Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Jan. 31, 2020 | Jun. 30, 2019 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 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, Postal Zip Code | 60015 | ||
Entity Address, City or Town | Deerfield, | ||
Entity Address, State or Province | IL | ||
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 Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 Public Float | $ 10,166,447,335 | ||
Entity Common Stock, Shares Outstanding | 216,171,177 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for its 2020 annual meeting of stockholders (Proxy Statement) are incorporated by reference into Part III of this Annual Report on Form 10-K. The Proxy Statement will be filed with the Securities and Exchange Commission, pursuant to Regulation 14A, not later than 120 days after the end of the 2019 fiscal year, or, if the registrant does not file the Proxy Statement within such 120-day period, the registrant will amend this Annual Report on Form 10-K to include the information required under Part III hereof not later than the end of such 120-day period. | ||
Entity Central Index Key | 0001324404 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net sales | $ 1,049 | $ 1,038 | $ 1,502 | $ 1,001 | $ 1,132 | $ 1,040 | $ 1,300 | $ 957 | $ 4,590 | $ 4,429 | $ 4,130 |
Cost of sales | 3,416 | 3,512 | 3,696 | ||||||||
Gross margin | 227 | 228 | 499 | 220 | 242 | 173 | 312 | 190 | 1,174 | 917 | 434 |
Selling, general and administrative expenses | 239 | 214 | 191 | ||||||||
Other operating—net | (73) | (27) | 18 | ||||||||
Total other operating costs and expenses | 166 | 187 | 209 | ||||||||
Equity in (loss) earnings of operating affiliates | (5) | 36 | 9 | ||||||||
Operating earnings | 1,003 | 766 | 234 | ||||||||
Interest expense | 237 | 241 | 315 | ||||||||
Interest income | (20) | (13) | (12) | ||||||||
Loss on debt extinguishment | 21 | 0 | 53 | ||||||||
Other non-operating—net | (7) | (9) | (3) | ||||||||
Earnings (loss) before income taxes | 772 | 547 | (125) | ||||||||
Income tax provision (benefit) | 126 | 119 | (575) | ||||||||
Net earnings | 94 | 114 | 320 | 118 | 95 | 71 | 174 | 88 | 646 | 428 | 450 |
Less: Comprehensive income attributable to noncontrolling interests | 153 | 138 | 92 | ||||||||
Less: Net earnings attributable to noncontrolling interests | 153 | 138 | 92 | ||||||||
Net earnings attributable to common stockholders | $ 55 | $ 65 | $ 283 | $ 90 | $ 49 | $ 30 | $ 148 | $ 63 | $ 493 | $ 290 | $ 358 |
Net earnings per share attributable to common stockholders: | |||||||||||
Basic (in dollars per share) | $ 0.26 | $ 0.29 | $ 1.28 | $ 0.40 | $ 0.21 | $ 0.13 | $ 0.63 | $ 0.27 | $ 2.24 | $ 1.25 | $ 1.53 |
Diluted (in dollars per share) | $ 0.25 | $ 0.29 | $ 1.28 | $ 0.40 | $ 0.21 | $ 0.13 | $ 0.63 | $ 0.27 | $ 2.23 | $ 1.24 | $ 1.53 |
Weighted-average common shares outstanding: | |||||||||||
Basic (in shares) | 220.2 | 232.6 | 233.5 | ||||||||
Diluted (in shares) | 221.6 | 233.8 | 233.9 | ||||||||
Noncontrolling Interests | |||||||||||
Net earnings | $ 138 | ||||||||||
Less: Net earnings attributable to noncontrolling interests | $ 153 | $ 92 | |||||||||
Retained Earnings | |||||||||||
Net earnings | $ 493 | $ 290 | $ 358 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net earnings | $ 646 | $ 428 | $ 450 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustment—net of taxes | 62 | (105) | 127 |
Derivatives—net of taxes | 0 | 0 | (1) |
Defined benefit plans—net of taxes | (57) | 8 | 9 |
Total other comprehensive income (loss) | 5 | (97) | 135 |
Comprehensive income | 651 | 331 | 585 |
Less: Comprehensive income attributable to noncontrolling interests | 153 | 138 | 92 |
Comprehensive income attributable to common stockholders | $ 498 | $ 193 | $ 493 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||||
Cash and cash equivalents | $ 287 | $ 682 | $ 835 | $ 1,169 |
Accounts receivable—net | 242 | 235 | ||
Inventories | 351 | 309 | ||
Prepaid income taxes | 71 | 28 | ||
Other current assets | 23 | 20 | ||
Total current assets | 974 | 1,274 | ||
Property, plant and equipment—net | 8,170 | 8,623 | 9,175 | |
Investments in and advances to affiliates | 88 | 93 | ||
Goodwill | 2,365 | 2,353 | ||
Operating lease right-of-use assets | 280 | 0 | ||
Other assets | 295 | 318 | ||
Total assets | 12,172 | 12,661 | ||
Current liabilities: | ||||
Accounts payable and accrued expenses | 437 | 545 | ||
Income taxes payable | 1 | 5 | ||
Customer advances | 119 | 149 | ||
Current operating lease liabilities | 90 | 0 | ||
Other current liabilities | 18 | 6 | ||
Total current liabilities | 665 | 705 | ||
Long-term debt | 3,957 | 4,698 | ||
Deferred income taxes | 1,246 | 1,117 | ||
Operating lease liabilities | 193 | 0 | ||
Other liabilities | 474 | 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—216,023,826 shares issued and 2018—233,800,903 shares issued | 2 | 2 | ||
Paid-in capital | 1,303 | 1,368 | ||
Retained earnings | 1,958 | 2,463 | ||
Treasury stock—at cost, 2019—0 shares and 2018—10,982,408 shares | 0 | (504) | ||
Accumulated other comprehensive loss | (366) | (371) | ||
Total stockholders’ equity | 2,897 | 2,958 | ||
Noncontrolling interest | 2,740 | 2,773 | 3,105 | 3,144 |
Total equity | 5,637 | 5,731 | $ 6,684 | $ 6,492 |
Total liabilities and equity | $ 12,172 | $ 12,661 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 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 | 216,023,826 | 233,800,903 |
Treasury stock, shares | 0 | 10,982,408 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Millions | Total | Total Stockholders’ Equity | $0.01 Par Value Common Stock | Treasury Stock | Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Noncontrolling Interests |
Beginning balance at Dec. 31, 2016 | $ 6,492 | $ 3,348 | $ 2 | $ (1) | $ 1,380 | $ 2,365 | $ (398) | $ 3,144 |
Increase (decrease) in equity | ||||||||
Net earnings | 450 | 358 | 0 | 0 | 0 | 358 | 0 | |
Less: Net earnings attributable to noncontrolling interests | 92 | 92 | ||||||
Other comprehensive loss | 135 | 135 | 0 | 0 | 0 | 0 | 135 | 0 |
Issuance of $0.01 par value common stock under employee stock plans | 1 | 1 | 0 | 1 | 0 | 0 | 0 | 0 |
Stock-based compensation expense | 17 | 17 | 0 | 0 | 17 | 0 | 0 | 0 |
Cash dividends ($1.20 per share) | (280) | (280) | 0 | 0 | 0 | (280) | 0 | 0 |
Acquisition of noncontrolling interests in TNCLP | 0 | |||||||
Distributions declared to noncontrolling interests | (131) | 0 | 0 | 0 | 0 | 0 | 0 | (131) |
Ending balance at Dec. 31, 2017 | 6,684 | 3,579 | 2 | 0 | 1,397 | 2,443 | (263) | 3,105 |
Cumulative Effect of New Accounting Principle in Period of Adoption | Accounting Standards Update 2016-01 | 0 | 0 | 0 | 0 | 0 | 1 | (1) | 0 |
Cumulative Effect of New Accounting Principle in Period of Adoption | Accounting Standards Update 2014-09 | (1) | (1) | 0 | 0 | 0 | (1) | 0 | 0 |
Cumulative Effect of New Accounting Principle in Period of Adoption | Accounting Standards Update 2018-12 | 0 | 0 | 0 | 0 | 0 | 10 | (10) | 0 |
Increase (decrease) in equity | ||||||||
Net earnings | 428 | 290 | 0 | 0 | 0 | 290 | 0 | 138 |
Less: Net earnings attributable to noncontrolling interests | 138 | |||||||
Other comprehensive loss | (97) | (97) | 0 | 0 | 0 | 0 | (97) | 0 |
Issuance of $0.01 par value common stock under employee stock plans | 8 | 8 | 0 | (4) | 12 | 0 | 0 | 0 |
Purchases of treasury stock | (500) | (500) | 0 | (500) | 0 | 0 | 0 | 0 |
Stock-based compensation expense | 21 | 21 | 0 | 0 | 21 | 0 | 0 | 0 |
Cash dividends ($1.20 per share) | (280) | (280) | 0 | 0 | 0 | (280) | 0 | 0 |
Acquisition of noncontrolling interests in TNCLP | (393) | (62) | 0 | 0 | (62) | 0 | 0 | (331) |
Distributions declared to noncontrolling interests | (139) | 0 | 0 | 0 | 0 | 0 | 0 | (139) |
Ending balance at Dec. 31, 2018 | 5,731 | 2,958 | 2 | (504) | 1,368 | 2,463 | (371) | 2,773 |
Increase (decrease) in equity | ||||||||
Net earnings | 646 | 493 | 0 | 0 | 0 | 493 | 0 | |
Less: Net earnings attributable to noncontrolling interests | 153 | 153 | ||||||
Other comprehensive loss | 5 | 5 | 0 | 0 | 0 | 0 | 5 | 0 |
Issuance of $0.01 par value common stock under employee stock plans | 19 | 19 | 0 | 2 | 17 | 0 | 0 | 0 |
Purchases of treasury stock | (337) | (337) | 0 | (337) | 0 | 0 | 0 | 0 |
Retirement of treasury stock | 0 | 0 | 0 | 843 | (110) | (733) | 0 | 0 |
Acquisition of treasury stock under employee stock plans | (4) | (4) | 0 | (4) | 0 | 0 | 0 | 0 |
Stock-based compensation expense | 28 | 28 | 0 | 0 | 28 | 0 | 0 | 0 |
Cash dividends ($1.20 per share) | (265) | (265) | 0 | 0 | 0 | (265) | 0 | 0 |
Distributions declared to noncontrolling interests | (186) | 0 | 0 | 0 | 0 | 0 | 0 | (186) |
Ending balance at Dec. 31, 2019 | $ 5,637 | $ 2,897 | $ 2 | $ 0 | $ 1,303 | $ 1,958 | $ (366) | $ 2,740 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Cash dividends (in dollars per share) | $ 1.2 | $ 1.2 | $ 1.2 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Activities: | |||
Net earnings | $ 646 | $ 428 | $ 450 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization | 875 | 888 | 883 |
Deferred income taxes | 149 | 78 | (601) |
Stock-based compensation expense | 28 | 22 | 17 |
Unrealized net loss (gain) on natural gas derivatives | 14 | (13) | 61 |
Loss on Embedded Derivative Instrument | 4 | 1 | 4 |
Gain on sale of equity method investment | 0 | 0 | (14) |
Loss on debt extinguishment | 21 | 0 | 53 |
(Gain) loss on disposal of property, plant and equipment | (40) | 6 | 3 |
Undistributed losses (earnings) of affiliates—net of taxes | 2 | (3) | 3 |
Changes in: | |||
Accounts receivable—net | (6) | 68 | (57) |
Inventories | (26) | (52) | 40 |
Accrued and prepaid income taxes | 22 | 8 | 809 |
Accounts payable and accrued expenses | (72) | 44 | (1) |
Customer advances | (30) | 59 | 48 |
Other—net | (82) | (37) | (67) |
Net cash provided by operating activities | 1,505 | 1,497 | 1,631 |
Investing Activities: | |||
Additions to property, plant and equipment | (404) | (422) | (473) |
Proceeds from sale of property, plant and equipment | 70 | 26 | 20 |
Proceeds from sale of equity method investment | 0 | 0 | 16 |
Proceeds from sale of auction rate securities | 0 | 0 | 9 |
Distributions received from unconsolidated affiliates | 0 | 10 | 14 |
Insurance proceeds for property, plant and equipment | 15 | 10 | 0 |
Other—net | 0 | 1 | 1 |
Net cash used in investing activities | (319) | (375) | (413) |
Financing Activities: | |||
Payments of long-term borrowings | (769) | 0 | (1,148) |
Payment to CHS related to credit provision | (5) | (5) | (5) |
Financing fees | (3) | 1 | (1) |
Purchases of treasury stock | (370) | (467) | 0 |
Dividends paid on common stock | (265) | (280) | (280) |
Acquisition of noncontrolling interests in TNCLP | 0 | (388) | 0 |
Distributions to noncontrolling interests | (186) | (139) | (131) |
Issuances of common stock under employee stock plans | 19 | 12 | 1 |
Shares withheld for taxes | (4) | (4) | 0 |
Net cash used in financing activities | (1,583) | (1,270) | (1,564) |
Effect of exchange rate changes on cash and cash equivalents | 2 | (5) | 12 |
Decrease in cash and cash equivalents | (395) | (153) | (334) |
Cash, cash equivalents and restricted cash at beginning of period | 682 | 835 | 1,169 |
Cash and cash equivalents at end of period | $ 287 | 682 | $ 835 |
Noncontrolling Interests | |||
Operating Activities: | |||
Net earnings | $ 138 |
Background and Basis of Present
Background and Basis of Presentation | 12 Months Ended |
Dec. 31, 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 anhydrous ammonia (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, facility, 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 and 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. Our principal assets as of December 31, 2019 include: • five U.S. nitrogen manufacturing facilities located in Donaldsonville, Louisiana; Port Neal, Iowa; Yazoo City, Mississippi; Verdigris, Oklahoma; and Woodward, Oklahoma. These facilities are wholly owned directly or indirectly by CF Industries Nitrogen, LLC (CFN), of which we own approximately 89% and CHS Inc. (CHS) owns the remainder. See Note 17—Noncontrolling Interests for additional information on our strategic venture with CHS; • two Canadian nitrogen manufacturing facilities, located in Medicine Hat, Alberta and Courtright, Ontario; • two United Kingdom nitrogen manufacturing facilities, located in Billingham and Ince; • an extensive system of terminals and associated transportation equipment located primarily in the Midwestern United States; and • a 50% interest in Point Lisas Nitrogen Limited (PLNL), an ammonia production joint venture located in the Republic of Trinidad and Tobago that we account for under the equity method. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Consolidation and Noncontrolling Interests The consolidated financial statements of CF Holdings include the accounts of CF Industries and all majority-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. In 2018, we announced that Terra Nitrogen GP Inc. (TNGP), the sole general partner of Terra Nitrogen Company, L.P. (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 . Upon completion of the Purchase, we owned, through our subsidiaries, 100% of the general and limited partnership interests of TNCLP. Prior to the purchase of the TNCLP Public Units, 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, and we consolidated TNCLP into our financial statements. The outside investors’ limited partnership interests in the partnership were included in noncontrolling interests in our consolidated financial statements prior to our purchase of the TNCLP Public Units. We own approximately 89% of the membership interests in CFN and consolidate CFN in our financial statements. CHS’ minority equity interest in CFN is included in noncontrolling interests in our consolidated financial statements. See Note 17—Noncontrolling Interests for additional information. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements and the reported amounts of 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 evaluation of potential impairments of property, investments, identifiable intangible assets and goodwill, income taxes, allowances for doubtful accounts receivable, the determination of the funded status and annual expense of defined benefit pension and other postretirement plans and the valuation of stock-based compensation awards granted to employees. Revenue Recognition We follow a five-step model for revenue recognition. The five steps are: (1) identification of the contract(s) with the customer, (2) identification of the performance obligation(s) in the contract(s), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligation, and (5) recognition of revenue when (or as) the performance obligation is satisfied. Control of our products transfers to our customers when the customer is able to direct the use of, and obtain substantially all of the benefits from, our products, which occurs at the later of when title or risk of loss transfers to the customer. Control generally transfers to the customer at a point in time upon loading of our product onto transportation equipment or delivery to a customer destination. Revenue from forward sales programs is recognized on the same basis as other sales regardless of when the customer advances are received. In situations where we have agreed to arrange delivery of the product to the customer’s intended destination and control of the product transfers upon loading of our product, we have elected to not identify delivery of the product as a performance obligation. We account for freight income associated with the delivery of these products as freight revenue, since this activity fulfills our obligation to transfer the product to the customer. Shipping and handling costs incurred by us are included in cost of sales. We offer cash incentives to certain customers based on the volume of their purchases over a certain period. Customer incentives are reported as a reduction in net sales. On January 1, 2018, we adopted Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which resulted in a reduction to opening retained earnings of $1 million . Prior to the adoption of ASU No. 2014-09, under Accounting Standards Codification Topic 605, the basic criteria for revenue recognition were: (1) evidence that a sales arrangement existed, (2) delivery of goods had occurred, (3) the seller’s price to the buyer was fixed or determinable, and (4) collectability was reasonably assured. We recognized revenue when these criteria had been met, and when title and risk of loss transferred to the customer, which could be at the plant gate, a distribution facility, a supplier location or a customer location. Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less. The carrying value of cash and cash equivalents approximates fair value. Investments Short-term investments and noncurrent investments are accounted for primarily as available-for-sale securities reported at fair value. Prior to January 1, 2018, changes in fair value for available-for-sale debt and equity securities were reported in other comprehensive income. Beginning in 2018, as a result of our adoption of ASU No. 2016-01 on January 1, 2018, changes in the fair value of available-for-sale equity securities are recognized through earnings. The carrying values of short-term investments approximate fair values because of the short maturities and the highly liquid nature of these investments. Inventories Inventories are reported at the lower of cost and net realizable value with cost determined on a first-in, first-out and average cost basis. Inventory includes the cost of materials, production labor and production overhead. Inventory at warehouses and terminals also includes distribution costs to move inventory to the distribution facilities. Net realizable value is reviewed at least quarterly. Fixed production costs related to idle capacity are not included in the cost of inventory but are charged directly to cost of sales in the period incurred. Investment in Unconsolidated Affiliate The equity method of accounting is used for investments in affiliates that we do not consolidate, but over which we have the ability to exercise significant influence. Our equity method investment for which the results are included in operating earnings consists of our 50% ownership interest in PLNL, which operates an ammonia production facility in the Republic of Trinidad and Tobago. Our share of the net earnings from this investment is reported as an element of earnings from operations because PLNL’s operations provide additional production and are integrated with our supply chain and sales activities in the ammonia segment. See Note 8—Equity Method Investments for additional information. Profits resulting from sales or purchases with equity method investees are eliminated until realized by the investee or investor, respectively. Investments in affiliates are reviewed for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. When circumstances indicate that the fair value of an investment in an affiliate is less than its carrying value, and the reduction in value is other than temporary, the reduction in value is recognized immediately in earnings. Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation and amortization are computed using the straight-line method and are recorded over the estimated useful life of the property, plant and equipment. Useful lives are as follows: Years Mobile and office equipment 3 to 10 Production facilities and related assets 2 to 30 Land improvements 10 to 30 Buildings 10 to 40 We periodically review the useful lives assigned to our property, plant and equipment and we change the estimates to reflect the results of those reviews. 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. Plant turnarounds are accounted for under the deferral method, as opposed to the direct expense or built-in overhaul methods. Under the deferral method, expenditures related to turnarounds are capitalized in property, plant and equipment when incurred and amortized to production costs on a straight-line basis over the period benefited, which is until the next scheduled turnaround in up to five years . If the direct expense method were used, all turnaround costs would be expensed as incurred. Internal employee costs and overhead amounts are not considered turnaround costs and are not capitalized. Turnaround costs are classified as investing activities in our consolidated statements of cash flows. See Note 6—Property, Plant and Equipment—Net for additional information. Recoverability of Long-Lived Assets We review property, plant and equipment and other long-lived assets in order to assess recoverability based on expected future undiscounted cash flows whenever events or circumstances indicate that the carrying value may not be recoverable. If the sum of the expected future net cash flows is less than the carrying value, an impairment loss is recognized. The impairment loss is measured as the amount by which the carrying value exceeds the fair value of the asset. Goodwill and Other Intangible Assets Goodwill represents the excess of the purchase price of an acquired entity over the amounts assigned to the assets acquired and liabilities assumed. Goodwill is not amortized, but is reviewed for impairment annually or more frequently if certain impairment conditions arise. We perform our annual goodwill impairment review in the fourth quarter of each year at the reporting unit level. Our evaluation can begin with a qualitative assessment of the factors that could impact the significant inputs used to estimate fair value. If after performing the qualitative assessment, we determine that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill, then no further analysis is necessary. However, if the results of the qualitative test are unclear, we perform a quantitative test, which involves comparing the fair value of a reporting unit with its carrying amount, including goodwill. We use an income-based valuation method, determining the present value of future cash flows, to estimate the fair value of a reporting unit. If the fair value of a reporting unit exceeds its positive carrying amount, goodwill of the reporting unit is considered not impaired, and no further analysis is necessary. If the fair value of the reporting unit is less than its carrying amount, goodwill impairment would be recognized equal to the amount of the carrying value in excess of the reporting unit’s fair value, limited to the total amount of goodwill allocated to the reporting unit. Our intangible assets are presented in other assets on our consolidated balance sheets. See Note 7—Goodwill and Other Intangible Assets for additional information regarding our goodwill and other intangible assets. Leases Leases may be classified as either operating leases or finance leases. Assets acquired under finance leases, if any, would be amortized over the lease term on a straight-line basis and interest expense would be recognized using the effective interest method based on the lease liability at period end. For operating leases, rental payments, including rent holidays, leasehold incentives, and scheduled rent increases are expensed on a straight-line basis. Leasehold improvements are amortized over the shorter of the depreciable lives of the corresponding fixed assets or the lease term including any applicable renewals. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are projected to be recovered or settled. Realization of deferred tax assets is dependent on our ability to generate sufficient taxable income of an appropriate character in future periods. A valuation allowance is established if it is determined to be more likely than not that a deferred tax asset will not be realized. Significant judgment is applied in evaluating the need for and magnitude of appropriate valuation allowances against deferred tax assets. Interest and penalties related to unrecognized tax benefits are reported as interest expense and income tax expense, respectively. Historically, a deferred income tax liability was recorded for income taxes that would result from the repatriation of the portion of the investment in the Company’s non-U.S. subsidiaries and joint venture that were considered to not be permanently reinvested. No deferred income tax liability was recorded for the remainder of our investment in non-U.S. subsidiaries and joint venture, which we believed to be permanently reinvested. We record our tax expense for Global Intangible Low-Taxed Income (GILTI) as an expense in the period in which incurred and as such do not record a deferred tax liability for taxes that may be due in future periods. See Note 10—Income Taxes for additional information. Customer Advances Customer advances represent cash received from customers following acceptance of orders under our forward sales programs. Under such advances, the customer prepays a portion of the value of the sales contract prior to obtaining control of the product, thereby reducing or eliminating accounts receivable from customers. Revenue is recognized when the customer obtains control of the product. Derivative Financial Instruments Natural gas is the principal raw material used to produce nitrogen-based products. We manage the risk of changes in natural gas prices primarily through the use of derivative financial instruments. The derivative instruments that we may use are primarily natural gas fixed price swaps, basis swaps and options traded in the over-the-counter (OTC) markets. The derivatives reference primarily a NYMEX futures price index, which represent the basis for fair value at any given time. These derivatives are traded in months forward and settlements are scheduled to coincide with anticipated gas purchases during those future periods. We do not use derivatives for trading purposes and are not a party to any leveraged derivatives. Derivative financial instruments are accounted for at fair value and recognized as current or noncurrent assets and liabilities on our consolidated balance sheets. We use natural gas derivatives as an economic hedge of natural gas price risk, but without the application of hedge accounting. As a result, changes in fair value of these contracts are recognized in earnings. The fair values of derivative instruments and any related cash collateral are reported on a gross basis rather than on a net basis. Cash flows related to natural gas derivatives are reported as operating activities. See Note 15—Derivative Financial Instruments for additional information. Debt Issuance Costs Costs associated with the issuance of debt are recorded on the balance sheet as a direct deduction from the carrying amount of the related debt liability. Costs associated with entering into revolving credit facilities are recorded as an asset in noncurrent assets. All debt issuance costs are amortized over the term of the related debt using the effective interest rate method. Debt issuance discounts are netted against the related debt and are amortized over the term of the debt using the effective interest method. See Note 12—Financing Agreements for additional information. Environmental Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations are expensed. Expenditures that increase the capacity or extend the useful life of an asset, improve the safety or efficiency of the operations, or mitigate or prevent future environmental contamination are capitalized. Liabilities are recorded when it is probable that an obligation has been incurred and the costs can be reasonably estimated. Environmental liabilities are not discounted. Stock-based Compensation We grant stock-based compensation awards under our equity and incentive plans. The awards that have been granted to date are nonqualified stock options, restricted stock awards, restricted stock units and performance share units. The cost of employee services received in exchange for the awards is measured based on the fair value of the award on the grant date and is recognized as expense on a straight-line basis over the period during which the employee is required to provide the services. See Note 19—Stock-Based Compensation for additional information. Treasury Stock We periodically retire treasury shares acquired through repurchases of our common stock and return those shares to the status of authorized but unissued. We account for treasury stock transactions under the cost method. For each reacquisition of common stock, the number of shares and the acquisition price for those shares is added to the treasury stock count and total value. When treasury shares are retired, we allocate the excess of the repurchase price over the par value of shares acquired to both retained earnings and paid-in capital. The portion allocated to paid-in capital is determined by applying the average paid-in capital per share, and the remaining portion is recorded to retained earnings. Litigation From time to time, we are subject to ordinary, routine legal proceedings related to the usual conduct of our business. We may also be involved in proceedings regarding public utility and transportation rates, environmental matters, taxes and permits relating to the operations of our various plants and facilities. Accruals for such contingencies are recorded to the extent management concludes their occurrence is probable and the financial impact of an adverse outcome is reasonably estimable. Legal fees are recognized as incurred and are not included in accruals for contingencies. Disclosure for specific legal contingencies is provided if the likelihood of occurrence is at least reasonably possible and the exposure is considered material to the consolidated financial statements. In making determinations of likely outcomes of litigation matters, many factors are considered. These factors include, but are not limited to, history, scientific and other evidence, and the specifics and status of each matter. If the assessment of various factors changes, the estimates may change. Predicting the outcome of claims and litigation, and estimating related costs and exposure involves substantial uncertainties that could cause actual costs to vary materially from estimates and accruals. Foreign Currency Translation We translate the financial statements of our foreign subsidiaries with non-U.S. dollar functional currencies using period-end exchange rates for assets and liabilities and weighted-average exchange rates for each period for revenues and expenses. The resulting translation adjustments are recorded as a separate component of accumulated other comprehensive income (AOCI) within stockholders’ equity. Foreign currency-denominated assets and liabilities are remeasured into U.S. dollars at exchange rates existing at the respective balance sheet dates. Gains and losses resulting from these foreign currency transactions are included in other operating—net on our consolidated statements of operations. Gains and losses resulting from intercompany foreign currency transactions that are of a long-term investment nature, if any, are reported in other comprehensive income. |
New Accounting Standards
New Accounting Standards | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
New Accounting Standards | New Accounting Standards Recently Adopted Pronouncements On January 1, 2019, we adopted 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 24—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 In August 2018, the Financial Accounting Standards Board (FASB) issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This ASU aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This ASU does not affect the accounting for the service element of a hosting arrangement that is a service contract. The amendments in this ASU are effective for annual and interim periods beginning after December 15, 2019 and can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We plan to adopt this ASU prospectively and do not expect that our adoption of this ASU on January 1, 2020 will have a material impact on our consolidated financial statements. However, this guidance could have an effect on future financial results if significant new software involving a cloud computing agreement is implemented. In this case, a certain portion of the implementation costs could be deferred and expensed over the term of the cloud computing arrangement. In December 2019, the FASB issued ASU No. 2019-12: Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes. This ASU adds new guidance to simplify accounting for income taxes, changes the accounting for certain income tax transactions and makes minor improvements to the codification. The amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption of this ASU is permitted. We are currently evaluating the impact that our adoption of this ASU will have on our consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | . Revenue Recognition Our performance obligations under a customer contract correspond to each shipment of product that we make to our customer under the contract. As a result, each contract may have more than one performance obligation based on the number of products ordered, the quantity of product to be shipped and the mode of shipment requested by the customer. When we enter into a contract with a customer, we are obligated to provide the product in that contract during a mutually agreed upon time period. Depending on the terms of the contract, either we or the customer arranges delivery of the product to the customer’s intended destination. When we arrange delivery of the product and control of the product transfers upon loading, we recognize freight revenue, which was not material for 2019 or 2018 . Certain of our contracts require us to supply products on a continuous basis to the customer. We recognize revenue on these contracts based on the quantity of products transferred to the customer during the period. For 2019 and 2018 , the total amount of revenue for these contracts was $55 million and $85 million , respectively. From time to time, we will enter the marketplace to purchase product in order to satisfy the obligations of our customer contracts. When we purchase product for this purpose, we are the principal in the transaction and recognize revenue on a gross basis. As discussed in Note 8—Equity Method Investments , 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. During 2019 and 2018 , other than products purchased from PLNL, we did not purchase any products in the marketplace in order to satisfy the obligations of our customer contracts. Transaction Price We agree with our customers on the selling price of each transaction. This transaction price is generally based on the product, market conditions, including supply and demand balances, freight arrangements including where control transfers, and customer incentives. In our contracts with customers, we allocate the entire transaction price to the sale of product to the customer, which is the basis for the determination of the relative standalone selling price allocated to each performance obligation. Any sales tax, value added tax, and other tax we collect concurrently with our revenue-producing activities are excluded from revenue. Returns of our product by our customers are permitted only when the product is not to specification. Returns were not material during 2019 and 2018 . We offer cash incentives to certain customers that do not provide an option to the customer for additional product. Accrual of these incentives involves the use of estimates, including how much product the customer will purchase and whether the customer will achieve a certain level of purchases within the incentive period. The balances of customer incentives accrued at December 31, 2019 and 2018 were not material. Revenue Disaggregation We track our revenue by product and by geography. See Note 21—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 2019 and 2018 : Ammonia Granular UAN AN Other Total (in millions) Year ended December 31, 2019 North America $ 948 $ 1,269 $ 1,176 $ 200 $ 256 $ 3,849 Europe and other 165 73 94 306 103 741 Total revenue $ 1,113 $ 1,342 $ 1,270 $ 506 $ 359 $ 4,590 Year ended December 31, 2018 North America $ 883 $ 1,243 $ 1,047 $ 186 $ 261 $ 3,620 Europe and other 145 79 187 274 124 809 Total revenue $ 1,028 $ 1,322 $ 1,234 $ 460 $ 385 $ 4,429 Accounts Receivable and Customer Advances Our customers purchase our products through sales on credit or forward sales. Products sold to our customers on credit are recorded as accounts receivable when the customer obtains control of the product. Customers that purchase our products on credit are required to pay in accordance with our customary payment terms, which are generally less than 30 days. For 2019 and 2018 , the amount of customer bad debt expense recognized was immaterial. For forward sales, the customer prepays a portion of the value of the sales contract prior to obtaining control of the product. These prepayments, when received, are recorded as customer advances and are recognized as revenue when the customer obtains control of the product. Forward sales are customarily offered for periods of less than one year in advance of when the customer obtains control of the product. As of December 31, 2019 and 2018 , we had $119 million and $149 million , respectively, in customer advances on our consolidated balance sheets. The decrease in the balance of customer advances was due primarily to lower nitrogen prices and weaker nitrogen demand resulting in a decrease in forward contracts. During 2019 , all of our customer advances that were recorded as of December 31, 2018 were recognized as revenue. 