its affiliates for any unit within the 90 days preceding the date the purchase is announced. Internal Revenue Service Regulation Impacting Master Limited Partnerships Currently, no federal income taxes are paid by TNCLP due to its MLP status. Partnerships are generally not subject to federal income tax, although publicly traded partnerships (such as TNCLP) are treated as corporations for federal income tax purposes (and therefore are subject to federal income tax), unless at least 90% of the partnership's gross income is "qualifying income" as defined in Section 7704 of the Internal Revenue Code of 1986, as amended, and the partnership is not required to register as an investment company under the Investment Company Act of 1940. Any change in the tax treatment of income from fertilizer-related activities as qualifying income could cause TNCLP to be treated as a corporation for federal income tax purposes. If TNCLP were taxed as a corporation, under current law, due to its current ownership interest, CF Industries would qualify for a partial dividends received deduction on the dividends received from TNCLP. Therefore, we would not expect a change in the tax treatment of TNCLP to have a material impact on the consolidated financial condition or results of operations of CF Holdings. On January 19, 2017, the Internal Revenue Service (IRS) issued final regulations on the types of income and activities that constitute or generate qualifying income of a MLP. For calendar year MLPs, the effective date of the regulations is January 1, 2018. The regulations have the effect of limiting the types of income and activities that qualify under the MLP rules, subject to certain transition provisions. The regulations define the activities that generate qualifying income from certain processing or refining and transportation activities with respect to any mineral or natural resource (including fertilizer) as activities that generate qualifying income, but the regulations reserve on specifics regarding fertilizer-related activities. We continue to monitor these IRS regulatory activities. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | Changes to accumulated other comprehensive income (loss) are as follows: Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Securities Unrealized Gain (Loss) on Derivatives Defined Benefit Plans Accumulated Other Comprehensive Income (Loss) (in millions) Balance as of December 31, 2015 $ (198 ) $ 1 $ 5 $ (58 ) $ (250 ) Effect of exchange rate changes and deferred taxes 48 — — — 48 Balance as of March 31, 2016 $ (150 ) $ 1 $ 5 $ (58 ) $ (202 ) Balance as of December 31, 2016 $ (272 ) $ 1 $ 5 $ (132 ) $ (398 ) Effect of exchange rate changes and deferred taxes 20 — — — 20 Balance as of March 31, 2017 $ (252 ) $ 1 $ 5 $ (132 ) $ (378 ) Reclassifications out of accumulated other comprehensive income (loss) to earnings during the three months ended March 31, 2017 and 2016 were zero . |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Litigation West Fertilizer Co. On April 17, 2013, there was a fire and explosion at the West Fertilizer Co. fertilizer storage and distribution facility in West, Texas. According to published reports, 15 people were killed and approximately 200 people were injured in the incident, and the fire and explosion damaged or destroyed a number of homes and buildings around the facility. Various subsidiaries of CF Industries Holdings, Inc. (the CF Entities) have been named as defendants along with other companies in lawsuits filed in 2013, 2014 and 2015 in the District Court of McLennan County, Texas by the City of West, individual residents of the County and other parties seeking recovery for damages allegedly sustained as a result of the explosion. The cases have been consolidated for discovery and pretrial proceedings in the District Court of McLennan County under the caption "In re: West Explosion Cases." The two-year statute of limitations expired on April 17, 2015. As of that date, over 400 plaintiffs had filed claims, including at least 9 entities, 325 individuals, and 80 insurance companies. Plaintiffs allege various theories of negligence, strict liability, and breach of warranty under Texas law. Although we do not own or operate the facility or directly sell our products to West Fertilizer Co., products that the CF Entities have manufactured and sold to others have been delivered to the facility and may have been stored at the West facility at the time of the incident. The Court granted in part and denied in part the CF Entities' Motions for Summary Judgment in August 2015. Thirty-four cases have been resolved pursuant to confidential settlements fully funded by insurance. An additional sixty-two cases were recently resolved pursuant to confidential settlements that the Company expects to be fully funded by insurance, five of which were part of the group of cases scheduled to proceed to trial on April 3, 2017. The remaining cases are in various stages of discovery and pre-trial proceedings. The trial previously scheduled for April 3, 2017 was reset to begin in August 2017. We believe we have strong legal and factual defenses and intend to continue defending the CF Entities vigorously in the pending lawsuits. The Company cannot provide a range of reasonably possible loss due to the lack of damages discovery for many of the remaining claims and the uncertain nature of this litigation, including uncertainties around the potential allocation of responsibility by a jury to other defendants or responsible third parties. The recognition of a potential loss in the future in the West Fertilizer Co. litigation could negatively affect our results in the period of recognition. However, based upon currently available information, including available insurance coverage, we do not believe that this litigation will have a material adverse effect on our consolidated financial position, results of operations or cash flows. Other Litigation From time to time, we are subject to ordinary, routine legal proceedings related to the usual conduct of our business, including proceedings regarding public utility and transportation rates, environmental matters, taxes and permits relating to the operations of our various plants and facilities. Based on the information available as of the date of this filing, we believe that the ultimate outcome of these routine matters will not have a material adverse effect on our consolidated financial position, results of operations or cash flows. Environmental Louisiana Environmental Matters Clean Air Act—Section 185 Fee Our Donaldsonville nitrogen complex is located in a five-parish region near Baton Rouge, Louisiana that, as of 2005, was designated as being in "severe" nonattainment with respect to the national ambient air quality standard (NAAQS) for ozone (the 1-hour ozone standard) pursuant to the Federal Clean Air Act (the Act). Section 185 of the Act requires states, in their state implementation plans, to levy a fee (Section 185 fee) on major stationary sources (such as the Donaldsonville complex) located in a severe nonattainment area that did not meet the 1-hour ozone standard by November 30, 2005. The fee was to be assessed for each calendar year (beginning in 2006) until the area achieved compliance with the ozone NAAQS. Prior to the imposition of Section 185 fees, the Environmental Protection Agency (EPA) adopted a new ozone standard (the 8-hour ozone standard) and rescinded the 1-hour ozone standard. The Baton Rouge area was designated as a "moderate" nonattainment area with respect to the 8-hour ozone standard. However, because Section 185 fees had never been assessed prior to the rescission of the 1-hour ozone standard (rescinded prior to the November 30, 2005 ozone attainment deadline), the EPA concluded in a 2004 rulemaking implementing the 8-hour ozone standard that the Act did not require states to assess Section 185 fees. As a result, Section 185 fees were not assessed against us and other companies located in the Baton Rouge area. In 2006, the federal D.C. Circuit Court of Appeals rejected the EPA's position and held that Section 185 fees were controls that must be maintained and fees should have been assessed under the Act. In January 2008, the U.S. Supreme Court declined to accept the case for review, making the appellate court's decision final. In July 2011, the EPA approved a revision to Louisiana's air pollution program that eliminated the requirement for Baton Rouge area companies to pay Section 185 fees, based on Baton Rouge's ultimate attainment of the 1-hour standard through permanent and enforceable emissions reductions. The EPA's approval of the Louisiana air program revision became effective on August 8, 2011. However, a recent decision by the federal D.C. Circuit Court of Appeals struck down a similar, but perhaps distinguishable, EPA guidance document regarding alternatives to Section 185 fees. At this time, the viability of EPA's approval of Louisiana's elimination of Section 185 fees is uncertain. Regardless of the approach ultimately adopted by the EPA, we expect that it is likely to be challenged by the environmental community, the states, and/or affected industries. Therefore, the costs associated with compliance with the Act cannot be determined at this time, and we cannot reasonably estimate the impact on our consolidated financial position, results of operations or cash flows. Since 2011, the area has seen significant reductions in ozone levels, attributable to federal and state regulations and community involvement. On December 15, 2016, the EPA redesignated the Baton Rouge Nonattainment Area as "attainment" with the 2008 8-hour ozone standard. However, based on 2013-2015 air quality monitoring data, the State of Louisiana has recommended that the EPA designate the Baton Rouge area as "non-attainment" pursuant to the updated 2015 8-hour ozone standard. The EPA is supposed to designate areas under the 2015 standard by October 2017. Clean Air Act Information Request On February 26, 2009, we received a letter from the EPA under Section 114 of the Act requesting information and copies of records relating to compliance with New Source Review and New Source Performance Standards at our Donaldsonville facility. We have completed the submittal of all requested information. There has been no further contact from the EPA regarding this matter. Other CERCLA/Remediation Matters From time to time, we receive notices from governmental agencies or third parties alleging that we are a potentially responsible party at certain cleanup sites under CERCLA or other environmental cleanup laws. In 2011, we received a notice from the Idaho Department of Environmental Quality (IDEQ) that alleged that we were a potentially responsible party for the cleanup of a former phosphate mine site we owned in the late 1950s and early 1960s located in Georgetown Canyon, Idaho. The current owner of the property and a former mining contractor received similar notices for the site. In 2014, we and the current property owner entered into a Consent Order with IDEQ and the U.S. Forest Service to conduct a remedial investigation and feasibility study of the site. In 2015, we and several other parties received a notice that the U.S. Department of the Interior and other trustees intend to undertake a natural resource damage assessment for a group of former phosphate mines in southeast Idaho, including the former Georgetown Canyon mine. We are not able to estimate at this time our potential liability, if any, with respect to the cleanup of the site or a possible claim for natural resource damages. However, based on currently available information, we do not expect the remedial or financial obligations to which we may be subject involving this or other cleanup sites will have a material adverse effect on our consolidated financial position, results of operations or cash flows. |
Segment Disclosures
Segment Disclosures | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Disclosures | Segment Disclosures Our reportable segments consist of ammonia, granular urea, UAN, AN and Other. These segments are differentiated by products. Our management uses gross margin to evaluate segment performance and allocate resources. Total other operating costs and expenses (consisting of selling, general and administrative expenses and other operating—net) and non-operating expenses (interest and income taxes) are centrally managed and are not included in the measurement of segment profitability reviewed by management. Our assets, with the exception of goodwill, are not monitored by or reported to our chief operating decision maker by segment; therefore, we do not present total assets by segment. Goodwill by segment is presented in Note 6—Goodwill and Other Intangible Assets . Segment data for sales, cost of sales and gross margin for the three months ended March 31, 2017 and 2016 are presented in the tables below. Ammonia Granular Urea (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Three months ended March 31, 2017 Net sales $ 282 $ 238 $ 317 $ 125 $ 75 $ 1,037 Cost of sales 265 213 282 106 65 931 Gross margin $ 17 $ 25 $ 35 $ 19 $ 10 106 Total other operating costs and expenses 52 Equity in earnings of operating affiliates 3 Operating earnings $ 57 Three months ended March 31, 2016 Net sales $ 267 $ 235 $ 309 $ 125 $ 68 $ 1,004 Cost of sales 204 175 231 112 65 787 Gross margin $ 63 $ 60 $ 78 $ 13 $ 3 217 Total other operating costs and expenses 120 Equity in earnings of operating affiliates — Operating earnings $ 97 _______________________________________________________________________________ (1) The cost of the products that are upgraded into other products is transferred at cost into the upgraded product results. |
