Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 28, 2019 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-32597 | |
Entity Registrant Name | CF INDUSTRIES HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-2697511 | |
Entity Address, Address Line One | 4 Parkway North, Suite 400 | |
Entity Address, City or Town | Deerfield, | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60015 | |
City Area Code | 847 | |
Local Phone Number | 405-2400 | |
Title of 12(b) Security | common stock, par value $0.01 per share | |
Trading Symbol | CF | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 217,431,811 | |
Entity Central Index Key | 0001324404 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,038 | $ 1,040 | $ 3,541 | $ 3,297 |
Cost of sales | 810 | 867 | 2,594 | 2,622 |
Gross margin | 228 | 173 | 947 | 675 |
Selling, general and administrative expenses | 56 | 53 | 176 | 163 |
Other operating—net | (30) | (11) | (63) | (29) |
Total other operating costs and expenses | 26 | 42 | 113 | 134 |
Equity in (losses) earnings of operating affiliate | (14) | 5 | (6) | 30 |
Operating earnings | 188 | 136 | 828 | 571 |
Interest expense | 63 | 59 | 182 | 180 |
Interest income | (4) | (4) | (12) | (9) |
Other non-operating—net | (4) | (2) | (7) | (6) |
Earnings before income taxes | 133 | 83 | 665 | 406 |
Income tax provision (benefit) | 19 | 12 | 113 | 73 |
Net earnings | 114 | 71 | 552 | 333 |
Less: Net earnings attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Net earnings attributable to common stockholders | $ 65 | $ 30 | $ 438 | $ 241 |
Net earnings per share attributable to common stockholders: | ||||
Basic (in dollars per share) | $ 0.29 | $ 0.13 | $ 1.98 | $ 1.03 |
Diluted (in dollars per share) | $ 0.29 | $ 0.13 | $ 1.97 | $ 1.03 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 219 | 233.5 | 221.2 | 233.8 |
Diluted (in shares) | 220.7 | 235.2 | 222.5 | 234.9 |
Dividends declared per common share (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.90 | $ 0.90 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 114 | $ 71 | $ 552 | $ 333 |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustment—net of taxes | (32) | 0 | (8) | (50) |
Unrealized loss on securities—net of taxes | 0 | 0 | 0 | (1) |
Defined benefit plans—net of taxes | 2 | 1 | 5 | 7 |
Total other comprehensive income | (30) | 1 | (3) | (44) |
Comprehensive income | 84 | 72 | 549 | 289 |
Less: Comprehensive income attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Comprehensive income attributable to common stockholders | $ 35 | $ 31 | $ 435 | $ 197 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||||||
Cash and cash equivalents | $ 1,019 | $ 682 | $ 1,022 | $ 835 | ||
Accounts receivable—net | 311 | 235 | ||||
Inventories | 296 | 309 | ||||
Prepaid income taxes | 17 | 28 | ||||
Other current assets | 26 | 20 | ||||
Total current assets | 1,669 | 1,274 | ||||
Property, plant and equipment—net | 8,247 | 8,623 | ||||
Investment in affiliate | 87 | 93 | ||||
Goodwill | 2,344 | 2,353 | ||||
Operating lease right-of-use assets | 264 | 0 | ||||
Other assets | 291 | 318 | ||||
Total assets | 12,902 | 12,661 | ||||
Current liabilities: | ||||||
Accounts payable and accrued expenses | 459 | 545 | ||||
Income taxes payable | 7 | 5 | ||||
Customer advances | 184 | 149 | ||||
Current operating lease liabilities | 87 | 0 | ||||
Current maturities of long-term debt | 499 | 0 | ||||
Other current liabilities | 9 | 6 | ||||
Total current liabilities | 1,245 | 705 | ||||
Long-term debt, net of current maturities | 4,204 | 4,698 | ||||
Deferred income taxes | 1,235 | 1,117 | ||||
Operating lease liabilities | 181 | 0 | ||||
Other liabilities | 356 | 410 | ||||
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, 2019—219,375,306 shares issued and 2018—233,800,903 shares issued | 2 | 2 | ||||
Paid-in capital | 1,317 | 1,368 | ||||
Retained earnings | 2,109 | 2,463 | ||||
Treasury stock—at cost, 2019—1,534,045 shares and 2018—10,982,408 shares | (74) | (504) | ||||
Accumulated other comprehensive loss | (374) | (371) | ||||
Total stockholders’ equity | 2,980 | 2,958 | ||||
Noncontrolling interest | 2,701 | 2,773 | 2,727 | 3,105 | ||
Total equity | 5,681 | $ 5,818 | 5,731 | $ 6,163 | $ 6,322 | $ 6,684 |
Total liabilities and equity | $ 12,902 | $ 12,661 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
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 | 219,375,306 | 233,800,903 |
Treasury stock, shares | 1,534,045 | 10,982,408 |
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 | Unrealized Gain (Loss) on Securities |
Cumulative Effect of New Accounting Principle in Period of Adoption | Accounting Standards Update 2014-09 | $ (1) | $ 0 | $ 0 | $ 0 | $ (1) | $ 0 | $ (1) | $ 0 | |
Cumulative Effect of New Accounting Principle in Period of Adoption | Accounting Standards Update 2016-01 | 0 | 0 | 0 | 0 | 1 | (1) | 0 | 0 | $ (1) |
Balance at Dec. 31, 2017 | 6,684 | 2 | 0 | 1,397 | 2,443 | (263) | 3,579 | 3,105 | |
Increase (decrease) in equity | |||||||||
Net earnings | 333 | 0 | 0 | 0 | 241 | 0 | 241 | 92 | |
Less: Net earnings attributable to noncontrolling interests | 92 | ||||||||
Net earnings attributable to common stockholders | 241 | ||||||||
Other comprehensive loss | (44) | 0 | 0 | 0 | 0 | (44) | (44) | 0 | |
Treasury Stock, Value, Acquired, Cost Method | (91) | 0 | 91 | 0 | 0 | 0 | 91 | 0 | |
Acquisition of treasury stock under employee stock plans | (2) | 0 | (1) | (1) | 0 | 0 | (2) | 0 | |
Issuance of $0.01 par value common stock under employee stock plans | 10 | 0 | 0 | 10 | 0 | 0 | 10 | 0 | |
Stock-based compensation expense | 16 | 0 | 0 | 16 | 0 | 0 | 16 | 0 | |
Cash dividends | (210) | 0 | 0 | 0 | (210) | 0 | (210) | 0 | |
Payments of Ordinary Dividends, Common Stock | (210) | (210) | |||||||
Acquisition of noncontrolling interests in TNCLP | (393) | 0 | 0 | 62 | 0 | 0 | 62 | 331 | |
Distributions declared to noncontrolling interests | (139) | 0 | 0 | 0 | 0 | 0 | 0 | (139) | |
Balance at Sep. 30, 2018 | 6,163 | 2 | (92) | 1,360 | 2,474 | (308) | 3,436 | 2,727 | |
Balance at Jun. 30, 2018 | 6,322 | 2 | 0 | 1,349 | 2,514 | (309) | 3,556 | 2,766 | |
Increase (decrease) in equity | |||||||||
Net earnings | 71 | 0 | 0 | 0 | 30 | 0 | 30 | 41 | |
Less: Net earnings attributable to noncontrolling interests | 41 | ||||||||
Net earnings attributable to common stockholders | 30 | ||||||||
Other comprehensive loss | 1 | 0 | 0 | 0 | 0 | 1 | 1 | 0 | |
Treasury Stock, Value, Acquired, Cost Method | (91) | 0 | 91 | 0 | 0 | 0 | 91 | 0 | |
Acquisition of treasury stock under employee stock plans | (1) | 0 | (1) | 0 | 0 | 0 | (1) | 0 | |
Issuance of $0.01 par value common stock under employee stock plans | 6 | 0 | 0 | 6 | 0 | 0 | 6 | 0 | |
Stock-based compensation expense | 5 | 0 | 0 | 5 | 0 | 0 | 5 | 0 | |
Cash dividends | (70) | 0 | 0 | 0 | (70) | 0 | (70) | 0 | |
Distributions declared to noncontrolling interests | (80) | 0 | 0 | 0 | 0 | 0 | 0 | 80 | |
Balance at Sep. 30, 2018 | 6,163 | 2 | (92) | 1,360 | 2,474 | (308) | 3,436 | 2,727 | |
Balance at Dec. 31, 2018 | 5,731 | 2 | (504) | 1,368 | 2,463 | (371) | 2,958 | 2,773 | |
Increase (decrease) in equity | |||||||||
Net earnings | 552 | 0 | 0 | 0 | 438 | 0 | 438 | ||
Less: Net earnings attributable to noncontrolling interests | 114 | 114 | |||||||
Net earnings attributable to common stockholders | 438 | ||||||||
Other comprehensive loss | (3) | 0 | 0 | 0 | 0 | (3) | (3) | 0 | |
Treasury Stock, Value, Acquired, Cost Method | (250) | 0 | 250 | 0 | 0 | 0 | 250 | 0 | |
Treasury Stock, Retired, Cost Method, Amount | 0 | 0 | 682 | 90 | 592 | 0 | 0 | 0 | |
Acquisition of treasury stock under employee stock plans | 4 | 0 | 4 | 0 | 0 | 0 | 4 | 0 | |
Issuance of $0.01 par value common stock under employee stock plans | 17 | 0 | 2 | 15 | 0 | 0 | 17 | 0 | |
Stock-based compensation expense | 24 | 0 | 0 | 24 | 0 | 0 | 24 | 0 | |
Cash dividends | (200) | 0 | 0 | 0 | 0 | (200) | 0 | ||
Payments of Ordinary Dividends, Common Stock | (200) | (200) | |||||||
Distributions declared to noncontrolling interests | (186) | 0 | 0 | 0 | 0 | 0 | 0 | (186) | |
Balance at Sep. 30, 2019 | 5,681 | 2 | (74) | 1,317 | 2,109 | (374) | 2,980 | 2,701 | |
Balance at Jun. 30, 2019 | 5,818 | 2 | (2) | 1,299 | 2,111 | (344) | 3,066 | 2,752 | |
Increase (decrease) in equity | |||||||||
Net earnings | 114 | 0 | 0 | 0 | 0 | 65 | |||
Less: Net earnings attributable to noncontrolling interests | 49 | 49 | |||||||
Net earnings attributable to common stockholders | 65 | 65 | |||||||
Other comprehensive loss | (30) | 0 | 0 | 0 | 0 | (30) | (30) | 0 | |
Treasury Stock, Value, Acquired, Cost Method | (72) | 0 | (72) | 0 | 0 | 0 | (72) | 0 | |
Issuance of $0.01 par value common stock under employee stock plans | 11 | 0 | 0 | 11 | 0 | 0 | 11 | 0 | |
Stock-based compensation expense | 7 | 0 | 0 | 7 | 0 | 0 | 7 | 0 | |
Cash dividends | (67) | 0 | 0 | 0 | (67) | 0 | (67) | 0 | |
Distributions declared to noncontrolling interests | (100) | 0 | 0 | 0 | 0 | 0 | 0 | (100) | |
Balance at Sep. 30, 2019 | $ 5,681 | $ 2 | $ (74) | $ 1,317 | $ 2,109 | $ (374) | $ 2,980 | $ 2,701 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Cash Dividends (dollars per share) | $ 0.30 | $ 0.30 | $ 0.90 | $ 0.90 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating Activities: | ||
Net earnings | $ 552 | $ 333 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 663 | 667 |
Deferred income taxes | 116 | 37 |
Stock-based compensation expense | 24 | 17 |
Unrealized net loss (gain) on natural gas derivatives | 3 | (11) |
Unrealized loss on embedded derivative | 3 | 2 |
Gain on disposal of property, plant and equipment | (43) | (1) |
Undistributed losses (earnings) of affiliate—net of taxes | 3 | (5) |
Changes in: | ||
Accounts receivable—net | (79) | 31 |
Inventories | 17 | (3) |
Accrued and prepaid income taxes | 12 | 13 |
Accounts payable and accrued expenses | (67) | (26) |
Customer advances | 35 | 224 |
Other—net | (36) | (35) |
Net cash provided by operating activities | 1,203 | 1,243 |
Investing Activities: | ||
Additions to property, plant and equipment | (297) | (278) |
Proceeds from sale of property, plant and equipment | 71 | 19 |
Distributions received from unconsolidated affiliates | 0 | 10 |
Insurance proceeds for property, plant and equipment | 15 | 10 |
Other—net | 0 | 1 |
Net cash used in investing activities | (211) | (238) |
Financing Activities: | ||
Financing fees | 0 | 1 |
Dividends paid on common stock | (200) | (210) |
Acquisition of noncontrolling interests in TNCLP | 0 | (388) |
Distributions to noncontrolling interests | (186) | (139) |
Purchases of treasury stock | (280) | (87) |
Issuances of common stock under employee stock plans | 17 | 10 |
Shares withheld for taxes | (4) | (1) |
Net cash used in financing activities | (653) | (814) |
Effect of exchange rate changes on cash and cash equivalents | (2) | (4) |
Increase in cash and cash equivalents | 337 | 187 |
Cash and cash equivalents at beginning of period | 682 | 835 |
Cash and cash equivalents at end of period | $ 1,019 | $ 1,022 |
Background and Basis of Present
Background and Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | Background and Basis of Presentation We are a leading global fertilizer and chemical company. Our 3,000 employees operate world-class manufacturing complexes in Canada, the United Kingdom and the United States. Our principal customers are cooperatives, independent fertilizer distributors, traders, wholesalers, 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. We serve our customers in North America through our production, storage, transportation and distribution network. We also reach a global customer base with exports from our Donaldsonville, Louisiana, plant, the world’s largest and most flexible nitrogen complex. Additionally, we move product to international destinations from our Verdigris, Oklahoma, facility, our Yazoo City, Mississippi, facility, our Billingham and Ince facilities in the United Kingdom, and from a joint venture ammonia facility in the Republic of Trinidad and Tobago in which we own a 50 percent interest. 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, 2018 , 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 2018 Annual Report on Form 10-K filed with the SEC on February 22, 2019 . 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 | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
New Accounting Standards | 2 . New Accounting Standards Recently Adopted Pronouncements On January 1, 2019, we adopted Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842), which supersedes the lease accounting requirements in ASC Topic 840, Leases. This ASU requires 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 assets with corresponding lease liabilities. Extensive quantitative and qualitative disclosures, including significant judgments made by management, are required to provide greater insight into the extent of income and expense recognized and expected to be recognized from existing contracts. We elected the optional transition method provided under ASU No. 2018-11, Leases (Topic 842): Targeted Improvements, which provides the option to adopt ASU No. 2016-02 as of the adoption date with a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The cumulative effect adjustment we recognized in the opening balance of retained earnings as of January 1, 2019 was not material. In addition, we elected the package of practical expedients permitted under the transition guidance within ASU No. 2016-02, which allows us to carry forward the historical lease determination, lease classification, and assessment of initial direct costs. See Note 13—Leases for additional information. On January 1, 2019, we adopted ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, which improves the financial reporting of hedging relationships in order to better portray the economic results of an entity’s risk management activities in its financial statements. The adoption of this ASU had no effect on our consolidated financial statements. Recently Issued Pronouncements |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer | 3 . Revenue Recognition We track our revenue by product and by geography. See Note 17—Segment Disclosures for our revenue by reportable segment, which are ammonia, granular urea, UAN, AN and Other. The following table summarizes our revenue by product and by geography (based on destination of our shipment) for the three and nine months ended September 30, 2019 and 2018 : Ammonia Granular UAN AN Other Total (in millions) Three months ended September 30, 2019 North America $ 152 $ 289 $ 278 $ 41 $ 63 $ 823 Europe and other 35 38 31 95 16 215 Total revenue $ 187 $ 327 $ 309 $ 136 $ 79 $ 1,038 Three months ended September 30, 2018 North America $ 148 $ 292 $ 214 $ 45 $ 61 $ 760 Europe and other 44 61 56 94 25 280 Total revenue $ 192 $ 353 $ 270 $ 139 $ 86 $ 1,040 Ammonia Granular UAN AN Other Total (in millions) Nine months ended September 30, 2019 North America $ 755 $ 1,037 $ 866 $ 141 $ 190 $ 2,989 Europe and other 92 66 68 248 78 552 Total revenue $ 847 $ 1,103 $ 934 $ 389 $ 268 $ 3,541 Nine months ended September 30, 2018 North America $ 665 $ 901 $ 750 $ 139 $ 184 $ 2,639 Europe and other 113 76 142 224 103 658 Total revenue $ 778 $ 977 $ 892 $ 363 $ 287 $ 3,297 As of September 30, 2019 and December 31, 2018 , we had $184 million and $149 million , respectively, in customer advances on our consolidated balance sheets. The increase in the balance of customer advances was due primarily to customer forward purchases in the third quarter of 2019. During the nine months ended September 30, 2019 and 2018 , substantially all of our customer advances that were recorded at the beginning of each respective period were recognized as revenue. We offer cash incentives to certain customers based on the volume of their purchases over a certain period. These incentives do not provide an option to the customer for additional product. The balances of customer incentives accrued at September 30, 2019 and December 31, 2018 were not material. We have certain customer contracts with performance obligations where if the customer does not take the required amount of product specified in the contract, then the customer is required to make a payment to us, which may vary based upon the terms and conditions of the applicable contract. As of September 30, 2019 , excluding contracts with original durations of less than one year, and based on the minimum product tonnage to be sold and current market price estimates, our remaining performance obligations under these contracts are approximately $1.2 billion . We expect to recognize approximately 7% of these performance obligations as revenue in the remainder of 2019, approximately 51% as revenue during 2020 and 2021, approximately 28% as revenue during 2022 and 2023, and the remainder thereafter. If these customers do not fulfill their contractual obligations under such contracts, the legally enforceable minimum amount that they would pay to us under these contracts, in the aggregate, is approximately $300 million as of September 30, 2019 . Other than the performance obligations described above, any performance obligations with our customers that were unfulfilled or partially filled at December 31, 2018 will be satisfied in 2019 . |
Net Earnings Per Share
Net Earnings Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Earnings Per Share | Net Earnings Per Share Net earnings per share were computed as follows: Three months ended Nine months ended 2019 2018 2019 2018 (in millions, except per share amounts) Net earnings attributable to common stockholders $ 65 $ 30 $ 438 $ 241 Basic earnings per common share: Weighted-average common shares outstanding 219.0 233.5 221.2 233.8 Net earnings attributable to common stockholders $ 0.29 $ 0.13 $ 1.98 $ 1.03 Diluted earnings per common share: Weighted-average common shares outstanding 219.0 233.5 221.2 233.8 Dilutive common shares—stock options 1.7 1.7 1.3 1.1 Diluted weighted-average shares outstanding 220.7 235.2 222.5 234.9 Net earnings attributable to common stockholders $ 0.29 $ 0.13 $ 1.97 $ 1.03 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 1.4 million and 1.5 million for the three and nine months ended September 30, 2019 , respectively, and 1.5 million and 1.8 million for the three and nine months ended September 30, 2018 , respectively. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: September 30, December 31, (in millions) Finished goods $ 253 $ 272 Raw materials, spare parts and supplies 43 37 Total inventories $ 296 $ 309 |
Property, Plant and Equipment-N
Property, Plant and Equipment-Net | 9 Months Ended |
Sep. 30, 2019 | |
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: September 30, December 31, (in millions) Land $ 69 $ 69 Machinery and equipment 12,176 12,127 Buildings and improvements 887 886 Construction in progress 249 225 Property, plant and equipment (1) 13,381 13,307 Less: Accumulated depreciation and amortization 5,134 4,684 Property, plant and equipment—net $ 8,247 $ 8,623 _______________________________________________________________________________ (1) As of September 30, 2019 and December 31, 2018 , we had property, plant and equipment that was accrued but unpaid of approximately $61 million and $48 million , respectively. As of September 30, 2018 and December 31, 2017 , we had property, plant and equipment that was accrued but unpaid of $66 million and $46 million , respectively. During the first quarter of 2019, we entered into an agreement to sell our Pine Bend dry bulk storage and logistics facility in Minnesota. In April 2019, we completed the sale, received proceeds of $55 million and recognized a pre-tax gain of $45 million . The gain is reflected in other operating—net in our consolidated statement of operations for the nine months ended September 30, 2019 . Depreciation and amortization related to property, plant and equipment was $218 million and $648 million for the three and nine months ended September 30, 2019 , respectively, and $227 million and $648 million for the three and nine months ended September 30, 2018 , 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: Nine months ended 2019 2018 (in millions) Net capitalized turnaround costs: Beginning balance $ 252 $ 208 Additions 94 95 Depreciation (85 ) (83 ) Effect of exchange rate changes — 1 Ending balance $ 261 $ 221 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 | 9 Months Ended |