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 December 31, 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 $1.1 billion . We expect to recognize approximately 31% of these performance obligations as revenue in 2020 , approximately 39% as revenue during 2021 and 2022 and approximately 30% as revenue during 2023 and 2024. 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 is approximately $283 million as of December 31, 2019 . Other than the performance obligations described above, any performance obligations with our customers that were unfulfilled or partially filled at December 31, 2019 will be satisfied in 2020 . All of our contracts require that the period between the payment for goods and the transfer of those goods to the customer occur within normal contractual terms that do not exceed one year; therefore, we have not adjusted the transaction price of any of our contracts to recognize a significant financing component. We have also expensed any incremental costs associated with obtaining a contract that has a duration of less than one year, and there were no costs capitalized during 2019 and 2018 . |
Net Earnings Per Share
Net Earnings Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Earnings Per Share | Net Earnings Per Share Net earnings per share were computed as follows: Year ended December 31, 2019 2018 2017 (in millions, except per share amounts) Net earnings attributable to common stockholders $ 493 $ 290 $ 358 Basic earnings per common share: Weighted-average common shares outstanding 220.2 232.6 233.5 Net earnings attributable to common stockholders $ 2.24 $ 1.25 $ 1.53 Diluted earnings per common share: Weighted-average common shares outstanding 220.2 232.6 233.5 Dilutive common shares—stock-based awards 1.4 1.2 0.4 Diluted weighted-average shares outstanding 221.6 233.8 233.9 Net earnings attributable to common stockholders $ 2.23 $ 1.24 $ 1.53 Dilutive earnings per share is calculated using weighted-average common shares outstanding, including the dilutive effect of stock-based awards as determined under the treasury stock method. 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 , 1.5 million and 3.7 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. |
Property, Plant and Equipment-N
Property, Plant and Equipment-Net | 12 Months Ended |
Dec. 31, 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: December 31, 2019 2018 (in millions) Land $ 71 $ 69 Machinery and equipment 12,338 12,127 Buildings and improvements 890 886 Construction in progress 236 225 Property, plant and equipment (1) 13,535 13,307 Less: Accumulated depreciation and amortization 5,365 4,684 Property, plant and equipment—net $ 8,170 $ 8,623 _______________________________________________________________________________ (1) As of December 31, 2019 and 2018 , we had property, plant and equipment that was accrued but unpaid of approximately $42 million and $48 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 year ended December 31, 2019 . Depreciation and amortization related to property, plant and equipment was $855 million , $865 million and $848 million in 2019 , 2018 and 2017 , 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: Year ended December 31, 2019 2018 2017 (in millions) Net capitalized turnaround costs at beginning of the year $ 252 $ 208 $ 206 Additions 102 156 100 Depreciation (112 ) (111 ) (102 ) Effect of exchange rate changes 4 (1 ) 4 Net capitalized turnaround costs at end of the year $ 246 $ 252 $ 208 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 | 12 Months Ended |
Dec. 31, 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 December 31, 2019 and 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 — — 10 1 12 Balance as of December 31, 2019 $ 587 $ 828 $ 576 $ 302 $ 72 $ 2,365 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: December 31, 2019 December 31, 2018 Gross Accumulated Net Gross Accumulated Net (in millions) Customer relationships $ 131 $ (45 ) $ 86 $ 127 $ (37 ) $ 90 TerraCair brand — — — 10 (10 ) — Trade names 31 (7 ) 24 30 (5 ) 25 Total intangible assets $ 162 $ (52 ) $ 110 $ 167 $ (52 ) $ 115 Our intangible assets are being amortized over a weighted-average life of approximately 20 years. Amortization expense of our identifiable intangibles was $8 million , $7 million and $9 million for the years ended December 31, 2019 , 2018 and 2017 , 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 each of the five succeeding fiscal years is as follows: Estimated (in millions) 2020 $ 8 2021 8 2022 8 2023 8 2024 8 |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments We have a 50% ownership interest in 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 December 31, 2019 , the total carrying value of our equity method investment in PLNL was $88 million , $45 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 13 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 $69 million , $86 million and $76 million in 2019 , 2018 and 2017 , 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 asserted that PLNL should have withheld tax at a higher rate on dividends paid to its Trinidadian owners. The Board of Inland Revenue also would have assessed statutory interest and penalties on the amount of tax owed when a final assessment was issued for the tax years 2011 and 2012. 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 that 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 in the third quarter of 2019. Our 50% share of PLNL’s tax charge is $16 million , which reduced our equity in earnings of operating affiliate for 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 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 2018 was an increase in our equity in earnings of operating affiliates of approximately $19 million . The Board of Inland Revenue previously issued a tax assessment against PLNL related to a dispute over whether tax depreciation must be claimed during a tax holiday period that was granted to PLNL under the Trinidadian Fiscal Incentives Act. The tax holiday was granted as an incentive to construct PLNL’s ammonia plant. Based on the facts and circumstances of this matter, PLNL recorded a tax contingency accrual in the second quarter of 2017, which reduced our equity in earnings of PLNL for 2017 by approximately $7 million reflecting our 50% ownership interest. In early 2018, PLNL settled this matter with the Board of Inland Revenue for the amounts accrued. In the fourth quarter of 2017, we sold our interest in a joint venture that owned a carbon dioxide liquefaction and purification facility and recognized a gain of $14 million |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Our cash and cash equivalents and other investments consist of the following: December 31, 2019 Cost Basis Unrealized Unrealized Fair Value (in millions) Cash $ 59 $ — $ — $ 59 Cash equivalents: U.S. and Canadian government obligations 211 — — 211 Other debt securities 17 — — 17 Total cash and cash equivalents $ 287 $ — $ — $ 287 Nonqualified employee benefit trusts 17 2 — 19 December 31, 2018 Cost Basis Unrealized Unrealized 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 December 31, 2019 and 2018 that are recognized at fair value on a recurring basis, and indicate the fair value hierarchy utilized to determine such fair value: December 31, 2019 Total Fair Value Quoted Prices Significant Significant (in millions) Cash equivalents $ 228 $ 228 $ — $ — Nonqualified employee benefit trusts 19 19 — — Derivative liabilities (12 ) — (12 ) — Embedded derivative liability (20 ) — (20 ) — December 31, 2018 Total Fair Value Quoted Prices Significant Significant (in millions) Cash equivalents $ 648 $ 648 $ — $ — Nonqualified employee benefit trusts 19 19 — — Derivative assets 2 — 2 — Embedded derivative liability (21 ) — (21 ) — Cash Equivalents As of December 31, 2019 and 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. Derivative Instruments The derivative instruments that we use are primarily natural gas fixed price swaps, basis swaps and options traded in the OTC markets with multi-national commercial banks, other major financial institutions or large energy companies. The natural gas derivative contracts represent anticipated natural gas needs for future periods and settlements are scheduled to coincide with anticipated natural gas purchases during those future periods. The natural gas derivative contracts settle using primarily a NYMEX futures price index. To determine the fair value of these instruments, we use quoted market prices from NYMEX and standard pricing models with inputs derived from or corroborated by observable market data such as forward curves supplied by an industry-recognized independent third party. See Note 15—Derivative Financial Instruments for additional information. Embedded Derivative Liability Under the terms of our strategic venture with 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 2016, our credit ratings have been below certain levels and, as a result, we made an annual 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 December 31, 2019 and 2018 , the embedded derivative liability of $20 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 statements of operations for the years ended December 31, 2019 , 2018 and 2017 is a net loss of $4 million , $1 million and $4 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 17—Noncontrolling Interests for additional information regarding our strategic venture with CHS. Financial Instruments The carrying amounts and estimated fair value of our financial instruments are as follows: December 31, 2019 December 31, 2018 Carrying Fair Value Carrying Fair Value (in millions) Long-term debt $ 3,957 $ 4,295 $ 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 We also have assets and liabilities that may be measured at fair value on a nonrecurring basis; that is, the assets and liabilities are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment, when there is allocation of purchase price in an acquisition or when a new liability is being established that requires fair value measurement. These include long-lived assets, goodwill and other intangible assets and investments in unconsolidated subsidiaries, such as equity method investments, which may be written down to fair value as a result of impairment. The fair value measurements related to each of these rely primarily on Company-specific inputs and the Company’s assumptions about the use of the assets. Since certain of the Company’s assumptions would involve inputs that are not observable, these fair values would reside within Level 3 of the fair value hierarchy. We review the carrying value of our goodwill, definite lived intangible assets, and investments in unconsolidated subsidiaries to assess recoverability as part of our annual impairment review in the fourth quarter of each year and more frequently if there is an event that requires reassessment during the year. As part of the assessment process when performing impairment tests, we estimate many factors including future sales volume, selling prices, raw materials costs, operating rates, operating expenses, inflation, discount rates, exchange rates, tax rates and capital spending. The assumptions we make are material estimates that are used in the impairment testing. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Tax Provision (Benefit) The components of earnings (loss) before income taxes and the components of our income tax provision (benefit) are as follows: Year ended December 31, 2019 2018 2017 (in millions) Domestic $ 679 $ 516 $ (186 ) Non-U.S. 93 31 61 Earnings (loss) before income taxes $ 772 $ 547 $ (125 ) Current Federal $ 4 $ 5 $ (43 ) Foreign 21 14 19 State (48 ) 6 (6 ) (23 ) 25 (30 ) Deferred Federal 112 85 (44 ) Foreign — (10 ) (3 ) State 37 3 (7 ) 149 78 (54 ) Income tax provision (benefit) before Tax Reform 126 103 (84 ) Tax Reform - Current Federal — 19 54 Foreign — — — State — (3 ) 3 — 16 57 Tax Reform - Deferred Federal — — (548 ) Foreign — — — State — — — — — (548 ) Income tax provision (benefit) - Tax Reform — 16 (491 ) Income tax provision (benefit) $ 126 $ 119 $ (575 ) Settlement of Terra Amended Tax Returns The Company completed the acquisition of Terra Industries Inc. (Terra) in April 2010. After the acquisition, the Company determined that the manner in which Terra reported the repatriation of cash from foreign affiliates to its U.S. parent for U.S. and foreign income tax purposes was not appropriate. As a result, in 2012 the Company amended certain tax returns, including Terra’s income and withholding tax returns, back to 1999 (the Amended Tax Returns) to correct these tax returns and paid additional income and withholding taxes, and related interest and penalties. In early 2013, the Internal Revenue Service (IRS) commenced an examination of the U.S. tax aspects of the Amended Tax Returns. In 2017, the Company also made a Voluntary Disclosure Filing with the Canadian Revenue Agency (CRA) with respect to the Canadian tax aspects of this matter and paid additional Canadian taxes due. In early 2019, the IRS completed its examination of the Amended Tax Returns and submitted its audit reports and related refund claims to the Joint Committee on Taxation of the U.S. Congress (the Joint Committee). For purposes of its review, the Joint Committee separated the IRS audit reports into two separate matters: (i) an income tax related matter and (ii) a withholding tax matter. In December 2019, we received notification that the Joint Committee had approved the IRS audit reports relating to the income tax related matter. As a result, we expect to receive a cash refund in the first half of 2020 of approximately $57 million , including interest. As a result of the approval by the Joint Committee, the Company recognized in the fourth quarter of 2019 the following amounts in its consolidated statement of operations; (i) $5 million of interest income ( $4 million , net of tax); and (ii) a reduction in income tax expense of $10 million as a result of the favorable settlement of certain uncertain tax positions. The Joint Committee has not yet approved the IRS audit report relating to the withholding tax matter. If this approval is received, we expect to receive an additional tax refund of approximately $29 million , excluding related interest, and record a reduction in income tax expense of approximately $12 million . The Company previously recorded a tax receivable of CAD $27 million (or $21 million ) related to the Canadian tax aspects of this matter, which continues to be under review by the CRA. Tax Reform During the fourth quarter of 2017, we recorded an income tax benefit of $491 million reflecting the impact of the Tax Cuts and Jobs Act (the “Tax Act” or “Tax Reform”) that was enacted on December 22, 2017, including a provisional amount of $57 million for the transition tax liability based on amounts reasonably estimable. In 2018, a $16 million increase to the provisional amount of the transition tax liability was recorded. The adjustment to the provisional amount was required to properly reflect the inclusion of amounts subject to the transition tax in tax returns where the amounts were to be reported. The adjustments related to changes in (i) the amount of includible income subject to the transition tax; (ii) the computation of the allowable foreign tax credits against the transition tax liability and (iii) the allocation of certain gains and losses to various foreign tax credit baskets. The adjustment to the provisional amount represented an approximate 3 percentage point increase to our effective tax rate for the year ended December 31, 2018. The Tax Act also provided a new category of income from foreign operations, Global Intangible Low-Taxed Income (GILTI), that was subject to federal income tax beginning in the year ended December 31, 2018. The U.S. tax on