Condensed Consolidating Financi
Condensed Consolidating Financial Statements | 3 Months Ended |
Mar. 31, 2017 | |
Condensed Consolidating Financial Statements | |
Condensed Consolidating Financial Statements | Condensed Consolidating Financial Statements The following condensed consolidating financial information is presented in accordance with SEC Regulation S-X Rule 3-10, Financial statements of guarantors and issuers of guaranteed securities registered or being registered , and relates to (i) the senior notes due 2018, 2020, 2023, 2034, 2043 and 2044 (described in Note 11—Financing Agreements and referred to in this report as the Public Senior Notes) issued by CF Industries, Inc. (CF Industries), a 100% owned subsidiary of CF Industries Holdings, Inc. (Parent), and guarantees of the Public Senior Notes by Parent and by CFE and CFS (the Subsidiary Guarantors), which are 100% owned subsidiaries of Parent, and (ii) debt securities of CF Industries (Other Debt Securities), and guarantees thereof by Parent and the Subsidiary Guarantors, that may be offered and sold from time to time under registration statements that may be filed by Parent, CF Industries and the Subsidiary Guarantors with the SEC. In the event that a subsidiary of Parent, other than CF Industries, becomes a borrower or a guarantor under the Revolving Credit Agreement (or any renewal, replacement or refinancing thereof), such subsidiary would be required to become a guarantor of the Public Senior Notes, provided that such requirement will no longer apply with respect to the Public Senior Notes due 2023, 2034, 2043 and 2044 following the repayment of the Public Senior Notes due 2018 and 2020 or the subsidiaries of Parent, other than CF Industries, otherwise becoming no longer subject to such a requirement to guarantee the Public Senior Notes due 2018 and 2020. CFE and CFS became guarantors of the Public Senior Notes as a result of this requirement on November 21, 2016. All of the guarantees of the Public Senior Notes are, and we have assumed for purposes of this presentation of condensed consolidating financial information that the guarantees of any Other Debt Securities would be, full and unconditional (as such term is defined in SEC Regulation S-X Rule 3-10(h)) and joint and several. The guarantee of a Subsidiary Guarantor will be automatically released with respect to a series of the Public Senior Notes (1) upon the release, discharge or termination of such Subsidiary Guarantor’s guarantee of the Revolving Credit Agreement (or any renewal, replacement or refinancing thereof), (2) upon legal defeasance with respect to the Public Senior Notes of such series or satisfaction and discharge of the indenture with respect to such series of Public Senior Notes or (3) in the case of the Public Senior Notes due 2023, 2034, 2043 and 2044, upon the later to occur of (a) the discharge, termination or release of, or the release of such Subsidiary Guarantor from its obligations under, such Subsidiary Guarantor’s guarantee of the Public Senior Notes due 2018, including, without limitation, any such discharge, termination or release as a result of retirement, discharge or legal or covenant defeasance of, or satisfaction and discharge of the supplemental indenture governing, the Public Senior Notes due 2018, and (b) the discharge, termination or release of, or the release of such Subsidiary Guarantor from its obligations under, such Subsidiary Guarantor’s guarantee of the Public Senior Notes due 2020, including, without limitation, any such discharge, termination or release as a result of retirement, discharge or legal or covenant defeasance of, or satisfaction and discharge of the supplemental indenture governing, the Public Senior Notes due 2020. For purposes of the presentation of condensed consolidating financial information, the subsidiaries of Parent other than CF Industries, CFE and CFS are referred to as the Non-Guarantors. Presented below are condensed consolidating statements of operations and statements of cash flows for Parent, CF Industries, the Subsidiary Guarantors and the Non-Guarantors for the three months ended March 31, 2017 and 2016 , and condensed consolidating balance sheets for Parent, CF Industries, the Subsidiary Guarantors and the Non-Guarantors as of March 31, 2017 and December 31, 2016 . The condensed consolidating statement of operations and statement of cash flows for the three months ended March 31, 2016 have been restated to reflect the Subsidiary Guarantors separately. The condensed consolidating financial information presented below is not necessarily indicative of the financial position, results of operations, comprehensive (loss) income or cash flows of Parent, CF Industries, the Subsidiary Guarantors or the Non-Guarantors on a stand-alone basis. In these condensed consolidating financial statements, investments in subsidiaries are presented under the equity method, in which our investments are recorded at cost and adjusted for our ownership share of a subsidiary's cumulative results of operations, distributions and other equity changes, and the eliminating entries reflect primarily intercompany transactions such as sales, accounts receivable and accounts payable and the elimination of equity investments and earnings of subsidiaries. Two of our consolidated entities have made elections to be taxed as partnerships for U.S. federal income tax purposes and are included in the non-guarantor column. Due to the partnership tax treatment, these subsidiaries do not record taxes on their financial statements. The tax provision pertaining to the income of these partnerships, plus applicable deferred tax balances are reflected on the financial statements of the parent company owner that is included in the subsidiary guarantors column in the following financial information. Liabilities related to benefit plan obligations are reflected on the legal entity that funds the obligation, while the benefit plan expense is included on the legal entity to which the employee provides services. Condensed Consolidating Statement of Operations Three months ended March 31, 2017 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 90 $ 822 $ 896 $ (771 ) $ 1,037 Cost of sales — 51 893 758 (771 ) 931 Gross margin — 39 (71 ) 138 — 106 Selling, general and administrative expenses — 2 28 16 — 46 Other operating—net — (1 ) 1 6 — 6 Total other operating costs and expenses — 1 29 22 — 52 Equity in earnings of operating affiliates — — — 3 — 3 Operating earnings (loss) — 38 (100 ) 119 — 57 Interest expense — 81 11 1 (13 ) 80 Interest income — (11 ) (1 ) (2 ) 13 (1 ) Net loss (earnings) of wholly owned subsidiaries 23 3 (98 ) — 72 — (Loss) earnings before income taxes (23 ) (35 ) (12 ) 120 (72 ) (22 ) Income tax (benefit) provision — (12 ) (5 ) 4 — (13 ) Net (loss) earnings (23 ) (23 ) (7 ) 116 (72 ) (9 ) Less: Net earnings attributable to noncontrolling interests — — — 14 — 14 Net (loss) earnings attributable to common stockholders $ (23 ) $ (23 ) $ (7 ) $ 102 $ (72 ) $ (23 ) Condensed Consolidating Statement of Comprehensive Income (Loss) Three months ended March 31, 2017 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net (loss) earnings $ (23 ) $ (23 ) $ (7 ) $ 116 $ (72 ) $ (9 ) Other comprehensive income 20 20 12 18 (50 ) 20 Comprehensive (loss) income (3 ) (3 ) 5 134 (122 ) 11 Less: Comprehensive income attributable to noncontrolling interests — — — 14 — 14 Comprehensive (loss) income attributable to common stockholders $ (3 ) $ (3 ) $ 5 $ 120 $ (122 ) $ (3 ) Condensed Consolidating Statement of Operations Three months ended March 31, 2016 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 145 $ 803 $ 742 $ (686 ) $ 1,004 Cost of sales — 48 835 590 (686 ) 787 Gross margin — 97 (32 ) 152 — 217 Selling, general and administrative expenses 1 1 29 14 — 45 Transaction costs 10 — 3 1 — 14 Other operating—net (1 ) 1 4 57 — 61 Total other operating costs and expenses 10 2 36 72 — 120 Equity in earnings of operating affiliates — — — — — — Operating (loss) earnings (10 ) 95 (68 ) 80 — 97 Interest expense — 86 12 (32 ) (28 ) 38 Interest income — (17 ) (5 ) (7 ) 28 (1 ) Net earnings of wholly owned subsidiaries (32 ) (15 ) (113 ) — 160 — Other non-operating—net — — — (2 ) — (2 ) Earnings before income taxes 22 41 38 121 (160 ) 62 Income tax (benefit) provision (4 ) 9 17 (7 ) — 15 Net earnings 26 32 21 128 (160 ) 47 Less: Net earnings attributable to noncontrolling interest — — — 21 — 21 Net earnings attributable to common stockholders $ 26 $ 32 $ 21 $ 107 $ (160 ) $ 26 Condensed Consolidating Statement of Comprehensive Income Three months ended March 31, 2016 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 26 $ 32 $ 21 $ 128 $ (160 ) $ 47 Other comprehensive income 48 48 47 — (95 ) 48 Comprehensive income 74 80 68 128 (255 ) 95 Less: Comprehensive income attributable to noncontrolling interest — — — 21 — 21 Comprehensive income attributable to common stockholders $ 74 $ 80 $ 68 $ 107 $ (255 ) $ 74 Condensed Consolidating Balance Sheet March 31, 2017 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ — $ 16 $ 942 $ 354 $ — $ 1,312 Restricted cash — — — 4 — 4 Accounts and notes receivable—net 8 809 1,343 328 (2,236 ) 252 Inventories — — 182 182 — 364 Prepaid income taxes — — 837 7 — 844 Other current assets — — 20 9 — 29 Total current assets 8 825 3,324 884 (2,236 ) 2,805 Property, plant and equipment—net — — 127 9,425 — 9,552 Deferred income taxes — 28 — — (28 ) — Investments in affiliates 3,707 9,388 6,566 141 (19,661 ) 141 Due from affiliates 571 — — — (571 ) — Goodwill — — 2,064 286 — 2,350 Other assets — 87 96 390 (236 ) 337 Total assets $ 4,286 $ 10,328 $ 12,177 $ 11,126 $ (22,732 ) $ 15,185 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 1,007 $ 254 $ 1,117 $ 515 $ (2,236 ) $ 657 Customer advances — — 184 — — 184 Other current liabilities — — 11 1 — 12 Total current liabilities 1,007 254 1,312 516 (2,236 ) 853 Long-term debt — 5,780 166 70 (236 ) 5,780 Deferred income taxes — — 1,476 168 (28 ) 1,616 Due to affiliates — 571 — — (571 ) — Other liabilities — 16 321 216 — 553 Equity: Stockholders' equity: Preferred stock — — — — — — Common stock 2 — — 4,905 (4,905 ) 2 Paid-in capital 1,384 (13 ) 9,505 1,783 (11,275 ) 1,384 Retained earnings 2,272 4,098 (336 ) 689 (4,451 ) 2,272 Treasury stock (1 ) — — — — (1 ) Accumulated other comprehensive loss (378 ) (378 ) (259 ) (333 ) 970 (378 ) Total stockholders' equity 3,279 3,707 8,910 7,044 (19,661 ) 3,279 Noncontrolling interests — — (8 ) 3,112 — 3,104 Total equity 3,279 3,707 8,902 10,156 (19,661 ) 6,383 Total liabilities and equity $ 4,286 $ 10,328 $ 12,177 $ 11,126 $ (22,732 ) $ 15,185 Condensed Consolidating Balance Sheet December 31, 2016 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ — $ 36 $ 878 $ 250 $ — $ 1,164 Restricted cash — — — 5 — 5 Accounts and notes receivable—net 20 1,259 1,418 495 (2,956 ) 236 Inventories — — 164 175 — 339 Prepaid income taxes — — 839 2 — 841 Other current assets — — 59 11 — 70 Total current assets 20 1,295 3,358 938 (2,956 ) 2,655 Property, plant and equipment—net — — 131 9,521 — 9,652 Investments in affiliates 3,711 9,370 6,019 139 (19,100 ) 139 Due from affiliates 571 — — — (571 ) — Goodwill — — 2,064 281 — 2,345 Other assets — 85 101 385 (231 ) 340 Total assets $ 4,302 $ 10,750 $ 11,673 $ 11,264 $ (22,858 ) $ 15,131 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 954 $ 418 $ 1,505 $ 717 $ (2,956 ) $ 638 Income taxes payable — — — 1 — 1 Customer advances — — 42 — — 42 Other current liabilities — — 5 — — 5 Total current liabilities 954 418 1,552 718 (2,956 ) 686 Long-term debt — 5,903 39 67 (231 ) 5,778 Deferred income taxes — 90 1,374 166 — 1,630 Due to affiliates — 571 — — (571 ) — Other liabilities — 59 270 216 — 545 Equity: Stockholders' equity: Preferred stock — — — — — — Common stock 2 — — 4,383 (4,383 ) 2 Paid-in capital 1,380 (13 ) 9,045 2,246 (11,278 ) 1,380 Retained earnings 2,365 4,120 (329 ) 668 (4,459 ) 2,365 Treasury stock (1 ) — — — — (1 ) Accumulated other comprehensive loss (398 ) (398 ) (271 ) (351 ) 1,020 (398 ) Total stockholders' equity 3,348 3,709 8,445 6,946 (19,100 ) 3,348 Noncontrolling interests — — (7 ) 3,151 — 3,144 Total equity 3,348 3,709 8,438 10,097 (19,100 ) 6,492 Total liabilities and equity $ 4,302 $ 10,750 $ 11,673 $ 11,264 $ (22,858 ) $ 15,131 Condensed Consolidating Statement of Cash Flows Three months ended March 31, 2017 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net (loss) earnings $ (23 ) $ (23 ) $ (7 ) $ 116 $ (72 ) $ (9 ) Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 