Sep. 30, 2019 | |
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 September 30, 2019 and December 31, 2018 : Ammonia Granular Urea UAN AN Other Total (in millions) Balance as of December 31, 2018 $ 586 $ 828 $ 576 $ 292 $ 71 $ 2,353 Effect of exchange rate changes (1 ) — — (7 ) (1 ) (9 ) Balance as of September 30, 2019 $ 585 $ 828 $ 576 $ 285 $ 70 $ 2,344 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: September 30, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net (in millions) Customer relationships $ 125 $ (42 ) $ 83 $ 127 $ (37 ) $ 90 TerraCair brand — — — 10 (10 ) — Trade names 29 (6 ) 23 30 (5 ) 25 Total intangible assets $ 154 $ (48 ) $ 106 $ 167 $ (52 ) $ 115 Our intangible assets are being amortized over a weighted-average life of approximately 20 years. Amortization expense of our identifiable intangible assets was $2 million and $6 million for the three and nine months ended September 30, 2019 , respectively, and $1 million and $6 million for the three and nine months ended September 30, 2018 , respectively. The gross carrying amount and accumulated amortization of our intangible assets are also impacted by the effect of exchange rate changes. Total estimated amortization expense for the remainder of 2019 and each of the five succeeding fiscal years is as follows: Estimated Amortization Expense (in millions) Remainder of 2019 $ 2 2020 8 2021 8 2022 8 2023 8 2024 8 |
Equity Method Investment
Equity Method Investment | 9 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investment | Equity Method Investment 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 September 30, 2019 , the total carrying value of our equity method investment in PLNL was $87 million , $46 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 reflects the revaluation of property, plant and equipment. The increased basis for property, plant and equipment is being amortized over a remaining period of approximately 14 years . Our equity in earnings of PLNL is different from our ownership interest in income reported by PLNL due to amortization of this basis difference. 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 $12 million and $46 million for the three and nine months ended September 30, 2019 , respectively, and $21 million and $59 million for the three and nine months ended September 30, 2018 , respectively. The Trinidadian tax authority (the Board of Inland Revenue) issued a proposed tax assessment against PLNL with respect to tax years 2011 and 2012 in the amount of approximately $12 million . The proposed assessment asserts that PLNL should have withheld tax on dividends paid to its Trinidadian owners. Statutory interest and penalties related to the proposed assessment with respect to tax years 2011 and 2012, bring the proposed assessment to an aggregate amount of approximately $22 million . As we own a 50% interest in PLNL, our effective share of any assessment that is determined to be a liability of PLNL would be 50% , which would be reflected as a reduction in our equity in earnings of PLNL. During the third quarter of 2019 , the Trinidadian government offered a tax amnesty period, which provided taxpayers the opportunity to pay any prior year tax obligations and avoid accumulated interest or penalties. During the tax amnesty period, PLNL evaluated the proposed assessment, including considering the outcome of certain recent legal cases involving other taxpayers. As a result of this evaluation, PLNL paid withholding tax to the Board of Inland Revenue under the amnesty program for tax years 2011 to the current period, and recognized a charge for $32 million . Our 50% share of PLNL’s tax charge is $16 million , which reduced our equity in earnings of operating affiliate for the three and nine months ended September 30, 2019 . 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). PLNL experienced past curtailments in the supply of natural gas from NGC, which reduced historical ammonia production at PLNL. The NGC Contract had an initial expiration date of September 2018 and was extended on the same terms until September 2023. Any NGC commitment to supply gas beyond 2023 will be based on new agreements. In May 2018, the NGC and PLNL reached a settlement of an arbitration proceeding regarding PLNL’s claims for damages due to the natural gas supply curtailments. The net after-tax impact of the settlement reached between NGC and PLNL that is recognized in our consolidated statement of operations for the nine months ended September 30, 2018 was an increase in our equity in earnings of operating affiliate of approximately $19 million . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Our cash and cash equivalents and other investments consist of the following: September 30, 2019 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 99 $ — $ — $ 99 Cash equivalents: U.S. and Canadian government obligations 899 — — 899 Other debt securities 21 — — 21 Total cash and cash equivalents $ 1,019 $ — $ — $ 1,019 Nonqualified employee benefit trusts 17 2 — 19 December 31, 2018 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 34 $ — $ — $ 34 Cash equivalents: U.S. and Canadian government obligations 623 — — 623 Other debt securities 25 — — 25 Total cash and cash equivalents $ 682 $ — $ — $ 682 Nonqualified employee benefit trusts 17 2 — 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 U.S. and Canadian federal governments; 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 September 30, 2019 and December 31, 2018 that are recognized at fair value on a recurring basis, and indicate the fair value hierarchy utilized to determine such fair value: September 30, 2019 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 $ 920 $ 920 $ — $ — Nonqualified employee benefit trusts 19 19 — — Embedded derivative liability (24 ) — (24 ) — December 31, 2018 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 $ 648 $ 648 $ — $ — Nonqualified employee benefit trusts 19 19 — — Embedded derivative liability (21 ) — (21 ) — Cash Equivalents As of September 30, 2019 and December 31, 2018 , 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. Nonqualified Employee Benefit Trusts We maintain trusts associated with certain nonqualified supplemental pension plans. 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, and are included on our consolidated balance sheets in other assets. Debt securities are accounted for as available-for-sale securities. Changes in the fair value of equity securities in the trust assets are recognized through earnings. Embedded Derivative Liability Under the terms of our strategic venture with CHS Inc. (CHS), if our credit rating as determined by two of three specified credit rating agencies is below certain levels, we are required to make a non-refundable yearly payment of $5 million to CHS. Since our credit ratings were below certain levels in 2016, 2017 and 2018, we made a payment of $5 million to CHS in the fourth quarter of each year. These payments 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. This obligation is recognized on our consolidated balance sheets as an embedded derivative. As of September 30, 2019 and December 31, 2018 , the embedded derivative liability of $24 million and $21 million , respectively, is included in other current liabilities and other liabilities on our consolidated balance sheets. Included in other operating—net in our consolidated statement of operations for the nine months ended September 30, 2019 and 2018 is a net loss of $3 million and $2 million , respectively. 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. See Note 14—Noncontrolling Interests for additional information regarding our strategic venture with CHS. Financial Instruments The carrying amount and estimated fair value of our financial instruments are as follows: September 30, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value (in millions) Long-term debt $ 4,703 $ 4,893 $ 4,698 $ 4,265 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 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended September 30, 2019 , we recorded an income tax provision of $19 million on pre-tax income of $133 million , or an effective tax rate of 14.6% , compared to an income tax provision of $12 million on pre-tax income of $83 million , or an effective tax rate of 15.3% , for the three months ended September 30, 2018 . For the nine months ended September 30, 2019 , our income tax provision includes an incentive tax credit from the State of Louisiana of $30 million , net of federal income tax, related to certain capital projects at our Donaldsonville, Louisiana complex. Our effective tax rate is also impacted by earnings attributable to the noncontrolling interest in CF Industries Nitrogen, LLC (CFN), as our consolidated income tax provision does not include a tax provision on the earnings attributable to the noncontrolling interest. Our effective tax rate for the three months ended September 30, 2019 of 14.6% , which is based on pre-tax income of $133 million , would be 23.1% exclusive of the earnings attributable to the noncontrolling interest of $49 million . Our effective tax rate for the three months ended September 30, 2018 of 15.3% , which is based on pre-tax income of $83 million , would be 29.4% exclusive of the earnings attributable to the noncontrolling interest of $41 million . See Note 14—Noncontrolling Interests |
Interest Expense
Interest Expense | 9 Months Ended |
Sep. 30, 2019 | |
Interest Expense [Abstract] | |
Interest Expense | Interest Expense Details of interest expense are as follows: Three months ended Nine months ended 2019 2018 2019 2018 (in millions) Interest on borrowings (1) $ 57 $ 57 $ 171 $ 171 Fees on financing agreements (1) 4 3 10 10 Interest on tax liabilities 3 (1 ) 3 — Interest capitalized (1 ) — (2 ) (1 ) Total interest expense $ 63 $ 59 $ 182 $ 180 _______________________________________________________________________________ (1) See Note 12—Financing Agreements for additional information. |
Financing Agreements
Financing Agreements | 9 Months Ended |
Sep. 30, 2019 | |
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, the borrower under the Revolving Credit Agreement, may also 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 U.S. dollars, Canadian dollars, euros 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. The guarantors under the Revolving Credit Agreement are currently comprised of CF Holdings and CF Holdings’ wholly owned subsidiaries CF Industries Enterprises, LLC (CFE), CF Industries Sales, LLC (CFS), CF USA Holdings, LLC (CF USA) and CF Industries Distribution Facilities, LLC (CFIDF). As of September 30, 2019 , we had excess borrowing capacity under the Revolving Credit Agreement of $750 million and no outstanding letters of credit. There were no borrowings outstanding under the Revolving Credit Agreement as of September 30, 2019 or December 31, 2018 , or during the nine months ended September 30, 2019 . The Revolving Credit Agreement contains representations and warranties and affirmative and negative covenants, including financial covenants. As of September 30, 2019 , we were in compliance with all covenants under the Revolving Credit Agreement. Letters of Credit In addition to the letter of credit capacity 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 $145 million (reflecting an increase of $20 million in January 2019). As of September 30, 2019 , approximately $128 million of letters of credit were outstanding under this agreement. Senior Notes Long-term debt, including current maturities of long-term debt, presented on our consolidated balance sheets as of September 30, 2019 and December 31, 2018 consisted of the following Public Senior Notes (unsecured) and Senior Secured Notes issued by CF Industries: Effective Interest Rate September 30, 2019 December 31, 2018 Principal Carrying Amount (1) Principal Carrying Amount (1) (in millions) Public Senior Notes: 7.125% due May 2020 7.529% $ 500 $ 499 $ 500 $ 497 3.450% due June 2023 3.562% 750 747 750 747 5.150% due March 2034 5.279% 750 740 750 740 4.950% due June 2043 5.031% 750 742 750 741 5.375% due March 2044 5.465% 750 741 750 741 Senior Secured Notes: 3.400% due December 2021 3.782% 500 496 500 495 4.500% due December 2026 4.759% 750 738 750 737 Total long-term debt $ 4,750 $ 4,703 $ 4,750 $ 4,698 Less: Current maturities of long-term debt 500 499 — — Long-term debt, net of current maturities $ 4,250 $ 4,204 $ 4,750 $ 4,698 _______________________________________________________________________________ (1) Carrying amount is net of unamortized debt discount and deferred debt issuance costs. Total unamortized debt discount was $10 million and $11 million as of September 30, 2019 and December 31, 2018 , respectively, and total deferred debt issuance costs were $37 million and $41 million as of September 30, 2019 and December 31, 2018 , respectively. Under the indentures (including the applicable supplemental indentures) governing the senior notes due 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 CF Holdings’ wholly owned subsidiaries CFE, CFS, CF USA and CFIDF. CFE, CFS, CF USA and CFIDF became subsidiary guarantors of the Public Senior Notes as a result of their becoming guarantors under the Revolving Credit Agreement. 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. See Note 19—Subsequent Events for additional information regarding the 7.125% senior notes due May 2020. 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 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | 13 . Leases Right-of-use (ROU) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The discount rate used to calculate the present value represents our secured incremental borrowing rate and is calculated based on the treasury yield curve commensurate with the term of each lease, and a spread representative of our secured borrowing costs. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. For operating leases, rental payments, including rent holidays, leasehold incentives, and scheduled rent increases are expensed on a straight-line basis. For finance leases, if any, ROU assets are amortized over the lease term on a straight-line basis and interest expense is recognized using the effective interest method and based on the lease liability at period end. Leasehold improvements are amortized over the shorter of the depreciable lives of the corresponding fixed assets or the lease term including any applicable renewals. We have made an accounting policy election to not include leases with an initial term of 12 months or less on the balance sheet. We have operating leases for certain property and equipment under various noncancelable agreements, the most significant of which are rail car leases and barge tow charters for the distribution of our products. The rail car leases currently have minimum terms ranging from one to eleven years and the barge tow charter commitments range from one to seven years . Our rail car leases and barge tow charters commonly contain provisions for automatic annual renewal that can extend the lease term unless canceled by either party. We also have operating leases for terminal and warehouse storage for our distribution system, some of which contain minimum throughput requirements. The storage agreements contain minimum terms generally ranging from one to five years and commonly contain provisions for automatic annual renewal thereafter unless canceled by either party. The renewal provisions for our rail car leases, barge tow charters and terminal and warehouse storage agreements are not reasonably certain to be exercised. For all rail car leases, barge tow charters, and terminal and warehouse storage agreements, we have made an accounting policy election to not separate lease and non-lease components, such as operating costs and maintenance, due to sufficient data not being available. As a result, the non-lease components are included in the ROU assets and lease liabilities on our balance sheet. The components of lease costs were as follows: Three months ended Nine months ended (in millions) Operating lease cost $ 24 $ 71 Short-term lease cost 6 20 Variable lease cost 1 1 Total lease cost $ 31 $ 92 Supplemental cash flow information related to leases was as follows: Nine months ended (in millions) Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities $ 66 ROU assets obtained in exchange for operating lease obligations 36 Supplemental balance sheet information related to leases was as follows: September 30, 2019 (in millions) Operating lease ROU assets $ 264 Current operating lease liabilities $ 87 Operating lease liabilities 181 Total operating lease liabilities $ 268 September 30, 2019 Operating leases Weighted average remaining lease term 5 years Weighted average discount rate (1) 4.9 % _______________________________________________________________________________ (1) Upon adoption of the new lease accounting standard, discount rates used for existing leases were established at January 1, 2019. See Note 2—New Accounting Standards . The following table reconciles the undiscounted cash flows for our operating leases to the operating lease liabilities recorded on our consolidated balance sheet as of September 30, 2019 . Operating (in millions) Remainder of 2019 $ 22 2020 86 2021 65 2022 42 2023 29 Thereafter 57 Total lease payments 301 Less: imputed interest (33 ) Total operating lease liabilities 268 Less: Current operating lease liabilities (87 ) Long-term operating lease liabilities $ 181 As of September 30, 2019 , we have entered into additional leases that had not yet commenced and therefore have been excluded from total operating lease liabilities as of that date. These leases will commence in the fourth quarter of 2019 or fiscal year 2020 with future minimum payments of $34 million and lease terms ranging from three to ten years . As previously disclosed in our 2018 Annual Report on Form 10-K and under the previous lease accounting standard, the future minimum lease payments for operating leases having initial or remaining noncancelable lease terms in excess of one year as of December 31, 2018 were as follows: Operating lease payments (in millions) 2019 $ 93 2020 80 2021 59 2022 41 2023 28 Thereafter 62 Total lease payments $ 363 |
Noncontrolling Interests
Noncontrolling Interests | 9 Months Ended |
Sep. 30, 2019 | |