foreign earnings in the effective tax rate table below includes our tax on GILTI in 2019 and 2018, which is primarily related to Canadian earnings. The Tax Act also adopted new rules imposing a limitation of the ability of corporations to deduct net business interest expense. For tax years through 2021, this provision limits the deduction of net business interest expense to thirty percent of Adjusted Taxable Income (ATI). Under this provision and proposed regulations issued thereunder, ATI is similar to earnings before interest, income taxes, depreciation and amortization (EBITDA), but (i) substitutes taxable income for net income and (ii) treats depreciation expense capitalized to inventory as not qualifying as depreciation expense for purposes of determining ATI. For calendar year 2019, we do not expect to have any of our net business interest expense disallowed under this provision. For calendar year 2018, we did not have any of our net business interest expense disallowed under this provision. During 2018 and 2019, the IRS issued proposed regulations clarifying and implementing a number of provisions contained within the Tax Act (the Proposed Regulations). While the majority of the Proposed Regulations are not final and there is no assurance that when finally enacted, the enacted regulations will be the same as the Proposed Regulations, we have computed our 2019 and 2018 income tax provision and related balance sheet accounts reflecting the provisions of the Proposed Regulations. Effective Tax Rate Differences in the expected income tax provision (benefit) based on statutory rates applied to earnings (loss) before income taxes and the income tax provision (benefit) reflected in the consolidated statements of operations are summarized below. Year ended December 31, 2019 2018 2017 (in millions, except percentages) Earnings (loss) before income taxes $ 772 $ 547 $ (125 ) Expected tax provision (benefit) at U.S. statutory rate (21% in 2019 and 2018, 35% in 2017) $ 162 $ 115 $ (44 ) State income taxes, net of federal 2 3 (21 ) Net earnings attributable to noncontrolling interests (32 ) (29 ) (32 ) U.S. manufacturing profits deduction — — 6 Foreign tax rate differential 2 — (6 ) U.S. tax on foreign earnings (including GILTI in 2019 and 2018) 3 12 1 Valuation allowance — 4 (3 ) Tax rate change — (2 ) 17 Settlement of Terra amended returns (10 ) — — Other (1 ) — (2 ) U.S. enacted tax rate change (Tax Reform) — — (552 ) Transition tax liability and other (Tax Reform) — 16 61 Income tax provision (benefit) $ 126 $ 119 $ (575 ) Effective tax rate 16.3 % 21.7 % 457.2 % Income tax provision (benefit) before Tax Reform (1) $ 126 $ 103 $ (84 ) Effective tax rate before Tax Reform 16.3 % 18.7 % 67.0 % _______________________________________________________________________________ (1) Income tax provision (benefit) before Tax Reform reflects the income tax provision (benefit) less the Tax Reform impacts included in the table above consisting of U.S. enacted tax rate change (Tax Reform) and transition tax liability and other. On April 2, 2018, we acquired the TNCLP Public Units. Our effective tax rate in 2018 was impacted by a $16 million reduction to our deferred tax liability as a result of the change in our effective state income tax rate as a result of the implementation of legal entity structure changes related to the acquisition. See Note 17—Noncontrolling Interests for additional information. State income taxes for the years ended December 31, 2019 , 2018 and 2017 includes income tax expense (benefit) of $7 million , $(3) million and $(30) million , respectively, net of federal tax effect, for state net operating loss carryforwards. State income taxes for the years ended December 31, 2019 , 2018 and 2017 , were also impacted by state tax credits of $25 million , $18 million and $1 million , respectively, net of federal tax effect, principally related to the generation of new jobs at our capital expansion project in Iowa as well as capital assets placed in service at our production facilities in Oklahoma. Most of these credits have been recorded as deferred tax assets and will be available to offset state income tax liabilities in future tax years. Due to limitations on the availability of some of these credits in future tax years, a valuation allowance has been recorded. For the year ended December 31, 2018, we recorded a net increase to the valuation allowance of $11 million . The foreign tax rate differential is impacted by the inclusion of equity earnings from our equity method investment in PLNL, a foreign operating affiliate, which are included in pre-tax earnings on an after-tax basis, and includes a $4 million deferred tax benefit in 2019 for an enacted tax rate change. Our effective tax rate is impacted by earnings attributable to noncontrolling interests in CFN and, prior to April 2, 2018, TNCLP, as our consolidated income tax provision (benefit) does not include a tax provision on the earnings attributable to the noncontrolling interests. As a result, earnings attributable to the noncontrolling interests of $153 million , $138 million and $92 million in 2019 , 2018 and 2017 , respectively, which are included in earnings (loss) before income taxes, impacted the effective tax rate in all three years. See Note 17—Noncontrolling Interests for additional information. We recorded an income tax receivable of approximately $22 million as a result of the carryback of the tax net operating loss for the year ended December 31, 2017 to prior tax years. The tax receivable from the net operating loss carryback was reduced by an alternative minimum tax of $36 million in the carryback periods. The alternative minimum tax incurred as a result of the carryback of the net operating loss became a refundable tax credit as a result of the impact of the Tax Act. These refundable tax credits were available for tax years subsequent to the tax year ended December 31, 2018 and were recorded in our noncurrent income tax receivable on our consolidated balance sheet as of December 31, 2018. The $22 million income tax receivable for the net operating loss carryback was included in prepaid income taxes on our consolidated balance sheet as of December 31, 2018, and the refund was received in 2019. We utilized the majority of the $36 million refundable tax credit to reduce our income taxes payable for 2019. In addition, we utilized the remaining U.S. federal net operating loss carryforward in 2019. As a result, there are no remaining U.S. federal net operating loss carryforwards at December 31, 2019. The income tax benefit for the year ended December 31, 2017 includes the tax impact of the U.S. manufacturing profits deductions claimed in prior years that will not be deductible as a result of the carryback of the tax net operating losses to these prior tax years. Deferred Taxes Deferred tax assets and deferred tax liabilities are as follows: December 31, 2019 2018 (in millions) Deferred tax assets: Net operating loss and capital loss carryforwards $ 108 $ 271 Retirement and other employee benefits 71 57 State tax credits 72 48 Operating lease liabilities 66 — Other 61 106 378 482 Valuation allowance (60 ) (173 ) 318 309 Deferred tax liabilities: Depreciation and amortization (276 ) (262 ) Investments in partnerships (1,217 ) (1,121 ) Operating lease right-of-use assets (65 ) — Foreign earnings — (28 ) Other (6 ) (15 ) (1,564 ) (1,426 ) Net deferred tax liability $ (1,246 ) $ (1,117 ) As of December 31, 2018 and 2017, a foreign subsidiary of the Company had net operating loss carryforwards of $379 million and $383 million , respectively, with corresponding deferred tax assets of $99 million and $100 million , respectively. The majority of these carryforwards were indefinitely available in the foreign jurisdiction. As the future realization of these carryforwards was not anticipated, a full valuation allowance was recorded as of December 31, 2018 and 2017. The change in the valuation allowance related to these net operating loss carryforwards was a net decrease of $1 million and $11 million in 2018 and 2017, respectively. During 2019, as a result of group legal entity reorganizations, the foreign net operating loss carryforwards were eliminated, which resulted in a net decrease of $99 million in the net operating loss carryforwards deferred tax asset, with a corresponding reduction in the related valuation allowance. As of December 31, 2019, our net operating loss and capital loss carryforwards are comprised of state net operating loss carryforwards with expiration dates generally ranging from 2027 to 2037 and foreign capital loss carryforwards, which can be carried forward indefinitely. Due to the difficulty in realizing capital loss carryforwards, we have recorded a full valuation allowance against the foreign capital loss carryforwards. Unrecognized Tax Benefits A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: December 31, 2019 2018 (in millions) Unrecognized tax benefits: Beginning balance $ 126 $ 122 Additions for tax positions taken during the current year — — Additions for tax positions taken during prior years 22 4 Reductions related to lapsed statutes of limitations — — Reductions related to settlements with tax jurisdictions (44 ) — Ending balance $ 104 $ 126 Our effective tax rate would be affected by $73 million if these unrecognized tax benefits were to be recognized in the future. In 2019, we increased the amount of our unrecognized tax benefits by $22 million . The increase primarily relates to an addition for state investment tax credits. In addition, we reduced the amount of our unrecognized tax benefits in 2019 by $44 million . This reduction primarily relates to the approval by the Joint Committee of the IRS audit report related to the Amended Tax Returns described above. We file federal, provincial, state and local income tax returns principally in the United States, Canada and the United Kingdom, as well as in certain other foreign jurisdictions. In general, filed tax returns remain subject to examination by United States tax jurisdictions for years 2012 and thereafter, by Canadian tax jurisdictions for years 2006 and thereafter, and by United Kingdom tax jurisdictions for years 2017 and thereafter. Our income tax liability or transition tax expense could be impacted by the finalization of currently on-going U.S. or foreign income tax audits of prior tax years falling before the date of enactment of the Tax Act or audits by the U.S. or foreign taxing authorities, which change the amount of our total income allocable to and taxed in the United States or a foreign country. Interest expense and penalties of $4 million , $1 million , and $2 million were recorded for the years ended December 31, 2019 , 2018 and 2017 , respectively. Amounts recognized in our consolidated balance sheets for accrued interest and penalties related to income taxes of $33 million and $29 million as of December 31, 2019 and 2018 , respectively, are included in other liabilities. |
Pension and Other Postretiremen
Pension and Other Postretirement Benefits | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefits | Pension and Other Postretirement Benefits We maintain five funded pension plans, consisting of three in North America ( one U.S. plan and two Canadian plans) and two in the United Kingdom. One of our Canadian plans is closed to new employees and the two United Kingdom plans are closed to new employees and future accruals. The portion of the U.S. plan that is open to new employees is a cash balance plan, which provides benefits based on years of service and interest credits. We also provide group medical insurance benefits to certain retirees in North America. The specific medical benefits provided to retirees vary by group and location. Our plan assets, benefit obligations, funded status and amounts recognized on our consolidated balance sheets for our North America and United Kingdom plans as of the December 31 measurement date are as follows: Pension Plans Retiree Medical Plans North America United Kingdom North America December 31, December 31, December 31, 2019 2018 2019 2018 2019 2018 (in millions) Change in plan assets Fair value of plan assets as of January 1 $ 673 $ 738 $ 383 $ 414 $ — $ — Return on plan assets 115 (25 ) 19 (11 ) — — Employer contributions 38 13 23 26 3 4 Plan participant contributions — — — — 1 1 Benefit payments (43 ) (42 ) (23 ) (23 ) (4 ) (5 ) Foreign currency translation 7 (11 ) 16 (23 ) — — Fair value of plan assets as of December 31 790 673 418 383 — — Change in benefit obligation Benefit obligation as of January 1 (742 ) (805 ) (524 ) (590 ) (43 ) (53 ) Service cost (14 ) (15 ) — — — — Interest cost (30 ) (28 ) (15 ) (14 ) (1 ) (2 ) Benefit payments 43 42 23 23 4 5 Foreign currency translation (7 ) 11 (22 ) 31 — — Plan amendments (4 ) — 3 (5 ) — — Plan participant contributions — — — — (1 ) (1 ) Change in assumptions and other (85 ) 53 (62 ) 31 4 8 Benefit obligation as of December 31 (839 ) (742 ) (597 ) (524 ) (37 ) (43 ) Funded status as of December 31 $ (49 ) $ (69 ) $ (179 ) $ (141 ) $ (37 ) $ (43 ) In the table above, the line titled “Plan amendments” in 2019 relates to updates to certain mortality tables for the U.S. plan and a conversion option for pensions in payment for the U.K. plans; and for 2018, the impact of the guaranteed minimum pension equalization due to a U.K. High Court ruling that occurred in 2018. The line titled “Change in assumptions and other” for our North America pension plans primarily reflects the impact of losses due to the decrease in discount rates for 2019 , and for 2018 , the impact of gains due to the increase in discount rates. The line titled “Change in assumptions and other” for our U.K. pension plans primarily reflects losses due to the decrease in discount rates partially offset by gains due to the decrease in inflation rate assumptions for 2019 , and for 2018 , gains due to the increase in discount rates offset partially by losses due to the increase in inflation rate assumptions. The line titled “Change in assumptions and other” for our retiree medical plans in 2019 primarily reflects gains due to demographic claims and experience and a change in legislation, offset by losses due to a decrease in the discount rates; and for 2018 , gains due to the increase in discount rates. Amounts recognized on the consolidated balance sheets consist of the following: Pension Plans Retiree Medical Plans North America United Kingdom North America December 31, December 31, December 31, 2019 2018 2019 2018 2019 2018 (in millions) Other assets $ 10 $ 9 $ — $ — $ — $ — Accrued expenses — — — — (3 ) (4 ) Other liabilities (59 ) (78 ) (179 ) (141 ) (34 ) (39 ) $ (49 ) $ (69 ) $ (179 ) $ (141 ) $ (37 ) $ (43 ) Pre-tax amounts recognized in accumulated other comprehensive loss consist of the following: Pension Plans Retiree Medical Plans North America United Kingdom North America December 31, December 31, December 31, 2019 2018 2019 2018 2019 2018 (in millions) Prior service cost (benefit) $ 5 $ — $ 1 $ 5 $ — $ (1 ) Net actuarial loss 82 79 132 66 2 4 $ 87 $ 79 $ 133 $ 71 $ 2 $ 3 Net periodic benefit cost (income) and other amounts recognized in accumulated other comprehensive loss for the years ended December 31 included the following: Pension Plans Retiree Medical Plans North America United Kingdom North America 2019 2018 2017 2019 2018 2017 2019 2018 2017 (in millions) Service cost $ 14 $ 15 $ 14 $ — $ — $ — $ — $ — $ — Interest cost 30 28 30 15 14 16 1 2 2 Expected return on plan assets (32 ) (31 ) (26 ) (18 ) (17 ) (18 ) — — — Amortization of prior service (benefit) cost — — — — — — (1 ) (1 ) (1 ) Amortization of actuarial loss (gain) — 3 1 — — 1 (1 ) (1 ) (1 ) Net periodic benefit cost (income) 12 15 19 (3 ) (3 ) (1 ) (1 ) — — Net actuarial loss (gain) 3 3 (11 ) 60 (3 ) (13 ) (4 ) (8 ) 5 Prior service cost (credit) 4 — — (3 ) 5 — — — — Amortization of prior service benefit — — — — — — 1 1 1 Amortization of actuarial (loss) gain — (3 ) (1 ) — — (1 ) 1 1 1 Total recognized in accumulated other comprehensive loss 7 — (12 ) 57 2 (14 ) (2 ) (6 ) 7 Total recognized in net periodic benefit cost (income) and accumulated other comprehensive loss $ 19 $ 15 $ 7 $ 54 $ (1 ) $ (15 ) $ (3 ) $ (6 ) $ 7 In the table above, the line titled “Prior service cost (credit)” in 2019 relates to plan amendments for updates to certain mortality tables for the U.S. plan and a conversion option for pensions in payment for the U.K. plan; and for 2018, a U.K. plan amendment due to the guaranteed minimum pension equalization. Service costs are recognized in cost of sales and selling, general and administrative expenses, and other costs are recognized in other non-operating—net on our consolidated statements of operations. The accumulated benefit obligation (ABO) in aggregate for the defined benefit pension plans in North America was approximately $793 million and $703 million as of December 31, 2019 and December 31, 2018 , respectively. The ABO in aggregate for the defined benefit pension plans in the United Kingdom was approximately $597 million and $524 million as of December 31, 2019 and December 31, 2018 , respectively. The following table presents aggregated information for those individual defined benefit pension plans that have an ABO in excess of plan assets as of December 31, which excludes two North American defined benefit pension plans that have plan assets in excess of its ABO: North America United Kingdom 2019 2018 2019 2018 (in millions) Accumulated benefit obligation $ (654 ) $ (585 ) $ (597 ) $ (524 ) Fair value of plan assets 630 537 418 383 The following table presents aggregated information for those individual defined benefit pension plans that have a projected benefit obligation (PBO) in excess of plan assets as of December 31, which excludes two North American defined benefit pension plans