3 6 196 — 205 Deferred income taxes — (11 ) (4 ) (1 ) — (16 ) Stock-based compensation expense 4 — — — — 4 Unrealized net loss on natural gas and foreign currency derivatives — — 45 8 — 53 Unrealized loss on embedded derivative — — 1 — — 1 Loss on disposal of property, plant and equipment — — — 1 — 1 Undistributed (earnings) loss of affiliates—net 23 1 (97 ) (4 ) 72 (5 ) Changes in: Intercompany accounts receivable/accounts payable—net (4 ) (47 ) 138 (87 ) — — Accounts receivable—net — — (5 ) (4 ) — (9 ) Inventories — — (16 ) 1 — (15 ) Accrued and prepaid income taxes — — 2 (7 ) — (5 ) Accounts and notes payable and accrued expenses — 37 4 (36 ) — 5 Customer advances — — 142 — — 142 Other—net — — 6 (2 ) — 4 Net cash (used in) provided by operating activities — (40 ) 215 181 — 356 Investing Activities: Additions to property, plant and equipment — — (3 ) (91 ) — (94 ) Proceeds from sale of property, plant and equipment — — — 8 — 8 Withdrawals from restricted cash funds — — — 1 — 1 Net cash used in investing activities — — (3 ) (82 ) — (85 ) Financing Activities: Long-term debt—net — (125 ) — 125 — — Short-term debt—net 70 145 (171 ) (44 ) — — Dividends paid on common stock (70 ) — — (23 ) 23 (70 ) Dividends to/from affiliates — — 23 — (23 ) — Distributions to noncontrolling interests — — — (54 ) — (54 ) Net cash provided by (used in) financing activities — 20 (148 ) 4 — (124 ) Effect of exchange rate changes on cash and cash equivalents — — — 1 — 1 (Decrease) increase in cash and cash equivalents — (20 ) 64 104 — 148 Cash and cash equivalents at beginning of period — 36 878 250 — 1,164 Cash and cash equivalents at end of period $ — $ 16 $ 942 $ 354 $ — $ 1,312 Condensed Consolidating Statement of Cash Flows Three months ended March 31, 2016 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 26 $ 32 $ 21 $ 128 $ (160 ) $ 47 Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: Depreciation and amortization — 2 5 139 — 146 Deferred income taxes — 10 36 (10 ) — 36 Stock-based compensation expense 4 — — — — 4 Unrealized net loss (gain) on natural gas and foreign currency derivatives — — 19 (1 ) — 18 Loss on disposal of property, plant and equipment — — — 3 — 3 Undistributed earnings of affiliates—net (32 ) (14 ) (114 ) (4 ) 160 (4 ) Changes in: Intercompany accounts receivable/accounts payable—net 1 30 232 (263 ) — — Accounts receivable—net — 34 (6 ) (24 ) — 4 Inventories — — (25 ) 41 — 16 Accrued and prepaid income taxes — — (18 ) (5 ) — (23 ) Accounts and notes payable and accrued expenses (1 ) (12 ) 7 — — (6 ) Customer advances — — 65 — — 65 Other—net — — 5 35 — 40 Net cash (used in) provided by operating activities (2 ) 82 227 39 — 346 Investing Activities: Additions to property, plant and equipment (5 ) — (6 ) (665 ) — (676 ) Proceeds from sale of property, plant and equipment — — — 2 — 2 Withdrawals from restricted cash funds — — — 11 — 11 Other—net — — — 1 — 1 Net cash used in investing activities (5 ) — (6 ) (651 ) — (662 ) Financing Activities: Short-term debt—net 9 (82 ) (143 ) 216 — — Proceeds from short-term debt — 150 — — — 150 Payments on short-term debt — (150 ) — — — (150 ) Dividends paid on common stock (70 ) (70 ) (70 ) (77 ) 217 (70 ) Dividends to/from affiliates 70 70 77 — (217 ) — Issuance of noncontrolling interest in CFN — — — 2,800 — 2,800 Distributions to noncontrolling interest — — — (13 ) — (13 ) Distribution received for CHS strategic venture — — 2,000 (2,000 ) — — Net cash provided by (used in) financing activities 9 (82 ) 1,864 926 — 2,717 Effect of exchange rate changes on cash and cash equivalents — — — 2 — 2 Increase (decrease) in cash and cash equivalents 2 — 2,085 316 — 2,403 Cash and cash equivalents at beginning of period 1 1 121 163 — 286 Cash and cash equivalents at end of period $ 3 $ 1 $ 2,206 $ 479 $ — $ 2,689 |
Net Earnings Per Share (Tables)
Net Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Summary of net earnings per share | Net earnings per share were computed as follows: Three months ended 2017 2016 (in millions, except per share amounts) Net (loss) earnings attributable to common stockholders $ (23 ) $ 26 Basic earnings per common share: Weighted-average common shares outstanding 233.1 233.2 Net (loss) earnings attributable to common stockholders $ (0.10 ) $ 0.11 Diluted earnings per common share: Weighted-average common shares outstanding 233.1 233.2 Dilutive common shares—stock options — 0.3 Diluted weighted-average shares outstanding 233.1 233.5 Net (loss) earnings attributable to common stockholders $ (0.10 ) $ 0.11 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consist of the following: March 31, December 31, (in millions) Finished goods $ 308 $ 279 Raw materials, spare parts and supplies 56 60 Total inventories $ 364 $ 339 |
Property, Plant and Equipment28
Property, Plant and Equipment-Net (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment, Net [Abstract] | |
Components of property, plant and equipment-net | Property, plant and equipment—net consists of the following: March 31, December 31, (in millions) Land $ 69 $ 69 Machinery and equipment 11,768 11,664 Buildings and improvements 885 878 Construction in progress 265 280 Property, plant and equipment (1) 12,987 12,891 Less: Accumulated depreciation and amortization 3,435 3,239 Property, plant and equipment—net $ 9,552 $ 9,652 _______________________________________________________________________________ (1) As of March 31, 2017 and December 31, 2016 , we had property, plant and equipment that was accrued but unpaid of approximately $231 million and $225 million , respectively. These amounts included accruals related to our capacity expansion projects of $183 million and $185 million as of March 31, 2017 and December 31, 2016 , respectively. |
Summary of plant turnaround activity | The following is a summary of capitalized plant turnaround costs: Three months ended 2017 2016 (in millions) Net capitalized turnaround costs: Beginning balance $ 206 $ 220 Additions 59 10 Depreciation (30 ) (22 ) Effect of exchange rate changes 1 3 Ending balance $ 236 $ 211 |
Goodwill and Other Intangible29
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of carrying amount of goodwill by business segment | The following table shows the carrying amount of goodwill by reportable segment as of March 31, 2017 and December 31, 2016 : Ammonia Granular Urea UAN AN Other Total (in millions) Balance as of December 31, 2016 $ 585 $ 828 $ 576 $ 286 $ 70 $ 2,345 Effect of exchange rate changes 1 — — 4 — 5 Balance as of March 31, 2017 $ 586 $ 828 $ 576 $ 290 $ 70 $ 2,350 |
Schedule of the identifiable intangibles and their carrying values presented in other noncurrent assets on consolidated balance sheet | All of our identifiable intangible assets have definite lives and are presented in other assets on our consolidated balance sheets at gross carrying amount, net of accumulated amortization, as follows: March 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net (in millions) Intangible assets: Customer relationships $ 126 $ (25 ) $ 101 $ 125 $ (24 ) $ 101 TerraCair brand 10 (10 ) — 10 (10 ) — Trade names 29 (2 ) 27 29 (2 ) 27 Total intangible assets $ 165 $ (37 ) $ 128 $ 164 $ (36 ) $ 128 |
Schedule of estimated future amortization expense | Total estimated amortization expense for the remainder of 2017 and each of the five succeeding fiscal years is as follows: Estimated Amortization Expense (in millions) Remainder of 2017 $ 6 2018 8 2019 8 2020 8 2021 8 2022 8 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of cash and cash equivalents and other investments reconciliation from adjusted cost to fair value | Our cash and cash equivalents and other investments consist of the following: March 31, 2017 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 76 $ — $ — $ 76 Cash equivalents: U.S. and Canadian government obligations 1,211 — — 1,211 Other debt securities 25 — — 25 Total cash and cash equivalents $ 1,312 $ — $ — $ 1,312 Restricted cash 4 — — 4 Nonqualified employee benefit trusts 18 1 — 19 December 31, 2016 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 89 $ — $ — $ 89 Cash equivalents: U.S. and Canadian government obligations 1,075 — — 1,075 Total cash and cash equivalents $ 1,164 $ — $ — $ 1,164 Restricted cash 5 — — 5 Nonqualified employee benefit trusts 18 1 — 19 |
Schedule of assets and liabilities measured at fair value on a recurring basis | The following tables present assets and liabilities included in our consolidated balance sheets as of March 31, 2017 and December 31, 2016 that are recognized at fair value on a recurring basis, and indicate the fair value hierarchy utilized to determine such fair value: March 31, 2017 Total Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 1,236 $ 1,236 $ — $ — Restricted cash 4 4 — — Nonqualified employee benefit trusts 19 19 — — Derivative assets 10 — 10 — Derivative liabilities (13 ) — (13 ) — Embedded derivative liability (27 ) — (27 ) — December 31, 2016 Total Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 1,075 $ 1,075 $ — $ — Restricted cash 5 5 — — Nonqualified employee benefit trusts 19 19 — — Derivative assets 56 — 56 — Derivative liabilities (6 ) — (6 ) — Embedded derivative liability (26 ) — (26 ) — |
Schedule of carrying amounts and estimated fair values of financial instruments | The carrying amount and estimated fair value of our financial instruments are as follows: March 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value (in millions) Long-term debt $ 5,780 $ 5,673 $ 5,778 $ 5,506 |
Interest Expense (Tables)
Interest Expense (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Interest Expense [Abstract] | |
Schedule of interest expense | Details of interest expense are as follows: Three months ended 2017 2016 (in millions) Interest on borrowings (1) $ 76 $ 76 Fees on financing agreements (1) 4 4 Interest on tax liabilities 1 1 Interest capitalized (2) (1 ) (43 ) Total interest expense $ 80 $ 38 _______________________________________________________________________________ (1) See Note 11—Financing Agreements for additional information. (2) For the three months ended March 31, 2016, amount includes interest capitalized for our capacity expansion projects, which were completed as of December 31, 2016. |
Financing Agreements (Tables)
Financing Agreements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Components of long-term debt | Long-term debt presented on our consolidated balance sheets as of March 31, 2017 and December 31, 2016 consisted of the following Public Senior Notes (unsecured) and Senior Secured Notes: Effective Interest Rate March 31, December 31, Principal Carrying Amount (1) Principal Carrying Amount (1) (in millions) Public Senior Notes: 6.875% due May 2018 7.344% $ 800 $ 796 $ 800 $ 795 7.125% due May 2020 7.529% 800 791 800 791 3.450% due June 2023 3.562% 750 745 750 745 5.150% due March 2034 5.279% 750 739 750 739 4.950% due June 2043 5.031% 750 741 750 741 5.375% due March 2044 5.465% 750 741 750 741 Senior Secured Notes: 3.400% due December 2021 3.782% 500 492 500 491 4.500% due December 2026 4.759% 750 735 750 735 Total long-term debt $ 5,850 $ 5,780 $ 5,850 $ 5,778 _______________________________________________________________________________ (1) Carrying amount is net of unamortized debt discount and deferred debt issuance costs. Total unamortized debt discount was $12 million as of both March 31, 2017 and December 31, 2016 , and total deferred debt issuance costs were $58 million and $60 million as of March 31, 2017 and December 31, 2016 , respectively. |
Derivative Financial Instrume33
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of effect of derivatives in the consolidated statements of operations | The effect of derivatives in our consolidated statements of operations is shown in the table below. Gain (loss) recognized in income Three months ended Location 2017 2016 (in millions) Natural gas derivatives Cost of sales $ (53 ) $ (21 ) Foreign exchange contracts Other operating—net — 3 Unrealized losses recognized in income (53 ) (18 ) Realized gains (losses) 1 (56 ) Net derivative losses $ (52 ) $ (74 ) |
Schedule of fair values of derivatives in our consolidated balance sheet | The fair values of derivatives on our consolidated balance sheets are shown below. As of March 31, 2017 and December 31, 2016 , none of our derivative instruments were designated as hedging instruments. For additional information on derivative fair values, see Note 8—Fair Value Measurements . Asset Derivatives Liability Derivatives Balance Sheet Location March 31, December 31, Balance Sheet Location March 31, December 31, (in millions) (in millions) Natural gas derivatives Other current assets $ 10 $ 52 Other current liabilities $ (5 ) $ — Natural gas derivatives Other assets — 4 Other liabilities (8 ) (6 ) Total derivatives $ 10 $ 56 $ (13 ) $ (6 ) |