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. 2019 2018 CFN CFN TNCLP Total (in millions) Noncontrolling interests: Balance as of January 1 $ 2,773 $ 2,772 $ 333 $ 3,105 Earnings attributable to noncontrolling interests 114 84 8 92 Declaration of distributions payable (186 ) (129 ) (10 ) (139 ) Purchase of the TNCLP Public Units — — (331 ) (331 ) Balance as of September 30 $ 2,701 $ 2,727 $ — $ 2,727 Distributions payable to noncontrolling interests: Balance as of January 1 $ — $ — $ — $ — Declaration of distributions payable 186 129 10 139 Distributions to noncontrolling interests (186 ) (129 ) (10 ) (139 ) Balance as of September 30 $ — $ — $ — $ — CF Industries Nitrogen, LLC (CFN) We have a strategic venture with CHS under which they own an equity interest in CFN, a subsidiary of CF Holdings, which represents approximately 11% of the membership interests of CFN. We own the remaining membership interests. Under the terms of CFN’s limited liability company agreement, each member’s interest will reflect, over time, the impact of the profitability of CFN, any member contributions made to CFN and withdrawals and distributions received from CFN. 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. CHS also receives 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 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, we recognized an embedded derivative related to our credit rating. See Note 9—Fair Value Measurements for additional information. Terra Nitrogen Company, L.P. (TNCLP) On February 7, 2018, we announced that, in accordance with the terms of TNCLP’s First Amended and Restated Agreement of Limited Partnership (as amended by Amendment No. 1 to the First Amended and Restated Agreement of Limited Partnership, the TNCLP Agreement of Limited Partnership), Terra Nitrogen GP Inc. (TNGP), the sole general partner of TNCLP and an indirect wholly owned subsidiary of CF Holdings, elected to exercise its right to purchase all of the 4,612,562 publicly traded common units of TNCLP (the TNCLP Public Units). On April 2, 2018, TNGP completed its purchase of the TNCLP Public Units (the Purchase) for an aggregate cash purchase price of $388 million , at which time we recognized a reduction in paid-in capital of $62 million ; a deferred tax liability of $5 million ; and the removal of the TNCLP noncontrolling interests, as shown in the table above. Upon completion of the Purchase, CF Holdings owned, through its subsidiaries, 100 percent of the general and limited partnership interests of TNCLP. Prior to April 2, 2018, TNCLP was a master limited partnership that owned a nitrogen fertilizer manufacturing facility in Verdigris, Oklahoma. We owned approximately 75.3% of TNCLP through general and limited partnership interests and outside investors owned the remaining approximately 24.7% of the limited partnership interests. For financial reporting purposes, the assets, liabilities and earnings of the partnership were consolidated into our financial statements. The outside investors’ limited partnership interests in TNCLP were recorded in noncontrolling interests in our consolidated financial statements. The noncontrolling interest represented the noncontrolling unitholders’ interest (prior to the Purchase) in the earnings and equity of TNCLP. Affiliates of CF Industries were 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. Prior to April 2, 2018, TNCLP made cash distributions to the general and limited partners based on formulas defined within the TNCLP Agreement of Limited Partnership. Cash available for distribution (Available Cash) was 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 determined in its reasonable discretion to be necessary or appropriate. Changes in working capital affected 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) reduced Available Cash, while declines in the amount of cash invested in working capital items increased Available Cash. Cash distributions to the limited partners and general partner varied depending on the extent to which the cumulative distributions exceeded certain target threshold levels set forth in the TNCLP Agreement of Limited Partnership. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Treasury Stock On August 1, 2018, our Board of Directors (the Board) authorized the repurchase of up to $500 million of CF Holdings common stock through June 30, 2020 (the 2018 Share Repurchase Program). In 2018, we completed the 2018 Share Repurchase Program with the repurchase of 10.9 million shares for $500 million , of which $33 million was accrued and unpaid at December 31, 2018. In February 2019, we retired all 10.9 million shares that were repurchased under the 2018 Share Repurchase Program. On February 13, 2019, the Board authorized the repurchase of up to $1 billion of CF Holdings common stock through December 31, 2021 (the 2019 Share Repurchase Program). Repurchases under the 2019 Share Repurchase Program may be made from time to time in the open market, through privately negotiated transactions, block transactions or otherwise. The manner, timing and amount of repurchases will be determined by our management based on the evaluation of market conditions, stock price, and other factors. In the nine months ended September 30, 2019 , we repurchased approximately 5.7 million shares for $250 million , of which $2 million was accrued and unpaid at September 30, 2019 . In June 2019, we retired approximately 4.2 million shares that were repurchased under the 2019 Share Repurchase Program. At September 30, 2019 , we held 1,534,045 shares of treasury stock. Accumulated Other Comprehensive Income (Loss) Changes to accumulated other comprehensive income (loss) are as follows: Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Securities Unrealized Gain on Derivatives Defined Benefit Plans Accumulated Other Comprehensive Income (Loss) (in millions) Balance as of December 31, 2017 $ (145 ) $ 1 $ 4 $ (123 ) $ (263 ) Adoption of ASU 2016-01 — (1 ) — — (1 ) Unrealized loss — (1 ) — — (1 ) Gain arising during the period — — — 5 5 Reclassification to earnings (1) — — — 1 1 Effect of exchange rate changes and deferred taxes (50 ) — — 1 (49 ) Balance as of September 30, 2018 $ (195 ) $ (1 ) $ 4 $ (116 ) $ (308 ) Balance as of December 31, 2018 $ (250 ) $ — $ 5 $ (126 ) $ (371 ) Gain arising during the period — — — 5 5 Reclassification to earnings (1) — — — (1 ) (1 ) Effect of exchange rate changes and deferred taxes (8 ) — — 1 (7 ) Balance as of September 30, 2019 $ (258 ) $ — $ 5 $ (121 ) $ (374 ) ____________________________________________________________________________ (1) Reclassifications out of accumulated other comprehensive income (loss) to earnings during the three and nine months ended September 30, 2019 and 2018 were not material. |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
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) were 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 were 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 manufactured and sold to others were 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. Over two hundred cases have been resolved pursuant to confidential settlements that have been or we expect will be fully funded by insurance. The remaining cases are in various stages of discovery and pre-trial proceedings. The next group of cases was reset for trial beginning on January 21, 2020 . 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 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 property owner 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 17 former phosphate mines in southeast Idaho, one of which is 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 | 9 Months Ended |
Sep. 30, 2019 | |
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 7—Goodwill and Other Intangible Assets . Segment data for sales, cost of sales and gross margin for the three and nine months ended September 30, 2019 and 2018 are presented in the tables below. Ammonia Granular (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Three months ended September 30, 2019 Net sales $ 187 $ 327 $ 309 $ 136 $ 79 $ 1,038 Cost of sales 188 207 250 100 65 810 Gross margin $ (1 ) $ 120 $ 59 $ 36 $ 14 228 Total other operating costs and expenses 26 Equity in losses of operating affiliate (14 ) Operating earnings $ 188 Three months ended September 30, 2018 Net sales $ 192 $ 353 $ 270 $ 139 $ 86 $ 1,040 Cost of sales 181 238 243 129 76 867 Gross margin $ 11 $ 115 $ 27 $ 10 $ 10 173 Total other operating costs and expenses 42 Equity in earnings of operating affiliate 5 Operating earnings $ 136 Ammonia Granular Urea (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Nine months ended September 30, 2019 Net sales $ 847 $ 1,103 $ 934 $ 389 $ 268 $ 3,541 Cost of sales 654 686 722 308 224 2,594 Gross margin $ 193 $ 417 $ 212 $ 81 $ 44 947 Total other operating costs and expenses 113 Equity in losses of operating affiliate (6 ) Operating earnings $ 828 Nine months ended September 30, 2018 Net sales $ 778 $ 977 $ 892 $ 363 $ 287 $ 3,297 Cost of sales 641 682 731 320 248 2,622 Gross margin $ 137 $ 295 $ 161 $ 43 $ 39 675 Total other operating costs and expenses 134 Equity in earnings of operating affiliate 30 Operating earnings $ 571 _______________________________________________________________________________ (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 | 9 Months Ended |
Sep. 30, 2019 | |
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 2020, 2023, 2034, 2043 and 2044 (described in Note 12—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, CFS, CF USA and CFIDF (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 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 2020. The Subsidiary Guarantors became guarantors of the Public Senior Notes as a result of this requirement. 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 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 and the Subsidiary Guarantors are referred to as the Non-Guarantors. Presented below are condensed consolidating statements of operations and statements of comprehensive income for Parent, CF Industries, the Subsidiary Guarantors and the Non-Guarantors for the three and nine months ended September 30, 2019 and 2018 , condensed consolidating statements of cash flows for Parent, CF Industries, the Subsidiary Guarantors and the Non-Guarantors for the nine months ended September 30, 2019 and 2018 , and condensed consolidating balance sheets for Parent, CF Industries, the Subsidiary Guarantors and the Non-Guarantors as of September 30, 2019 and December 31, 2018 . The condensed consolidating financial information presented below is not necessarily indicative of the financial position, results of operations, comprehensive 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. As of September 30, 2019 , 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-Guarantors 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 September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 68 $ 807 $ 886 $ (723 ) $ 1,038 Cost of sales — 53 781 689 (713 ) 810 Gross margin — 15 26 197 (10 ) 228 Selling, general and administrative expenses 1 — 45 20 (10 ) 56 Other operating—net — 1 (29 ) (2 ) — (30 ) Total other operating costs and expenses 1 1 16 18 (10 ) 26 Equity in losses of operating affiliates — (1 ) — (13 ) — (14 ) Operating (loss) earnings (1 ) 13 10 166 — 188 Interest expense 2 63 1 1 (4 ) 63 Interest expense—mandatorily redeemable preferred shares — — — 1 (1 ) — Interest income — (1 ) (5 ) (3 ) 5 (4 ) Net earnings of wholly owned subsidiaries (67 ) (106 ) (109 ) — 282 — Other non-operating—net — — — (4 ) — (4 ) Earnings before income taxes 64 57 123 171 (282 ) 133 Income tax (benefit) provision — (10 ) 25 4 — 19 Net earnings 64 67 98 167 (282 ) 114 Less: Net earnings attributable to noncontrolling interests — — — 49 — 49 Net earnings attributable to common stockholders $ 64 $ 67 $ 98 $ 118 $ (282 ) $ 65 Condensed Consolidating Statement of Comprehensive Income Three months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 64 $ 67 $ 98 $ 167 $ (282 ) $ 114 Other comprehensive loss (30 ) (30 ) (82 ) (29 ) 141 (30 ) Comprehensive income 34 37 16 138 (141 ) 84 Less: Comprehensive income attributable to noncontrolling interests — — — 49 — 49 Comprehensive income attributable to common stockholders $ 34 $ 37 $ 16 $ 89 $ (141 ) $ 35 Condensed Consolidating Statement of Operations Nine months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 254 $ 2,808 $ 2,825 $ (2,346 ) $ 3,541 Cost of sales — 210 2,549 2,167 (2,332 ) 2,594 Gross margin — 44 259 658 (14 ) 947 Selling, general and administrative expenses 3 (1 ) 130 58 (14 ) 176 Other operating—net — 5 (68 ) — — (63 ) Total other operating costs and expenses 3 4 62 58 (14 ) 113 Equity in losses of operating affiliates — — — (6 ) — (6 ) Operating (loss) earnings (3 ) 40 197 594 — 828 Interest expense 3 186 2 2 (11 ) 182 Interest expense—mandatorily redeemable preferred shares — — — 3 (3 ) — Interest income (1 ) (1 ) (13 ) (11 ) 14 (12 ) Net earnings of wholly owned subsidiaries (442 ) (557 ) (485 ) — 1,484 — Other non-operating—net — — (1 ) (6 ) — (7 ) Earnings before income taxes 437 412 694 606 (1,484 ) 665 Income tax (benefit) provision (1 ) (30 ) 159 (15 ) — 113 Net earnings 438 442 535 621 (1,484 ) 552 Less: Net earnings attributable to noncontrolling interests — — — 114 — 114 Net earnings attributable to common stockholders $ 438 $ 442 $ 535 $ 507 $ (1,484 ) $ 438 Condensed Consolidating Statement of Comprehensive Income Nine months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 438 $ 442 $ 535 $ 621 $ (1,484 ) $ 552 Other comprehensive loss (2 ) (2 ) (60 ) (5 ) 66 (3 ) Comprehensive income 436 440 475 616 (1,418 ) 549 Less: Comprehensive income attributable to noncontrolling interests — — — 114 — 114 Comprehensive income attributable to common stockholders $ 436 $ 440 $ 475 $ 502 $ (1,418 ) $ 435 Condensed Consolidating Statement of Operations Three months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 69 $ 788 $ 885 $ (702 ) $ 1,040 Cost of sales — 56 763 750 (702 ) 867 Gross margin — 13 25 135 — 173 Selling, general and administrative expenses 2 (2 ) 37 16 — 53 Other operating—net — (4 ) 2 (9 ) — (11 ) Total other operating costs and expenses 2 (6 ) 39 7 — 42 Equity in earnings of operating affiliate — — — 5 — 5 Operating (loss) earnings (2 ) 19 (14 ) 133 — 136 Interest expense — 60 3 1 (5 ) 59 Interest income (1 ) (1 ) (2 ) (5 ) 5 (4 ) Net earnings of wholly owned subsidiaries (31 ) (63 ) (99 ) — 193 — Other non-operating—net — — (1 ) (1 ) — (2 ) Earnings before income taxes 30 23 85 138 (193 ) 83 Income tax (benefit) provision — (8 ) 20 — — 12 Net earnings 30 31 65 138 (193 ) 71 Less: Net earnings attributable to noncontrolling interests — — — 41 — 41 Net earnings attributable to common stockholders $ 30 $ 31 $ 65 $ 97 $ (193 ) $ 30 Condensed Consolidating Statement of Comprehensive Income Three months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 30 $ 31 $ 65 $ 138 $ (193 ) $ 71 Other comprehensive income (loss) 1 1 4 (1 ) (4 ) 1 Comprehensive income 31 32 69 137 (197 ) 72 Less: Comprehensive income attributable to noncontrolling interests — — — 41 — 41 Comprehensive income attributable to common stockholders $ 31 $ 32 $ 69 $ 96 $ (197 ) $ 31 Condensed Consolidating Statement of Operations Nine months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 259 $ 2,563 $ 2,688 $ (2,213 ) $ 3,297 Cost of sales — 215 2,401 2,211 (2,205 ) 2,622 Gross margin — 44 162 477 (8 ) 675 Selling, general and administrative expenses 3 1 109 58 (8 ) 163 Other operating—net — (12 ) — (17 ) — (29 ) Total other operating costs and expenses 3 (11 ) 109 41 (8 ) 134 Equity in earnings of operating affiliate — 2 — 28 — 30 Operating (loss) earnings (3 ) 57 53 464 — 571 Interest expense — 183 13 4 (20 ) 180 Interest income (2 ) (4 ) (7 ) (16 ) 20 (9 ) Net earnings of wholly owned subsidiaries (242 ) (338 ) (373 ) — 953 — Other non-operating—net — — (1 ) (5 ) — (6 ) Earnings before income taxes 241 216 421 481 (953 ) 406 Income tax (benefit) provision — (26 ) 93 6 — 73 Net earnings 241 242 328 475 (953 ) 333 Less: Net earnings attributable to noncontrolling interests — — — 92 — 92 Net earnings attributable to common stockholders $ 241 $ 242 $ 328 $ 383 $ (953 ) $ 241 Condensed Consolidating Statement of Comprehensive Income Nine months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 241 $ 242 $ 328 $ 475 $ (953 ) $ 333 Other comprehensive loss (45 ) (45 ) (30 ) (48 ) 124 (44 ) Comprehensive income 196 197 298 427 (829 ) 289 Less: Comprehensive income attributable to noncontrolling interests — — — 92 — 92 Comprehensive income attributable to common stockholders $ 196 $ 197 $ 298 $ 335 $ (829 ) $ 197 Condensed Consolidating Balance Sheet September 30, 2019 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 39 $ 263 $ 194 $ 523 $ — $ 1,019 Accounts and notes receivable—net 139 481 1,446 680 (2,435 ) 311 Inventories — — 154 142 — 296 Prepaid income taxes — — 17 — — 17 Other current assets — — 19 7 — 26 Total current assets 178 744 1,830 1,352 (2,435 ) 1,669 Property, plant and equipment—net — — 109 8,138 — 8,247 Investments in affiliates 3,844 6,008 6,285 87 (16,137 ) 87 Goodwill — 2,063 — 281 — 2,344 Operating lease right-of-use assets — — 259 5 — 264 Other assets — 3 137 321 (170 ) 291 Total assets $ 4,022 $ 8,818 $ 8,620 $ 10,184 $ (18,742 ) $ 12,902 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 1,042 $ 256 $ 1,259 $ 337 $ (2,435 ) $ 459 Income taxes payable — — — 7 — 7 Customer advances — — 184 — — 184 Current operating lease liabilities — — 85 2 — 87 Current maturities of long-term debt — 499 — — — 499 Other current liabilities — — 9 — — 9 Total current liabilities 1,042 755 1,537 346 (2,435 ) 1,245 Long-term debt, net of current maturities — 4,204 44 123 (167 ) 4,204 Dividends payable—mandatorily redeemable preferred shares — — — 3 (3 ) — Deferred income taxes — — 1,085 150 — 1,235 Operating lease liabilities — — 178 3 — 181 Other liabilities — 15 203 138 — 356 Equity: Stockholders’ equity: Preferred stock — — — — — — Common stock 2 — — 4,839 (4,839 ) 2 Paid-in capital 1,317 1,799 5,244 1,091 (8,134 ) 1,317 Retained earnings 2,109 2,419 674 1,111 (4,204 ) 2,109 Treasury stock (74 ) — — — — (74 ) Accumulated other comprehensive loss (374 ) (374 ) (337 ) (329 ) 1,040 (374 ) Total stockholders’ equity 2,980 3,844 5,581 6,712 (16,137 ) 2,980 Noncontrolling interests — — (8 ) 2,709 — 2,701 Total equity 2,980 3,844 5,573 9,421 (16,137 ) 5,681 Total liabilities and equity $ 4,022 $ 8,818 $ 8,620 $ 10,184 $ (18,742 ) $ 12,902 Condensed Consolidating Balance Sheet December 31, 2018 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 36 $ 27 $ 65 $ 554 $ — $ 682 Accounts and notes receivable—net 135 500 1,203 911 (2,514 ) 235 Inventories — 4 142 163 — 309 Prepaid income taxes — — 24 4 — 28 Other current assets — — 15 5 — 20 Total current assets 171 531 1,449 1,637 (2,514 ) 1,274 Property, plant and equipment—net — — 118 8,505 — 8,623 Investments in affiliates 3,656 8,208 6,857 94 (18,722 ) 93 Goodwill — — 2,064 289 — 2,353 Other assets — 4 126 320 (132 ) 318 Total assets $ 3,827 $ 8,743 $ 10,614 $ 10,845 $ (21,368 ) $ 12,661 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 870 $ 374 $ 1,429 $ 386 $ (2,514 ) $ 545 Income taxes payable — — 5 — — 5 Customer advances — — 149 — — 149 Other current liabilities — — 6 — — 6 Total current liabilities 870 374 1,589 386 (2,514 ) 705 Long-term debt — 4,698 43 89 (132 ) 4,698 Deferred income taxes — — 960 157 — 1,117 Other liabilities — 15 232 163 — 410 Equity: Stockholders’ equity: Preferred stock — — — — — — Common stock 2 — — 5,363 (5,363 ) 2 Paid-in capital 1,368 1,799 9,070 1,265 (12,134 ) 1,368 Retained earnings 2,463 2,229 (995 ) 965 (2,199 ) 2,463 Treasury stock (504 ) — — — — (504 ) Accumulated other comprehensive loss (372 ) (372 ) (277 ) (324 ) 974 (371 ) Total stockholders’ equity 2,957 3,656 7,798 7,269 (18,722 ) 2,958 Noncontrolling interests — — (8 ) 2,781 — 2,773 Total equity 2,957 3,656 7,790 10,050 (18,722 ) 5,731 Total liabilities and equity $ 3,827 $ 8,743 $ 10,614 $ 10,845 $ (21,368 ) $ 12,661 Condensed Consolidating Statement of Cash Flows Nine months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 438 $ 442 $ 535 $ 621 $ (1,484 ) $ 552 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 7 18 638 — 663 Deferred income taxes — — 124 (8 ) — 116 Stock-based compensation expense 24 — — — — 24 Unrealized net loss on natural gas derivatives — — 3 — — 3 Unrealized loss on embedded derivative — — 3 — — 3 Gain on disposal of property, plant and equipment — — (45 ) 2 — (43 ) Undistributed earnings of affiliates—net (442 ) (557 ) (485 ) 3 1,484 3 Changes in: Intercompany accounts receivable/accounts payable—net — 34 (81 ) 47 — — Accounts receivable—net — 8 (84 ) (3 ) — (79 ) Inventories — 4 (12 ) 25 — 17 Accrued and prepaid income taxes (1 ) (30 ) 15 28 — 12 Accounts and notes payable and accrued expenses — 8 (33 ) (42 ) — (67 ) Customer advances — — 35 — — 35 Other—net — — (1 ) (35 ) — (36 ) Net cash provided by (used in) operating activities 19 (84 ) (8 ) 1,276 — 1,203 Investing Activities: Additions to property, plant and equipment — — (11 ) (286 ) — (297 ) Proceeds from sale of property, plant and equipment — — 56 15 — 71 Distributions received from unconsolidated affiliates — 543 414 (957 ) — — Insurance proceeds for property, plant and equipment — — — 15 — 15 Net cash provided by (used in) investing activities — 543 459 (1,213 ) — (211 ) Financing Activities: Long-term debt—net — — (39 ) 39 — — Short-term debt—net 199 29 (283 ) 55 — — Dividends paid on common stock (200 ) (252 ) — — 252 (200 ) Dividends to/from affiliates 252 — — — (252 ) — Distribution to noncontrolling interest — — — (186 ) — (186 ) Purchases of treasury stock (280 ) — — — — (280 ) Issuances of common stock under employee stock plans 17 — — — — 17 Shares withheld for taxes (4 ) — — — — (4 ) Net cash provided by (used in) financing activities (16 ) (223 ) (322 ) (92 ) — (653 ) Effect of exchange rate changes on cash and cash equivalents — — — (2 ) — (2 ) Increase (decrease) in cash and cash equivalents 3 236 129 (31 ) — 337 Cash and cash equivalents at beginning of period 36 27 65 554 — 682 Cash and cash equivalents at end of period $ 39 $ 263 $ 194 $ 523 $ — $ 1,019 Condensed Consolidating Statement of Cash Flows Nine months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 241 $ 242 $ 328 $ 475 $ (953 ) $ 333 Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: Depreciation and amortization — 6 17 644 — 667 Deferred income taxes — — 41 (4 ) — 37 Stock-based compensation expense 16 — — 1 — 17 Unrealized net gain on natural gas derivatives — — (7 ) (4 ) — (11 ) Unrealized loss on embedded derivative — — 2 — — 2 Gain on disposal of property, plant and equipment — — — (1 ) — (1 ) Undistributed earnings of affiliates—net (242 ) (338 ) (373 ) (5 ) 953 (5 ) Changes in: Intercompany accounts receivable/accounts payable—net (17 ) (89 ) 97 9 — — Accounts receivable—net — (6 ) 48 (11 ) — 31 Inventories — 4 (14 ) 7 — (3 ) Accrued and prepaid income taxes — (26 ) 47 (8 ) — 13 Accounts and notes payable and accrued expenses — (1 ) (7 ) (18 ) — (26 ) Customer advances — — 224 — — 224 Other—net — — (1 ) (34 ) — (35 ) Net cash (used in) provided by operating activities (2 ) (208 ) 402 1,051 — 1,243 Investing Activities: Additions to property, plant and equipment — — (11 ) (267 ) — (278 ) Proceeds from sale of property, plant and equipment — — — 19 — 19 Distributions received from unconsolidated affiliates — 200 306 (496 ) — 10 Insurance proceeds for property, plant and equipment — — — 10 — 10 Investments in consolidated subs - capital contributions — (31 ) (415 ) 446 — — Other—net — — — 1 — 1 Net cash provided by (used in) investing activities — 169 (120 ) (287 ) — (238 ) Financing Activities: Long-term debt—net — — 178 (178 ) — — Short-term debt—net 233 175 (438 ) 30 — — Financing fees — 1 — — — 1 Dividends paid on common stock (210 ) (110 ) — (49 ) 159 (210 ) Dividends to/from affiliates 110 — 49 — (159 ) — Acquisition of noncontrolling interest in TNCLP — — — (388 ) — (388 ) Distributions to noncontrolling interests — — — (139 ) — (139 ) Purchases of treasury stock (87 ) — — — — (87 ) Issuances of common stock under employee stock plans 10 — — — — 10 Shares withheld for taxes (1 ) — — — — (1 ) Net cash provided by (used in) financing activities 55 66 (211 ) (724 ) — (814 ) Effect of exchange rate changes on cash and cash equivalents — — — (4 ) — (4 ) Increase in cash and cash equivalents 53 27 71 36 — 187 Cash and cash equivalents at beginning of period — 15 388 432 — 835 Cash and cash equivalents at end of period $ 53 $ 42 $ 459 $ 468 $ — $ 1,022 |
Subsequent Event (Notes)
Subsequent Event (Notes) | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 19 . Subsequent Events On October 9, 2019, we announced that our wholly owned subsidiary CF Industries has elected to redeem in full all of the $500 million outstanding principal amount of the 7.125% senior notes due May 2020 (the 2020 Notes), in accordance with the optional redemption provisions provided in the indenture governing the 2020 Notes. We estimate, based on market interest rates on October 28, 2019, the total amount for the redemption of the 2020 Notes will be approximately $513 million , including accrued interest. The 2020 Notes will be redeemed on November 13, 2019 and will be funded with cash on hand. On October 30, 2019, we announced that CF Industries has elected to redeem on December 13, 2019, $250 million principal amount, representing 50% of the currently outstanding $500 million principal amount, of the 2021 Notes, in accordance with the optional redemption provisions provided in the indenture governing the 2021 Notes. We estimate, based on market interest rates on October 28, 2019, the total amount for the partial redemption of the 2021 Notes will be approximately $257 million , including accrued interest. The partial redemption of the 2021 Notes will be funded with cash on hand. See Note 12—Financing Agreements for additional information. |
New Accounting Standards (Polic
New Accounting Standards (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Recently Adopted Pronouncements | Recently Adopted Pronouncements On January 1, 2019, we adopted Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842), which supersedes the lease accounting requirements in ASC Topic 840, Leases. This ASU requires 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 assets with corresponding lease liabilities. Extensive quantitative and qualitative disclosures, including significant judgments made by management, are required to provide greater insight into the extent of income and expense recognized and expected to be recognized from existing contracts. We elected the optional transition method provided under ASU No. 2018-11, Leases (Topic 842): Targeted Improvements, which provides the option to adopt ASU No. 2016-02 as of the adoption date with a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The cumulative effect adjustment we recognized in the opening balance of retained earnings as of January 1, 2019 was not material. In addition, we elected the package of practical expedients permitted under the transition guidance within ASU No. 2016-02, which allows us to carry forward the historical lease determination, lease classification, and assessment of initial direct costs. See Note 13—Leases for additional information. On January 1, 2019, we adopted ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, which improves the financial reporting of hedging relationships in order to better portray the economic results of an entity’s risk management activities in its financial statements. The adoption of this ASU had no effect on our consolidated financial statements. Recently Issued Pronouncements |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table summarizes our revenue by product and by geography (based on destination of our shipment) for the three and nine months ended September 30, 2019 and 2018 : Ammonia Granular UAN AN Other Total (in millions) Three months ended September 30, 2019 North America $ 152 $ 289 $ 278 $ 41 $ 63 $ 823 Europe and other 35 38 31 95 16 215 Total revenue $ 187 $ 327 $ 309 $ 136 $ 79 $ 1,038 Three months ended September 30, 2018 North America $ 148 $ 292 $ 214 $ 45 $ 61 $ 760 Europe and other 44 61 56 94 25 280 Total revenue $ 192 $ 353 $ 270 $ 139 $ 86 $ 1,040 Ammonia Granular UAN AN Other Total (in millions) Nine months ended September 30, 2019 North America $ 755 $ 1,037 $ 866 $ 141 $ 190 $ 2,989 Europe and other 92 66 68 248 78 552 Total revenue $ 847 $ 1,103 $ 934 $ 389 $ 268 $ 3,541 Nine months ended September 30, 2018 North America $ 665 $ 901 $ 750 $ 139 $ 184 $ 2,639 Europe and other 113 76 142 224 103 658 Total revenue $ 778 $ 977 $ 892 $ 363 $ 287 $ 3,297 |
Net Earnings Per Share (Tables)
Net Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Summary of net earnings per share | Net earnings per share were computed as follows: Three months ended Nine months ended 2019 2018 2019 2018 (in millions, except per share amounts) Net earnings attributable to common stockholders $ 65 $ 30 $ 438 $ 241 Basic earnings per common share: Weighted-average common shares outstanding 219.0 233.5 221.2 233.8 Net earnings attributable to common stockholders $ 0.29 $ 0.13 $ 1.98 $ 1.03 Diluted earnings per common share: Weighted-average common shares outstanding 219.0 233.5 221.2 233.8 Dilutive common shares—stock options 1.7 1.7 1.3 1.1 Diluted weighted-average shares outstanding 220.7 235.2 222.5 234.9 Net earnings attributable to common stockholders $ 0.29 $ 0.13 $ 1.97 $ 1.03 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consist of the following: September 30, December 31, (in millions) Finished goods $ 253 $ 272 Raw materials, spare parts and supplies 43 37 Total inventories $ 296 $ 309 |
Property, Plant and Equipment_2
Property, Plant and Equipment-Net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment, Net [Abstract] | |
Components of property, plant and equipment-net | Property, plant and equipment—net consists of the following: September 30, December 31, (in millions) Land $ 69 $ 69 Machinery and equipment 12,176 12,127 Buildings and improvements 887 886 Construction in progress 249 225 Property, plant and equipment (1) 13,381 13,307 Less: Accumulated depreciation and amortization 5,134 4,684 Property, plant and equipment—net $ 8,247 $ 8,623 _______________________________________________________________________________ (1) As of September 30, 2019 and December 31, 2018 , we had property, plant and equipment that was accrued but unpaid of approximately $61 million and $48 million , respectively. As of September 30, 2018 and December 31, 2017 , we had property, plant and equipment that was accrued but unpaid of $66 million and $46 million |
Summary of plant turnaround activity | The following is a summary of capitalized plant turnaround costs: Nine months ended 2019 2018 (in millions) Net capitalized turnaround costs: Beginning balance $ 252 $ 208 Additions 94 95 Depreciation (85 ) (83 ) Effect of exchange rate changes — 1 Ending balance $ 261 $ 221 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
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 September 30, 2019 and December 31, 2018 : Ammonia Granular Urea UAN AN Other Total (in millions) Balance as of December 31, 2018 $ 586 $ 828 $ 576 $ 292 $ 71 $ 2,353 Effect of exchange rate changes (1 ) — — (7 ) (1 ) (9 ) Balance as of September 30, 2019 $ 585 $ 828 $ 576 $ 285 $ 70 $ 2,344 |
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: September 30, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net (in millions) Customer relationships $ 125 $ (42 ) $ 83 $ 127 $ (37 ) $ 90 TerraCair brand — — — 10 (10 ) — Trade names 29 (6 ) 23 30 (5 ) 25 Total intangible assets $ 154 $ (48 ) $ 106 $ 167 $ (52 ) $ 115 |
Schedule of estimated future amortization expense | Total estimated amortization expense for the remainder of 2019 and each of the five succeeding fiscal years is as follows: Estimated Amortization Expense (in millions) Remainder of 2019 $ 2 2020 8 2021 8 2022 8 2023 8 2024 8 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
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: September 30, 2019 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 99 $ — $ — $ 99 Cash equivalents: U.S. and Canadian government obligations 899 — — 899 Other debt securities 21 — — 21 Total cash and cash equivalents $ 1,019 $ — $ — $ 1,019 Nonqualified employee benefit trusts 17 2 — 19 December 31, 2018 Cost Basis Unrealized Gains Unrealized Losses Fair Value (in millions) Cash $ 34 $ — $ — $ 34 Cash equivalents: U.S. and Canadian government obligations 623 — — 623 Other debt securities 25 — — 25 Total cash and cash equivalents $ 682 $ — $ — $ 682 Nonqualified employee benefit trusts 17 2 — 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 September 30, 2019 and December 31, 2018 that are recognized at fair value on a recurring basis, and indicate the fair value hierarchy utilized to determine such fair value: September 30, 2019 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 $ 920 $ 920 $ — $ — Nonqualified employee benefit trusts 19 19 — — Embedded derivative liability (24 ) — (24 ) — December 31, 2018 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 $ 648 $ 648 $ — $ — Nonqualified employee benefit trusts 19 19 — — Embedded derivative liability (21 ) — (21 ) — |
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: September 30, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value (in millions) Long-term debt $ 4,703 $ 4,893 $ 4,698 $ 4,265 |
Interest Expense (Tables)
Interest Expense (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Interest Expense [Abstract] | |
Schedule of interest expense | Details of interest expense are as follows: Three months ended Nine months ended 2019 2018 2019 2018 (in millions) Interest on borrowings (1) $ 57 $ 57 $ 171 $ 171 Fees on financing agreements (1) 4 3 10 10 Interest on tax liabilities 3 (1 ) 3 — Interest capitalized (1 ) — (2 ) (1 ) Total interest expense $ 63 $ 59 $ 182 $ 180 _______________________________________________________________________________ (1) See Note 12—Financing Agreements for additional information. |
Financing Agreements (Tables)
Financing Agreements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Components of long-term debt | Long-term debt, including current maturities of long-term debt, presented on our consolidated balance sheets as of September 30, 2019 and December 31, 2018 consisted of the following Public Senior Notes (unsecured) and Senior Secured Notes issued by CF Industries: Effective Interest Rate September 30, 2019 December 31, 2018 Principal Carrying Amount (1) Principal Carrying Amount (1) (in millions) Public Senior Notes: 7.125% due May 2020 7.529% $ 500 $ 499 $ 500 $ 497 3.450% due June 2023 3.562% 750 747 750 747 5.150% due March 2034 5.279% 750 740 750 740 4.950% due June 2043 5.031% 750 742 750 741 5.375% due March 2044 5.465% 750 741 750 741 Senior Secured Notes: 3.400% due December 2021 3.782% 500 496 500 495 4.500% due December 2026 4.759% 750 738 750 737 Total long-term debt $ 4,750 $ 4,703 $ 4,750 $ 4,698 Less: Current maturities of long-term debt 500 499 — — Long-term debt, net of current maturities $ 4,250 $ 4,204 $ 4,750 $ 4,698 _______________________________________________________________________________ (1) Carrying amount is net of unamortized debt discount and deferred debt issuance costs. Total unamortized debt discount was $10 million and $11 million as of September 30, 2019 and December 31, 2018 , respectively, and total deferred debt issuance costs were $37 million and $41 million as of September 30, 2019 and December 31, 2018 , respectively. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Components of lease costs | The components of lease costs were as follows: Three months ended Nine months ended (in millions) Operating lease cost $ 24 $ 71 Short-term lease cost 6 20 Variable lease cost 1 1 Total lease cost $ 31 $ 92 |
Supplemental cash flows related to leases | Supplemental cash flow information related to leases was as follows: Nine months ended (in millions) Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities $ 66 ROU assets obtained in exchange for operating lease obligations 36 |
Supplemental balance sheet related to leases | Supplemental balance sheet information related to leases was as follows: September 30, 2019 (in millions) Operating lease ROU assets $ 264 Current operating lease liabilities $ 87 Operating lease liabilities 181 Total operating lease liabilities $ 268 September 30, 2019 Operating leases Weighted average remaining lease term 5 years Weighted average discount rate (1) 4.9 % _______________________________________________________________________________ (1) Upon adoption of the new lease accounting standard, discount rates used for existing leases were established at January 1, 2019. See Note 2—New Accounting Standards |
Reconciliation of undiscounted cash flows | The following table reconciles the undiscounted cash flows for our operating leases to the operating lease liabilities recorded on our consolidated balance sheet as of September 30, 2019 . Operating (in millions) Remainder of 2019 $ 22 2020 86 2021 65 2022 42 2023 29 Thereafter 57 Total lease payments 301 Less: imputed interest (33 ) Total operating lease liabilities 268 Less: Current operating lease liabilities (87 ) Long-term operating lease liabilities $ 181 |
Schedule of Future Minimum Rental Payments for Operating Leases | As previously disclosed in our 2018 Annual Report on Form 10-K and under the previous lease accounting standard, the future minimum lease payments for operating leases having initial or remaining noncancelable lease terms in excess of one year as of December 31, 2018 were as follows: Operating lease payments (in millions) 2019 $ 93 2020 80 2021 59 2022 41 2023 28 Thereafter 62 Total lease payments $ 363 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
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. 2019 2018 CFN CFN TNCLP Total (in millions) Noncontrolling interests: Balance as of January 1 $ 2,773 $ 2,772 $ 333 $ 3,105 Earnings attributable to noncontrolling interests 114 84 8 92 Declaration of distributions payable (186 ) (129 ) (10 ) (139 ) Purchase of the TNCLP Public Units — — (331 ) (331 ) Balance as of September 30 $ 2,701 $ 2,727 $ — $ 2,727 Distributions payable to noncontrolling interests: Balance as of January 1 $ — $ — $ — $ — Declaration of distributions payable 186 129 10 139 Distributions to noncontrolling interests (186 ) (129 ) (10 ) (139 ) Balance as of September 30 $ — $ — $ — $ — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
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 on Derivatives Defined Benefit Plans Accumulated Other Comprehensive Income (Loss) (in millions) Balance as of December 31, 2017 $ (145 ) $ 1 $ 4 $ (123 ) $ (263 ) Adoption of ASU 2016-01 — (1 ) — — (1 ) Unrealized loss — (1 ) — — (1 ) Gain arising during the period — — — 5 5 Reclassification to earnings (1) — — — 1 1 Effect of exchange rate changes and deferred taxes (50 ) — — 1 (49 ) Balance as of September 30, 2018 $ (195 ) $ (1 ) $ 4 $ (116 ) $ (308 ) Balance as of December 31, 2018 $ (250 ) $ — $ 5 $ (126 ) $ (371 ) Gain arising during the period — — — 5 5 Reclassification to earnings (1) — — — (1 ) (1 ) Effect of exchange rate changes and deferred taxes (8 ) — — 1 (7 ) Balance as of September 30, 2019 $ (258 ) $ — $ 5 $ (121 ) $ (374 ) |
Segment Disclosures (Tables)
Segment Disclosures (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Summary of segment data for sales, cost of sales and gross margin | Ammonia Granular (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Three months ended September 30, 2019 Net sales $ 187 $ 327 $ 309 $ 136 $ 79 $ 1,038 Cost of sales 188 207 250 100 65 810 Gross margin $ (1 ) $ 120 $ 59 $ 36 $ 14 228 Total other operating costs and expenses 26 Equity in losses of operating affiliate (14 ) Operating earnings $ 188 Three months ended September 30, 2018 Net sales $ 192 $ 353 $ 270 $ 139 $ 86 $ 1,040 Cost of sales 181 238 243 129 76 867 Gross margin $ 11 $ 115 $ 27 $ 10 $ 10 173 Total other operating costs and expenses 42 Equity in earnings of operating affiliate 5 Operating earnings $ 136 Ammonia Granular Urea (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Nine months ended September 30, 2019 Net sales $ 847 $ 1,103 $ 934 $ 389 $ 268 $ 3,541 Cost of sales 654 686 722 308 224 2,594 Gross margin $ 193 $ 417 $ 212 $ 81 $ 44 947 Total other operating costs and expenses 113 Equity in losses of operating affiliate (6 ) Operating earnings $ 828 Nine months ended September 30, 2018 Net sales $ 778 $ 977 $ 892 $ 363 $ 287 $ 3,297 Cost of sales 641 682 731 320 248 2,622 Gross margin $ 137 $ 295 $ 161 $ 43 $ 39 675 Total other operating costs and expenses 134 Equity in earnings of operating affiliate 30 Operating earnings $ 571 _______________________________________________________________________________ (1) The cost of the products that are upgraded into other products is transferred at cost into the upgraded product results. |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Statements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Condensed Consolidating Financial Statements | |