that have plan assets in excess of its PBO for 2019 and one North American defined benefit pension plan that has plan assets in excess of its PBO for 2018: North America United Kingdom 2019 2018 2019 2018 (in millions) Projected benefit obligation $ (689 ) $ (684 ) $ (597 ) $ (524 ) Fair value of plan assets 630 606 418 383 Our pension funding policy in North America is to contribute amounts sufficient to meet minimum legal funding requirements plus discretionary amounts that we may deem to be appropriate. Actual contributions may vary from estimated amounts depending on changes in assumptions, actual returns on plan assets, changes in regulatory requirements and funding decisions. In accordance with United Kingdom pension legislation, our United Kingdom pension funding policy is to contribute amounts sufficient to meet the funding level target agreed between the employer and the trustees of the United Kingdom plans. Actual contributions are usually agreed with the plan trustees in connection with each triennial valuation and may vary following each such review depending on changes in assumptions, actual returns on plan assets, changes in regulatory requirements and funding decisions. We currently estimate that our consolidated pension funding contributions for 2020 will be approximately $18 million for the North America plans and $24 million for the United Kingdom plans. The expected future benefit payments for our pension and retiree medical plans are as follows: Pension Plans Retiree Medical Plans North America United Kingdom North America (in millions) 2020 $ 45 $ 24 $ 3 2021 47 25 3 2022 48 26 3 2023 48 26 3 2024 49 27 2 2025-2029 253 147 10 The following assumptions were used in determining the benefit obligations and expense: Pension Plans Retiree Medical Plans North America United Kingdom North America 2019 2018 2017 2019 2018 2017 2019 2018 2017 Weighted-average discount rate—obligation 3.1 % 4.1 % 3.6 % 2.0 % 2.9 % 2.5 % 3.0 % 4.1 % 3.4 % Weighted-average discount rate—expense 4.1 % 3.6 % 4.0 % 2.9 % 2.5 % 2.8 % 4.1 % 3.4 % 3.8 % Weighted-average cash balance interest crediting rate—obligation 3.0 % 3.0 % 3.0 % n/a n/a n/a n/a n/a n/a Weighted-average cash balance interest crediting rate—expense 3.0 % 3.0 % 3.0 % n/a n/a n/a n/a n/a n/a Weighted-average rate of increase in future compensation 4.2 % 4.3 % 4.3 % n/a n/a n/a n/a n/a n/a Weighted-average expected long-term rate of return on assets—expense 4.6 % 4.5 % 4.2 % 4.4 % 4.2 % 4.6 % n/a n/a n/a Weighted-average retail price index—obligation n/a n/a n/a 3.0 % 3.3 % 3.2 % n/a n/a n/a Weighted-average retail price index—expense n/a n/a n/a 3.3 % 3.2 % 3.3 % n/a n/a n/a ______________________________________________________________________________ n/a—not applicable The discount rates for all plans are developed by plan using spot rates derived from a hypothetical yield curve of high quality (AA rated or better) fixed income debt securities as of the year-end measurement date to calculate discounted cash flows (the projected benefit obligation) and solving for a single equivalent discount rate that produces the same projected benefit obligation. In determining our benefit obligation, we use the actuarial present value of the vested benefits to which each eligible employee is currently entitled, based on the employee’s expected date of separation or retirement. The cash balance interest crediting rate for the U.S. plan is based on the greater of 10-year Treasuries or 3.0% . For our North America plans, the expected long-term rate of return on assets is based on analysis of historical rates of return achieved by equity and non-equity investments and current market characteristics, adjusted for estimated plan expenses and weighted by target asset allocation percentages. As of January 1, 2020 , our weighted-average expected long-term rate of return on assets is 4.1% , which will be used in determining expense for 2020 . For our United Kingdom plans, the expected long-term rate of return on assets is based on the expected long-term performance of the underlying investments, adjusted for investment managers’ fees. As of January 1, 2020 , our weighted-average expected long-term rate of return on assets is 3.4% , which will be used in determining expense for 2020 . The retail price index for the United Kingdom plans is developed using the Bank of England implied retail price inflation curve, which is based on the difference between yields on fixed interest government bonds and index-linked government bonds. For the measurement of the benefit obligation at December 31, 2019 for our primary (U.S.) retiree medical benefit plans, the assumed health care cost trend rates, for pre-65 retirees, start with a 7.0% increase in 2020 , followed by a gradual decline in increases to 4.5% for 2026 and thereafter. For post-65 retirees, the assumed health care cost trend rates start with an 8.3% increase in 2020 , followed by a gradual decline in increases to 4.5% for 2026 and thereafter. For the measurement of the benefit obligation at December 31, 2018 for our primary (U.S.) retiree medical benefit plans, the assumed health care cost trend rates, for pre-65 retirees, started with a 7.5% increase in 2019 , followed by a gradual decline in increases to 4.5% for 2026 and thereafter. For post-65 retirees, the assumed health care cost trend rates started with an 8.8% increase in 2019 , followed by a gradual decline in increases to 4.5% for 2026 and thereafter. The objectives of the investment policies governing the pension plans are to administer the assets of the plans for the benefit of the participants in compliance with all laws and regulations, and to establish an asset mix that provides for diversification and considers the risk of various different asset classes with the purpose of generating favorable investment returns. The investment policies consider circumstances such as participant demographics, time horizon to retirement and liquidity needs, and provide guidelines for asset allocation, planning horizon, general portfolio issues and investment manager evaluation criteria. The investment strategies for the plans, including target asset allocations and investment vehicles, are subject to change within the guidelines of the policies. The target asset allocation for our U.S. pension plan is 80% non-equity and 20% equity, which has been determined based on analysis of actual historical rates of return and plan needs and circumstances. The equity investments are tailored to exceed the growth of the benefit obligation and are a combination of U.S. and non-U.S. total stock market index mutual funds. The non-equity investments consist primarily of investments in debt securities and money market instruments that are selected based on investment quality and duration to mitigate volatility of the funded status and annual required contributions. The non-equity investments have a duration profile that is similar to the benefit obligation in order to mitigate the impact of interest rate changes on the funded status. This investment strategy is achieved through the use of mutual funds and individual securities. The target asset allocation for one of the Canadian plans is 60% non-equity and 40% equity, and 100% non-equity for the other Canadian plan. This investment strategy is achieved through the use of a mutual fund for equity investments and individual securities for non-equity investments. The equity investment is a passively managed portfolio that diversifies assets across multiple securities, economic sectors and countries. The non-equity investments consist primarily of investments in debt securities that are selected based on investment quality and duration to mitigate volatility of the funded status and annual required contributions. The non-equity investments have a duration profile that is similar to the benefit obligation in order to mitigate the impact of interest rate changes on the funded status. The pension assets in the United Kingdom plans are each administered by a Board of Trustees consisting of employer nominated trustees, member nominated trustees and an independent trustee. Trustees may be appointed or removed by CF Fertilisers UK Group Limited (formerly known as GrowHow UK Group Limited) (CF Fertilisers UK), provided CF Fertilisers UK fulfills its obligation to have at least one third of the Board of Trustees as member nominated. It is the responsibility of the trustees to ensure prudent management and investment of the assets in the plans. The trustees meet on a quarterly basis to review and discuss fund performance and other administrative matters. The trustees’ investment objectives are to hold assets that generate returns sufficient to cover prudently each plan’s liability without exposing the plans to unacceptable risk. This is accomplished through the asset allocation strategy of each plan. For both plans, if the asset allocation moves more than plus or minus 5% from the benchmark allocation, the trustees may decide to amend the asset allocation. At a minimum, the trustees review the investment strategy at every triennial actuarial valuation to ensure that the strategy remains consistent with its funding principles. The trustees may review the strategy more frequently if opportunities arise to reduce risk within the investments without jeopardizing the funding position. Assets of the United Kingdom plans are invested in externally managed pooled funds. The target asset allocation for one of the United Kingdom plans is 55% actively managed target return funds, 10% actively and passively managed bond and gilt funds, 20% liability-driven investment funds, and 15% actively managed property funds. The target asset allocation for the other United Kingdom plan is 50% actively managed target return funds, 20% actively and passively managed bond and gilt funds, 25% liability-driven investment funds, and 5% in an actively managed property fund. The target return funds diversify assets across multiple asset classes (which may include, among others, traditional equities and bonds) and may use derivatives. The bond and gilt funds generally invest in fixed income debt securities including government bonds, gilts, high yield and emerging market bonds, and investment grade corporate bonds and may use derivatives. The liability-driven investment funds generally invest in government gilts, gilt repurchase agreements, and derivatives. The property funds are invested predominately in freehold and leasehold property. The fair values of our pension plan assets as of December 31, 2019 and 2018 , by major asset class, are as follows: North America December 31, 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 and cash equivalents (1) $ 21 $ 1 $ 20 $ — Equity mutual funds Index equity (2) 137 137 — — Pooled equity (3) 35 — 35 — Fixed income U.S. Treasury bonds and notes (4) 25 25 — — Corporate bonds and notes (5) 472 — 472 — Government and agency securities (6) 93 — 93 — Other (7) 8 — 8 — Total assets at fair value by fair value levels $ 791 $ 163 $ 628 $ — Accruals and payables—net (1 ) Total assets $ 790 United Kingdom December 31, 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 $ 4 $ 4 $ — $ — Pooled target return funds (8) 220 — 220 — Fixed income — Pooled UK government index-linked securities (9) 32 — 32 — Pooled global fixed income funds (10) 33 — 33 — Liability-driven investment funds (11) 84 — 84 — Total assets at fair value by fair value levels $ 373 $ 4 $ 369 $ — Pooled property funds measured at NAV as a practical expedient (12) 45 Total assets $ 418 North America 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 and cash equivalents (1) $ 19 $ — $ 19 $ — Equity mutual funds Index equity (2) 99 99 — — Pooled equity (3) 27 — 27 — Fixed income U.S. Treasury bonds and notes (4) 34 34 — — Pooled mutual funds (13) 109 — 109 — Corporate bonds and notes (5) 376 — 376 — Government and agency securities (6) 7 — 7 — Other (7) 3 — 3 — Total assets at fair value by fair value levels $ 674 $ 133 $ 541 $ — Receivables—net (1 ) Total assets $ 673 United Kingdom December 31, 2018 Total Fair Quoted Significant Significant (in millions) Cash $ 2 $ 2 $ — $ — Pooled target return funds (8) 194 — 194 — Fixed income Pooled UK government index-linked securities (9) 29 — 29 — Pooled global fixed income funds (10) 116 — 116 — Total assets at fair value by fair value levels $ 341 $ 2 $ 339 $ — Pooled property funds measured at NAV as a practical expedient (12) 42 Total assets $ 383 _______________________________________________________________________________ (1) Cash and cash equivalents are primarily repurchase agreements and short-term money market funds . (2) The index equity funds are mutual funds that utilize a passively managed investment approach designed to track specific equity indices. They are valued at quoted market prices in an active market, which represent the net asset values of the shares held by the plan. (3) The equity pooled mutual funds consist of pooled funds that invest in common stock and other equity securities that are traded on U.S., Canadian, and foreign markets. (4) U.S. Treasury bonds and notes are valued based on quoted market prices in an active market. (5) Corporate bonds and notes, including private placement securities, are valued by institutional bond pricing services, which gather information from market sources and integrate credit information, observed market movements and sector news into their pricing applications and models. (6) Government and agency securities consist of U.S. municipal bonds and Canadian provincial bonds that are valued by institutional bond pricing services, which gather information on current trading activity, market movements, trends, and specific data on specialty issues. (7) Other includes primarily mortgage-backed and asset-backed securities, which are valued by institutional pricing services, which gather information from market sources and integrate credit information, observed market movements and sector news into their pricing applications and models. (8) Pooled target return funds invest in a broad array of asset classes and a range of diversifiers including the use of derivatives. The funds are valued at net asset value (NAV) as determined by the fund managers based on the value of the underlying net assets of the fund. (9) Pooled United Kingdom government index-linked funds invest primarily in United Kingdom government index-linked gilt securities. The funds are valued at NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (10) Pooled global fixed income funds invest primarily in government bonds, investment grade corporate bonds, high yield and emerging market bonds and can make use of derivatives. The funds are valued at NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (11) Liability-driven investment funds invest primarily in gilt repurchase agreements, physical United Kingdom government gilts, and derivatives to reduce exposure to interest rates. The funds are valued at NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (12) Pooled property funds invest primarily in freehold and leasehold property in the United Kingdom. The funds are valued using NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (13) The fixed income pooled mutual funds invest in investment-grade corporate debt, various governmental debt obligations, and mortgage-backed securities with varying maturities. We have defined contribution plans covering substantially all employees in North America and the United Kingdom. Depending on the specific provisions of each plan, qualified employees receive company contributions based on a percentage of base salary, matching of employee contributions up to specified limits, or a combination of both. In 2019 , 2018 , and 2017 , we recognized expense related to our contributions to the defined contribution plans of $20 million , $18 million , and $18 million , respectively. In addition to our qualified defined benefit pension plans, we also maintain certain nonqualified supplemental pension plans for highly compensated employees as defined under federal law. The amounts recognized in accrued expenses and other liabilities in our consolidated balance sheets for these plans were $2 million and $16 million as of December 31, 2019 and $2 million and $15 million as of December 31, 2018 , respectively. We recognized expense for these plans of $1 million , $1 million , and $2 million in 2019 , 2018 , and 2017 , respectively. The expense recognized in 2017 includes a settlement charge of $1 million . |
Financing Agreements