Schedule of amounts relevant to offsetting of derivative assets | The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of March 31, 2017 and December 31, 2016 : Amounts presented in consolidated balance sheets (1) Gross amounts not offset in consolidated balance sheets Financial instruments Cash collateral received (pledged) Net amount (in millions) March 31, 2017 Total derivative assets $ 10 $ 10 $ — $ — Total derivative liabilities (13 ) (10 ) — (3 ) Net derivative liabilities $ (3 ) $ — $ — $ (3 ) December 31, 2016 Total derivative assets $ 56 $ 6 $ — $ 50 Total derivative liabilities (6 ) (6 ) — — Net derivative assets $ 50 $ — $ — $ 50 _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented are the same. |
Schedule of amounts relevant to offsetting of derivative liabilities | The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of March 31, 2017 and December 31, 2016 : Amounts presented in consolidated balance sheets (1) Gross amounts not offset in consolidated balance sheets Financial instruments Cash collateral received (pledged) Net amount (in millions) March 31, 2017 Total derivative assets $ 10 $ 10 $ — $ — Total derivative liabilities (13 ) (10 ) — (3 ) Net derivative liabilities $ (3 ) $ — $ — $ (3 ) December 31, 2016 Total derivative assets $ 56 $ 6 $ — $ 50 Total derivative liabilities (6 ) (6 ) — — Net derivative assets $ 50 $ — $ — $ 50 _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented are the same. |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | A reconciliation of the beginning and ending balances of noncontrolling interests and distributions payable to noncontrolling interests in our consolidated balance sheets is provided below. Three months ended 2017 2016 CFN TNCLP Total CFN TNCLP Total (in millions) Noncontrolling interests: Beginning balance $ 2,806 $ 338 $ 3,144 $ — $ 352 $ 352 Issuance of noncontrolling interest in CFN — — — 2,792 — 2,792 Earnings attributable to noncontrolling interests 8 6 14 17 4 21 Declaration of distributions payable (48 ) (6 ) (54 ) — (13 ) (13 ) Ending balance $ 2,766 $ 338 $ 3,104 $ 2,809 $ 343 $ 3,152 Distributions payable to noncontrolling interests: Beginning balance $ — $ — $ — $ — $ — $ — Declaration of distributions payable 48 6 54 — 13 13 Distributions to noncontrolling interests (48 ) (6 ) (54 ) — (13 ) (13 ) Ending balance $ — $ — $ — $ — $ — $ — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Schedule of changes to AOCI | Changes to accumulated other comprehensive income (loss) are as follows: Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Securities Unrealized Gain (Loss) on Derivatives Defined Benefit Plans Accumulated Other Comprehensive Income (Loss) (in millions) Balance as of December 31, 2015 $ (198 ) $ 1 $ 5 $ (58 ) $ (250 ) Effect of exchange rate changes and deferred taxes 48 — — — 48 Balance as of March 31, 2016 $ (150 ) $ 1 $ 5 $ (58 ) $ (202 ) Balance as of December 31, 2016 $ (272 ) $ 1 $ 5 $ (132 ) $ (398 ) Effect of exchange rate changes and deferred taxes 20 — — — 20 Balance as of March 31, 2017 $ (252 ) $ 1 $ 5 $ (132 ) $ (378 ) |
Schedule of reclassifications out of AOCI |
Segment Disclosures (Tables)
Segment Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Summary of segment data for sales, cost of sales and gross margin | Segment data for sales, cost of sales and gross margin for the three months ended March 31, 2017 and 2016 are presented in the tables below. Ammonia Granular Urea (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Three months ended March 31, 2017 Net sales $ 282 $ 238 $ 317 $ 125 $ 75 $ 1,037 Cost of sales 265 213 282 106 65 931 Gross margin $ 17 $ 25 $ 35 $ 19 $ 10 106 Total other operating costs and expenses 52 Equity in earnings of operating affiliates 3 Operating earnings $ 57 Three months ended March 31, 2016 Net sales $ 267 $ 235 $ 309 $ 125 $ 68 $ 1,004 Cost of sales 204 175 231 112 65 787 Gross margin $ 63 $ 60 $ 78 $ 13 $ 3 217 Total other operating costs and expenses 120 Equity in earnings of operating affiliates — Operating earnings $ 97 _______________________________________________________________________________ (1) The cost of the products that are upgraded into other products is transferred at cost into the upgraded product results. |
Condensed Consolidating Finan37
Condensed Consolidating Financial Statements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Condensed Consolidating Financial Statements | |
Schedule of Condensed Consolidating Statements of Operations | Condensed Consolidating Statement of Operations Three months ended March 31, 2017 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 90 $ 822 $ 896 $ (771 ) $ 1,037 Cost of sales — 51 893 758 (771 ) 931 Gross margin — 39 (71 ) 138 — 106 Selling, general and administrative expenses — 2 28 16 — 46 Other operating—net — (1 ) 1 6 — 6 Total other operating costs and expenses — 1 29 22 — 52 Equity in earnings of operating affiliates — — — 3 — 3 Operating earnings (loss) — 38 (100 ) 119 — 57 Interest expense — 81 11 1 (13 ) 80 Interest income — (11 ) (1 ) (2 ) 13 (1 ) Net loss (earnings) of wholly owned subsidiaries 23 3 (98 ) — 72 — (Loss) earnings before income taxes (23 ) (35 ) (12 ) 120 (72 ) (22 ) Income tax (benefit) provision — (12 ) (5 ) 4 — (13 ) Net (loss) earnings (23 ) (23 ) (7 ) 116 (72 ) (9 ) Less: Net earnings attributable to noncontrolling interests — — — 14 — 14 Net (loss) earnings attributable to common stockholders $ (23 ) $ (23 ) $ (7 ) $ 102 $ (72 ) $ (23 ) Condensed Consolidating Statement of Operations Three months ended March 31, 2016 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 145 $ 803 $ 742 $ (686 ) $ 1,004 Cost of sales — 48 835 590 (686 ) 787 Gross margin — 97 (32 ) 152 — 217 Selling, general and administrative expenses 1 1 29 14 — 45 Transaction costs 10 — 3 1 — 14 Other operating—net (1 ) 1 4 57 — 61 Total other operating costs and expenses 10 2 36 72 — 120 Equity in earnings of operating affiliates — — — — — — Operating (loss) earnings (10 ) 95 (68 ) 80 — 97 Interest expense — 86 12 (32 ) (28 ) 38 Interest income — (17 ) (5 ) (7 ) 28 (1 ) Net earnings of wholly owned subsidiaries (32 ) (15 ) (113 ) — 160 — Other non-operating—net — — — (2 ) — (2 ) Earnings before income taxes 22 41 38 121 (160 ) 62 Income tax (benefit) provision (4 ) 9 17 (7 ) — 15 Net earnings 26 32 21 128 (160 ) 47 Less: Net earnings attributable to noncontrolling interest — — — 21 — 21 Net earnings attributable to common stockholders $ 26 $ 32 $ 21 $ 107 $ (160 ) $ 26 |
Schedule of Condensed Consolidating Statements of Comprehensive Income | Condensed Consolidating Statement of Comprehensive Income (Loss) Three months ended March 31, 2017 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net (loss) earnings $ (23 ) $ (23 ) $ (7 ) $ 116 $ (72 ) $ (9 ) Other comprehensive income 20 20 12 18 (50 ) 20 Comprehensive (loss) income (3 ) (3 ) 5 134 (122 ) 11 Less: Comprehensive income attributable to noncontrolling interests — — — 14 — 14 Comprehensive (loss) income attributable to common stockholders $ (3 ) $ (3 ) $ 5 $ 120 $ (122 ) $ (3 ) Condensed Consolidating Statement of Comprehensive Income Three months ended March 31, 2016 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 26 $ 32 $ 21 $ 128 $ (160 ) $ 47 Other comprehensive income 48 48 47 — (95 ) 48 Comprehensive income 74 80 68 128 (255 ) 95 Less: Comprehensive income attributable to noncontrolling interest — — — 21 — 21 Comprehensive income attributable to common stockholders $ 74 $ 80 $ 68 $ 107 $ (255 ) $ 74 |
Schedule of Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheet March 31, 2017 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ — $ 16 $ 942 $ 354 $ — $ 1,312 Restricted cash — — — 4 — 4 Accounts and notes receivable—net 8 809 1,343 328 (2,236 ) 252 Inventories — — 182 182 — 364 Prepaid income taxes — — 837 7 — 844 Other current assets — — 20 9 — 29 Total current assets 8 825 3,324 884 (2,236 ) 2,805 Property, plant and equipment—net — — 127 9,425 — 9,552 Deferred income taxes — 28 — — (28 ) — Investments in affiliates 3,707 9,388 6,566 141 (19,661 ) 141 Due from affiliates 571 — — — (571 ) — Goodwill — — 2,064 286 — 2,350 Other assets — 87 96 390 (236 ) 337 Total assets $ 4,286 $ 10,328 $ 12,177 $ 11,126 $ (22,732 ) $ 15,185 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 1,007 $ 254 $ 1,117 $ 515 $ (2,236 ) $ 657 Customer advances — — 184 — — 184 Other current liabilities — — 11 1 — 12 Total current liabilities 1,007 254 1,312 516 (2,236 ) 853 Long-term debt — 5,780 166 70 (236 ) 5,780 Deferred income taxes — — 1,476 168 (28 ) 1,616 Due to affiliates — 571 — — (571 ) — Other liabilities — 16 321 216 — 553 Equity: Stockholders' equity: Preferred stock — — — — — — Common stock 2 — — 4,905 (4,905 ) 2 Paid-in capital 1,384 (13 ) 9,505 1,783 (11,275 ) 1,384 Retained earnings 2,272 4,098 (336 ) 689 (4,451 ) 2,272 Treasury stock (1 ) — — — — (1 ) Accumulated other comprehensive loss (378 ) (378 ) (259 ) (333 ) 970 (378 ) Total stockholders' equity 3,279 3,707 8,910 7,044 (19,661 ) 3,279 Noncontrolling interests — — (8 ) 3,112 — 3,104 Total equity 3,279 3,707 8,902 10,156 (19,661 ) 6,383 Total liabilities and equity $ 4,286 $ 10,328 $ 12,177 $ 11,126 $ (22,732 ) $ 15,185 Condensed Consolidating Balance Sheet December 31, 2016 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ — $ 36 $ 878 $ 250 $ — $ 1,164 Restricted cash — — — 5 — 5 Accounts and notes receivable—net 20 1,259 1,418 495 (2,956 ) 236 Inventories — — 164 175 — 339 Prepaid income taxes — — 839 2 — 841 Other current assets — — 59 11 — 70 Total current assets 20 1,295 3,358 938 (2,956 ) 2,655 Property, plant and equipment—net — — 131 9,521 — 9,652 Investments in affiliates 3,711 9,370 6,019 139 (19,100 ) 139 Due from affiliates 571 — — — (571 ) — Goodwill — — 2,064 281 — 2,345 Other assets — 85 101 385 (231 ) 340 Total assets $ 4,302 $ 10,750 $ 11,673 $ 11,264 $ (22,858 ) $ 15,131 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 954 $ 418 $ 1,505 $ 717 $ (2,956 ) $ 638 Income taxes payable — — — 1 — 1 Customer advances — — 42 — — 42 Other current liabilities — — 5 — — 5 Total current liabilities 954 418 1,552 718 (2,956 ) 686 Long-term debt — 5,903 39 67 (231 ) 5,778 Deferred income taxes — 90 1,374 166 — 1,630 Due to affiliates — 571 — — (571 ) — Other liabilities — 59 270 216 — 545 Equity: Stockholders' equity: Preferred stock — — — — — — Common stock 2 — — 4,383 (4,383 ) 2 Paid-in capital 1,380 (13 ) 9,045 2,246 (11,278 ) 1,380 Retained earnings 2,365 4,120 (329 ) 668 (4,459 ) 2,365 Treasury stock (1 ) — — — — (1 ) Accumulated other comprehensive loss (398 ) (398 ) (271 ) (351 ) 1,020 (398 ) Total stockholders' equity 3,348 3,709 8,445 6,946 (19,100 ) 3,348 Noncontrolling interests — — (7 ) 3,151 — 3,144 Total equity 3,348 3,709 8,438 10,097 (19,100 ) 6,492 Total liabilities and equity $ 4,302 $ 10,750 $ 11,673 $ 11,264 $ (22,858 ) $ 15,131 |
Schedule of Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statement of Cash Flows Three months ended March 31, 2017 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net (loss) earnings $ (23 ) $ (23 ) $ (7 ) $ 116 $ (72 ) $ (9 ) Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 3 6 196 — 205 Deferred income taxes — (11 ) (4 ) (1 ) — (16 ) Stock-based compensation expense 4 — — — — 4 Unrealized net loss on natural gas and foreign currency derivatives — — 45 8 — 53 Unrealized loss on embedded derivative — — 1 — — 1 Loss on disposal of property, plant and equipment — — — 1 — 1 Undistributed (earnings) loss of affiliates—net 23 1 (97 ) (4 ) 72 (5 ) Changes in: Intercompany accounts receivable/accounts payable—net (4 ) (47 ) 138 (87 ) — — Accounts receivable—net — — (5 ) (4 ) — (9 ) Inventories — — (16 ) 1 — (15 ) Accrued and prepaid income taxes — — 2 (7 ) — (5 ) Accounts and notes payable and accrued expenses — 37 4 (36 ) — 5 Customer advances — — 142 — — 142 Other—net — — 6 (2 ) — 4 Net cash (used in) provided by operating activities — (40 ) 215 181 — 356 Investing Activities: Additions to property, plant and equipment — — (3 ) (91 ) — (94 ) Proceeds from sale of property, plant and equipment — — — 8 — 8 Withdrawals from restricted cash funds — — — 1 — 1 Net cash used in investing activities — — (3 ) (82 ) — (85 ) Financing Activities: Long-term debt—net — (125 ) — 125 — — Short-term debt—net 70 145 (171 ) (44 ) — — Dividends paid on common stock (70 ) — — (23 ) 23 (70 ) Dividends to/from affiliates — — 23 — (23 ) — Distributions to noncontrolling interests — — — (54 ) — (54 ) Net cash provided by (used in) financing activities — 20 (148 ) 4 — (124 ) Effect of exchange rate changes on cash and cash equivalents — — — 1 — 1 (Decrease) increase in cash and cash equivalents — (20 ) 64 104 — 148 Cash and cash equivalents at beginning of period — 36 878 250 — 1,164 Cash and cash equivalents at end of period $ — $ 16 $ 942 $ 354 $ — $ 1,312 Condensed Consolidating Statement of Cash Flows Three months ended March 31, 2016 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 26 $ 32 $ 21 $ 128 $ (160 ) $ 47 Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: Depreciation and amortization — 2 5 139 — 146 Deferred income taxes — 10 36 (10 ) — 36 Stock-based compensation expense 4 — — — — 4 Unrealized net loss (gain) on natural gas and foreign currency derivatives — — 19 (1 ) — 18 Loss on disposal of property, plant and equipment — — — 3 — 3 Undistributed earnings of affiliates—net (32 ) (14 ) (114 ) (4 ) 160 (4 ) Changes in: Intercompany accounts receivable/accounts payable—net 1 30 232 (263 ) — — Accounts receivable—net — 34 (6 ) (24 ) — 4 Inventories — — (25 ) 41 — 16 Accrued and prepaid income taxes — — (18 ) (5 ) — (23 ) Accounts and notes payable and accrued expenses (1 ) (12 ) 7 — — (6 ) Customer advances — — 65 — — 65 Other—net — — 5 35 — 40 Net cash (used in) provided by operating activities (2 ) 82 227 39 — 346 Investing Activities: Additions to property, plant and equipment (5 ) — (6 ) (665 ) — (676 ) Proceeds from sale of property, plant and equipment — — — 2 — 2 Withdrawals from restricted cash funds — — — 11 — 11 Other—net — — — 1 — 1 Net cash used in investing activities (5 ) — (6 ) (651 ) — (662 ) Financing Activities: Short-term debt—net 9 (82 ) (143 ) 216 — — Proceeds from short-term debt — 150 — — — 150 Payments on short-term debt — (150 ) — — — (150 ) Dividends paid on common stock (70 ) (70 ) (70 ) (77 ) 217 (70 ) Dividends to/from affiliates 70 70 77 — (217 ) — Issuance of noncontrolling interest in CFN — — — 2,800 — 2,800 Distributions to noncontrolling interest — — — (13 ) — (13 ) Distribution received for CHS strategic venture — — 2,000 (2,000 ) — — Net cash provided by (used in) financing activities 9 (82 ) 1,864 926 — 2,717 Effect of exchange rate changes on cash and cash equivalents — — — 2 — 2 Increase (decrease) in cash and cash equivalents 2 — 2,085 316 — 2,403 Cash and cash equivalents at beginning of period 1 1 121 163 — 286 Cash and cash equivalents at end of period $ 3 $ 1 $ 2,206 $ 479 $ — $ 2,689 |