Schedule of Condensed Consolidating Statements of Operations | Condensed Consolidating Statement of Operations Nine months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 259 $ 2,563 $ 2,688 $ (2,213 ) $ 3,297 Cost of sales — 215 2,401 2,211 (2,205 ) 2,622 Gross margin — 44 162 477 (8 ) 675 Selling, general and administrative expenses 3 1 109 58 (8 ) 163 Other operating—net — (12 ) — (17 ) — (29 ) Total other operating costs and expenses 3 (11 ) 109 41 (8 ) 134 Equity in earnings of operating affiliate — 2 — 28 — 30 Operating (loss) earnings (3 ) 57 53 464 — 571 Interest expense — 183 13 4 (20 ) 180 Interest income (2 ) (4 ) (7 ) (16 ) 20 (9 ) Net earnings of wholly owned subsidiaries (242 ) (338 ) (373 ) — 953 — Other non-operating—net — — (1 ) (5 ) — (6 ) Earnings before income taxes 241 216 421 481 (953 ) 406 Income tax (benefit) provision — (26 ) 93 6 — 73 Net earnings 241 242 328 475 (953 ) 333 Less: Net earnings attributable to noncontrolling interests — — — 92 — 92 Net earnings attributable to common stockholders $ 241 $ 242 $ 328 $ 383 $ (953 ) $ 241 Condensed Consolidating Statement of Operations Nine months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 254 $ 2,808 $ 2,825 $ (2,346 ) $ 3,541 Cost of sales — 210 2,549 2,167 (2,332 ) 2,594 Gross margin — 44 259 658 (14 ) 947 Selling, general and administrative expenses 3 (1 ) 130 58 (14 ) 176 Other operating—net — 5 (68 ) — — (63 ) Total other operating costs and expenses 3 4 62 58 (14 ) 113 Equity in losses of operating affiliates — — — (6 ) — (6 ) Operating (loss) earnings (3 ) 40 197 594 — 828 Interest expense 3 186 2 2 (11 ) 182 Interest expense—mandatorily redeemable preferred shares — — — 3 (3 ) — Interest income (1 ) (1 ) (13 ) (11 ) 14 (12 ) Net earnings of wholly owned subsidiaries (442 ) (557 ) (485 ) — 1,484 — Other non-operating—net — — (1 ) (6 ) — (7 ) Earnings before income taxes 437 412 694 606 (1,484 ) 665 Income tax (benefit) provision (1 ) (30 ) 159 (15 ) — 113 Net earnings 438 442 535 621 (1,484 ) 552 Less: Net earnings attributable to noncontrolling interests — — — 114 — 114 Net earnings attributable to common stockholders $ 438 $ 442 $ 535 $ 507 $ (1,484 ) $ 438 Condensed Consolidating Statement of Operations Three months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 69 $ 788 $ 885 $ (702 ) $ 1,040 Cost of sales — 56 763 750 (702 ) 867 Gross margin — 13 25 135 — 173 Selling, general and administrative expenses 2 (2 ) 37 16 — 53 Other operating—net — (4 ) 2 (9 ) — (11 ) Total other operating costs and expenses 2 (6 ) 39 7 — 42 Equity in earnings of operating affiliate — — — 5 — 5 Operating (loss) earnings (2 ) 19 (14 ) 133 — 136 Interest expense — 60 3 1 (5 ) 59 Interest income (1 ) (1 ) (2 ) (5 ) 5 (4 ) Net earnings of wholly owned subsidiaries (31 ) (63 ) (99 ) — 193 — Other non-operating—net — — (1 ) (1 ) — (2 ) Earnings before income taxes 30 23 85 138 (193 ) 83 Income tax (benefit) provision — (8 ) 20 — — 12 Net earnings 30 31 65 138 (193 ) 71 Less: Net earnings attributable to noncontrolling interests — — — 41 — 41 Net earnings attributable to common stockholders $ 30 $ 31 $ 65 $ 97 $ (193 ) $ 30 Condensed Consolidating Statement of Operations Three months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net sales $ — $ 68 $ 807 $ 886 $ (723 ) $ 1,038 Cost of sales — 53 781 689 (713 ) 810 Gross margin — 15 26 197 (10 ) 228 Selling, general and administrative expenses 1 — 45 20 (10 ) 56 Other operating—net — 1 (29 ) (2 ) — (30 ) Total other operating costs and expenses 1 1 16 18 (10 ) 26 Equity in losses of operating affiliates — (1 ) — (13 ) — (14 ) Operating (loss) earnings (1 ) 13 10 166 — 188 Interest expense 2 63 1 1 (4 ) 63 Interest expense—mandatorily redeemable preferred shares — — — 1 (1 ) — Interest income — (1 ) (5 ) (3 ) 5 (4 ) Net earnings of wholly owned subsidiaries (67 ) (106 ) (109 ) — 282 — Other non-operating—net — — — (4 ) — (4 ) Earnings before income taxes 64 57 123 171 (282 ) 133 Income tax (benefit) provision — (10 ) 25 4 — 19 Net earnings 64 67 98 167 (282 ) 114 Less: Net earnings attributable to noncontrolling interests — — — 49 — 49 Net earnings attributable to common stockholders $ 64 $ 67 $ 98 $ 118 $ (282 ) $ 65 |
Schedule of Condensed Consolidating Statements of Comprehensive Income | Condensed Consolidating Statement of Comprehensive Income Nine months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 241 $ 242 $ 328 $ 475 $ (953 ) $ 333 Other comprehensive loss (45 ) (45 ) (30 ) (48 ) 124 (44 ) Comprehensive income 196 197 298 427 (829 ) 289 Less: Comprehensive income attributable to noncontrolling interests — — — 92 — 92 Comprehensive income attributable to common stockholders $ 196 $ 197 $ 298 $ 335 $ (829 ) $ 197 Three months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 64 $ 67 $ 98 $ 167 $ (282 ) $ 114 Other comprehensive loss (30 ) (30 ) (82 ) (29 ) 141 (30 ) Comprehensive income 34 37 16 138 (141 ) 84 Less: Comprehensive income attributable to noncontrolling interests — — — 49 — 49 Comprehensive income attributable to common stockholders $ 34 $ 37 $ 16 $ 89 $ (141 ) $ 35 Condensed Consolidating Statement of Comprehensive Income Nine months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 438 $ 442 $ 535 $ 621 $ (1,484 ) $ 552 Other comprehensive loss (2 ) (2 ) (60 ) (5 ) 66 (3 ) Comprehensive income 436 440 475 616 (1,418 ) 549 Less: Comprehensive income attributable to noncontrolling interests — — — 114 — 114 Comprehensive income attributable to common stockholders $ 436 $ 440 $ 475 $ 502 $ (1,418 ) $ 435 Three months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non-Guarantors Eliminations Consolidated (in millions) Net earnings $ 30 $ 31 $ 65 $ 138 $ (193 ) $ 71 Other comprehensive income (loss) 1 1 4 (1 ) (4 ) 1 Comprehensive income 31 32 69 137 (197 ) 72 Less: Comprehensive income attributable to noncontrolling interests — — — 41 — 41 Comprehensive income attributable to common stockholders $ 31 $ 32 $ 69 $ 96 $ (197 ) $ 31 |
Schedule of Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheet September 30, 2019 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 39 $ 263 $ 194 $ 523 $ — $ 1,019 Accounts and notes receivable—net 139 481 1,446 680 (2,435 ) 311 Inventories — — 154 142 — 296 Prepaid income taxes — — 17 — — 17 Other current assets — — 19 7 — 26 Total current assets 178 744 1,830 1,352 (2,435 ) 1,669 Property, plant and equipment—net — — 109 8,138 — 8,247 Investments in affiliates 3,844 6,008 6,285 87 (16,137 ) 87 Goodwill — 2,063 — 281 — 2,344 Operating lease right-of-use assets — — 259 5 — 264 Other assets — 3 137 321 (170 ) 291 Total assets $ 4,022 $ 8,818 $ 8,620 $ 10,184 $ (18,742 ) $ 12,902 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 1,042 $ 256 $ 1,259 $ 337 $ (2,435 ) $ 459 Income taxes payable — — — 7 — 7 Customer advances — — 184 — — 184 Current operating lease liabilities — — 85 2 — 87 Current maturities of long-term debt — 499 — — — 499 Other current liabilities — — 9 — — 9 Total current liabilities 1,042 755 1,537 346 (2,435 ) 1,245 Long-term debt, net of current maturities — 4,204 44 123 (167 ) 4,204 Dividends payable—mandatorily redeemable preferred shares — — — 3 (3 ) — Deferred income taxes — — 1,085 150 — 1,235 Operating lease liabilities — — 178 3 — 181 Other liabilities — 15 203 138 — 356 Equity: Stockholders’ equity: Preferred stock — — — — — — Common stock 2 — — 4,839 (4,839 ) 2 Paid-in capital 1,317 1,799 5,244 1,091 (8,134 ) 1,317 Retained earnings 2,109 2,419 674 1,111 (4,204 ) 2,109 Treasury stock (74 ) — — — — (74 ) Accumulated other comprehensive loss (374 ) (374 ) (337 ) (329 ) 1,040 (374 ) Total stockholders’ equity 2,980 3,844 5,581 6,712 (16,137 ) 2,980 Noncontrolling interests — — (8 ) 2,709 — 2,701 Total equity 2,980 3,844 5,573 9,421 (16,137 ) 5,681 Total liabilities and equity $ 4,022 $ 8,818 $ 8,620 $ 10,184 $ (18,742 ) $ 12,902 Condensed Consolidating Balance Sheet December 31, 2018 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 36 $ 27 $ 65 $ 554 $ — $ 682 Accounts and notes receivable—net 135 500 1,203 911 (2,514 ) 235 Inventories — 4 142 163 — 309 Prepaid income taxes — — 24 4 — 28 Other current assets — — 15 5 — 20 Total current assets 171 531 1,449 1,637 (2,514 ) 1,274 Property, plant and equipment—net — — 118 8,505 — 8,623 Investments in affiliates 3,656 8,208 6,857 94 (18,722 ) 93 Goodwill — — 2,064 289 — 2,353 Other assets — 4 126 320 (132 ) 318 Total assets $ 3,827 $ 8,743 $ 10,614 $ 10,845 $ (21,368 ) $ 12,661 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 870 $ 374 $ 1,429 $ 386 $ (2,514 ) $ 545 Income taxes payable — — 5 — — 5 Customer advances — — 149 — — 149 Other current liabilities — — 6 — — 6 Total current liabilities 870 374 1,589 386 (2,514 ) 705 Long-term debt — 4,698 43 89 (132 ) 4,698 Deferred income taxes — — 960 157 — 1,117 Other liabilities — 15 232 163 — 410 Equity: Stockholders’ equity: Preferred stock — — — — — — Common stock 2 — — 5,363 (5,363 ) 2 Paid-in capital 1,368 1,799 9,070 1,265 (12,134 ) 1,368 Retained earnings 2,463 2,229 (995 ) 965 (2,199 ) 2,463 Treasury stock (504 ) — — — — (504 ) Accumulated other comprehensive loss (372 ) (372 ) (277 ) (324 ) 974 (371 ) Total stockholders’ equity 2,957 3,656 7,798 7,269 (18,722 ) 2,958 Noncontrolling interests — — (8 ) 2,781 — 2,773 Total equity 2,957 3,656 7,790 10,050 (18,722 ) 5,731 Total liabilities and equity $ 3,827 $ 8,743 $ 10,614 $ 10,845 $ (21,368 ) $ 12,661 |
Schedule of Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statement of Cash Flows Nine months ended September 30, 2019 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 438 $ 442 $ 535 $ 621 $ (1,484 ) $ 552 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 7 18 638 — 663 Deferred income taxes — — 124 (8 ) — 116 Stock-based compensation expense 24 — — — — 24 Unrealized net loss on natural gas derivatives — — 3 — — 3 Unrealized loss on embedded derivative — — 3 — — 3 Gain on disposal of property, plant and equipment — — (45 ) 2 — (43 ) Undistributed earnings of affiliates—net (442 ) (557 ) (485 ) 3 1,484 3 Changes in: Intercompany accounts receivable/accounts payable—net — 34 (81 ) 47 — — Accounts receivable—net — 8 (84 ) (3 ) — (79 ) Inventories — 4 (12 ) 25 — 17 Accrued and prepaid income taxes (1 ) (30 ) 15 28 — 12 Accounts and notes payable and accrued expenses — 8 (33 ) (42 ) — (67 ) Customer advances — — 35 — — 35 Other—net — — (1 ) (35 ) — (36 ) Net cash provided by (used in) operating activities 19 (84 ) (8 ) 1,276 — 1,203 Investing Activities: Additions to property, plant and equipment — — (11 ) (286 ) — (297 ) Proceeds from sale of property, plant and equipment — — 56 15 — 71 Distributions received from unconsolidated affiliates — 543 414 (957 ) — — Insurance proceeds for property, plant and equipment — — — 15 — 15 Net cash provided by (used in) investing activities — 543 459 (1,213 ) — (211 ) Financing Activities: Long-term debt—net — — (39 ) 39 — — Short-term debt—net 199 29 (283 ) 55 — — Dividends paid on common stock (200 ) (252 ) — — 252 (200 ) Dividends to/from affiliates 252 — — — (252 ) — Distribution to noncontrolling interest — — — (186 ) — (186 ) Purchases of treasury stock (280 ) — — — — (280 ) Issuances of common stock under employee stock plans 17 — — — — 17 Shares withheld for taxes (4 ) — — — — (4 ) Net cash provided by (used in) financing activities (16 ) (223 ) (322 ) (92 ) — (653 ) Effect of exchange rate changes on cash and cash equivalents — — — (2 ) — (2 ) Increase (decrease) in cash and cash equivalents 3 236 129 (31 ) — 337 Cash and cash equivalents at beginning of period 36 27 65 554 — 682 Cash and cash equivalents at end of period $ 39 $ 263 $ 194 $ 523 $ — $ 1,019 Condensed Consolidating Statement of Cash Flows Nine months ended September 30, 2018 Parent CF Industries Subsidiary Guarantors Non- Guarantors Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 241 $ 242 $ 328 $ 475 $ (953 ) $ 333 Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: Depreciation and amortization — 6 17 644 — 667 Deferred income taxes — — 41 (4 ) — 37 Stock-based compensation expense 16 — — 1 — 17 Unrealized net gain on natural gas derivatives — — (7 ) (4 ) — (11 ) Unrealized loss on embedded derivative — — 2 — — 2 Gain on disposal of property, plant and equipment — — — (1 ) — (1 ) Undistributed earnings of affiliates—net (242 ) (338 ) (373 ) (5 ) 953 (5 ) Changes in: Intercompany accounts receivable/accounts payable—net (17 ) (89 ) 97 9 — — Accounts receivable—net — (6 ) 48 (11 ) — 31 Inventories — 4 (14 ) 7 — (3 ) Accrued and prepaid income taxes — (26 ) 47 (8 ) — 13 Accounts and notes payable and accrued expenses — (1 ) (7 ) (18 ) — (26 ) Customer advances — — 224 — — 224 Other—net — — (1 ) (34 ) — (35 ) Net cash (used in) provided by operating activities (2 ) (208 ) 402 1,051 — 1,243 Investing Activities: Additions to property, plant and equipment — — (11 ) (267 ) — (278 ) Proceeds from sale of property, plant and equipment — — — 19 — 19 Distributions received from unconsolidated affiliates — 200 306 (496 ) — 10 Insurance proceeds for property, plant and equipment — — — 10 — 10 Investments in consolidated subs - capital contributions — (31 ) (415 ) 446 — — Other—net — — — 1 — 1 Net cash provided by (used in) investing activities — 169 (120 ) (287 ) — (238 ) Financing Activities: Long-term debt—net — — 178 (178 ) — — Short-term debt—net 233 175 (438 ) 30 — — Financing fees — 1 — — — 1 Dividends paid on common stock (210 ) (110 ) — (49 ) 159 (210 ) Dividends to/from affiliates 110 — 49 — (159 ) — Acquisition of noncontrolling interest in TNCLP — — — (388 ) — (388 ) Distributions to noncontrolling interests — — — (139 ) — (139 ) Purchases of treasury stock (87 ) — — — — (87 ) Issuances of common stock under employee stock plans 10 — — — — 10 Shares withheld for taxes (1 ) — — — — (1 ) Net cash provided by (used in) financing activities 55 66 (211 ) (724 ) — (814 ) Effect of exchange rate changes on cash and cash equivalents — — — (4 ) — (4 ) Increase in cash and cash equivalents 53 27 71 36 — 187 Cash and cash equivalents at beginning of period — 15 388 432 — 835 Cash and cash equivalents at end of period $ 53 $ 42 $ 459 $ 468 $ — $ 1,022 |
Background and Basis of Prese_2
Background and Basis of Presentation (Details) | Sep. 30, 2019 |
Point Lisas Nitrogen Limited (PLNL) | Operating equity method investments | |
Equity method investments | |
Ownership interest (as a percent) | 50.00% |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||
Net sales | $ 1,038 | $ 1,040 | $ 3,541 | $ 3,297 | |
Customer advances | 184 | 184 | $ 149 | ||
Amount of remaining performance obligation | 1,200 | 1,200 | |||
Revenue, Performance Obligation, description of returns and other similar obligations, unfulfilled minimum contractual right of payment | 300 | 300 | |||
North America | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 823 | 760 | 2,989 | 2,639 | |
Europe and Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | $ 215 | $ 280 | $ 552 | $ 658 |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Product and by Geography (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 1,038 | $ 1,040 | $ 3,541 | $ 3,297 |
North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 823 | 760 | 2,989 | 2,639 |
Europe and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 215 | 280 | 552 | 658 |
Ammonia | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 187 | 192 | 847 | 778 |
Ammonia | North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 152 | 148 | 755 | 665 |
Ammonia | Europe and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 35 | 44 | 92 | 113 |
Granular Urea | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 327 | 353 | 1,103 | 977 |
Granular Urea | North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 289 | 292 | 1,037 | 901 |
Granular Urea | Europe and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 38 | 61 | 66 | 76 |
UAN | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 309 | 270 | 934 | 892 |
UAN | North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 278 | 214 | 866 | 750 |
UAN | Europe and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 31 | 56 | 68 | 142 |
AN | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 136 | 139 | 389 | 363 |
AN | North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 41 | 45 | 141 | 139 |
AN | Europe and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 95 | 94 | 248 | 224 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 79 | 86 | 268 | 287 |
Other | North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 63 | 61 | 190 | 184 |
Other | Europe and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 16 | $ 25 | $ 78 | $ 103 |
Revenue Recognition - Performan
Revenue Recognition - Performance Obligations (Details) $ in Millions | Sep. 30, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Amount of remaining performance obligation | $ 1,200 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Performance Obligation, description of returns and other similar obligations, unfulfilled minimum contractual right of payment | $ 300 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 7.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 51.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 51.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 28.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 28.00% |
Net Earnings Per Share (Details
Net Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Net earnings attributable to common stockholders | $ 65 | $ 30 | $ 438 | $ 241 |
Net earnings | $ 114 | $ 71 | $ 552 | $ 333 |
Basic earnings per common share: | ||||
Weighted-average common shares outstanding | 219 | 233.5 | 221.2 | 233.8 |
Net earnings attributable to common stockholders (in dollars per share) | $ 0.29 | $ 0.13 | $ 1.98 | $ 1.03 |
Diluted earnings per common share: | ||||
Weighted-average common shares outstanding | 219 | 233.5 | 221.2 | 233.8 |
Dilutive common shares—stock options (in shares) | 1.7 | 1.7 | 1.3 | 1.1 |
Diluted weighted-average shares outstanding | 220.7 | 235.2 | 222.5 | 234.9 |
Net earnings attributable to common stockholders diluted (in dollars per share) | $ 0.29 | $ 0.13 | $ 1.97 | $ 1.03 |
Antidilutive securities excluded from computation of EPS (in shares) | 1.4 | 1.5 | 1.5 | 1.8 |
Retained Earnings | ||||
Net earnings attributable to common stockholders | $ 65 | |||
Net earnings | $ 30 | $ 438 | $ 241 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 253 | $ 272 |
Raw materials, spare parts and supplies | 43 | 37 |
Total inventories | $ 296 | $ 309 |
Property, Plant and Equipment_3
Property, Plant and Equipment-Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment-Net | |||||||
Gross property plant and equipment | $ 13,381 | $ 13,381 | $ 13,307 | ||||
Less: Accumulated depreciation and amortization | 5,134 | 5,134 | 4,684 | ||||
Net property, plant and equipment | 8,247 | 8,247 | 8,623 | ||||
Construction in progress expenditures incurred but not yet paid | 61 | $ 66 | 48 | $ 46 | |||
Proceeds from Sale of Other Assets | $ 55 | ||||||