Financing Agreements | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Financing Agreements | Financing Agreements Revolving Credit Agreement On December 5, 2019, CF Holdings and CF Industries entered into a senior secured Fourth Amended and Restated Credit Agreement (the Revolving Credit Agreement), which amended and restated our Third Amended and Restated Revolving Credit Agreement, as previously amended (referred to herein, as in effect from time to time, as the Prior Credit Agreement), that was scheduled to mature September 18, 2020. The Revolving Credit Agreement provides for a revolving credit facility of up to $750 million with a maturity of December 5, 2024. 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, capital expenditures, acquisitions, share repurchases and other general corporate purposes. CF Industries, the lead borrower under the Revolving Credit Agreement, may designate as additional borrowers one or more of its wholly owned subsidiaries that are organized in the United States or any state thereof, the District of Columbia, England and Wales or any other jurisdiction as mutually agreed to by all of the lenders party to the Revolving Credit Agreement, the administrative agent under the Revolving Credit Agreement and CF Industries . 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, at the applicable borrower’s option, 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 December 31, 2019 , we had unused 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 December 31, 2019 or during 2019, and there were no borrowings outstanding under the Prior Credit Agreement as of December 31, 2018 or during 2019 or 2018 . The Revolving Credit Agreement contains representations and warranties and affirmative and negative covenants, including financial covenants. As of December 31, 2019 , we were in compliance with all covenants under the Revolving Credit Agreement. Letters of Credit In addition to the letters of credit that may be issued 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 December 31, 2019 , approximately $129 million of letters of credit were outstanding under this agreement. Senior Notes Long-term debt presented on our consolidated balance sheets as of December 31, 2019 and 2018 consisted of the following debt securities issued by CF Industries: Effective Interest Rate December 31, 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 $ 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% 250 248 500 495 4.500% due December 2026 4.759% 750 739 750 737 Total long-term debt $ 4,000 $ 3,957 $ 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 December 31, 2019 and 2018 , respectively, and total deferred debt issuance costs were $33 million and $41 million as of December 31, 2019 and 2018 , respectively. On November 13, 2019, we redeemed 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 in the indenture governing the 2020 Notes. The total aggregate redemption price paid on the 2020 Notes in connection with the redemption was approximately $512 million , excluding accrued interest. As a result, we recognized a loss on debt extinguishment of $12 million , primarily consisting of premiums paid. On December 13, 2019, we redeemed $250 million principal amount, representing 50% of the $500 million principal amount outstanding immediately prior to such redemption, of the 3.400% senior secured notes due 2021 (the 2021 Notes) in accordance with the optional redemption provisions in the indenture governing the 2021 Notes. The total aggregate redemption price paid in connection with the redemption was approximately $257 million , excluding accrued interest. As a result, we recognized a loss on debt extinguishment of $9 million , primarily consisting of premiums paid. On December 1, 2017, we completed the early redemption of all of the $800 million outstanding principal amount of the 6.875% senior notes due May 2018 (the 2018 Notes) in accordance with the optional redemption provisions provided in the indenture governing the 2018 Notes. The total aggregate redemption price was approximately $817 million . On December 26, 2017, we purchased approximately $300 million aggregate principal amount of the $800 million outstanding principal amount of the 2020 Notes pursuant to a tender offer. The aggregate purchase price was approximately $331 million . As a result of the early redemption of the 2018 Notes and the purchase of the 2020 Notes, we recognized a loss on debt extinguishment of $53 million , primarily consisting of premiums paid. Under the indentures (including the applicable supplemental indentures) governing the senior notes due 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. From November 21, 2016 to November 13, 2019, the Public Senior Notes were guaranteed not only by CF Holdings, but also by certain 100% owned subsidiaries of CF Holdings. The guarantee of the Public Senior Notes in the case of each of those subsidiaries was subject to automatic release upon specified events, including the release of such subsidiary’s guarantee of the 2020 Notes. On November 13, 2019, as a result of the release of all subsidiary guarantees of the 2020 Notes upon the retirement of, and satisfaction and discharge of the indenture governing, the 2020 Notes, all subsidiary guarantees of the Public Senior Notes were automatically released. Under the indentures governing the 2021 Notes and the senior secured notes due 2026 identified in the table above (together, the Senior Secured Notes), each series of Senior Secured Notes is guaranteed on a senior secured basis, jointly and severally, by CF Holdings and each current and future domestic subsidiary of CF Holdings (other than CF Industries) that from time to time is a borrower, or guarantees indebtedness, under the Revolving Credit Agreement. The requirement for any subsidiary of CF Holdings to guarantee the Senior Secured Notes of a series will apply only until, and the subsidiary guarantees of the Senior Secured Notes of a series will be automatically released upon, CF Holdings having an investment grade corporate rating, with a stable or better outlook, from two of three selected ratings agencies and there being no default or event of default under the applicable indenture. The subsidiary guarantors of the Senior Secured Notes currently consist of CFE, CFS, CF USA and CFIDF. Subject to certain exceptions, the obligations under each series of Senior Secured Notes and each guarantor’s related guarantee are secured by a first priority security interest in substantially all of the assets of CF Industries, CF Holdings and the subsidiary guarantors, including a pledge by CF USA of its equity interests in CFN and mortgages over certain material fee-owned domestic real properties (the Collateral). The obligations under the Revolving Credit Agreement, together with certain letter of credit, cash management, hedging and similar obligations and future pari passu secured indebtedness, are secured by the Collateral on a pari passu basis with the Senior Secured Notes. The liens on the Collateral securing the obligations under the Senior Secured Notes of a series and the related guarantees will be automatically released and the covenant under the applicable indenture limiting dispositions of Collateral will no longer apply if CF Holdings has an investment grade corporate rating, with a stable or better outlook, from two of three selected ratings agencies and there is no default or event of default under the applicable indenture. Interest on the Public Senior Notes and the Senior Secured Notes is payable semiannually, and the Public Senior Notes and Senior Secured Notes are redeemable at our option, in whole at any time or in part from time to time, at specified make-whole redemption prices. |
Interest Expense
Interest Expense | 12 Months Ended |
Dec. 31, 2019 | |
Interest Expense [Abstract] | |
Interest Expense | Interest Expense Details of interest expense are as follows: Year ended December 31, 2019 2018 2017 (in millions) Interest on borrowings (1) $ 223 $ 228 $ 300 Fees on financing agreements (1) 13 13 16 Interest on tax liabilities 3 1 1 Interest capitalized (2 ) (1 ) (2 ) Interest expense $ 237 $ 241 $ 315 _______________________________________________________________________________ (1) See Note 12—Financing Agreements for additional information. |
Other Operating-Net
Other Operating-Net | 12 Months Ended |
Dec. 31, 2019 | |
Other Operating-Net | |
Other Operating-Net | Other Operating—Net Details of other operating—net are as follows: Year ended December 31, 2019 2018 2017 (in millions) Insurance proceeds (1) $ (37 ) $ (10 ) $ — (Gain) loss on disposal of property, plant and equipment—net (2) (40 ) 6 3 (Gain) loss on foreign currency transactions (3) (1 ) (5 ) 2 Loss on embedded derivative (4) 4 1 4 Other 1 (19 ) 9 $ (73 ) $ (27 ) $ 18 ___________________________________________________________________________ (1) Insurance proceeds in 2019 and 2018 relate to property and business interruption insurance claims at one of our nitrogen complexes. (2) (Gain) loss on disposal of property, plant and equipment—net in 2019 includes the gain on sale of our Pine Bend facility of $45 million . See Note 6—Property, Plant and Equipment—Net for additional information. (3) (Gain) loss on foreign currency transactions primarily relates to the unrealized foreign currency exchange rate impact on intercompany debt that has not been permanently invested. (4) The loss on embedded derivative consists of unrealized and realized losses related to a provision of our strategic venture with CHS. See Note 9—Fair Value Measurements for additional information. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments We may use derivative financial instruments to reduce our exposure to changes in prices for natural gas that will be purchased in the future. Natural gas is the largest and most volatile component of our manufacturing cost for nitrogen-based products. We manage the risk of changes in natural gas prices primarily through the use of derivative financial instruments. The derivatives that we may use for this purpose are primarily natural gas fixed price swaps, basis swaps and options traded in the OTC markets. These natural gas derivatives settle using primarily a NYMEX futures price index, which represents the basis for fair value at any given time. We enter into natural gas derivative contracts with respect to natural gas to be consumed by us in the future, and settlements of those derivative contracts are scheduled to coincide with our anticipated purchases of natural gas used to manufacture nitrogen products during those future periods. We use natural gas derivatives as an economic hedge of natural gas price risk, but without the application of hedge accounting. As a result, changes in fair value of these contracts are recognized in earnings. As of December 31, 2019 , we had natural gas fixed price swaps, basis swaps and options covering certain periods through March 2020. As of December 31, 2019 , our open natural gas derivative contracts consisted of natural gas fixed price swaps, basis swaps and options for 41.1 million MMBtus. As of December 31, 2018 , we had open natural gas derivative contracts for 6.6 million MMBtus of natural gas basis swaps. For the year ended December 31, 2019 , we used derivatives to cover approximately 10% of our natural gas consumption. The effect of derivatives in our consolidated statements of operations is shown in the table below. Gain (loss) recognized in income Year ended December 31, Location 2019 2018 2017 (in millions) Natural gas derivatives Unrealized net (losses) gains Cost of sales (14 ) 13 (61 ) Realized net gains (losses) Cost of sales 4 (2 ) (26 ) Net derivative (losses) gains $ (10 ) $ 11 $ (87 ) The fair values of derivatives on our consolidated balance sheets are shown below. As of December 31, 2019 and 2018 , none of our derivative instruments were designated as hedging instruments. See Note 9—Fair Value Measurements for additional information on derivative fair values. Asset Derivatives Liability Derivatives Balance Sheet Location December 31, Balance Sheet Location December 31, 2019 2018 2019 2018 (in millions) (in millions) Natural gas derivatives Other current assets $ — $ 2 Other current liabilities $ (12 ) $ — The counterparties to our derivative contracts are multinational commercial banks, major financial institutions and large energy companies. Our derivative contracts are executed with several counterparties under International Swaps and Derivatives Association (ISDA) agreements. The ISDA agreements are master netting arrangements commonly used for OTC derivatives that mitigate exposure to counterparty credit risk, in part, by creating contractual rights of netting and setoff, the specifics of which vary from agreement to agreement. These rights are described further below: • Settlement netting generally allows us and our counterparties to net, into a single net payable or receivable, ordinary settlement obligations arising between us under the ISDA agreement on the same day, in the same currency, for the same types of derivative instruments, and through the same pairing of offices. • Close-out netting rights are provided in the event of a default or other termination event (as defined in the ISDA agreements), including bankruptcy. Depending on the cause of early termination, the non-defaulting party may elect to terminate all or some transactions outstanding under the ISDA agreement. The values of all terminated transactions and certain other payments under the ISDA agreement are netted, resulting in a single net close-out amount payable to or by the non-defaulting party. • Setoff rights are provided by certain of our ISDA agreements and generally allow a non-defaulting party to elect to set off, against the final net close-out payment, other matured and contingent amounts payable between us and our counterparties under the ISDA agreement or otherwise. Typically, these setoff rights arise upon the early termination of all transactions outstanding under an ISDA agreement following a default or specified termination event. Most of our ISDA agreements contain credit-risk-related contingent features such as cross default provisions. In the event of certain defaults or termination events, our counterparties may request early termination and net settlement of certain derivative trades or, under certain ISDA agreements, may require us to collateralize derivatives in a net liability position. The Revolving Credit Agreement, at any time when it is secured, provides a cross collateral feature for those of our derivatives that are with counterparties that are party to, or affiliates of parties to, the Revolving Credit Agreement so that no separate collateral would be required for those counterparties in connection with such derivatives. In the event the Revolving Credit Agreement becomes unsecured, separate collateral could be required in connection with such derivatives. As of December 31, 2019 and 2018 , the aggregate fair value of the derivative instruments with credit-risk-related contingent features in net liability positions was $12 million and zero , respectively, which also approximates the fair value of the maximum amount of additional collateral that may need to be posted or assets that may be needed to settle the obligations if the credit-risk-related contingent features were triggered at the reporting dates. As of December 31, 2019 and 2018 , we had no cash collateral on deposit with counterparties for derivative contracts. The credit support documents executed in connection with certain of our ISDA agreements generally provide us and our counterparties the right to set off collateral against amounts owing under the ISDA agreements upon the occurrence of a default or a specified termination event. The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of December 31, 2019 and 2018 : Amounts presented in consolidated balance sheets (1) Gross amounts not offset in consolidated balance sheets Financial instruments Cash collateral received (pledged) Net amount (in millions) December 31, 2019 Total derivative assets $ — $ — $ — $ — Total derivative liabilities (12 ) — — (12 ) Net derivative liabilities $ (12 ) $ — $ — $ (12 ) December 31, 2018 Total derivative assets $ 2 $ — $ — $ 2 Total derivative liabilities — — — — Net derivative assets $ 2 $ — $ — $ 2 _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented are the same. We do not believe the contractually allowed netting, close-out netting or setoff of amounts owed to, or due from, the counterparties to our ISDA agreements would have a material effect on our financial position. |
Supplemental Balance Sheet Data
Supplemental Balance Sheet Data | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Balance Sheet Data | Supplemental Balance Sheet Data Accounts Receivable — Net Accounts receivable—net consist of the following: December 31, 2019 2018 (in millions) Trade $ 229 $ 226 Other 13 9 Accounts receivable—net $ 242 $ 235 Trade accounts receivable as of December 31, 2018 is net of an allowance for doubtful accounts of $3 million . Inventories Inventories consist of the following: December 31, 2019 2018 (in millions) Finished goods $ 311 $ 272 Raw materials, spare parts and supplies 40 37 Total inventories $ 351 $ 309 Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consist of the following: December 31, 2019 2018 (in millions) Accounts payable $ 78 $ 101 Accrued natural gas costs 88 129 Payroll and employee-related costs 81 79 Accrued interest 32 39 Accrued share repurchases — 33 Other 158 164 Total accounts payable and accrued expenses $ 437 $ 545 Payroll and employee-related costs include accrued salaries and wages, vacation, incentive plans and payroll taxes. Accrued interest includes interest payable on our outstanding senior notes. See Note 12—Financing Agreements and Note 13—Interest Expense for additional information. Other includes accrued utilities, property taxes, sales incentives and other credits, accrued litigation settlement costs, accrued maintenance and professional services. Other Current Liabilities As of December 31, 2019 , other current liabilities of $18 million primarily includes $12 million of unrealized loss on natural gas derivatives and $5 million representing the current portion of the unrealized loss on the embedded derivative liability related to our strategic venture with CHS. As of December 31, 2018 , other current liabilities of $6 million primarily includes $5 million representing the current portion of the unrealized loss on the embedded derivative liability related to our strategic venture with CHS. See Note 9—Fair Value Measurements , Note 15—Derivative Financial Instruments and Note 17—Noncontrolling Interests for additional information. Other Liabilities Other liabilities consist of the following: December 31, 2019 2018 (in millions) Benefit plans and deferred compensation $ 298 $ 280 Tax-related liabilities 147 96 Unrealized loss on embedded derivative 15 16 Environmental and related costs 5 7 Other 9 11 Other liabilities $ 474 $ 410 Benefit plans and deferred compensation include liabilities for pensions, retiree medical benefits, and the noncurrent portion of incentive plans. See Note 11—Pension and Other Postretirement Benefits for additional information. |