Net Earnings Per Share (Details
Net Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Net Income (Loss) Available to Common Stockholders, Basic | $ (23) | $ 26 |
Basic earnings per common share: | ||
Weighted-average common shares outstanding | 233.1 | 233.2 |
Net (loss) earnings attributable to common stockholders (in dollars per share) | $ (0.10) | $ 0.11 |
Diluted earnings per common share: | ||
Weighted-average common shares outstanding | 233.1 | 233.2 |
Dilutive common shares—stock options (in shares) | 0 | 0.3 |
Diluted weighted-average shares outstanding | 233.1 | 233.5 |
Net earnings attributable to common stockholders diluted (in dollars per share) | $ (0.10) | $ 0.11 |
Antidilutive securities excluded from computation of EPS (in shares) | 6.6 | 4.2 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 308 | $ 279 |
Raw materials, spare parts and supplies | 56 | 60 |
Total inventories | $ 364 | $ 339 |
Property, Plant and Equipment40
Property, Plant and Equipment-Net (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Property, Plant and Equipment-Net | |||
Gross property plant and equipment | $ 12,987 | $ 12,891 | |
Less: Accumulated depreciation and amortization | 3,435 | 3,239 | |
Net property, plant and equipment | 9,552 | 9,652 | |
Construction in progress expenditures incurred but not yet paid | 231 | $ 225 | |
Accrued expansion project costs | 183 | 185 | |
Depreciation and amortization | 197 | 140 | |
Land | |||
Property, Plant and Equipment-Net | |||
Gross property plant and equipment | 69 | 69 | |
Machinery and equipment | |||
Property, Plant and Equipment-Net | |||
Gross property plant and equipment | 11,768 | 11,664 | |
Changes in plant turnaround activity | |||
Balance at the beginning of the period | 206 | 220 | |
Additions | 59 | 10 | |
Depreciation | (30) | (22) | |
Effect of exchange rate changes | 1 | 3 | |
Balance at the end of the period | 236 | $ 211 | |
Buildings and improvements | |||
Property, Plant and Equipment-Net | |||
Gross property plant and equipment | 885 | 878 | |
Construction in progress | |||
Property, Plant and Equipment-Net | |||
Gross property plant and equipment | $ 265 | $ 280 |
Goodwill and Other Intangible41
Goodwill and Other Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Goodwill and other intangible assets | ||
Amortization expense | $ 2 | $ 2 |
Goodwill | ||
Goodwill, Beginning Balance | 2,345 | |
Effect of exchange rate changes | 5 | |
Goodwill, Ending Balance | 2,350 | |
Ammonia | ||
Goodwill | ||
Goodwill, Beginning Balance | 585 | |
Effect of exchange rate changes | 1 | |
Goodwill, Ending Balance | 586 | |
Granular Urea | ||
Goodwill | ||
Goodwill, Beginning Balance | 828 | |
Effect of exchange rate changes | 0 | |
Goodwill, Ending Balance | 828 | |
UAN | ||
Goodwill | ||
Goodwill, Beginning Balance | 576 | |
Effect of exchange rate changes | 0 | |
Goodwill, Ending Balance | 576 | |
AN | ||
Goodwill | ||
Goodwill, Beginning Balance | 286 | |
Effect of exchange rate changes | 4 | |
Goodwill, Ending Balance | 290 | |
Other | ||
Goodwill | ||
Goodwill, Beginning Balance | 70 | |
Effect of exchange rate changes | 0 | |
Goodwill, Ending Balance | $ 70 |
Goodwill and Other Intangible42
Goodwill and Other Intangible Assets (Details 2) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Identifiable intangibles | |||
Gross Carrying Amount | $ 165 | $ 164 | |
Accumulated Amortization | (37) | (36) | |
Net | 128 | 128 | |
Amortization expense | 2 | $ 2 | |
Total estimated amortization expense for the five succeeding fiscal years | |||
Remainder of 2017 | 6 | ||
2,018 | 8 | ||
2,019 | 8 | ||
2,020 | 8 | ||
2,021 | 8 | ||
2,022 | 8 | ||
Customer relationships | |||
Identifiable intangibles | |||
Gross Carrying Amount | 126 | 125 | |
Accumulated Amortization | (25) | (24) | |
Net | 101 | 101 | |
TerraCair brand | |||
Identifiable intangibles | |||
Gross Carrying Amount | 10 | 10 | |
Accumulated Amortization | (10) | (10) | |
Net | 0 | 0 | |
Trade names | |||
Identifiable intangibles | |||
Gross Carrying Amount | 29 | 29 | |
Accumulated Amortization | (2) | (2) | |
Net | $ 27 | $ 27 |
Equity Method Investments-Narra
Equity Method Investments-Narrative (Details) - Operating equity method investments - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | |
Maximum | Property, plant and equipment | |||
Equity method investments | |||
Number of years that the increased basis for property, plant and equipment and identifiable intangibles will be amortized | 16 years | ||
Maximum | Gas contract | |||
Equity method investments | |||
Number of years that the increased basis for property, plant and equipment and identifiable intangibles will be amortized | 1 year | ||
Point Lisas Nitrogen Limited (PLNL) | |||
Equity method investments | |||
Unrecorded Unconditional Purchase Obligation, Percent | 50.00% | ||
Ownership interest (as a percent) | 50.00% | ||
Equity Method Investments | $ 141 | ||
Carrying value of investments in excess of the entity's share of the affiliates' book value | $ 66 | ||
Obligation to purchase ammonia (as a percent) | 50% of the ammonia produced by PLNL | ||
Purchases of ammonia from PLNL | $ 20 | $ 16 | |
Other than Temporary Impairment Losses, Investments, Portion Recognized in Earnings, Net | $ 134 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Investment | ||
Cash | $ 76 | $ 89 |
Cash equivalents: | ||
Cash and cash equivalents, adjusted cost | 1,312 | 1,164 |
Cash and cash equivalents, fair value disclosure | 1,312 | 1,164 |
Restricted Cash, adjusted cost | 4 | 5 |
Restricted Cash, Fair Value | 4 | 5 |
U.S. and Canadian government obligations | ||
Cash equivalents: | ||
Cash equivalents, adjusted cost | 1,211 | 1,075 |
Cash equivalents, fair value | 1,211 | 1,075 |
Other debt securities | ||
Cash equivalents: | ||
Cash equivalents, adjusted cost | 25 | |
Cash equivalents, fair value | 25 | |
Nonqualified employee benefit trusts | ||
Cash equivalents: | ||
Available-for-sale securities, adjusted cost | 18 | 18 |
Available-for-sale securities, gross unrealized gain | 1 | 1 |
Available-for-sale securities, fair value | $ 19 | $ 19 |
Fair Value Measurements (Deta45
Fair Value Measurements (Details 2) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | |
Assets and liabilities measured at fair value on a recurring basis | |||
Payments for Strategic Venture Compliance | $ 5 | $ 5 | |
Loss on Embedded Derivative Instrument | 1 | ||
Restricted cash | 4 | 5 | |
Unrealized loss on embedded derivative | 1 | $ 0 | |
Long-term debt | 5,780 | 5,778 | |
Fair value of long-term debt, including current portion | 5,673 | 5,506 | |
Recurring basis | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | 1,236 | 1,075 | |
Restricted cash | 4 | 5 | |
Nonqualified employee benefit trusts | 19 | 19 | |
Derivative assets | 10 | 56 | |
Derivative liabilities | (13) | (6) | |
Embedded derivative liability | (27) | (26) | |
Recurring basis | Quoted Prices in Active Markets (Level 1) | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | 1,236 | 1,075 | |
Restricted cash | 4 | 5 | |
Nonqualified employee benefit trusts | 19 | 19 | |
Derivative assets | 0 | 0 | |
Derivative liabilities | 0 | 0 | |
Embedded derivative liability | 0 | 0 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | 0 | 0 | |
Restricted cash | 0 | 0 | |
Nonqualified employee benefit trusts | 0 | 0 | |
Derivative assets | 10 | 56 | |
Derivative liabilities | (13) | (6) | |
Embedded derivative liability | (27) | (26) | |
Recurring basis | Fair Value, Inputs (Level 3) | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | 0 | 0 | |
Restricted cash | 0 | 0 | |
Nonqualified employee benefit trusts | 0 | 0 | |
Derivative assets | 0 | 0 | |
Derivative liabilities | 0 | 0 | |
Embedded derivative liability | 0 | 0 | |
Point Lisas Nitrogen Limited (PLNL) | Operating equity method investments | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Equity Method Investments | $ 141 | ||
Other than Temporary Impairment Losses, Investments, Portion Recognized in Earnings, Net | $ 134 |
Income Taxes Incomes Taxes (Det
Income Taxes Incomes Taxes (Details) CAD in Millions, $ in Millions | 3 Months Ended | |||||
Mar. 31, 2017USD ($) | Sep. 30, 2016CAD | Sep. 30, 2016USD ($) | Mar. 31, 2016 | Oct. 31, 2016CAD | Oct. 31, 2016USD ($) | |
Operating Loss Carryforwards [Line Items] | ||||||
Effective Income Tax Rate Reconciliation, Percent | 59.20% | 24.70% | ||||
Canada Revenue Agency [Member] | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Income Tax Examination, Estimate of Possible Loss | CAD 116 | $ 87 | ||||
Domestic Tax Authority [Member] | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Income Taxes Receivable | $ 816 | |||||
Letter of Credit | Line of Credit | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 68 | |||||
Letter of Credit | Line of Credit | Canada Revenue Agency [Member] | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Line of Credit Facility, Fair Value of Amount Outstanding | CAD 87 | $ 65 |
Interest Expense (Details)
Interest Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Financing agreements | ||
Interest on borrowings(1) | $ 76 | $ 76 |
Fees on financing agreements(1) | 4 | 4 |
Interest on tax liabilities | 1 | 1 |
Interest capitalized | (1) | (43) |
Interest expense | $ 80 | $ 38 |
Financing Agreements (Details)
Financing Agreements (Details) - USD ($) | Nov. 21, 2016 | Dec. 31, 2016 | Mar. 31, 2017 | Oct. 31, 2016 |
Financing agreements | ||||
Principal | $ 5,850,000,000 | $ 5,850,000,000 | ||
Carrying amount | 5,778,000,000 | 5,780,000,000 | ||
CF Industries | ||||
Debt Instruments | ||||
Unamortized debt discount | 12,000,000 | 12,000,000 | ||
Total deferred debt issuance costs | $ 60,000,000 | $ 58,000,000 | ||
CF Industries | Senior Notes | Unsecured senior notes 6.875% due 2018 | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 7.344% | 7.344% | ||
Interest rate (as a percent) | 6.875% | 6.875% | ||
Principal | $ 800,000,000 | $ 800,000,000 | ||
Carrying amount | $ 795,000,000 | $ 796,000,000 | ||
CF Industries | Senior Notes | Unsecured senior notes 7.125% due 2020 | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 7.529% | 7.529% | ||
Interest rate (as a percent) | 7.125% | 7.125% | ||
Principal | $ 800,000,000 | $ 800,000,000 | ||
Carrying amount | $ 791,000,000 | $ 791,000,000 | ||
CF Industries | Senior Notes | Senior notes 3.450% due 2023 | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 3.562% | 3.562% | ||
Interest rate (as a percent) | 3.45% | 3.45% | ||
Principal | $ 750,000,000 | $ 750,000,000 | ||
Carrying amount | $ 745,000,000 | $ 745,000,000 | ||
CF Industries | Senior Notes | Senior notes 5.150% due 2034 | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 5.279% | 5.279% | ||
Interest rate (as a percent) | 5.15% | 5.15% | ||
Principal | $ 750,000,000 | $ 750,000,000 | ||
Carrying amount | $ 739,000,000 | $ 739,000,000 | ||
CF Industries | Senior Notes | Senior notes 4.950% due 2043 | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 5.031% | 5.031% | ||
Interest rate (as a percent) | 4.95% | 4.95% | ||
Principal | $ 750,000,000 | $ 750,000,000 | ||
Carrying amount | $ 741,000,000 | $ 741,000,000 | ||
CF Industries | Senior Notes | Senior notes 5.375% due 2044 | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 5.465% | 5.465% | ||
Interest rate (as a percent) | 5.375% | 5.375% | ||
Principal | $ 750,000,000 | $ 750,000,000 | ||
Carrying amount | $ 741,000,000 | $ 741,000,000 | ||
CF Industries | Senior Notes | Senior Notes 3.400 Percent Due 2021 [Member] [Member] | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 3.784% | 3.782% | ||
Interest rate (as a percent) | 3.40% | 3.40% | ||