Gain (Loss) on Disposition of Property Plant Equipment | $ 45 | 43 | 1 | ||||
Depreciation and amortization | 218 | $ 227 | 648 | 648 | |||
Land | |||||||
Property, Plant and Equipment-Net | |||||||
Gross property plant and equipment | 69 | 69 | 69 | ||||
Machinery and equipment | |||||||
Property, Plant and Equipment-Net | |||||||
Gross property plant and equipment | 12,176 | 12,176 | 12,127 | ||||
Changes in plant turnaround activity | |||||||
Balance at the beginning of the period | 252 | 208 | 208 | ||||
Additions | 94 | 95 | |||||
Depreciation | (85) | (83) | |||||
Effect of exchange rate changes | 0 | 1 | |||||
Balance at the end of the period | 261 | $ 221 | 261 | $ 221 | 252 | $ 208 | |
Buildings and improvements | |||||||
Property, Plant and Equipment-Net | |||||||
Gross property plant and equipment | 887 | 887 | 886 | ||||
Construction in progress | |||||||
Property, Plant and Equipment-Net | |||||||
Gross property plant and equipment | $ 249 | $ 249 | $ 225 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Goodwill | |
Goodwill, Beginning Balance | $ 2,353 |
Effect of exchange rate changes | (9) |
Goodwill, Ending Balance | 2,344 |
Ammonia | |
Goodwill | |
Goodwill, Beginning Balance | 586 |
Effect of exchange rate changes | (1) |
Goodwill, Ending Balance | 585 |
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 | 292 |
Effect of exchange rate changes | (7) |
Goodwill, Ending Balance | 285 |
Other | |
Goodwill | |
Goodwill, Beginning Balance | 71 |
Effect of exchange rate changes | (1) |
Goodwill, Ending Balance | $ 70 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets (Details 2) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Identifiable intangibles | |||||
Gross Carrying Amount | $ 154 | $ 154 | $ 167 | ||
Accumulated Amortization | (48) | (48) | (52) | ||
Net | 106 | 106 | 115 | ||
Amortization expense | 2 | $ 1 | $ 6 | $ 6 | |
Finite-Lived Intangible Asset, Useful Life | 20 years | ||||
Total estimated amortization expense for the five succeeding fiscal years | |||||
Remainder of 2019 | 2 | $ 2 | |||
2020 | 8 | 8 | |||
2021 | 8 | 8 | |||
2022 | 8 | 8 | |||
2023 | 8 | 8 | |||
2024 | 8 | 8 | |||
Customer relationships | |||||
Identifiable intangibles | |||||
Gross Carrying Amount | 125 | 125 | 127 | ||
Accumulated Amortization | (42) | (42) | (37) | ||
Net | 83 | 83 | 90 | ||
TerraCair brand | |||||
Identifiable intangibles | |||||
Gross Carrying Amount | 0 | 0 | 10 | ||
Accumulated Amortization | 0 | 0 | (10) | ||
Net | 0 | 0 | 0 | ||
Trade names | |||||
Identifiable intangibles | |||||
Gross Carrying Amount | 29 | 29 | 30 | ||
Accumulated Amortization | (6) | (6) | (5) | ||
Net | $ 23 | $ 23 | $ 25 |
Equity Method Investment-Narrat
Equity Method Investment-Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Equity method investments | ||||
Equity in (losses) earnings of operating affiliate | $ (14) | $ 5 | $ (6) | $ 30 |
Operating equity method investments | 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 | 14 years | |||
Point Lisas Nitrogen Limited (PLNL) | Operating equity method investments | ||||
Equity method investments | ||||
Unrecorded Unconditional Purchase Obligation, Percent | 50.00% | |||
Ownership interest (as a percent) | 50.00% | 50.00% | ||
Equity Method Investments | $ 87 | $ 87 | ||
Carrying value of investments in excess of the entity's share of the affiliates' book value | 46 | $ 46 | ||
Obligation to purchase ammonia (as a percent) | 50% of the ammonia produced by PLNL | |||
Purchases of ammonia from PLNL | 12 | $ 21 | $ 46 | 59 |
The Board of Inland Revenue [Member] | Point Lisas Nitrogen Limited (PLNL) | Operating equity method investments | ||||
Equity method investments | ||||
Income Tax Examination, Liability (Refund) Adjustment from Settlement with Taxing Authority | 16 | 16 | ||
Income Tax Examination, Estimate of Possible Loss | 12 | |||
Income Tax Examination, Penalties and Interest Accrued | 22 | 22 | ||
Gain (Loss) Related to Litigation Settlement | $ 19 | |||
Point Lisas Nitrogen Limited (PLNL) | The Board of Inland Revenue [Member] | ||||
Equity method investments | ||||
Income Tax Examination, Liability (Refund) Adjustment from Settlement with Taxing Authority | $ 32 | $ 32 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Investment | ||
Cash | $ 99 | $ 34 |
Cash equivalents: | ||
Cash and cash equivalents, adjusted cost | 1,019 | 682 |
Cash and cash equivalents, fair value disclosure | 1,019 | 682 |
Nonqualified employee benefit trusts | ||
Cash equivalents: | ||
Available-for-sale securities, adjusted cost | 17 | 17 |
Available-for-sale securities, gross unrealized gain | 2 | 2 |
Available-for-sale securities, gross unrealized loss | 0 | 0 |
Available-for-sale securities, fair value | 19 | 19 |
Other debt securities | ||
Cash equivalents: | ||
Cash equivalents, adjusted cost | 21 | 25 |
Cash equivalents, fair value | 21 | 25 |
U.S. and Canadian government obligations | ||
Cash equivalents: | ||
Cash equivalents, adjusted cost | 899 | 623 |
Cash equivalents, fair value | $ 899 | $ 623 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details 2) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2019 | Sep. 30, 2018 | |
Assets and liabilities measured at fair value on a recurring basis | |||||
Payments for Strategic Venture Compliance | $ 5 | $ 5 | $ 5 | $ 5 | |
Unrealized Loss on Embedded Derivative Instrument | 3 | $ 2 | |||
Recurring basis | |||||
Assets and liabilities measured at fair value on a recurring basis | |||||
Cash equivalents | 648 | 920 | |||
Nonqualified employee benefit trusts | 19 | 19 | |||
Embedded derivative liability | (21) | (24) | |||
Recurring basis | Quoted Prices in Active Markets (Level 1) | |||||
Assets and liabilities measured at fair value on a recurring basis | |||||
Cash equivalents | 648 | 920 | |||
Nonqualified employee benefit trusts | 19 | 19 | |||
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 | |||
Nonqualified employee benefit trusts | 0 | 0 | |||
Embedded derivative liability | (21) | (24) | |||
Recurring basis | Fair Value, Inputs (Level 3) | |||||
Assets and liabilities measured at fair value on a recurring basis | |||||
Cash equivalents | 0 | 0 | |||
Nonqualified employee benefit trusts | 0 | 0 | |||
Embedded derivative liability | 0 | 0 | |||
Estimate of Fair Value Measurement [Member] | |||||
Assets and liabilities measured at fair value on a recurring basis | |||||
Fair value of long-term debt, including current portion | 4,265 | 4,893 | |||
Reported Value Measurement [Member] | |||||
Assets and liabilities measured at fair value on a recurring basis | |||||
Fair value of long-term debt, including current portion | $ 4,698 | $ 4,703 |
Income Taxes Incomes Taxes (Det
Income Taxes Incomes Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Operating Loss Carryforwards [Line Items] | |||||
Effective Income Tax Rate Reconciliation, Percent | 14.60% | 15.30% | |||
Income tax provision (benefit) | $ 19 | $ 12 | $ 113 | $ 73 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | 133 | 83 | 665 | 406 | |
Less: Net earnings attributable to noncontrolling interests | $ 49 | $ 41 | 114 | $ 92 | |
Effective Income Tax Rate Excluding The Earnings Attributable To The Noncontrolling Interests | 23.10% | 29.40% | |||
Prepaid income taxes | $ 17 | 17 | $ 28 | ||
Letter of Credit | Letter of Credit | |||||
Operating Loss Carryforwards [Line Items] | |||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 128 | 128 | |||
Operating equity method investments | Point Lisas Nitrogen Limited (PLNL) | The Board of Inland Revenue [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Income Tax Examination, Estimate of Possible Loss | 12 | ||||
LOUISIANA | State and Local Jurisdiction [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Effective Income Tax Rate Reconciliation, Tax Credit, Investment, Amount | $ (30) |
Interest Expense (Details)
Interest Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Financing agreements | ||||
Interest on borrowings(1) | $ 57 | $ 57 | $ 171 | $ 171 |
Fees on financing agreements(1) | 4 | 3 | 10 | 10 |
Interest on tax liabilities | 3 | (1) | 3 | 0 |
Interest capitalized | (1) | 0 | (2) | (1) |
Interest expense | $ 63 | $ 59 | $ 182 | $ 180 |
Financing Agreements (Details)
Financing Agreements (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Nov. 21, 2016 | Oct. 31, 2016 |
Debt Instruments | ||||
Principal | $ 4,750 | $ 4,750 | ||
Carrying amount | 4,703 | 4,698 | ||
Long-term debt, net of current maturities | 4,204 | 4,698 | ||
Long-term Debt, Excluding Current Maturities, Gross | 4,250 | 4,750 | ||
Long-term Debt, Current Maturities, Gross | 500 | 0 | ||
CF Industries | ||||
Debt Instruments | ||||
Unamortized debt discount | 10 | 11 | ||
Total deferred debt issuance costs | $ 37 | $ 41 | ||
CF Industries | Senior Notes | Unsecured senior notes 7.125% due 2020 | ||||
Financing agreements | ||||
Interest rate (as a percent) | 7.125% | 7.125% | ||
Debt Instruments | ||||
Effective Interest Rate (percent) | 7.529% | 7.529% | ||
Principal | $ 500 | $ 500 | ||
Carrying amount | $ 499 | $ 497 | ||
CF Industries | Senior Notes | Senior notes 3.450% due 2023 | ||||
Financing agreements | ||||
Interest rate (as a percent) | 3.45% | 3.45% | ||
Debt Instruments | ||||
Effective Interest Rate (percent) | 3.562% | 3.562% | ||
Principal | $ 750 | $ 750 | ||
Carrying amount | $ 747 | $ 747 | ||
CF Industries | Senior Notes | Senior notes 5.150% due 2034 | ||||
Financing agreements | ||||
Interest rate (as a percent) | 5.15% | 5.15% | ||
Debt Instruments | ||||
Effective Interest Rate (percent) | 5.279% | 5.279% | ||
Principal | $ 750 | $ 750 | ||
Carrying amount | $ 740 | $ 740 | ||
CF Industries | Senior Notes | Senior notes 4.950% due 2043 | ||||
Financing agreements | ||||
Interest rate (as a percent) | 4.95% | 4.95% | ||
Debt Instruments | ||||
Effective Interest Rate (percent) | 5.031% | 5.031% | ||
Principal | $ 750 | $ 750 | ||
Carrying amount | $ 742 | $ 741 | ||
CF Industries | Senior Notes | Senior notes 5.375% due 2044 | ||||
Financing agreements | ||||
Interest rate (as a percent) | 5.375% | 5.375% | ||
Debt Instruments | ||||
Effective Interest Rate (percent) | 5.465% | 5.465% | ||
Principal | $ 750 | $ 750 | ||
Carrying amount | $ 741 | $ 741 | ||
CF Industries | Senior Notes | Senior Notes 3.400 Percent Due 2021 [Member] [Member] | ||||
Financing agreements | ||||
Interest rate (as a percent) | 3.40% | 3.40% | ||
Debt Instruments | ||||
Effective Interest Rate (percent) | 3.782% | 3.782% | ||
Principal | $ 500 | $ 500 | $ 500 | |
Carrying amount | $ 496 | $ 495 | ||
CF Industries | Senior Notes | Senior Notes 4.500 Percent Due 2026] [Member] | ||||
Financing agreements | ||||
Interest rate (as a percent) | 4.50% | 4.50% | ||
Debt Instruments | ||||
Effective Interest Rate (percent) | 4.759% | 4.759% | ||
Principal | $ 750 | $ 750 | $ 750 | |
Carrying amount | 738 | $ 737 | ||
Revolving Credit Facility | CF Industries | Letter of Credit | Amendment No. 3 to the Third Amended and Restated Revolving Credit Agreement [Member] | ||||
Financing agreements | ||||
Maximum borrowing capacity | $ 750 | |||
Letter of Credit | Letter of Credit | ||||
Financing agreements | ||||
Maximum borrowing capacity | 145 | |||
Debt Instruments | ||||
Line of Credit Facility, increase in Maximum Borrowing Capacity | $ 20 |
Financing Agreements - Narrativ
Financing Agreements - Narrative (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 | Nov. 21, 2016 | Jul. 29, 2016 |
Financing agreements | ||||
Principal | $ 4,750,000,000 | $ 4,750,000,000 | ||
Letter of Credit | Letter of Credit | ||||
Financing agreements | ||||
Maximum borrowing capacity | 145,000,000 | |||
Line of Credit Facility, Fair Value of Amount Outstanding | 128,000,000 | |||
CF Industries | ||||
Financing agreements | ||||
Unamortized debt discount | 10,000,000 | 11,000,000 | ||
Total deferred debt issuance costs | 37,000,000 | 41,000,000 | ||
CF Industries | Credit Agreement | ||||
Financing agreements | ||||
Available credit | 750,000,000 | |||
Outstanding letters of credit | 0 | |||
Long-term Line of Credit | $ 0 | $ 0 | ||
CF Industries | July 2016 Credit Agreement Amendment | Letter of Credit | Letter of Credit | ||||
Financing agreements | ||||
Maximum borrowing capacity | $ 125,000,000 | |||
CF Industries | Senior Notes 3.400 Percent Due 2021 [Member] [Member] | Senior Notes | ||||
Financing agreements | ||||
Interest rate (as a percent) | 3.40% | 3.40% | ||
Principal | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | |
CF Industries | Senior Notes 4.500 Percent Due 2026] [Member] | Senior Notes | ||||
Financing agreements | ||||
Interest rate (as a percent) | 4.50% | 4.50% | ||
Principal | $ 750,000,000 | $ 750,000,000 | $ 750,000,000 |
Leases (Details)
Leases (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | $ 24 | $ 71 | |
Short-term lease cost | 6 | 20 | |
Variable lease cost | 1 | 1 | |
Total lease cost | 31 | 92 | |
Operating Lease, Payments | 66 | ||
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 36 | ||
Operating lease right-of-use assets | 264 | 264 | $ 0 |
Operating Lease, Liability, Current | (87) | (87) | 0 |
Operating lease liabilities | 181 | 181 | 0 |
Operating Lease, Liability | $ 268 | $ 268 | |
Operating Lease, Weighted Average Remaining Lease Term | 5 years | 5 years | |
Operating Lease, Weighted Average Discount Rate, Percent | 4.90% | 4.90% | |
Operating lease payments, remainder of 2019 | $ 22 | $ 22 | |
Operating lease payments, 2020 | 86 | 86 | |
Operating lease payments, 2021 | 65 | 65 | |
Operating lease payments, 2022 | 42 | 42 | |
Operating lease payments, 2023 | 29 | 29 | |
Operating lease payments, Thereafter | 57 | 57 | |
Lessee, Operating Lease, Liability, Payments, Due | 301 | 301 | |
Lessee, operating lease, lease not yet commenced, amount | 34 | 34 | |
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | $ (33) | $ (33) | |
Future minimum payments due, 2019 | 93 | ||
Future minimum payments due, 2020 | 80 | ||
Future minimum payments due, 2021 | 59 | ||
Future minimum payments due, 2022 | 41 | ||
Future minimum payments due, 2023 | 28 | ||
Future minimum payments due, Thereafter | 62 | ||
Future minimum payments due, total | $ 363 | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 3 years | 3 years | |
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 10 years | 10 years | |
Rail car | Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 1 year | 1 year | |
Rail car | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 11 years | 11 years | |
Barge charter | Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 1 year | 1 year | |
Barge charter | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 7 years | 7 years | |
Terminal and warehouse storage | Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 1 year | 1 year | |
Terminal and warehouse storage | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 5 years | 5 years |
Noncontrolling Interests (Detai
Noncontrolling Interests (Details) | Apr. 02, 2018USD ($) | Sep. 30, 2019USD ($)T | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2019USD ($)T | Sep. 30, 2018USD ($) | Apr. 01, 2018 | Feb. 07, 2018shares | Feb. 01, 2016 |
Noncontrolling interest | |||||||||||
Distributions Payable to Minority Interest | $ 0 | $ 0 | $ 0 | ||||||||
Payments for Strategic Venture Compliance | $ 5,000,000 | 5,000,000 | $ 5,000,000 | $ 5,000,000 | |||||||
Distributions to noncontrolling interests | $ (100,000,000) | (80,000,000) | (186,000,000) | (139,000,000) | |||||||
Acquisition of noncontrolling interests in TNCLP | 0 | (388,000,000) | |||||||||
TNCLP | |||||||||||
Noncontrolling interest | |||||||||||
Distributions Payable to Minority Interest | 0 | 0 | 0 | ||||||||
Distributions to noncontrolling interests | (10,000,000) | ||||||||||
Acquisition of noncontrolling interests in TNCLP | 331,000,000 | ||||||||||
Percentage of aggregate ownership held by entity through general and limited partnership | 75.30% | ||||||||||
Percentage of ownership interest held by outside investors | 24.70% | ||||||||||
CF Industries Nitrogen, LLC | |||||||||||
Noncontrolling interest | |||||||||||
Distributions Payable to Minority Interest | $ 0 | 0 | 0 | $ 0 | $ 0 | 0 | |||||
Maximum Annual Granular Urea Tons Eligible for Purchase | T | 1,100,000 | 1,100,000 | |||||||||
Maximum Annual UAN Tons Eligible for Purchase | T | 580,000 | 580,000 | |||||||||
Distributions to noncontrolling interests | $ (186,000,000) | (129,000,000) | |||||||||
Acquisition of noncontrolling interests in TNCLP | 0 | 0 | |||||||||
Recurring basis | |||||||||||
Noncontrolling interest | |||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 24,000,000 | 21,000,000 | 24,000,000 | ||||||||
Significant Other Observable Inputs (Level 2) | Recurring basis | |||||||||||
Noncontrolling interest | |||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | 24,000,000 | $ 21,000,000 | 24,000,000 | ||||||||
CHS Inc. | CF Industries Nitrogen, LLC | |||||||||||
Noncontrolling interest | |||||||||||
Percentage of ownership interest held by outside investors | 11.00% | ||||||||||
Terra Nitrogen Company LP | Terra Nitrogen GP Inc | |||||||||||
Noncontrolling interest | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | $ 5,000,000 | ||||||||||
business acquisition, number of units purchased | shares | 4,612,562 | ||||||||||
Acquisition of noncontrolling interests in TNCLP | $ (388,000,000) | ||||||||||
Paid-In Capital | |||||||||||
Noncontrolling interest | |||||||||||
Distributions to noncontrolling interests | $ 0 | $ 0 | $ 0 | 0 | |||||||
Acquisition of noncontrolling interests in TNCLP | $ 62,000,000 |
Noncontrolling Interests (Det_2
Noncontrolling Interests (Details 2) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Noncontrolling interest | ||||
Beginning balance | $ 2,773 | $ 3,105 | ||
Earnings attributable to noncontrolling interests | $ 49 | $ 41 | 114 | 92 |
Distributions declared to noncontrolling interests | (100) | (80) | (186) | (139) |
Ending balance | 2,701 | 2,727 | 2,701 | 2,727 |
Distributions payable to noncontrolling interests: | ||||
Beginning balance | 0 | |||
Declaration of distributions payable | 139 | |||
Ending balance | 0 | 0 | ||
TNCLP | ||||
Noncontrolling interest | ||||
Beginning balance | 333 | |||
Earnings attributable to noncontrolling interests | 8 | |||
Distributions declared to noncontrolling interests | (10) | |||
Purchase of the TNCLP Public Units | (331) | |||
Ending balance | 0 | 0 | ||
Distributions payable to noncontrolling interests: | ||||
Beginning balance | 0 | |||
Declaration of distributions payable | 10 | |||
Distributions to noncontrolling interest | (10) | |||
Ending balance | 0 | 0 | ||
CF Industries Nitrogen, LLC | ||||
Noncontrolling interest | ||||
Beginning balance | 2,773 | 2,772 | ||
Earnings attributable to noncontrolling interests | 114 | 84 | ||
Distributions declared to noncontrolling interests | (186) | (129) | ||
Purchase of the TNCLP Public Units | 0 | 0 | ||
Ending balance | 2,701 | 2,727 | 2,701 | 2,727 |
Distributions payable to noncontrolling interests: | ||||
Beginning balance | 0 | 0 | ||
Declaration of distributions payable | 186 | 129 | ||
Distributions to noncontrolling interest | (186) | (129) | ||
Ending balance | 0 | 0 | 0 | 0 |
Noncontrolling Interests | ||||
Noncontrolling interest | ||||
Earnings attributable to noncontrolling interests | 49 | 114 | ||
Distributions declared to noncontrolling interests | $ (100) | $ 80 | $ (186) | (139) |
Purchase of the TNCLP Public Units | (331) | |||
Distributions payable to noncontrolling interests: | ||||
Distributions to noncontrolling interest | $ (139) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2017 | |
Changes to accumulated other comprehensive income (loss) | |||||
Balance at the beginning of the period | $ (371) | ||||
Balance at the end of the period | $ (374) | (374) | |||
Income tax provision (benefit) | 19 | $ 12 | 113 | $ 73 | |