Noncontrolling Interest
Noncontrolling Interest | 12 Months Ended |
Dec. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest | Noncontrolling Interests A reconciliation of the beginning and ending balances of noncontrolling interests and distributions payable to the noncontrolling interests on our consolidated balance sheets is provided below. Year ended December 31, 2019 2018 2017 CFN CFN TNCLP Total CFN TNCLP Total (in millions) Noncontrolling interests: Balance as of January 1 $ 2,773 $ 2,772 $ 333 $ 3,105 $ 2,806 $ 338 $ 3,144 Earnings attributable to noncontrolling interests 153 130 8 138 73 19 92 Declaration of distributions payable (186 ) (129 ) (10 ) (139 ) (107 ) (24 ) (131 ) Purchase of TNCLP Public Units — — (331 ) (331 ) — — — Balance as of December 31 $ 2,740 $ 2,773 $ — $ 2,773 $ 2,772 $ 333 $ 3,105 Distributions payable to noncontrolling interests: Balance as of January 1 $ — $ — $ — $ — $ — $ — $ — Declaration of distributions payable 186 129 10 139 107 24 131 Distributions to noncontrolling interests (186 ) (129 ) (10 ) (139 ) (107 ) (24 ) (131 ) Balance as of December 31 $ — $ — $ — $ — $ — $ — $ — 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. On January 31, 2020 , the CFN Board of Managers approved semi-annual distribution payments for the distribution period ended December 31, 2019 in accordance with CFN’s limited liability company agreement. On January 31, 2020 , CFN distributed $88 million to CHS for the distribution period ended December 31, 2019 . 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. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common Stock Our Board of Directors (the Board) has authorized certain programs to repurchase shares of our common stock. These programs have generally permitted repurchases to be made from time to time in the open market, through privately-negotiated transactions, through block transactions or otherwise. Our management has determined the manner, timing and amount of repurchases under these programs based on the evaluation of market conditions, stock price and other factors. On August 1, 2018, 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. 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). In 2019 , we repurchased approximately 7.6 million shares under the 2019 Share Repurchase Program for $337 million . In 2019 , we retired 18.6 million shares of repurchased stock. The retired shares were returned to the status of authorized but unissued shares. As part of the retirements, we reduced our treasury stock, paid-in capital and retained earnings balances for 2019 by $843 million , $110 million and $733 million , respectively. No shares were held in treasury as of December 31, 2019 . As of December 31, 2018 , we held in treasury approximately 11 million shares of repurchased stock. Changes in common shares outstanding are as follows: Year ended December 31, 2019 2018 2017 Beginning balance 222,818,495 233,287,089 233,114,169 Exercise of stock options 629,186 462,647 90,938 Issuance of restricted stock (1) 267,165 68,803 93,833 Purchase of treasury shares (2) (7,691,020 ) (11,000,044 ) (11,851 ) Ending balance 216,023,826 222,818,495 233,287,089 _______________________________________________________________________________ (1) Includes shares issued from treasury. (2) Includes shares withheld to pay employee tax obligations upon the vesting of restricted stock or the exercise of stock options. Preferred Stock CF Holdings is authorized to issue 50 million shares of $0.01 par value preferred stock. Our Second Amended and Restated Certificate of Incorporation, as amended, authorizes the Board, without any further stockholder action or approval, to issue these shares in one or more classes or series, and (except in the case of our Series A Junior Participating Preferred Stock, 500,000 shares of which are authorized and the terms of which were specified in the original certificate of incorporation of CF Holdings) to fix the rights, preferences and privileges of the shares of each wholly unissued class or series and any of its qualifications, limitations or restrictions. The Series A Junior Participating Preferred Stock had been established in CF Holdings’ original certificate of incorporation in connection with our former stockholder rights plan that expired in 2015. No shares of preferred stock have been issued. Accumulated Other Comprehensive (Loss) Income Changes to accumulated other comprehensive (loss) income (AOCI) and the impact on other comprehensive income (loss) are as follows: Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Securities Unrealized Gain (Loss) on Derivatives Defined Benefit Plans Accumulated Other Comprehensive (Loss) Income (in millions) Balance as of December 31, 2016 $ (272 ) $ 1 $ 5 $ (132 ) $ (398 ) Reclassification to earnings (1) — — (1 ) 1 — Gain arising during the period — — — 19 19 Effect of exchange rate changes and deferred taxes 127 — — (11 ) 116 Balance as of December 31, 2017 (145 ) 1 4 (123 ) (263 ) Adoption of ASU 2016-01 (2) — (1 ) — — (1 ) Adoption of ASU 2018-02 (3) — — 1 (11 ) (10 ) Gain arising during the period — — — 3 3 Reclassification to earnings (1) — — — 2 2 Effect of exchange rate changes and deferred taxes (105 ) — — 3 (102 ) Balance as of December 31, 2018 (250 ) — 5 (126 ) (371 ) Loss arising during the period — — — (62 ) (62 ) Reclassification to earnings (1) — — — (2 ) (2 ) Effect of exchange rate changes and deferred taxes 62 — — 7 69 Balance as of December 31, 2019 $ (188 ) $ — $ 5 $ (183 ) $ (366 ) _______________________________________________________________________________ (1) Reclassifications out of AOCI to the consolidated statements of operations were not material. (2) On January 1, 2018, we adopted ASU No. 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which changes the income statement impact of equity investments held by an entity. The amendments require the unrealized gains or losses of equity instruments measured at fair value to be recognized in net income. Our adoption of this ASU resulted in an increase to opening retained earnings of $1 million representing the cumulative effect of unrealized gains from equity securities from AOCI. (3) In the fourth quarter of 2018, we adopted ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This ASU allowed a reclassification from AOCI to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. As a result of our adoption of this ASU, we reclassified $10 million of stranded tax effects previously recognized in AOCI to retained earnings during the fourth quarter of 2018. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2014 Equity and Incentive Plan On May 14, 2014, our shareholders approved the CF Industries Holdings, Inc. 2014 Equity and Incentive Plan (the 2014 Equity and Incentive Plan) which replaced the CF Industries Holdings, Inc. 2009 Equity and Incentive Plan. Under the 2014 Equity and Incentive Plan, we may grant incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards (payable in cash or stock) and other stock-based awards to our officers, employees, consultants and independent contractors (including non-employee directors). The purpose of the 2014 Equity and Incentive Plan is to provide an incentive that is aligned with the interests of our shareholders. Share Reserve and Individual Award Limits The maximum number of shares reserved for the grant of awards under the 2014 Equity and Incentive Plan is the sum of (i) 13.9 million and (ii) the number of shares subject to outstanding awards under our predecessor plans to the extent such awards terminate or expire without delivery of shares. For purposes of determining the number of shares of stock available for grant under the 2014 Equity and Incentive Plan, each option or stock appreciation right is counted against the reserve as one share. Each share of stock granted, other than an option or a stock appreciation right, is counted against the reserve as 1.61 shares. If any outstanding award expires or is settled in cash, any unissued shares subject to the award are again available for grant under the 2014 Equity and Incentive Plan. Shares tendered in payment of the exercise price of an option and shares withheld by the Company or otherwise received by the Company to satisfy tax withholding obligations are not available for future grant under the 2014 Equity and Incentive Plan. As of December 31, 2019 , we had 7.2 million shares available for future awards under the 2014 Equity and Incentive Plan. The 2014 Equity and Incentive Plan provides that no more than 5.0 million shares underlying awards of stock options and stock appreciation rights may be granted to a participant in any one calendar year. Restricted Stock Awards, Restricted Stock Units and Performance Share Units The fair value of a restricted stock award (RSA) or a restricted stock unit (RSU) is equal to the number of shares subject to the award multiplied by the closing market price of our common stock on the date of grant. We estimated the fair value of each performance share unit (PSU) on the date of grant using a Monte Carlo simulation. Generally, RSUs granted in 2018 and 2019 will vest in three equal annual installments following the date of grant. RSUs granted prior to 2018 vest in three years from the date of grant. PSUs are granted to key employees and generally vest three years from the date of grant subject to the attainment of applicable performance goals during the performance period. The RSAs awarded to non-management members of the Board vest the earlier of one year from the date of the grant or the date of the next annual stockholder meeting. During the vesting period, the holders of the RSAs are entitled to dividends and voting rights. During the vesting period, the holders of the RSUs are paid dividend equivalents in cash to the extent we pay cash dividends. PSUs accrue dividend equivalents to the extent we pay cash dividends on our common stock during the performance and vesting periods. Upon vesting of the PSUs, holders are paid the cash equivalent of the dividends paid during the performance and vesting periods based on the shares of common stock, if any, delivered in settlement of PSUs. Holders of RSUs and PSUs are not entitled to voting rights unless and until the awards have vested. A summary of restricted stock activity during the year ended December 31, 2019 is presented below. Restricted Stock Awards Restricted Stock Units Performance Share Units Shares Weighted- Average Grant-Date Fair Value Shares Weighted- Average Grant-Date Fair Value Shares Weighted- Average Grant-Date Fair Value Outstanding as of December 31, 2018 37,870 $ 40.40 569,807 $ 38.79 197,937 $ 43.64 Granted 36,567 41.84 356,110 41.94 179,876 43.09 Restrictions lapsed (vested) (1) (37,870 ) 40.40 (196,611 ) 40.26 (59,407 ) 40.62 Forfeited — — (35,346 ) 41.04 (13,572 ) 44.31 Outstanding as of December 31, 2019 36,567 41.84 693,960 40.14 304,834 44.42 _______________________________________________________________________________ (1) For performance share units, the shares represent the performance share units granted in 2016 , for which the three-year performance period ended December 31, 2018 . The 2019 , 2018 and 2017 weighted-average grant date fair value for RSAs was $41.84 , $40.40 , and $27.31 , for RSUs was $41.94 , $43.09 , and $31.20 , and for PSUs was $43.09 , $44.59 , and $45.37 , respectively. The actual tax benefit realized from restricted stock vested in each of the years ended December 31, 2019 , 2018 and 2017 was $3 million , $1 million and $1 million , respectively. The fair value of restricted stock vested was $11 million , $3 million and $2 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Stock Options Under the 2014 Equity and Incentive Plan and our predecessor plans, we have granted to plan participants nonqualified stock options to purchase shares of our common stock. The exercise price of these options was equal to the market price of our common stock on the date of grant. The contractual life of each option was ten years and generally one-third of the options vested on each of the first three anniversaries of the date of grant. No stock option awards have been granted to plan participants since 2017. The fair value of each stock option award was estimated using the Black-Scholes option valuation model. Key assumptions used and resulting grant date fair values are shown in the following table: 2017 Weighted-average assumptions: Expected term of stock options 4.3 Years Expected volatility 40% Risk-free interest rate 1.9% Expected dividend yield 3.9% Weighted-average grant date fair value $7.66 The expected volatility of our stock options was based on the combination of the historical volatility of our common stock and implied volatilities of exchange-traded options on our common stock. The expected term of options was estimated based on our historical exercise experience, post-vesting employment termination behavior and the contractual term. The risk-free interest rate was based on the U.S. Treasury Strip yield curve in effect at the time of grant for the expected term of the options. A summary of stock option activity during the year ended December 31, 2019 is presented below: Shares Weighted- Average Exercise Price Outstanding as of December 31, 2018 5,784,100 $ 38.79 Exercised (629,186 ) 28.89 Forfeited (54,045 ) 37.11 Expired (40,977 ) 58.78 Outstanding as of December 31, 2019 5,059,892 39.88 Exercisable as of December 31, 2019 4,518,530 40.94 Weighted- Aggregate (1) Outstanding as of December 31, 2019 4.9 $ 52 Exercisable as of December 31, 2019 4.7 $ 43 _____________________________________________________________________________ (1) The aggregate intrinsic value represents the total pre-tax intrinsic value, based on our closing stock price of $47.74 as of December 31, 2019 , which would have been received by the option holders had all option holders exercised their options as of that date. Selected amounts pertaining to stock option exercises are as follows: 2019 2018 2017 (in millions) Cash received from stock option exercises $ 18 $ 12 $ 1 Actual tax benefit realized from stock option exercises $ 3 $ 2 $ 1 Pre-tax intrinsic value of stock options exercised $ 12 $ 10 $ 2 Compensation Cost Compensation cost is recorded primarily in selling, general and administrative expenses. The following table summarizes stock-based compensation costs and related income tax benefits: Year ended December 31, 2019 2018 2017 (in millions) Stock-based compensation expense $ 28 $ 21 $ 17 Income tax benefit (6 ) (4 ) (6 ) Stock-based compensation expense, net of income taxes $ 22 $ 17 $ 11 As of December 31, 2019 , pre-tax unrecognized compensation cost was $14 million for RSAs and RSUs, which will be recognized over a weighted-average period of 1.6 years , $9 million for PSUs, which will be recognized over a weighted-average period of 1.7 years , and $1 million for stock options, which will be recognized over a weighted-average period of 0.2 years . Excess tax benefits realized from the vesting of restricted stock or stock option exercises are recognized as an income tax benefit in our consolidated statements of operations and are required to be reported as an operating cash inflow rather than a reduction of taxes paid. The excess tax benefits realized in 2019 , 2018 and 2017 were $7 million , $6 million , and $1 million , respectively. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 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 September 14, 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 Florida Environmental Matter On March 17, 2014, we completed the sale of our phosphate mining and manufacturing business, which was located in Florida, to The Mosaic Company (Mosaic). Pursuant to the terms of the definitive agreement executed in October 2013, Mosaic assumed the following environmental matter and we agreed to indemnify Mosaic with respect to losses arising out of the matter below, subject to a maximum indemnification cap and the other terms of the definitive agreement. Clean Air Act Notice of Violation We received a Notice of Violation (NOV) from the EPA by letter dated June 16, 2010, alleging that we violated the Prevention of Significant Deterioration (PSD) Clean Air Act regulations relating to certain projects undertaken at the former Plant City, Florida facility’s sulfuric acid plants. This NOV further alleges that the actions that are the basis for the alleged PSD violations also resulted in violations of Title V air operating permit regulations. Finally, the NOV alleges that we failed to comply with certain compliance dates established by hazardous air pollutant regulations for phosphoric acid manufacturing plants and phosphate fertilizer production plants. We had several meetings with the EPA with respect to this matter prior to our sale of the phosphate mining and manufacturing business in March 2014. We and Mosaic have separately had continued discussions with the EPA subsequent to our sale of the phosphate mining and manufacturing business with respect to this matter. We have reached a settlement in principle with the EPA to resolve the Plant City Clean Air Act matter, pending the final execution and filing of a stipulation of settlement. The settlement will require us to pay civil penalties to the United States, but will not include any required injunctive relief or other corrective actions. The settlement will not have a material impact on our consolidated financial position, results of operations or cash flows. Other Environmental Matters From time to time, we receive notices from governmental agencies or third parties alleging that we are a potentially responsible party at certain cleanup sites under CERCLA or other environmental cleanup laws. In 2011, we received a notice from the Idaho Department of Environmental Quality (IDEQ) that alleged that we were a potentially responsible party for the cleanup of a former phosphate mine site we owned in the late 1950s and early 1960s located in Georgetown Canyon, Idaho. The current owner of the property and a former mining contractor received similar notices for the site. In 2014, we and the current property owner entered into a Consent Order with IDEQ and the U.S. Forest Service to conduct a remedial investigation and feasibility study of the site. In 2015, we and several other parties received a notice that the U.S. Department of the Interior and other trustees intend to undertake a natural resource damage assessment for 17 former phosphate mines in southeast Idaho, one of which is the former Georgetown Canyon mine. Because the former mine site is still in the remedial investigation/feasibility study stage, 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 the results of the site investigation conducted to date, 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 | 12 Months Ended |