Principal | $ 500,000,000 | $ 500,000,000 | ||
Carrying amount | $ 491,000,000 | $ 492,000,000 | ||
CF Industries | Senior Notes | Senior Notes 4.500 Percent Due 2026] [Member] | ||||
Financing agreements | ||||
Effective Interest Rate (percent) | 4.76% | 4.759% | ||
Interest rate (as a percent) | 4.50% | 4.50% | ||
Proceeds from Debt, Net of Issuance Costs | $ 1,230,000,000 | |||
Principal | 750,000,000 | $ 750,000,000 | ||
Carrying amount | $ 735,000,000 | $ 735,000,000 | ||
CF Industries | Senior Notes | Private Placement Senior Notes | ||||
Financing agreements | ||||
Early Repayment of Senior Debt | $ 170,000,000 | |||
Payments of Debt Extinguishment Costs | 1,180,000,000 | |||
Debt Instruments | ||||
Repayments of Senior Debt | $ 1,000,000,000 | |||
Revolving Credit Facility | CF Industries | Line of Credit | Amendment No. 3 to the Third Amended and Restated Revolving Credit Agreement [Member] | ||||
Financing agreements | ||||
Maximum borrowing capacity | $ 750,000,000 |
Financing Agreements Financing
Financing Agreements Financing Agreements - Narrative (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2017 | Dec. 31, 2016 | Oct. 31, 2016 | Jul. 29, 2016 | |
Line of Credit | Letter of Credit | ||||
Financing agreements | ||||
Maximum borrowing capacity | $ 75,000,000 | |||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 68,000,000 | |||
CF Industries | ||||
Financing agreements | ||||
Unamortized debt discount | $ 12,000,000 | $ 12,000,000 | ||
Total deferred debt issuance costs | 58,000,000 | 60,000,000 | ||
CF Industries | Credit Agreement | ||||
Financing agreements | ||||
Available credit | 695,000,000 | |||
Outstanding letters of credit | 55,000,000 | |||
Long-term Line of Credit | 0 | $ 0 | ||
Line of credit facility, maximum amount outstanding during period | $ 150,000,000 | |||
Debt instrument, weighted average interest rate for borrowings during period | 1.85% | |||
CF Industries | July 2016 Credit Agreement Amendment | Line of Credit | Letter of Credit | ||||
Financing agreements | ||||
Maximum borrowing capacity | $ 125,000,000 |
Derivative Financial Instrume50
Derivative Financial Instruments (Details) MMBTU in Millions | 3 Months Ended | ||
Mar. 31, 2017USD ($)MMBTU | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($)MMBTU | |
Fair values of derivatives on consolidated balance sheets | |||
Open derivative contracts for natural gas (in MMBtus) | MMBTU | 149.4 | 183 | |
Percentage of natural gas consumption covered by derivatives | 42.00% | ||
Derivative, net liability position, aggregate fair value | $ 13,000,000 | $ 0 | |
Cash collateral received pledged, total derivative liabilities | 0 | 0 | |
Gain (loss) on sale of derivatives | 1,000,000 | $ (56,000,000) | |
Net of tax | (52,000,000) | (74,000,000) | |
Derivatives not designated as cash flow hedges | |||
Fair values of derivatives on consolidated balance sheets | |||
Cash collateral received pledged, total derivative liabilities | 0 | $ 0 | |
Unrealized gain (loss) on derivatives | (53,000,000) | (18,000,000) | |
Derivatives not designated as cash flow hedges | Natural gas derivatives | Cost of Sales | |||
Fair values of derivatives on consolidated balance sheets | |||
Unrealized gain (loss) on derivatives | (53,000,000) | (21,000,000) | |
Derivatives not designated as cash flow hedges | Foreign exchange contracts | Other operating - net | |||
Fair values of derivatives on consolidated balance sheets | |||
Unrealized gain (loss) on derivatives | 0 | $ 3,000,000 | |
Derivatives designated as cash flow hedges | Foreign exchange contracts | |||
Fair values of derivatives on consolidated balance sheets | |||
Unrealized gain (loss) on cash flow hedges, pretax, in AOCI | $ 7,000,000 |
Derivative Financial Instrume51
Derivative Financial Instruments (Details 2) - Derivatives not designated as cash flow hedges - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Fair values of derivatives on consolidated balance sheets | ||
Derivative assets | $ 10 | $ 56 |
Derivative liability | (13) | (6) |
Natural gas derivatives | ||
Fair values of derivatives on consolidated balance sheets | ||
Other current assets | 10 | 52 |
Other assets | 0 | 4 |
Other current liabilities | (5) | 0 |
Other liabilities | $ (8) | $ (6) |
Derivative Financial Instrume52
Derivative Financial Instruments (Details 3) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Gross amounts not offset in consolidated balance sheets | ||
Cash collateral received pledged, total derivative liabilities | $ 0 | $ 0 |
Derivatives not designated as cash flow hedges | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative assets | 10,000,000 | 56,000,000 |
Derivative liability | (13,000,000) | (6,000,000) |
Gross and net amounts presented in consolidated balance sheets, net assets | (3,000,000) | 50,000,000 |
Gross amounts not offset in consolidated balance sheets | ||
Financial instruments, total derivative assets | 10,000,000 | 6,000,000 |
Financial instruments, total derivative liabilities | (10,000,000) | (6,000,000) |
Financial instruments, net derivative (asset) liability | 0 | 0 |
Cash collateral received pledged, total derivative assets | 0 | 0 |
Cash collateral received pledged, total derivative liabilities | 0 | 0 |
Cash collateral received pledged, net derivative asset liabilities | 0 | 0 |
Net amount, total derivative assets | 0 | 50,000,000 |
Net amount, total derivative liabilities | (3,000,000) | 0 |
Net amount, net derivative asset (liability) | $ (3,000,000) | $ 50,000,000 |
Noncontrolling Interests (Detai
Noncontrolling Interests (Details) T in Thousands, $ in Millions | 3 Months Ended | |||
Mar. 31, 2017USD ($)T | Dec. 31, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Noncontrolling interest | ||||
Distributions Payable to Minority Interest | $ 0 | $ 0 | $ 0 | $ 0 |
Issuance of noncontrolling interest in CFN | 0 | 2,800 | ||
Payments for Strategic Venture Compliance | 5 | 5 | ||
Loss on Embedded Derivative Instrument | 1 | |||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | 54 | 13 | ||
CF Industries Nitrogen, LLC | ||||
Noncontrolling interest | ||||
Distributions Payable to Minority Interest | 0 | 0 | 0 | 0 |
Issuance of noncontrolling interest in CFN | $ 2,800 | |||
Maximum Annual Granular Urea Tons Eligible for Purchase | T | 1,100 | |||
Maximum Annual UAN Tons Eligible for Purchase | T | 580 | |||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 8 | |||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | 48 | 0 | ||
TNCLP | ||||
Noncontrolling interest | ||||
Distributions Payable to Minority Interest | 0 | 0 | 0 | $ 0 |
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | $ 6 | 13 | ||
Percentage of aggregate ownership held by entity through general and limited partnership | 75.30% | |||
Percentage of ownership interest held by outside investors | 24.70% | |||
Earnings attributable to general partnership interest in excess of the threshold levels | $ 3 | $ 10 | ||
Average trading days for which purchase price is greater | 20 days | |||
Number of days before announcing purchase price | 5 days | |||
Period within which highest price is paid for any unit preceding the date of purchase is announced | 90 days | |||
TNCLP | Minimum | ||||
Noncontrolling interest | ||||
Notice period for making decision to purchase the outstanding units | 30 days | |||
TNCLP | Maximum | ||||
Noncontrolling interest | ||||
Percentage of ownership allowing majority owner to acquire outstanding units | 25.00% | |||
Notice period for making decision to purchase the outstanding units | 60 days | |||
Recurring basis | ||||
Noncontrolling interest | ||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 27 | 26 | ||
Significant Other Observable Inputs (Level 2) | Recurring basis | ||||
Noncontrolling interest | ||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 27 | $ 26 | ||
General Partner [Member] | ||||
Noncontrolling interest | ||||
Percentage of aggregate ownership held by entity through general and limited partnership | 75.10% |
Noncontrolling Interests (Det54
Noncontrolling Interests (Details 2) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Noncontrolling interest | ||
Beginning balance | $ 3,144 | $ 352 |
Issuance of noncontrolling interest in CFN | 0 | 2,792 |
Earnings attributable to noncontrolling interests | 14 | 21 |
Declaration of distributions payable | (54) | (13) |
Ending balance | 3,104 | 3,152 |
Distributions payable to noncontrolling interests: | ||
Beginning balance | 0 | 0 |
Declaration of distributions payable | 54 | 13 |
Distributions to noncontrolling interest | (54) | (13) |
Ending balance | 0 | 0 |
CF Industries Nitrogen, LLC | ||
Noncontrolling interest | ||
Beginning balance | 2,806 | 0 |
Issuance of noncontrolling interest in CFN | 0 | 2,792 |
Earnings attributable to noncontrolling interests | 8 | 17 |
Declaration of distributions payable | (48) | 0 |
Ending balance | 2,766 | 2,809 |
Distributions payable to noncontrolling interests: | ||
Beginning balance | 0 | 0 |
Declaration of distributions payable | 48 | 0 |
Distributions to noncontrolling interest | (48) | 0 |
Ending balance | 0 | 0 |
TNCLP | ||
Noncontrolling interest | ||
Beginning balance | 338 | 352 |
Issuance of noncontrolling interest in CFN | 0 | 0 |
Earnings attributable to noncontrolling interests | 6 | 4 |
Declaration of distributions payable | (6) | (13) |
Ending balance | 338 | 343 |
Distributions payable to noncontrolling interests: | ||
Beginning balance | 0 | 0 |
Declaration of distributions payable | 6 | 13 |
Distributions to noncontrolling interest | (6) | (13) |
Ending balance | $ 0 | $ 0 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Changes to accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | $ (398) | $ (250) |
Effect of exchange rate changes and deferred taxes | 20 | 48 |
Balance at the end of the period | (378) | (202) |
Foreign Currency Translation Adjustment | ||
Changes to accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | (272) | (198) |
Effect of exchange rate changes and deferred taxes | 20 | 48 |
Balance at the end of the period | (252) | (150) |
Unrealized Gain (Loss) on Securities | ||
Changes to accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | 1 | 1 |
Effect of exchange rate changes and deferred taxes | 0 | 0 |
Balance at the end of the period | 1 | 1 |
Unrealized Gain (Loss) on Derivatives | ||
Changes to accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | 5 | 5 |
Effect of exchange rate changes and deferred taxes | 0 | 0 |
Balance at the end of the period | 5 | 5 |
Defined Benefit Plans | ||
Changes to accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | (132) | (58) |
Effect of exchange rate changes and deferred taxes | 0 | 0 |
Balance at the end of the period | $ (132) | $ (58) |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Reclassification out of AOCI | ||
Reclassification from AOCI, Current Period, Net of Tax, Attributable to Parent | $ 0 | $ 0 |
Contingencies (Details)
Contingencies (Details) | Apr. 17, 2015PeoplePlaintiffEntityInsurance_company | Apr. 17, 2013People | Mar. 31, 2017Litigation_case | Dec. 31, 2016Litigation_case |
Pending Litigation | ||||
Loss Contingencies [Line Items] | ||||
Number of people killed | 15 | |||
Number of people injured | 200 | |||
Number of plaintiffs | Plaintiff | 400 | |||
Number of entities that filed claims | Entity | 9 | |||
Number of people that filed claims | 325 | |||
Number of insurance companies that filed claims | Insurance_company | 80 | |||
Loss Contingency, Number of Litigation Cases Scheduled for Trial | Litigation_case | 5 | |||
Settled Litigation [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss Contingency, Claims Settled, Number | Litigation_case | 62 | 34 |
Segment Disclosures (Details)
Segment Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment data | ||
Net sales | $ 1,037 | $ 1,004 |
Cost of sales | 931 | 787 |
Gross margin | 106 | 217 |
Total other operating costs and expenses | 52 | 120 |
Equity in earnings of operating affiliates | 3 | 0 |
Operating earnings | 57 | 97 |
Operating Segments | Ammonia | ||
Segment data | ||
Net sales | 282 | 267 |
Cost of sales | 265 | 204 |
Gross margin | 17 | 63 |
Operating Segments | Granular Urea | ||
Segment data | ||
Net sales | 238 | 235 |
Cost of sales | 213 | 175 |
Gross margin | 25 | 60 |
Operating Segments | UAN | ||
Segment data | ||
Net sales | 317 | 309 |
Cost of sales | 282 | 231 |
Gross margin | 35 | 78 |
Operating Segments | AN | ||
Segment data | ||
Net sales | 125 | 125 |
Cost of sales | 106 | 112 |
Gross margin | 19 | 13 |
Operating Segments | Other | ||
Segment data | ||
Net sales | 75 | 68 |
Cost of sales | 65 | 65 |
Gross margin | $ 10 | $ 3 |
Condensed Consolidating Finan59
Condensed Consolidating Financial Statements (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Condensed, Consolidating Statement of Operations | ||
Less: Comprehensive income attributable to noncontrolling interests | $ 14 | $ 21 |
Net sales | 1,037 | 1,004 |
Cost of sales | 931 | 787 |
Gross margin | 106 | 217 |
Selling, general and administrative expenses | 46 | 45 |
Transaction costs | 0 | 14 |
Other operating—net | 6 | 61 |