Net earnings | 114 | 71 | 552 | 333 | |
Foreign Currency Translation Adjustment | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Balance at the beginning of the period | (250) | (145) | |||
Other Comprehensive Income Unrealized Holding Gain (Loss) Arising During Period, before Tax | 0 | ||||
Other Comprehensive Income Pension and Other Postretirement Benefit Plans Arising During Period before Tax | 0 | 0 | |||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 0 | 0 | |||
Effect of exchange rate changes and deferred taxes | (8) | (50) | |||
Balance at the end of the period | (258) | (195) | (258) | (195) | |
Unrealized Gain (Loss) on Securities | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Balance at the beginning of the period | 0 | 1 | |||
Other Comprehensive Income Unrealized Holding Gain (Loss) Arising During Period, before Tax | (1) | ||||
Other Comprehensive Income Pension and Other Postretirement Benefit Plans Arising During Period before Tax | 0 | 0 | |||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 0 | 0 | |||
Effect of exchange rate changes and deferred taxes | 0 | 0 | |||
Balance at the end of the period | 0 | (1) | 0 | (1) | |
Unrealized Gain (Loss) on Derivatives | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Balance at the beginning of the period | 5 | 4 | |||
Other Comprehensive Income Unrealized Holding Gain (Loss) Arising During Period, before Tax | 0 | ||||
Other Comprehensive Income Pension and Other Postretirement Benefit Plans Arising During Period before Tax | 0 | 0 | |||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 0 | 0 | |||
Effect of exchange rate changes and deferred taxes | 0 | 0 | |||
Balance at the end of the period | 5 | 4 | 5 | 4 | |
Defined Benefit Plans | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Balance at the beginning of the period | (126) | (123) | |||
Other Comprehensive Income Unrealized Holding Gain (Loss) Arising During Period, before Tax | 0 | ||||
Other Comprehensive Income Pension and Other Postretirement Benefit Plans Arising During Period before Tax | (5) | (5) | |||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | (1) | (1) | |||
Effect of exchange rate changes and deferred taxes | 1 | 1 | |||
Balance at the end of the period | (121) | (116) | (121) | (116) | |
Accumulated Other Comprehensive Income (Loss) | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Balance at the beginning of the period | (263) | ||||
Other Comprehensive Income Unrealized Holding Gain (Loss) Arising During Period, before Tax | (1) | ||||
Other Comprehensive Income Pension and Other Postretirement Benefit Plans Arising During Period before Tax | (5) | (5) | |||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 1 | 1 | |||
Effect of exchange rate changes and deferred taxes | (7) | (49) | |||
Balance at the end of the period | (374) | (308) | (374) | (308) | |
Net earnings | $ 0 | $ 0 | $ 0 | $ 0 | |
Accounting Standards Update 2016-01 | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 0 | ||||
Accounting Standards Update 2016-01 | Foreign Currency Translation Adjustment | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 0 | ||||
Accounting Standards Update 2016-01 | Unrealized Gain (Loss) on Securities | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | (1) | ||||
Accounting Standards Update 2016-01 | Unrealized Gain (Loss) on Derivatives | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 0 | ||||
Accounting Standards Update 2016-01 | Defined Benefit Plans | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 0 | ||||
Accounting Standards Update 2016-01 | Accumulated Other Comprehensive Income (Loss) | |||||
Changes to accumulated other comprehensive income (loss) | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ (1) |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Feb. 13, 2019 | Aug. 01, 2018 | |
Equity [Abstract] | ||||||
Stock Repurchase Program, Authorized Amount | $ 1,000 | $ 500 | ||||
Stock Repurchased and Retired During Period, Shares | 5,700,000 | 10,900,000 | ||||
Stock Repurchased and Retired During Period, Value | $ 250 | $ 500 | ||||
stock repurchase accrued but unpaid | $ 2 | $ 33 | ||||
Treasury Stock, Shares, Retired | 4,200,000 | 10,900,000 | ||||
Treasury stock, shares | 1,534,045 | 10,982,408 |
Contingencies (Details)
Contingencies (Details) | Apr. 17, 2015Insurance_companyPeoplePlaintiffEntity | Apr. 17, 2013People | Sep. 30, 2019Litigation_case | Dec. 31, 2015mine |
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 | |||
Settled Litigation [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss Contingency, Claims Settled, Number | Litigation_case | 200 | |||
IDAHO | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency, number of mines | mine | 17 |
Segment Disclosures (Details)
Segment Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment data | ||||
Net sales | $ 1,038 | $ 1,040 | $ 3,541 | $ 3,297 |
Cost of sales | 810 | 867 | 2,594 | 2,622 |
Gross margin | 228 | 173 | 947 | 675 |
Total other operating costs and expenses | 26 | 42 | 113 | 134 |
Equity in (losses) earnings of operating affiliate | (14) | 5 | (6) | 30 |
Operating earnings | 188 | 136 | 828 | 571 |
Ammonia | ||||
Segment data | ||||
Net sales | 187 | 192 | 847 | 778 |
Granular Urea | ||||
Segment data | ||||
Net sales | 327 | 353 | 1,103 | 977 |
UAN | ||||
Segment data | ||||
Net sales | 309 | 270 | 934 | 892 |
AN | ||||
Segment data | ||||
Net sales | 136 | 139 | 389 | 363 |
Operating Segments | Ammonia | ||||
Segment data | ||||
Net sales | 187 | 192 | 847 | 778 |
Cost of sales | 188 | 181 | 654 | 641 |
Gross margin | (1) | 11 | 193 | 137 |
Operating Segments | Granular Urea | ||||
Segment data | ||||
Net sales | 327 | 353 | 1,103 | 977 |
Cost of sales | 207 | 238 | 686 | 682 |
Gross margin | 120 | 115 | 417 | 295 |
Operating Segments | UAN | ||||
Segment data | ||||
Net sales | 309 | 270 | 934 | 892 |
Cost of sales | 250 | 243 | 722 | 731 |
Gross margin | 59 | 27 | 212 | 161 |
Operating Segments | AN | ||||
Segment data | ||||
Net sales | 136 | 139 | 389 | 363 |
Cost of sales | 100 | 129 | 308 | 320 |
Gross margin | 36 | 10 | 81 | 43 |
Operating Segments | Other | ||||
Segment data | ||||
Net sales | 79 | 86 | 268 | 287 |
Cost of sales | 65 | 76 | 224 | 248 |
Gross margin | $ 14 | $ 10 | $ 44 | $ 39 |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Statements (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Condensed, Consolidating Statement of Operations | ||||
Net sales | $ 1,038 | $ 1,040 | $ 3,541 | $ 3,297 |
Cost of sales | 810 | 867 | 2,594 | 2,622 |
Gross margin | 228 | 173 | 947 | 675 |
Selling, general and administrative expenses | 56 | 53 | 176 | 163 |
Other operating—net | (30) | (11) | (63) | (29) |
Total other operating costs and expenses | 26 | 42 | 113 | 134 |
Equity in (losses) earnings of operating affiliate | (14) | 5 | (6) | 30 |
Operating earnings | 188 | 136 | 828 | 571 |
Interest expense | 63 | 59 | 182 | 180 |
Interest expense—mandatorily redeemable preferred shares | 0 | 0 | ||
Interest income | (4) | (4) | (12) | (9) |
Net earnings of wholly owned subsidiaries | 0 | 0 | 0 | 0 |
Other non-operating—net | (4) | (2) | (7) | (6) |
Earnings before income taxes | 133 | 83 | 665 | 406 |
Income tax (benefit) provision | 19 | 12 | 113 | 73 |
Net earnings | 114 | 71 | 552 | 333 |
Less: Net earnings attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Net earnings attributable to common stockholders | 65 | 30 | 438 | 241 |
Other comprehensive loss | (30) | 1 | (3) | (44) |
Comprehensive income | 84 | 72 | 549 | 289 |
Less: Comprehensive income attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Comprehensive income attributable to common stockholders | 35 | 31 | 435 | 197 |
Reportable legal entities | Parent | ||||
Condensed, Consolidating Statement of Operations | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Gross margin | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 1 | 2 | 3 | 3 |
Other operating—net | 0 | 0 | 0 | 0 |
Total other operating costs and expenses | 1 | 2 | 3 | 3 |
Equity in (losses) earnings of operating affiliate | 0 | 0 | 0 | 0 |
Operating earnings | (1) | (2) | (3) | (3) |
Interest expense | 2 | 0 | 3 | 0 |
Interest expense—mandatorily redeemable preferred shares | 0 | 0 | ||
Interest income | 0 | (1) | (1) | (2) |
Net earnings of wholly owned subsidiaries | (67) | (31) | (442) | (242) |
Other non-operating—net | 0 | 0 | 0 | 0 |
Earnings before income taxes | 64 | 30 | 437 | 241 |
Income tax (benefit) provision | 0 | 0 | (1) | 0 |
Net earnings | 64 | 30 | 438 | 241 |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to common stockholders | 64 | 30 | 438 | 241 |
Other comprehensive loss | (30) | 1 | (2) | (45) |
Comprehensive income | 34 | 31 | 436 | 196 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | 34 | 31 | 436 | 196 |
Reportable legal entities | CF Industries | ||||
Condensed, Consolidating Statement of Operations | ||||
Net sales | 68 | 69 | 254 | 259 |
Cost of sales | 53 | 56 | 210 | 215 |
Gross margin | 15 | 13 | 44 | 44 |
Selling, general and administrative expenses | 0 | (2) | (1) | 1 |
Other operating—net | 1 | (4) | 5 | (12) |
Total other operating costs and expenses | 1 | (6) | 4 | (11) |
Equity in (losses) earnings of operating affiliate | (1) | 0 | 0 | 2 |
Operating earnings | 13 | 19 | 40 | 57 |
Interest expense | 63 | 60 | 186 | 183 |
Interest expense—mandatorily redeemable preferred shares | 0 | 0 | ||
Interest income | (1) | (1) | (1) | (4) |
Net earnings of wholly owned subsidiaries | (106) | (63) | (557) | (338) |
Other non-operating—net | 0 | 0 | 0 | 0 |
Earnings before income taxes | 57 | 23 | 412 | 216 |
Income tax (benefit) provision | (10) | (8) | (30) | (26) |
Net earnings | 67 | 31 | 442 | 242 |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to common stockholders | 67 | 31 | 442 | 242 |
Other comprehensive loss | (30) | 1 | (2) | (45) |
Comprehensive income | 37 | 32 | 440 | 197 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | 37 | 32 | 440 | 197 |
Reportable legal entities | Subsidiary Guarantors | ||||
Condensed, Consolidating Statement of Operations | ||||
Net sales | 807 | 788 | 2,808 | 2,563 |
Cost of sales | 781 | 763 | 2,549 | 2,401 |
Gross margin | 26 | 25 | 259 | 162 |
Selling, general and administrative expenses | 45 | 37 | 130 | 109 |
Other operating—net | (29) | 2 | (68) | 0 |
Total other operating costs and expenses | 16 | 39 | 62 | 109 |
Equity in (losses) earnings of operating affiliate | 0 | 0 | 0 | 0 |
Operating earnings | 10 | (14) | 197 | 53 |
Interest expense | 1 | 3 | 2 | 13 |
Interest expense—mandatorily redeemable preferred shares | 0 | 0 | ||
Interest income | (5) | (2) | (13) | (7) |
Net earnings of wholly owned subsidiaries | (109) | (99) | (485) | (373) |
Other non-operating—net | 0 | (1) | (1) | (1) |
Earnings before income taxes | 123 | 85 | 694 | 421 |
Income tax (benefit) provision | 25 | 20 | 159 | 93 |
Net earnings | 98 | 65 | 535 | 328 |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to common stockholders | 98 | 65 | 535 | 328 |
Other comprehensive loss | (82) | 4 | (60) | (30) |
Comprehensive income | 16 | 69 | 475 | 298 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | 16 | 69 | 475 | 298 |
Reportable legal entities | Non- Guarantors | ||||
Condensed, Consolidating Statement of Operations | ||||
Net sales | 886 | 885 | 2,825 | 2,688 |
Cost of sales | 689 | 750 | 2,167 | 2,211 |
Gross margin | 197 | 135 | 658 | 477 |
Selling, general and administrative expenses | 20 | 16 | 58 | 58 |
Other operating—net | (2) | (9) | 0 | (17) |
Total other operating costs and expenses | 18 | 7 | 58 | 41 |
Equity in (losses) earnings of operating affiliate | (13) | 5 | (6) | 28 |
Operating earnings | 166 | 133 | 594 | 464 |
Interest expense | 1 | 1 | 2 | 4 |
Interest expense—mandatorily redeemable preferred shares | 1 | 3 | ||
Interest income | (3) | (5) | (11) | (16) |
Net earnings of wholly owned subsidiaries | 0 | 0 | 0 | 0 |
Other non-operating—net | (4) | (1) | (6) | (5) |
Earnings before income taxes | 171 | 138 | 606 | 481 |
Income tax (benefit) provision | 4 | 0 | (15) | 6 |
Net earnings | 167 | 138 | 621 | 475 |
Less: Net earnings attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Net earnings attributable to common stockholders | 118 | 97 | 507 | 383 |
Other comprehensive loss | (29) | (1) | (5) | (48) |
Comprehensive income | 138 | 137 | 616 | 427 |
Less: Comprehensive income attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Comprehensive income attributable to common stockholders | 89 | 96 | 502 | 335 |
Eliminations | ||||
Condensed, Consolidating Statement of Operations | ||||
Net sales | (723) | (702) | (2,346) | (2,213) |
Cost of sales | (713) | (702) | (2,332) | (2,205) |
Gross margin | (10) | 0 | (14) | (8) |
Selling, general and administrative expenses | (10) | 0 | (14) | (8) |
Other operating—net | 0 | 0 | 0 | 0 |
Total other operating costs and expenses | (10) | 0 | (14) | (8) |
Equity in (losses) earnings of operating affiliate | 0 | 0 | 0 | 0 |
Operating earnings | 0 | 0 | 0 | 0 |
Interest expense | (4) | (5) | (11) | (20) |
Interest expense—mandatorily redeemable preferred shares | (1) | (3) | ||
Interest income | 5 | 5 | 14 | 20 |
Net earnings of wholly owned subsidiaries | 282 | 193 | 1,484 | 953 |
Other non-operating—net | 0 | 0 | 0 | 0 |
Earnings before income taxes | (282) | (193) | (1,484) | (953) |
Income tax (benefit) provision | 0 | 0 | 0 | 0 |
Net earnings | (282) | (193) | (1,484) | (953) |
Less: Net earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to common stockholders | (282) | (193) | (1,484) | (953) |
Other comprehensive loss | 141 | (4) | 66 | 124 |
Comprehensive income | (141) | (197) | (1,418) | (829) |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | $ (141) | $ (197) | $ (1,418) | $ (829) |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Statements (Details 2) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Condensed, Consolidating Statement of Comprehensive Income | ||||
Net earnings | $ 114 | $ 71 | $ 552 | $ 333 |
Other comprehensive loss | (30) | 1 | (3) | (44) |
Comprehensive income | 84 | 72 | 549 | 289 |
Less: Comprehensive income attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Comprehensive income attributable to common stockholders | 35 | 31 | 435 | 197 |
Reportable legal entities | Parent | ||||
Condensed, Consolidating Statement of Comprehensive Income | ||||
Net earnings | 64 | 30 | 438 | 241 |
Other comprehensive loss | (30) | 1 | (2) | (45) |
Comprehensive income | 34 | 31 | 436 | 196 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | 34 | 31 | 436 | 196 |
Reportable legal entities | CF Industries | ||||
Condensed, Consolidating Statement of Comprehensive Income | ||||
Net earnings | 67 | 31 | 442 | 242 |
Other comprehensive loss | (30) | 1 | (2) | (45) |
Comprehensive income | 37 | 32 | 440 | 197 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | 37 | 32 | 440 | 197 |
Reportable legal entities | Subsidiary Guarantors | ||||
Condensed, Consolidating Statement of Comprehensive Income | ||||
Net earnings | 98 | 65 | 535 | 328 |
Other comprehensive loss | (82) | 4 | (60) | (30) |
Comprehensive income | 16 | 69 | 475 | 298 |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | 16 | 69 | 475 | 298 |
Reportable legal entities | Non- Guarantors | ||||
Condensed, Consolidating Statement of Comprehensive Income | ||||
Net earnings | 167 | 138 | 621 | 475 |
Other comprehensive loss | (29) | (1) | (5) | (48) |
Comprehensive income | 138 | 137 | 616 | 427 |
Less: Comprehensive income attributable to noncontrolling interests | 49 | 41 | 114 | 92 |
Comprehensive income attributable to common stockholders | 89 | 96 | 502 | 335 |
Eliminations | ||||
Condensed, Consolidating Statement of Comprehensive Income | ||||
Net earnings | (282) | (193) | (1,484) | (953) |
Other comprehensive loss | 141 | (4) | 66 | 124 |
Comprehensive income | (141) | (197) | (1,418) | (829) |
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to common stockholders | $ (141) | $ (197) | $ (1,418) | $ (829) |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Statements (Details 3) - USD ($) $ in Millions | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||||||
Cash and cash equivalents | $ 1,019 | $ 682 | $ 1,022 | $ 835 | ||
Accounts and notes receivable—net | 311 | 235 | ||||
Inventories | 296 | 309 | ||||
Prepaid income taxes | 17 | 28 | ||||
Other current assets | 26 | 20 | ||||
Total current assets | 1,669 | 1,274 | ||||
Property, plant and equipment—net | 8,247 | 8,623 | ||||
Investment in affiliate | 87 | 93 | ||||
Goodwill | 2,344 | 2,353 | ||||
Operating lease right-of-use assets | 264 | 0 | ||||
Other assets | 291 | 318 | ||||
Total assets | 12,902 | 12,661 | ||||
Current liabilities: | ||||||
Accounts and notes payable and accrued expenses | 459 | 545 | ||||
Income taxes payable | 7 | 5 | ||||
Customer advances | 184 | 149 | ||||
Current operating lease liabilities | 87 | 0 | ||||
Current maturities of long-term debt | 499 | 0 | ||||
Other current liabilities | 9 | 6 | ||||
Total current liabilities | 1,245 | 705 | ||||
Long-term debt, net of current maturities | 4,204 | 4,698 | ||||
Dividends payable—mandatorily redeemable preferred shares | 0 | |||||
Deferred income taxes | 1,235 | 1,117 | ||||
Operating lease liabilities | 181 | 0 | ||||
Other liabilities | 356 | 410 | ||||
Stockholders’ equity: | ||||||
Preferred stock | 0 | 0 | ||||
Common stock | 2 | 2 | ||||
Paid-in capital | 1,317 | 1,368 | ||||
Retained earnings | 2,109 | 2,463 | ||||
Treasury stock | (74) | (504) | ||||
Accumulated other comprehensive loss | (374) | (371) | ||||
Total stockholders’ equity | 2,980 | 2,958 | ||||
Noncontrolling interest | 2,701 | 2,773 | 2,727 | 3,105 | ||
Total equity | 5,681 | $ 5,818 | 5,731 | 6,163 | $ 6,322 | 6,684 |
Total liabilities and equity | 12,902 | 12,661 | ||||
Reportable legal entities | Parent | ||||||
Current assets: | ||||||
Cash and cash equivalents | 39 | 36 | 53 | 0 | ||
Accounts and notes receivable—net | 139 | 135 | ||||
Inventories | 0 | 0 | ||||
Prepaid income taxes | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | 178 | 171 | ||||
Property, plant and equipment—net | 0 | 0 | ||||
Investment in affiliate | 3,844 | 3,656 | ||||
Goodwill | 0 | 0 | ||||
Operating lease right-of-use assets | 0 | |||||
Other assets | 0 | 0 | ||||
Total assets | 4,022 | 3,827 | ||||
Current liabilities: | ||||||
Accounts and notes payable and accrued expenses | 1,042 | 870 | ||||
Income taxes payable | 0 | 0 | ||||
Customer advances | 0 | 0 | ||||
Current operating lease liabilities | 0 | |||||
Current maturities of long-term debt | 0 | |||||
Other current liabilities | 0 | 0 | ||||
Total current liabilities | 1,042 | 870 | ||||
Long-term debt, net of current maturities | 0 | 0 | ||||
Dividends payable—mandatorily redeemable preferred shares | 0 | |||||
Deferred income taxes | 0 | 0 | ||||
Operating lease liabilities | 0 | |||||
Other liabilities | 0 | 0 | ||||
Stockholders’ equity: | ||||||
Preferred stock | 0 | 0 | ||||
Common stock | 2 | 2 | ||||
Paid-in capital | 1,317 | 1,368 | ||||
Retained earnings | 2,109 | 2,463 | ||||
Treasury stock | (74) | (504) | ||||
Accumulated other comprehensive loss | (374) | (372) | ||||
Total stockholders’ equity | 2,980 | 2,957 | ||||
Noncontrolling interest | 0 | 0 | ||||
Total equity | 2,980 | 2,957 | ||||
Total liabilities and equity | 4,022 | 3,827 | ||||
Reportable legal entities | CF Industries | ||||||
Current assets: | ||||||
Cash and cash equivalents | 263 | 27 | 42 | 15 | ||
Accounts and notes receivable—net | 481 | 500 | ||||
Inventories | 0 | 4 | ||||
Prepaid income taxes | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | 744 | 531 | ||||
Property, plant and equipment—net | 0 | 0 | ||||
Investment in affiliate | 6,008 | 8,208 | ||||
Goodwill | 2,063 | 0 | ||||
Operating lease right-of-use assets | 0 | |||||
Other assets | 3 | 4 | ||||
Total assets | 8,818 | 8,743 | ||||
Current liabilities: | ||||||
Accounts and notes payable and accrued expenses | 256 | 374 | ||||
Income taxes payable | 0 | 0 | ||||
Customer advances | 0 | 0 | ||||
Current operating lease liabilities | 0 | |||||
Current maturities of long-term debt | 499 | |||||
Other current liabilities | 0 | 0 | ||||
Total current liabilities | 755 | 374 | ||||
Long-term debt, net of current maturities | 4,204 | 4,698 | ||||
Dividends payable—mandatorily redeemable preferred shares | 0 | |||||
Deferred income taxes | 0 | 0 | ||||
Operating lease liabilities | 0 | |||||
Other liabilities | 15 | 15 | ||||
Stockholders’ equity: | ||||||
Preferred stock | 0 | 0 | ||||
Common stock | 0 | 0 | ||||
Paid-in capital | 1,799 | 1,799 | ||||
Retained earnings | 2,419 | 2,229 | ||||
Treasury stock | 0 | 0 | ||||
Accumulated other comprehensive loss | (374) | (372) | ||||
Total stockholders’ equity | 3,844 | 3,656 | ||||
Noncontrolling interest | 0 | 0 | ||||
Total equity | 3,844 | 3,656 | ||||
Total liabilities and equity | 8,818 | 8,743 | ||||
Reportable legal entities | Subsidiary Guarantors | ||||||
Current assets: | ||||||
Cash and cash equivalents | 194 | 65 | 459 | 388 | ||
Accounts and notes receivable—net | 1,446 | 1,203 | ||||
Inventories | 154 | 142 | ||||
Prepaid income taxes | 17 | 24 | ||||
Other current assets | 19 | 15 | ||||
Total current assets | 1,830 | 1,449 | ||||
Property, plant and equipment—net | 109 | 118 | ||||
Investment in affiliate | 6,285 | 6,857 | ||||
Goodwill | 0 | 2,064 | ||||
Operating lease right-of-use assets | 259 | |||||
Other assets | 137 | 126 | ||||
Total assets | 8,620 | 10,614 | ||||
Current liabilities: | ||||||
Accounts and notes payable and accrued expenses | 1,259 | 1,429 | ||||
Income taxes payable | 0 | 5 | ||||
Customer advances | 184 | 149 | ||||
Current operating lease liabilities | 85 | |||||
Current maturities of long-term debt | 0 | |||||
Other current liabilities | 9 | 6 | ||||
Total current liabilities | 1,537 | 1,589 | ||||
Long-term debt, net of current maturities | 44 | 43 | ||||
Dividends payable—mandatorily redeemable preferred shares | 0 | |||||
Deferred income taxes | 1,085 | 960 | ||||
Operating lease liabilities | 178 | |||||
Other liabilities | 203 | 232 | ||||
Stockholders’ equity: | ||||||
Preferred stock | 0 | 0 | ||||
Common stock | 0 | 0 | ||||
Paid-in capital | 5,244 | 9,070 | ||||
Retained earnings | 674 | (995) | ||||
Treasury stock | 0 | 0 | ||||
Accumulated other comprehensive loss | (337) | (277) | ||||
Total stockholders’ equity | 5,581 | 7,798 | ||||
Noncontrolling interest | (8) | (8) | ||||
Total equity | 5,573 | 7,790 | ||||
Total liabilities and equity | 8,620 | 10,614 | ||||
Reportable legal entities | Non- Guarantors | ||||||
Current assets: | ||||||
Cash and cash equivalents | 523 | 554 | 468 | 432 | ||
Accounts and notes receivable—net | 680 | 911 | ||||
Inventories | 142 | 163 | ||||
Prepaid income taxes | 0 | 4 | ||||
Other current assets | 7 | 5 | ||||
Total current assets | 1,352 | 1,637 | ||||
Property, plant and equipment—net | 8,138 | 8,505 | ||||
Investment in affiliate | 87 | 94 | ||||
Goodwill | 281 | 289 | ||||
Operating lease right-of-use assets | 5 | |||||
Other assets | 321 | 320 | ||||
Total assets | 10,184 | 10,845 | ||||
Current liabilities: | ||||||
Accounts and notes payable and accrued expenses | 337 | 386 | ||||
Income taxes payable | 7 | 0 | ||||
Customer advances | 0 | 0 | ||||
Current operating lease liabilities | 2 | |||||
Current maturities of long-term debt | 0 | |||||
Other current liabilities | 0 | 0 | ||||
Total current liabilities | 346 | 386 | ||||
Long-term debt, net of current maturities | 123 | 89 | ||||
Dividends payable—mandatorily redeemable preferred shares | 3 | |||||
Deferred income taxes | 150 | 157 | ||||
Operating lease liabilities | 3 | |||||
Other liabilities | 138 | 163 | ||||
Stockholders’ equity: | ||||||
Preferred stock | 0 | 0 | ||||
Common stock | 4,839 | 5,363 | ||||
Paid-in capital | 1,091 | 1,265 | ||||
Retained earnings | 1,111 | 965 | ||||
Treasury stock | 0 | 0 | ||||
Accumulated other comprehensive loss | (329) | (324) | ||||
Total stockholders’ equity | 6,712 | 7,269 | ||||
Noncontrolling interest | 2,709 | 2,781 | ||||
Total equity | 9,421 | 10,050 | ||||
Total liabilities and equity | 10,184 | 10,845 | ||||
Eliminations | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 | ||
Accounts and notes receivable—net | (2,435) | (2,514) | ||||
Inventories | 0 | 0 | ||||
Prepaid income taxes | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Total current assets | (2,435) | (2,514) | ||||
Property, plant and equipment—net | 0 | 0 | ||||
Investment in affiliate | (16,137) | (18,722) | ||||
Goodwill | 0 | 0 | ||||
Operating lease right-of-use assets | 0 | |||||
Other assets | (170) | (132) | ||||
Total assets | (18,742) | (21,368) | ||||
Current liabilities: | ||||||
Accounts and notes payable and accrued expenses | (2,435) | (2,514) | ||||
Income taxes payable | 0 | 0 | ||||
Customer advances | 0 | 0 | ||||
Current operating lease liabilities | 0 | |||||
Current maturities of long-term debt | 0 | |||||
Other current liabilities | 0 | 0 | ||||
Total current liabilities | (2,435) | (2,514) | ||||
Long-term debt, net of current maturities | (167) | (132) | ||||
Dividends payable—mandatorily redeemable preferred shares | (3) | |||||
Deferred income taxes | 0 | 0 | ||||
Operating lease liabilities | 0 | |||||
Other liabilities | 0 | 0 | ||||
Stockholders’ equity: | ||||||
Preferred stock | 0 | 0 | ||||
Common stock | (4,839) | (5,363) | ||||
Paid-in capital | (8,134) | (12,134) | ||||
Retained earnings | (4,204) | (2,199) | ||||
Treasury stock | 0 | 0 | ||||
Accumulated other comprehensive loss | 1,040 | 974 | ||||
Total stockholders’ equity | (16,137) | (18,722) | ||||
Noncontrolling interest | 0 | 0 | ||||
Total equity | (16,137) | (18,722) | ||||
Total liabilities and equity | $ (18,742) | $ (21,368) |
Condensed Consolidating Finan_6
Condensed Consolidating Financial Statements (Details 4) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Operating Activities: | |||||
Net earnings | $ 114 | $ 71 | $ 552 | $ 333 | |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | |||||
Depreciation and amortization | 663 | 667 | |||
Deferred income taxes | 116 | 37 | |||
Stock-based compensation expense | 24 | 17 | |||
Unrealized net loss (gain) on natural gas derivatives | 3 | (11) | |||
Unrealized Loss on Embedded Derivative Instrument | 3 | 2 | |||
Gain on disposal of property, plant and equipment | $ (45) | (43) | (1) | ||
Undistributed earnings of affiliates—net | 3 | (5) | |||
Changes in: | |||||
Intercompany accounts receivable/accounts payable - net | 0 | 0 | |||
Accounts receivable—net | (79) | 31 | |||
Inventories | 17 | (3) | |||
Accrued and prepaid income taxes | 12 | 13 | |||
Accounts and notes payable and accrued expenses | (67) | (26) | |||
Customer advances | 35 | 224 | |||
Other—net | (36) | (35) | |||
Net cash provided by operating activities | 1,203 | 1,243 | |||
Investing Activities: | |||||
Additions to property, plant and equipment | (297) | (278) | |||
Proceeds from sale of property, plant and equipment | 71 | 19 | |||
Distributions received from unconsolidated affiliates | 0 | 10 | |||
Insurance proceeds for property, plant and equipment | 15 | 10 | |||
Investments in consolidated subsidiaries - capital contributions | 0 | ||||
Other—net | 0 | 1 | |||
Net cash used in investing activities | (211) | (238) | |||
Financing Activities: | |||||
Long-term debt—net | 0 | 0 | |||
Short-term debt—net | 0 | 0 | |||
Financing fees | 0 | 1 | |||
Dividends paid on common stock | (200) | (210) | |||
Dividends to/from affiliates | 0 | 0 | |||
Acquisition of noncontrolling interests in TNCLP | 0 | (388) | |||
Distribution to noncontrolling interest | (186) | (139) | |||
Purchases of treasury stock | (280) | (87) | |||
Issuances of common stock under employee stock plans | 17 | 10 | |||
Shares withheld for taxes | (4) | (1) | |||
Net cash used in financing activities | (653) | (814) | |||
Effect of exchange rate changes on cash and cash equivalents | (2) | (4) | |||
Increase in cash and cash equivalents | 337 | 187 | |||
Cash and cash equivalents at beginning of period | 682 | 835 | |||
Cash and cash equivalents at end of period | 1,019 | 1,022 | 1,019 | 1,022 | |
Reportable legal entities | |||||
Investing Activities: | |||||
Insurance proceeds for property, plant and equipment | 0 | ||||
Reportable legal entities | Parent | |||||
Operating Activities: | |||||
Net earnings | 64 | 30 | 438 | 241 | |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | |||||
Depreciation and amortization | 0 | 0 | |||
Deferred income taxes | 0 | 0 | |||
Stock-based compensation expense | 24 | 16 | |||
Unrealized net loss (gain) on natural gas derivatives | 0 | 0 | |||
Unrealized Loss on Embedded Derivative Instrument | 0 | 0 | |||
Gain on disposal of property, plant and equipment | 0 | 0 | |||
Undistributed earnings of affiliates—net | (442) | (242) | |||
Changes in: | |||||
Intercompany accounts receivable/accounts payable - net | 0 | (17) | |||
Accounts receivable—net | 0 | 0 | |||
Inventories | 0 | 0 | |||
Accrued and prepaid income taxes | (1) | 0 | |||
Accounts and notes payable and accrued expenses | 0 | 0 | |||
Customer advances | 0 | 0 | |||
Other—net | 0 | 0 | |||
Net cash provided by operating activities | 19 | (2) | |||
Investing Activities: | |||||
Additions to property, plant and equipment | 0 | 0 | |||
Proceeds from sale of property, plant and equipment | 0 | 0 | |||
Distributions received from unconsolidated affiliates | 0 | 0 | |||
Insurance proceeds for property, plant and equipment | 0 | 0 | |||
Investments in consolidated subsidiaries - capital contributions | 0 | ||||
Other—net | 0 | ||||
Net cash used in investing activities | 0 | 0 | |||
Financing Activities: | |||||
Long-term debt—net | 0 | 0 | |||
Short-term debt—net | 199 | 233 | |||
Financing fees | 0 | ||||
Dividends paid on common stock | (200) | (210) | |||
Dividends to/from affiliates | 252 | 110 | |||
Acquisition of noncontrolling interests in TNCLP | 0 | ||||
Distribution to noncontrolling interest | 0 | 0 | |||
Purchases of treasury stock | (280) | (87) | |||
Issuances of common stock under employee stock plans | 17 | 10 | |||
Shares withheld for taxes | (4) | (1) | |||
Net cash used in financing activities | (16) | 55 | |||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | |||
Increase in cash and cash equivalents | 3 | 53 | |||
Cash and cash equivalents at beginning of period | 36 | 0 | |||
Cash and cash equivalents at end of period | 39 | 53 | 39 | 53 | |
Reportable legal entities | CF Industries | |||||
Operating Activities: | |||||
Net earnings | 67 | 31 | 442 | 242 | |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | |||||
Depreciation and amortization | 7 | 6 | |||
Deferred income taxes | 0 | 0 | |||
Stock-based compensation expense | 0 | 0 | |||
Unrealized net loss (gain) on natural gas derivatives | 0 | 0 | |||
Unrealized Loss on Embedded Derivative Instrument | 0 | 0 | |||
Gain on disposal of property, plant and equipment | 0 | 0 | |||
Undistributed earnings of affiliates—net | (557) | (338) | |||
Changes in: | |||||
Intercompany accounts receivable/accounts payable - net | 34 | (89) | |||
Accounts receivable—net | 8 | (6) | |||
Inventories | 4 | 4 | |||
Accrued and prepaid income taxes | (30) | (26) | |||
Accounts and notes payable and accrued expenses | 8 | (1) | |||
Customer advances | 0 | 0 | |||
Other—net | 0 | 0 | |||
Net cash provided by operating activities | (84) | (208) | |||
Investing Activities: | |||||
Additions to property, plant and equipment | 0 | 0 | |||
Proceeds from sale of property, plant and equipment | 0 | 0 | |||
Distributions received from unconsolidated affiliates | 543 | 200 | |||
Insurance proceeds for property, plant and equipment | 0 | 0 | |||
Investments in consolidated subsidiaries - capital contributions | (31) | ||||
Other—net | 0 | ||||
Net cash used in investing activities | 543 | 169 | |||
Financing Activities: | |||||
Long-term debt—net | 0 | 0 | |||
Short-term debt—net | 29 | 175 | |||
Financing fees | 1 | ||||
Dividends paid on common stock | (252) | (110) | |||
Dividends to/from affiliates | 0 | 0 | |||
Acquisition of noncontrolling interests in TNCLP | 0 | ||||
Distribution to noncontrolling interest | 0 | 0 | |||
Purchases of treasury stock | 0 | 0 | |||
Issuances of common stock under employee stock plans | 0 | 0 | |||
Shares withheld for taxes | 0 | 0 | |||
Net cash used in financing activities | (223) | 66 | |||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | |||
Increase in cash and cash equivalents | 236 | 27 | |||
Cash and cash equivalents at beginning of period | 27 | 15 | |||
Cash and cash equivalents at end of period | 263 | 42 | 263 | 42 | |
Reportable legal entities | Subsidiary Guarantors | |||||
Operating Activities: | |||||
Net earnings | 98 | 65 | 535 | 328 | |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | |||||
Depreciation and amortization | 18 | 17 | |||
Deferred income taxes | 124 | 41 | |||
Stock-based compensation expense | 0 | 0 | |||
Unrealized net loss (gain) on natural gas derivatives | 3 | (7) | |||
Unrealized Loss on Embedded Derivative Instrument | 3 | 2 | |||
Gain on disposal of property, plant and equipment | (45) | 0 | |||
Undistributed earnings of affiliates—net | (485) | (373) | |||
Changes in: | |||||
Intercompany accounts receivable/accounts payable - net | (81) | 97 | |||
Accounts receivable—net | (84) | 48 | |||
Inventories | (12) | (14) | |||
Accrued and prepaid income taxes | 15 | 47 | |||
Accounts and notes payable and accrued expenses | (33) | (7) | |||
Customer advances | 35 | 224 | |||
Other—net | (1) | (1) | |||
Net cash provided by operating activities | (8) | 402 | |||
Investing Activities: | |||||
Additions to property, plant and equipment | (11) | (11) | |||
Proceeds from sale of property, plant and equipment | 56 | 0 | |||
Distributions received from unconsolidated affiliates | 414 | 306 | |||
Insurance proceeds for property, plant and equipment | 0 | ||||
Investments in consolidated subsidiaries - capital contributions | (415) | ||||
Other—net | 0 | ||||
Net cash used in investing activities | 459 | (120) | |||
Financing Activities: | |||||
Long-term debt—net | (39) | 178 | |||
Short-term debt—net | (283) | (438) | |||
Financing fees | 0 | ||||
Dividends paid on common stock | 0 | 0 | |||
Dividends to/from affiliates | 0 | 49 | |||
Acquisition of noncontrolling interests in TNCLP | 0 | ||||
Distribution to noncontrolling interest | 0 | 0 | |||
Purchases of treasury stock | 0 | 0 | |||
Issuances of common stock under employee stock plans | 0 | 0 | |||
Shares withheld for taxes | 0 | 0 | |||
Net cash used in financing activities | (322) | (211) | |||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | |||
Increase in cash and cash equivalents | 129 | 71 | |||
Cash and cash equivalents at beginning of period | 65 | 388 | |||
Cash and cash equivalents at end of period | 194 | 459 | 194 | 459 | |
Reportable legal entities | Non- Guarantors | |||||
Operating Activities: | |||||
Net earnings | 167 | 138 | 621 | 475 | |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | |||||
Depreciation and amortization | 638 | 644 | |||
Deferred income taxes | (8) | (4) | |||
Stock-based compensation expense | 0 | 1 | |||
Unrealized net loss (gain) on natural gas derivatives | 0 | (4) | |||
Unrealized Loss on Embedded Derivative Instrument | 0 | 0 | |||
Gain on disposal of property, plant and equipment | 2 | (1) | |||
Undistributed earnings of affiliates—net | 3 | (5) | |||
Changes in: | |||||
Intercompany accounts receivable/accounts payable - net | 47 | 9 | |||
Accounts receivable—net | (3) | (11) | |||
Inventories | 25 | 7 | |||
Accrued and prepaid income taxes | 28 | (8) | |||
Accounts and notes payable and accrued expenses | (42) | (18) | |||
Customer advances | 0 | 0 | |||
Other—net | (35) | (34) | |||
Net cash provided by operating activities | 1,276 | 1,051 | |||
Investing Activities: | |||||
Additions to property, plant and equipment | (286) | (267) | |||
Proceeds from sale of property, plant and equipment | 15 | 19 | |||
Distributions received from unconsolidated affiliates | (957) | (496) | |||
Insurance proceeds for property, plant and equipment | 15 | ||||
Investments in consolidated subsidiaries - capital contributions | 446 | ||||
Other—net | 1 | ||||
Net cash used in investing activities | (1,213) | (287) | |||
Financing Activities: | |||||
Long-term debt—net | 39 | (178) | |||
Short-term debt—net | 55 | 30 | |||
Financing fees | 0 | ||||
Dividends paid on common stock | 0 | (49) | |||
Dividends to/from affiliates | 0 | 0 | |||
Acquisition of noncontrolling interests in TNCLP | 388 | ||||
Distribution to noncontrolling interest | (186) | (139) | |||
Purchases of treasury stock | 0 | 0 | |||
Issuances of common stock under employee stock plans | 0 | 0 | |||
Shares withheld for taxes | 0 | 0 | |||
Net cash used in financing activities | (92) | (724) | |||
Effect of exchange rate changes on cash and cash equivalents | (2) | (4) | |||
Increase in cash and cash equivalents | (31) | 36 | |||
Cash and cash equivalents at beginning of period | 554 | 432 | |||
Cash and cash equivalents at end of period | 523 | 468 | 523 | 468 | |
Eliminations | |||||
Operating Activities: | |||||
Net earnings | (282) | (193) | (1,484) | (953) | |
Adjustments to reconcile net 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 (gain) on natural gas derivatives | 0 | 0 | |||
Unrealized Loss on Embedded Derivative Instrument | 0 | 0 | |||
Gain on disposal of property, plant and equipment | 0 | 0 | |||
Undistributed earnings of affiliates—net | 1,484 | 953 | |||
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 | |||
Distributions received from unconsolidated affiliates | 0 | 0 | |||
Insurance proceeds for property, plant and equipment | 0 | 0 | |||
Investments in consolidated subsidiaries - capital contributions | 0 | ||||
Other—net | 0 | ||||
Net cash used in investing activities | 0 | 0 | |||
Financing Activities: | |||||
Long-term debt—net | 0 | 0 | |||
Short-term debt—net | 0 | 0 | |||
Financing fees | 0 | ||||
Dividends paid on common stock | 252 | 159 | |||
Dividends to/from affiliates | (252) | (159) | |||
Acquisition of noncontrolling interests in TNCLP | 0 | ||||
Distribution to noncontrolling interest | 0 | 0 | |||
Purchases of treasury stock | 0 | 0 | |||
Issuances of common stock under employee stock plans | 0 | 0 | |||
Shares withheld for taxes | 0 | 0 | |||
Net cash used in 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 | $ 0 | 0 | |
All Other Subsidiaries [Member] | Reportable legal entities | |||||
Investing Activities: | |||||
Insurance proceeds for property, plant and equipment | $ 10 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ in Millions | Oct. 30, 2019 | Oct. 28, 2019 | Oct. 09, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Subsequent Event [Line Items] | |||||
Long-term Debt | $ 4,703 | $ 4,698 | |||
CF Industries | Unsecured senior notes 7.125% due 2020 | Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Long-term Debt | 499 | 497 | |||
CF Industries | Unsecured senior notes 7.125% due 2020 | Senior Notes | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Debt Instrument, Face Amount | $ 500 | ||||
Long-term Debt | $ 513 | ||||
CF Industries | Senior Notes 3.400 Percent Due 2021 [Member] [Member] | Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Long-term Debt | $ 496 | $ 495 | |||
CF Industries | Senior Notes 3.400 Percent Due 2021 [Member] [Member] | Senior Notes | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Debt Instrument, Face Amount | $ 500 | ||||
Long-term Debt | $ 257 | ||||
Early Repayment of Senior Debt | $ 250 | ||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 50.00% |