Total other operating costs and expenses | 52 | 120 |
Equity in earnings of operating affiliates | 3 | 0 |
Operating earnings | 57 | 97 |
Interest expense | 80 | 38 |
Interest income | (1) | (1) |
Net loss (earnings) of wholly owned subsidiaries | 0 | 0 |
Other non-operating—net | 0 | (2) |
(Loss) earnings before income taxes | (22) | 62 |
Income tax (benefit) provision | (13) | 15 |
Net (loss) earnings | (9) | 47 |
Less: Net earnings attributable to noncontrolling interests | 14 | 21 |
Net (loss) earnings attributable to common stockholders | (23) | 26 |
Reportable legal entities | Parent | ||
Condensed, Consolidating Statement of Operations | ||
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Net sales | 0 | 0 |
Cost of sales | 0 | 0 |
Gross margin | 0 | 0 |
Selling, general and administrative expenses | 0 | 1 |
Transaction costs | 10 | |
Other operating—net | 0 | (1) |
Total other operating costs and expenses | 0 | 10 |
Equity in earnings of operating affiliates | 0 | |
Operating earnings | 0 | (10) |
Interest expense | 0 | 0 |
Interest income | 0 | 0 |
Net loss (earnings) of wholly owned subsidiaries | 23 | (32) |
Other non-operating—net | 0 | |
(Loss) earnings before income taxes | (23) | 22 |
Income tax (benefit) provision | 0 | (4) |
Net (loss) earnings | (23) | 26 |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 |
Net (loss) earnings attributable to common stockholders | (23) | 26 |
Reportable legal entities | CF Industries | ||
Condensed, Consolidating Statement of Operations | ||
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Net sales | 90 | 145 |
Cost of sales | 51 | 48 |
Gross margin | 39 | 97 |
Selling, general and administrative expenses | 2 | 1 |
Transaction costs | 0 | |
Other operating—net | (1) | 1 |
Total other operating costs and expenses | 1 | 2 |
Equity in earnings of operating affiliates | 0 | |
Operating earnings | 38 | 95 |
Interest expense | 81 | 86 |
Interest income | (11) | (17) |
Net loss (earnings) of wholly owned subsidiaries | 3 | (15) |
Other non-operating—net | 0 | |
(Loss) earnings before income taxes | (35) | 41 |
Income tax (benefit) provision | (12) | 9 |
Net (loss) earnings | (23) | 32 |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 |
Net (loss) earnings attributable to common stockholders | (23) | 32 |
Reportable legal entities | Guarantor Subsidiaries [Member] | ||
Condensed, Consolidating Statement of Operations | ||
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Net sales | 822 | 803 |
Cost of sales | 893 | 835 |
Gross margin | (71) | (32) |
Selling, general and administrative expenses | 28 | 29 |
Transaction costs | 3 | |
Other operating—net | 1 | 4 |
Total other operating costs and expenses | 29 | 36 |
Equity in earnings of operating affiliates | 0 | 0 |
Operating earnings | (100) | (68) |
Interest expense | 11 | 12 |
Interest income | (1) | (5) |
Net loss (earnings) of wholly owned subsidiaries | (98) | (113) |
Other non-operating—net | 0 | |
(Loss) earnings before income taxes | (12) | 38 |
Income tax (benefit) provision | (5) | 17 |
Net (loss) earnings | (7) | 21 |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 |
Net (loss) earnings attributable to common stockholders | (7) | 21 |
Reportable legal entities | Non-Guarantor Subsidiaries [Member] | ||
Condensed, Consolidating Statement of Operations | ||
Less: Comprehensive income attributable to noncontrolling interests | 14 | 21 |
Net sales | 896 | 742 |
Cost of sales | 758 | 590 |
Gross margin | 138 | 152 |
Selling, general and administrative expenses | 16 | 14 |
Transaction costs | 1 | |
Other operating—net | 6 | 57 |
Total other operating costs and expenses | 22 | 72 |
Equity in earnings of operating affiliates | 3 | 0 |
Operating earnings | 119 | 80 |
Interest expense | 1 | (32) |
Interest income | (2) | (7) |
Net loss (earnings) of wholly owned subsidiaries | 0 | 0 |
Other non-operating—net | (2) | |
(Loss) earnings before income taxes | 120 | 121 |
Income tax (benefit) provision | 4 | (7) |
Net (loss) earnings | 116 | 128 |
Less: Net earnings attributable to noncontrolling interests | 14 | 21 |
Net (loss) earnings attributable to common stockholders | 102 | 107 |
Eliminations | ||
Condensed, Consolidating Statement of Operations | ||
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Net sales | (771) | (686) |
Cost of sales | (771) | (686) |
Gross margin | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 |
Transaction costs | 0 | |
Other operating—net | 0 | 0 |
Total other operating costs and expenses | 0 | 0 |
Equity in earnings of operating affiliates | 0 | 0 |
Operating earnings | 0 | 0 |
Interest expense | (13) | (28) |
Interest income | 13 | 28 |
Net loss (earnings) of wholly owned subsidiaries | 72 | 160 |
Other non-operating—net | 0 | |
(Loss) earnings before income taxes | (72) | (160) |
Income tax (benefit) provision | 0 | 0 |
Net (loss) earnings | (72) | (160) |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 |
Net (loss) earnings attributable to common stockholders | $ (72) | $ (160) |
Condensed Consolidating Finan60
Condensed Consolidating Financial Statements (Details 2) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Condensed, Consolidating Statement of Comprehensive Income | ||
Net (loss) earnings | $ (9) | $ 47 |
Other comprehensive income | 20 | 48 |
Comprehensive income | 11 | 95 |
Less: Comprehensive income attributable to noncontrolling interests | 14 | 21 |
Comprehensive (loss) income attributable to common stockholders | (3) | 74 |
Reportable legal entities | Parent | ||
Condensed, Consolidating Statement of Comprehensive Income | ||
Net (loss) earnings | (23) | 26 |
Other comprehensive income | 20 | 48 |
Comprehensive income | (3) | 74 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Comprehensive (loss) income attributable to common stockholders | (3) | 74 |
Reportable legal entities | CF Industries | ||
Condensed, Consolidating Statement of Comprehensive Income | ||
Net (loss) earnings | (23) | 32 |
Other comprehensive income | 20 | 48 |
Comprehensive income | (3) | 80 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Comprehensive (loss) income attributable to common stockholders | (3) | 80 |
Reportable legal entities | Guarantor Subsidiaries [Member] | ||
Condensed, Consolidating Statement of Comprehensive Income | ||
Net (loss) earnings | (7) | 21 |
Other comprehensive income | 12 | 47 |
Comprehensive income | 5 | 68 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Comprehensive (loss) income attributable to common stockholders | 5 | 68 |
Reportable legal entities | Non-Guarantor Subsidiaries [Member] | ||
Condensed, Consolidating Statement of Comprehensive Income | ||
Net (loss) earnings | 116 | 128 |
Other comprehensive income | 18 | 0 |
Comprehensive income | 134 | 128 |
Less: Comprehensive income attributable to noncontrolling interests | 14 | 21 |
Comprehensive (loss) income attributable to common stockholders | 120 | 107 |
Eliminations | ||
Condensed, Consolidating Statement of Comprehensive Income | ||
Net (loss) earnings | (72) | (160) |
Other comprehensive income | (50) | (95) |
Comprehensive income | (122) | (255) |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 |
Comprehensive (loss) income attributable to common stockholders | $ (122) | $ (255) |
Condensed Consolidating Finan61
Condensed Consolidating Financial Statements (Details 3) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 1,312 | $ 1,164 | $ 2,689 | $ 286 |
Restricted cash | 4 | 5 | ||
Accounts and notes receivable—net | 252 | 236 | ||
Inventories | 364 | 339 | ||
Prepaid income taxes | 844 | 841 | ||
Other current assets | 29 | 70 | ||
Total current assets | 2,805 | 2,655 | ||
Property, plant and equipment—net | 9,552 | 9,652 | ||
Deferred tax assets | 0 | |||
Investments in affiliates | 141 | 139 | ||
Due from affiliates | 0 | 0 | ||
Goodwill | 2,350 | 2,345 | ||
Other assets | 337 | 340 | ||
Total assets | 15,185 | 15,131 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 657 | 638 | ||
Income taxes payable | 0 | 1 | ||
Customer advances | 184 | 42 | ||
Other current liabilities | 12 | 5 | ||
Total current liabilities | 853 | 686 | ||
Long-term debt | 5,780 | 5,778 | ||
Deferred income taxes | 1,616 | 1,630 | ||
Due to affiliates | 0 | 0 | ||
Other liabilities | 553 | 545 | ||
Stockholders' equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 2 | 2 | ||
Paid-in capital | 1,384 | 1,380 | ||
Retained earnings | 2,272 | 2,365 | ||
Treasury stock | (1) | (1) | ||
Accumulated other comprehensive loss | (378) | (398) | (202) | (250) |
Total stockholders' equity | 3,279 | 3,348 | ||
Noncontrolling interests | 3,104 | 3,144 | 3,152 | 352 |
Total equity | 6,383 | 6,492 | 7,194 | 4,387 |
Total liabilities and equity | 15,185 | 15,131 | ||
Reportable legal entities | Parent | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 3 | 1 |
Restricted cash | 0 | 0 | ||
Accounts and notes receivable—net | 8 | 20 | ||
Inventories | 0 | 0 | ||
Prepaid income taxes | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 8 | 20 | ||
Property, plant and equipment—net | 0 | 0 | ||
Deferred tax assets | 0 | |||
Investments in affiliates | 3,707 | 3,711 | ||
Due from affiliates | 571 | 571 | ||
Goodwill | 0 | 0 | ||
Other assets | 0 | 0 | ||
Total assets | 4,286 | 4,302 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 1,007 | 954 | ||
Income taxes payable | 0 | |||
Customer advances | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 1,007 | 954 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Due to affiliates | 0 | 0 | ||
Other liabilities | 0 | 0 | ||
Stockholders' equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 2 | 2 | ||
Paid-in capital | 1,384 | 1,380 | ||
Retained earnings | 2,272 | 2,365 | ||
Treasury stock | (1) | (1) | ||
Accumulated other comprehensive loss | (378) | (398) | ||
Total stockholders' equity | 3,279 | 3,348 | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | 3,279 | 3,348 | ||
Total liabilities and equity | 4,286 | 4,302 | ||
Reportable legal entities | CF Industries | ||||
Current assets: | ||||
Cash and cash equivalents | 16 | 36 | 1 | 1 |
Restricted cash | 0 | 0 | ||
Accounts and notes receivable—net | 809 | 1,259 | ||
Inventories | 0 | 0 | ||
Prepaid income taxes | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 825 | 1,295 | ||
Property, plant and equipment—net | 0 | 0 | ||
Deferred tax assets | 28 | |||
Investments in affiliates | 9,388 | 9,370 | ||
Due from affiliates | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Other assets | 87 | 85 | ||
Total assets | 10,328 | 10,750 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 254 | 418 | ||
Income taxes payable | 0 | |||
Customer advances | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 254 | 418 | ||
Long-term debt | 5,780 | 5,903 | ||
Deferred income taxes | 0 | 90 | ||
Due to affiliates | 571 | 571 | ||
Other liabilities | 16 | 59 | ||
Stockholders' equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 0 | 0 | ||
Paid-in capital | (13) | (13) | ||
Retained earnings | 4,098 | 4,120 | ||
Treasury stock | 0 | 0 | ||
Accumulated other comprehensive loss | (378) | (398) | ||
Total stockholders' equity | 3,707 | 3,709 | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | 3,707 | 3,709 | ||
Total liabilities and equity | 10,328 | 10,750 | ||
Reportable legal entities | Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 942 | 878 | 2,206 | 121 |
Restricted cash | 0 | 0 | ||
Accounts and notes receivable—net | 1,343 | 1,418 | ||
Inventories | 182 | 164 | ||
Prepaid income taxes | 837 | 839 | ||
Other current assets | 20 | 59 | ||
Total current assets | 3,324 | 3,358 | ||
Property, plant and equipment—net | 127 | 131 | ||
Deferred tax assets | 0 | |||
Investments in affiliates | 6,566 | 6,019 | ||
Due from affiliates | 0 | 0 | ||
Goodwill | 2,064 | 2,064 | ||
Other assets | 96 | 101 | ||
Total assets | 12,177 | 11,673 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 1,117 | 1,505 | ||
Income taxes payable | 0 | |||
Customer advances | 184 | 42 | ||
Other current liabilities | 11 | 5 | ||
Total current liabilities | 1,312 | 1,552 | ||
Long-term debt | 166 | 39 | ||
Deferred income taxes | 1,476 | 1,374 | ||
Due to affiliates | 0 | |||
Other liabilities | 321 | 270 | ||
Stockholders' equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 0 | 0 | ||
Paid-in capital | 9,505 | 9,045 | ||
Retained earnings | (336) | (329) | ||
Treasury stock | 0 | 0 | ||
Accumulated other comprehensive loss | (259) | (271) | ||
Total stockholders' equity | 8,910 | 8,445 | ||
Noncontrolling interests | (8) | (7) | ||
Total equity | 8,902 | 8,438 | ||
Total liabilities and equity | 12,177 | 11,673 | ||
Reportable legal entities | Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 354 | 250 | 479 | 163 |
Restricted cash | 4 | 5 | ||
Accounts and notes receivable—net | 328 | 495 | ||
Inventories | 182 | 175 | ||
Prepaid income taxes | 7 | 2 | ||
Other current assets | 9 | 11 | ||
Total current assets | 884 | 938 | ||
Property, plant and equipment—net | 9,425 | 9,521 | ||
Deferred tax assets | 0 | |||
Investments in affiliates | 141 | 139 | ||
Due from affiliates | 0 | 0 | ||
Goodwill | 286 | 281 | ||
Other assets | 390 | 385 | ||
Total assets | 11,126 | 11,264 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 515 | 717 | ||
Income taxes payable | 1 | |||
Customer advances | 0 | 0 | ||
Other current liabilities | 1 | 0 | ||
Total current liabilities | 516 | 718 | ||
Long-term debt | 70 | 67 | ||
Deferred income taxes | 168 | 166 | ||
Due to affiliates | 0 | 0 | ||
Other liabilities | 216 | 216 | ||
Stockholders' equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 4,905 | 4,383 | ||
Paid-in capital | 1,783 | 2,246 | ||
Retained earnings | 689 | 668 | ||
Treasury stock | 0 | 0 | ||
Accumulated other comprehensive loss | (333) | (351) | ||
Total stockholders' equity | 7,044 | 6,946 | ||
Noncontrolling interests | 3,112 | 3,151 | ||
Total equity | 10,156 | 10,097 | ||
Total liabilities and equity | 11,126 | 11,264 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Restricted cash | 0 | 0 | ||
Accounts and notes receivable—net | (2,236) | (2,956) | ||
Inventories | 0 | 0 | ||
Prepaid income taxes | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | (2,236) | (2,956) | ||
Property, plant and equipment—net | 0 | 0 | ||
Deferred tax assets | (28) | |||
Investments in affiliates | (19,661) | (19,100) | ||
Due from affiliates | (571) | (571) | ||
Goodwill | 0 | 0 | ||
Other assets | (236) | (231) | ||
Total assets | (22,732) | (22,858) | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | (2,236) | (2,956) | ||
Income taxes payable | 0 | |||
Customer advances | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | (2,236) | (2,956) | ||
Long-term debt | (236) | (231) | ||
Deferred income taxes | (28) | 0 | ||
Due to affiliates | (571) | (571) | ||
Other liabilities | 0 | 0 | ||
Stockholders' equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | (4,905) | (4,383) | ||
Paid-in capital | (11,275) | (11,278) | ||
Retained earnings | (4,451) | (4,459) | ||
Treasury stock | 0 | 0 | ||
Accumulated other comprehensive loss | 970 | 1,020 | ||
Total stockholders' equity | (19,661) | (19,100) | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | (19,661) | (19,100) | ||
Total liabilities and equity | $ (22,732) | $ (22,858) |
Condensed Consolidating Finan62
Condensed Consolidating Financial Statements (Details 4) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating Activities: | ||
Net (loss) earnings | $ (9) | $ 47 |
Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 205 | 146 |
Deferred income taxes | (16) | 36 |
Stock-based compensation expense | 4 | 4 |
Unrealized net loss on natural gas and foreign currency derivatives | 53 | 18 |
Unrealized loss on embedded derivative | 1 | 0 |
Loss on disposal of property, plant and equipment | 1 | 3 |
Undistributed (earnings) loss of affiliates—net | (5) | (4) |
Changes in: | ||
Intercompany accounts receivable/accounts payable - net | 0 | 0 |
Accounts receivable—net | (9) | 4 |
Inventories | (15) | 16 |
Accrued and prepaid income taxes | (5) | (23) |
Accounts and notes payable and accrued expenses | 5 | (6) |
Customer advances | 142 | 65 |
Other—net | 4 | 40 |
Net cash provided by operating activities | 356 | 346 |
Investing Activities: | ||
Additions to property, plant and equipment | (94) | (676) |
Proceeds from sale of property, plant and equipment | 8 | 2 |
Withdrawals from restricted cash funds | 1 | 11 |
Other—net | 0 | 1 |
Net cash used in investing activities | (85) | (662) |
Financing Activities: | ||
Proceeds from (Repayments of) Debt | 0 | |
Proceeds from short-term borrowings | 0 | 150 |
Short-term debt—net | 0 | 0 |
Payments of short-term borrowings | 0 | (150) |
Dividends paid on common stock | (70) | (70) |
Dividends to/from affiliates | 0 | 0 |
Issuance of noncontrolling interest in CFN | 0 | 2,800 |
Distributions to noncontrolling interests | (54) | (13) |
Net cash (used in) provided by financing activities | (124) | 2,717 |
Effect of exchange rate changes on cash and cash equivalents | 1 | 2 |
Increase in cash and cash equivalents | 148 | 2,403 |
Cash and cash equivalents at beginning of period | 1,164 | 286 |
Cash and cash equivalents at end of period | 1,312 | 2,689 |
Distribution received for CHS strategic venture | 0 | |
Reportable legal entities | Parent | ||
Operating Activities: | ||
Net (loss) earnings | (23) | 26 |
Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 0 | 0 |
Deferred income taxes | 0 | 0 |
Stock-based compensation expense | 4 | 4 |
Unrealized net loss on natural gas and foreign currency derivatives | 0 | 0 |
Unrealized loss on embedded derivative | 0 | |
Loss on disposal of property, plant and equipment | 0 | 0 |
Undistributed (earnings) loss of affiliates—net | 23 | (32) |
Changes in: | ||
Intercompany accounts receivable/accounts payable - net | (4) | 1 |
Accounts receivable—net | 0 | 0 |
Inventories | 0 | 0 |
Accrued and prepaid income taxes | 0 | 0 |
Accounts and notes payable and accrued expenses | 0 | (1) |
Customer advances | 0 | 0 |
Other—net | 0 | 0 |
Net cash provided by operating activities | 0 | (2) |
Investing Activities: | ||
Additions to property, plant and equipment | 0 | (5) |
Proceeds from sale of property, plant and equipment | 0 | 0 |
Withdrawals from restricted cash funds | 0 | 0 |
Other—net | 0 | |
Net cash used in investing activities | 0 | (5) |
Financing Activities: | ||
Proceeds from (Repayments of) Debt | 0 | |
Proceeds from short-term borrowings | 0 | |
Short-term debt—net | 70 | 9 |
Payments of short-term borrowings | 0 | |
Dividends paid on common stock | (70) | (70) |
Dividends to/from affiliates | 0 | 70 |
Issuance of noncontrolling interest in CFN | 0 | |
Distributions to noncontrolling interests | 0 | 0 |
Net cash (used in) provided by financing activities | 0 | 9 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Increase in cash and cash equivalents | 0 | 2 |
Cash and cash equivalents at beginning of period | 0 | 1 |
Cash and cash equivalents at end of period | 0 | 3 |
Distribution received for CHS strategic venture | 0 | |
Reportable legal entities | CF Industries | ||
Operating Activities: | ||
Net (loss) earnings | (23) | 32 |
Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 3 | 2 |
Deferred income taxes | (11) | 10 |
Stock-based compensation expense | 0 | 0 |
Unrealized net loss on natural gas and foreign currency derivatives | 0 | 0 |
Unrealized loss on embedded derivative | 0 | |
Loss on disposal of property, plant and equipment | 0 | 0 |
Undistributed (earnings) loss of affiliates—net | 1 | (14) |
Changes in: | ||
Intercompany accounts receivable/accounts payable - net | (47) | 30 |
Accounts receivable—net | 0 | 34 |
Inventories | 0 | 0 |
Accrued and prepaid income taxes | 0 | 0 |
Accounts and notes payable and accrued expenses | 37 | (12) |
Customer advances | 0 | 0 |
Other—net | 0 | 0 |
Net cash provided by operating activities | (40) | 82 |
Investing Activities: | ||
Additions to property, plant and equipment | 0 | 0 |
Proceeds from sale of property, plant and equipment | 0 | 0 |
Withdrawals from restricted cash funds | 0 | 0 |
Other—net | 0 | |
Net cash used in investing activities | 0 | 0 |
Financing Activities: | ||
Proceeds from (Repayments of) Debt | (125) | |
Proceeds from short-term borrowings | 150 | |
Short-term debt—net | 145 | (82) |
Payments of short-term borrowings | (150) | |
Dividends paid on common stock | 0 | (70) |
Dividends to/from affiliates | 0 | 70 |
Issuance of noncontrolling interest in CFN | 0 | |
Distributions to noncontrolling interests | 0 | 0 |
Net cash (used in) provided by financing activities | 20 | (82) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Increase in cash and cash equivalents | (20) | 0 |
Cash and cash equivalents at beginning of period | 36 | 1 |
Cash and cash equivalents at end of period | 16 | 1 |
Distribution received for CHS strategic venture | 0 | |
Reportable legal entities | Guarantor Subsidiaries [Member] | ||
Operating Activities: | ||
Net (loss) earnings | (7) | 21 |
Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 6 | 5 |
Deferred income taxes | (4) | 36 |
Stock-based compensation expense | 0 | 0 |
Unrealized net loss on natural gas and foreign currency derivatives | 45 | 19 |
Unrealized loss on embedded derivative | 1 | |
Loss on disposal of property, plant and equipment | 0 | 0 |
Undistributed (earnings) loss of affiliates—net | (97) | (114) |
Changes in: | ||
Intercompany accounts receivable/accounts payable - net | 138 | 232 |
Accounts receivable—net | (5) | (6) |
Inventories | (16) | (25) |
Accrued and prepaid income taxes | 2 | (18) |
Accounts and notes payable and accrued expenses | 4 | 7 |
Customer advances | 142 | 65 |
Other—net | 6 | 5 |
Net cash provided by operating activities | 215 | 227 |
Investing Activities: | ||
Additions to property, plant and equipment | (3) | (6) |
Proceeds from sale of property, plant and equipment | 0 | 0 |
Withdrawals from restricted cash funds | 0 | 0 |
Other—net | 0 | |
Net cash used in investing activities | (3) | (6) |
Financing Activities: | ||
Proceeds from (Repayments of) Debt | 0 | |
Proceeds from short-term borrowings | 0 | |
Short-term debt—net | (171) | (143) |
Payments of short-term borrowings | 0 | |
Dividends paid on common stock | 0 | (70) |
Dividends to/from affiliates | 23 | 77 |
Issuance of noncontrolling interest in CFN | 0 | |
Distributions to noncontrolling interests | 0 | 0 |
Net cash (used in) provided by financing activities | (148) | 1,864 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Increase in cash and cash equivalents | 64 | 2,085 |
Cash and cash equivalents at beginning of period | 878 | 121 |
Cash and cash equivalents at end of period | 942 | 2,206 |
Distribution received for CHS strategic venture | 2,000 | |
Reportable legal entities | Non-Guarantor Subsidiaries [Member] | ||
Operating Activities: | ||
Net (loss) earnings | 116 | 128 |
Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 196 | 139 |
Deferred income taxes | (1) | (10) |
Stock-based compensation expense | 0 | 0 |
Unrealized net loss on natural gas and foreign currency derivatives | 8 | (1) |
Unrealized loss on embedded derivative | 0 | |
Loss on disposal of property, plant and equipment | 1 | 3 |
Undistributed (earnings) loss of affiliates—net | (4) | (4) |
Changes in: | ||
Intercompany accounts receivable/accounts payable - net | (87) | (263) |
Accounts receivable—net | (4) | (24) |
Inventories | 1 | 41 |
Accrued and prepaid income taxes | (7) | (5) |
Accounts and notes payable and accrued expenses | (36) | 0 |
Customer advances | 0 | 0 |
Other—net | (2) | 35 |
Net cash provided by operating activities | 181 | 39 |
Investing Activities: | ||
Additions to property, plant and equipment | (91) | (665) |
Proceeds from sale of property, plant and equipment | 8 | 2 |
Withdrawals from restricted cash funds | 1 | 11 |
Other—net | 1 | |
Net cash used in investing activities | (82) | (651) |
Financing Activities: | ||
Proceeds from (Repayments of) Debt | 125 | |
Proceeds from short-term borrowings | 0 | |
Short-term debt—net | (44) | 216 |
Payments of short-term borrowings | 0 | |
Dividends paid on common stock | (23) | (77) |
Dividends to/from affiliates | 0 | 0 |
Issuance of noncontrolling interest in CFN | 2,800 | |
Distributions to noncontrolling interests | (54) | (13) |
Net cash (used in) provided by financing activities | 4 | 926 |
Effect of exchange rate changes on cash and cash equivalents | 1 | 2 |
Increase in cash and cash equivalents | 104 | 316 |
Cash and cash equivalents at beginning of period | 250 | 163 |
Cash and cash equivalents at end of period | 354 | 479 |
Distribution received for CHS strategic venture | (2,000) | |
Eliminations | ||
Operating Activities: | ||
Net (loss) earnings | (72) | (160) |
Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 0 | 0 |
Deferred income taxes | 0 | 0 |
Stock-based compensation expense | 0 | 0 |
Unrealized net loss on natural gas and foreign currency derivatives | 0 | 0 |
Unrealized loss on embedded derivative | 0 | |
Loss on disposal of property, plant and equipment | 0 | 0 |
Undistributed (earnings) loss of affiliates—net | 72 | 160 |
Changes in: | ||
Intercompany accounts receivable/accounts payable - net | 0 | 0 |
Accounts receivable—net | 0 | 0 |
Inventories | 0 | 0 |
Accrued and prepaid income taxes | 0 | 0 |
Accounts and notes payable and accrued expenses | 0 | 0 |
Customer advances | 0 | 0 |
Other—net | 0 | 0 |
Net cash provided by operating activities | 0 | 0 |
Investing Activities: | ||
Additions to property, plant and equipment | 0 | 0 |
Proceeds from sale of property, plant and equipment | 0 | 0 |
Withdrawals from restricted cash funds | 0 | 0 |
Other—net | 0 | |
Net cash used in investing activities | 0 | 0 |
Financing Activities: | ||
Proceeds from (Repayments of) Debt | 0 | |
Proceeds from short-term borrowings | 0 | |
Short-term debt—net | 0 | 0 |
Payments of short-term borrowings | 0 | |
Dividends paid on common stock | 23 | 217 |
Dividends to/from affiliates | (23) | (217) |
Issuance of noncontrolling interest in CFN | 0 | |
Distributions to noncontrolling interests | 0 | 0 |
Net cash (used in) provided by financing activities | 0 | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | $ 0 | 0 |
Distribution received for CHS strategic venture | $ 0 |