Dec. 31, 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 2019 , 2018 and 2017 are presented in the table below. Ammonia Granular Urea (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Year ended December 31, 2019 Net sales $ 1,113 $ 1,342 $ 1,270 $ 506 $ 359 $ 4,590 Cost of sales 878 861 981 399 297 3,416 Gross margin $ 235 $ 481 $ 289 $ 107 $ 62 1,174 Total other operating costs and expenses 166 Equity in loss of operating affiliate (5 ) Operating earnings $ 1,003 Year ended December 31, 2018 Net sales $ 1,028 $ 1,322 $ 1,234 $ 460 $ 385 $ 4,429 Cost of sales 867 889 1,007 414 335 3,512 Gross margin $ 161 $ 433 $ 227 $ 46 $ 50 917 Total other operating costs and expenses 187 Equity in earnings of operating affiliate 36 Operating earnings $ 766 Year ended December 31, 2017 Net sales $ 1,209 $ 971 $ 1,134 $ 497 $ 319 $ 4,130 Cost of sales 1,070 855 1,053 446 272 3,696 Gross margin $ 139 $ 116 $ 81 $ 51 $ 47 434 Total other operating costs and expenses 209 Equity in earnings of operating affiliates 9 Operating earnings $ 234 _______________________________________________________________________________ (1) The cost of ammonia that is upgraded into other products is transferred at cost into the upgraded product results. Depreciation and amortization by segment for 2019 , 2018 and 2017 is as follows: Ammonia Granular Urea UAN AN Other Corporate Consolidated (in millions) Depreciation and amortization Year ended December 31, 2019 $ 167 $ 264 $ 251 $ 88 $ 72 $ 33 $ 875 Year ended December 31, 2018 $ 155 $ 276 $ 270 $ 85 $ 67 $ 35 $ 888 Year ended December 31, 2017 $ 183 $ 246 $ 265 $ 85 $ 57 $ 47 $ 883 Enterprise-wide data by geographic region is as follows: Year ended December 31, 2019 2018 2017 (in millions) Sales by geographic region (based on destination of shipments): United States $ 3,387 $ 3,160 $ 2,851 Foreign: Canada 410 379 352 North America, excluding U.S. and Canada 53 81 50 United Kingdom 413 425 427 Other foreign 327 384 450 Total foreign 1,203 1,269 1,279 Consolidated $ 4,590 $ 4,429 $ 4,130 December 31, 2019 2018 2017 (in millions) Property, plant and equipment—net by geographic region: United States $ 6,991 $ 7,426 $ 7,921 Foreign: Canada 558 544 551 United Kingdom 621 653 703 Total foreign 1,179 1,197 1,254 Consolidated $ 8,170 $ 8,623 $ 9,175 Our principal customers are cooperatives, independent fertilizer distributors, traders, wholesalers and industrial users. In 2019 , 2018 and 2017 , CHS accounted for approximately 15% , 14% and 11% of our consolidated net sales, respectively. See Note 17—Noncontrolling Interests |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following provides additional information relating to cash flow activities: Year ended December 31, 2019 2018 2017 (in millions) Cash paid during the year for Interest—net of interest capitalized $ 228 $ 227 $ 311 Income taxes—net of refunds (41 ) 7 (807 ) Supplemental disclosure of noncash investing and financing activities: Change in capitalized expenditures in accounts payable and accrued expenses (6 ) 2 (179 ) Change in accrued share repurchases (33 ) 33 — |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | Asset Retirement Obligations Asset retirement obligations (AROs) are legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development or normal operation of such assets. AROs are initially recognized as incurred when sufficient information exists to estimate fair value. We have AROs at our nitrogen manufacturing complexes and at our distribution and storage facilities that are conditional upon cessation of operations. These AROs include certain decommissioning activities as well as the removal and disposal of certain chemicals, waste materials, structures, equipment, vessels, piping and storage tanks. Also included are reclamation of land and the closure of certain effluent ponds. The most recent estimate of the aggregate cost of these AROs expressed in 2019 dollars is $81 million . We have not recorded a liability for these conditional AROs as of December 31, 2019 because we do not believe there is currently a reasonable basis for estimating a date or range of dates of cessation of operations at our nitrogen manufacturing facilities or our distribution and storage facilities, which is necessary in order to estimate fair value. In reaching this conclusion, we considered the historical performance of each complex or facility and have taken into account factors such as planned maintenance, asset replacements and upgrades of plant and equipment, which if conducted as in the past, can extend the physical lives of our nitrogen manufacturing facilities and our distribution and storage facilities indefinitely. We also considered the possibility of changes in technology, risk of obsolescence, and availability of raw materials in arriving at our conclusion. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 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 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 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: Year ended December 31, 2019 (in millions) Operating lease cost $ 95 Short-term lease cost 26 Variable lease cost 4 Total lease cost $ 125 Supplemental cash flow information related to leases was as follows: Year ended December 31, 2019 (in millions) Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities $ 93 ROU assets obtained in exchange for operating lease obligations 73 Supplemental balance sheet information related to leases was as follows: December 31, 2019 (in millions) Operating lease ROU assets $ 280 Current operating lease liabilities $ 90 Operating lease liabilities 193 Total operating lease liabilities $ 283 December 31, 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 3—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 December 31, 2019 . Operating (in millions) 2020 $ 92 2021 73 2022 50 2023 37 2024 30 Thereafter 36 Total lease payments 318 Less: imputed interest (35 ) Present value of lease liabilities 283 Less: Current operating lease liabilities 90 Operating lease liabilities $ 193 As of December 31, 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 fiscal year 2020 with future minimum payments of $33 million and lease terms ranging from two 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 Total rent expense for cancelable and noncancelable operating leases was $121 million for 2018 and $125 million for 2017 |
Quarterly Data-Unaudited
Quarterly Data-Unaudited | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Data-Unaudited | Quarterly Data—Unaudited The following tables present the unaudited quarterly results of operations for the eight quarters ended December 31, 2019 . This quarterly information has been prepared on the same basis as the consolidated financial statements and, in the opinion of management, reflects all adjustments necessary for the fair representation of the information for the periods presented. This data should be read in conjunction with the audited consolidated financial statements and related disclosures. Operating results for any quarter apply to that quarter only and are not necessarily indicative of results for any future period. Three months ended, March 31 June 30 September 30 December 31 Full Year (in millions, except per share amounts) 2019 Net sales $ 1,001 $ 1,502 $ 1,038 $ 1,049 $ 4,590 Gross margin 220 499 228 227 1,174 Net earnings (1) 118 320 114 94 646 Net earnings attributable to common stockholders (1) 90 283 65 55 493 Net earnings per share attributable to common stockholders (1) Basic (2) 0.40 1.28 0.29 0.26 2.24 Diluted (2) 0.40 1.28 0.29 0.25 2.23 2018 Net sales $ 957 $ 1,300 $ 1,040 $ 1,132 $ 4,429 Gross margin 190 312 173 242 917 Net earnings 88 174 71 95 428 Net earnings attributable to common stockholders 63 148 30 49 290 Net earnings per share attributable to common stockholders Basic (2) 0.27 0.63 0.13 0.21 1.25 Diluted (2) 0.27 0.63 0.13 0.21 1.24 _______________________________________________________________________________ (1) For the three months ended December 31, 2019, net earnings and net earnings attributable to common stockholders include income of approximately $14 million from the settlement of the Terra amended tax returns, which is included in interest income and income tax provision, and net earnings per share attributable to common stockholders, basic and diluted, includes the per share impact of $0.06 . See Note 10—Income Taxes for additional information. (2) |
Condensed Consolidating Financi
Condensed Consolidating Financial Statements | 12 Months Ended |
Dec. 31, 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 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 the full and unconditional guarantee of the Public Senior Notes by Parent and (ii) debt securities of CF Industries, and the full and unconditional guarantee thereof by Parent, that may be offered and sold from time to time under registration statements that may be filed by Parent and CF Industries with the SEC. For purposes of the presentation of the condensed consolidating financial information, the subsidiaries of Parent other than CF Industries are referred to as the Other Subsidiaries. From November 21, 2016 to November 13, 2019, the Public Senior Notes were guaranteed not only by Parent, but also by certain 100% owned subsidiaries of Parent. The guarantee of the Public Senior Notes in the case of each of those subsidiaries was subject to automatic release upon specified events, including the release of such subsidiary’s guarantee of CF Industries’ 7.125% senior notes due May 2020 (the 2020 Notes). On November 13, 2019, as a result of the release of all subsidiary guarantees of the 2020 Notes upon the retirement of, and satisfaction and discharge of the indenture governing, the 2020 Notes, all subsidiary guarantees of the Public Senior Notes were automatically released. Presented below are condensed consolidating statements of operations, statements of comprehensive income (loss) and statements of cash flows for Parent, CF Industries, and the Other Subsidiaries for the years ended December 31, 2019 , 2018 and 2017 and condensed consolidating balance sheets for Parent, CF Industries, and the Other Subsidiaries as of December 31, 2019 and 2018 . The condensed consolidating financial information presented below is not necessarily indicative of the financial position, results of operations, comprehensive income (loss) or cash flows of Parent, CF Industries, or the Other Subsidiaries 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. 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 Year ended December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net sales $ — $ 312 $ 4,748 $ (470 ) $ 4,590 Cost of sales — 255 3,624 (463 ) 3,416 Gross margin — 57 1,124 (7 ) 1,174 Selling, general and administrative expenses 5 (1 ) 242 (7 ) 239 Other operating—net — 4 (77 ) — (73 ) Total other operating costs and expenses 5 3 165 (7 ) 166 Equity in earnings (losses) of operating affiliates — 1 (6 ) — (5 ) Operating (loss) earnings (5 ) 55 953 — 1,003 Interest expense 6 242 — (11 ) 237 Interest income (1 ) (7 ) (23 ) 11 (20 ) Loss on debt extinguishment — 21 — — 21 Net earnings of wholly owned subsidiaries (501 ) (660 ) — 1,161 — Other non-operating—net — — (7 ) — (7 ) Earnings before income taxes 491 459 983 (1,161 ) 772 Income tax (benefit) provision (2 ) (42 ) 170 — 126 Net earnings 493 501 813 (1,161 ) 646 Less: Net earnings attributable to noncontrolling interests — — 153 — 153 Net earnings attributable to common stockholders $ 493 $ 501 $ 660 $ (1,161 ) $ 493 Condensed Consolidating Statement of Comprehensive Income Year ended December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net earnings $ 493 $ 501 $ 813 $ (1,161 ) $ 646 Other comprehensive income (loss) 6 6 (71 ) 64 5 Comprehensive income 499 507 742 (1,097 ) 651 Less: Comprehensive income attributable to noncontrolling interests — — 153 — 153 Comprehensive income attributable to common stockholders $ 499 $ 507 $ 589 $ (1,097 ) $ 498 Condensed Consolidating Statement of Operations Year ended December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net sales $ — $ 349 $ 4,515 $ (435 ) $ 4,429 Cost of sales — 288 3,652 (428 ) 3,512 Gross margin — 61 863 (7 ) 917 Selling, general and administrative expenses 4 1 216 (7 ) 214 Other operating—net — (11 ) (16 ) — (27 ) Total other operating costs and expenses 4 (10 ) 200 (7 ) 187 Equity in earnings of operating affiliate — 2 34 — 36 Operating (loss) earnings (4 ) 73 697 — 766 Interest expense — 245 6 (10 ) 241 Interest income (2 ) (5 ) (16 ) 10 (13 ) Net earnings of wholly owned subsidiaries (292 ) (423 ) — 715 — Other non-operating—net — — (9 ) — (9 ) Earnings before income taxes 290 256 716 (715 ) 547 Income tax (benefit) provision — (36 ) 155 — 119 Net earnings 290 292 561 (715 ) 428 Less: Net earnings attributable to noncontrolling interests — — 138 — 138 Net earnings attributable to common stockholders $ 290 $ 292 $ 423 $ (715 ) $ 290 Condensed Consolidating Statement of Comprehensive Income Year ended December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net earnings $ 290 $ 292 $ 561 $ (715 ) $ 428 Other comprehensive loss (109 ) (109 ) (97 ) 218 (97 ) Comprehensive income 181 183 464 (497 ) 331 Less: Comprehensive income attributable to noncontrolling interests — — 138 — 138 Comprehensive income attributable to common stockholders $ 181 $ 183 $ 326 $ (497 ) $ 193 Condensed Consolidating Statement of Operations Year ended December 31, 2017 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net sales $ — $ 442 $ 4,302 $ (614 ) $ 4,130 Cost of sales — 278 4,032 (614 ) 3,696 Gross margin — 164 270 — 434 Selling, general and administrative expenses 4 (4 ) 191 — 191 Other operating—net — 2 16 — 18 Total other operating costs and expenses 4 (2 ) 207 — 209 Equity in (loss) earnings of operating affiliates — (3 ) 12 — 9 Operating (loss) earnings (4 ) 163 75 — 234 Interest expense — 318 32 (35 ) 315 Interest income — (33 ) (14 ) 35 (12 ) Loss on debt extinguishment — 53 — — 53 Net loss of wholly owned subsidiaries 361 1,091 — (1,452 ) — Other non-operating—net — — 3 — 3 (Loss) earnings before income taxes (365 ) (1,266 ) 54 1,452 (125 ) Income tax (benefit) provision (723 ) (905 ) 1,053 — (575 ) Net earnings (loss) 358 (361 ) (999 ) 1,452 450 Less: Net earnings attributable to noncontrolling interest — — 92 — 92 Net earnings (loss) attributable to common stockholders $ 358 $ (361 ) $ (1,091 ) $ 1,452 $ 358 Condensed Consolidating Statement of Comprehensive Income (Loss) Year ended December 31, 2017 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net earnings (loss) $ 358 $ (361 ) $ (999 ) $ 1,452 $ 450 Other comprehensive income 135 135 135 (270 ) 135 Comprehensive income (loss) 493 (226 ) (864 ) 1,182 585 Less: Comprehensive income attributable to noncontrolling interest — — 92 — 92 Comprehensive income (loss) attributable to common stockholders $ 493 $ (226 ) $ (956 ) $ 1,182 $ 493 Condensed Consolidating Balance Sheet December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 1 $ 6 $ 280 $ — $ 287 Accounts and notes receivable—net 137 614 2,039 (2,548 ) 242 Inventories — — 351 — 351 Prepaid income taxes — — 71 — 71 Other current assets — — 23 — 23 Total current assets 138 620 2,764 (2,548 ) 974 Property, plant and equipment—net — — 8,170 — 8,170 Investments in affiliates 3,911 5,883 88 (9,794 ) 88 Goodwill — 2,064 301 — 2,365 Operating lease right-of-use assets — — 280 — 280 Other assets — 5 290 — 295 Total assets $ 4,049 $ 8,572 $ 11,893 $ (12,342 ) $ 12,172 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 1,152 $ 690 $ 1,143 $ (2,548 ) $ 437 Income taxes payable — — 1 — 1 Customer advances — — 119 — 119 Current operating lease liabilities — — 90 — 90 Other current liabilities — — 18 — 18 Total current liabilities 1,152 690 1,371 (2,548 ) 665 Long-term debt — 3,957 — — 3,957 Deferred income taxes — — 1,246 — 1,246 Operating lease liabilities — — 193 — 193 Other liabilities — 14 460 — 474 Equity: Stockholders’ equity: Preferred stock — — — — — Common stock 2 — 1 (1 ) 2 Paid-in capital 1,303 1,799 5,361 (7,160 ) 1,303 Retained earnings 1,958 2,478 951 (3,429 ) 1,958 Accumulated other comprehensive loss (366 ) (366 ) (430 ) 796 (366 ) Total stockholders’ equity 2,897 3,911 5,883 (9,794 ) 2,897 Noncontrolling interest — — 2,740 — 2,740 Total equity 2,897 3,911 8,623 (9,794 ) 5,637 Total liabilities and equity $ 4,049 $ 8,572 $ 11,893 $ (12,342 ) $ 12,172 Condensed Consolidating Balance Sheet December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 36 $ 27 $ 619 $ — $ 682 Accounts and notes receivable—net 135 500 1,384 (1,784 ) 235 Inventories — 4 305 — 309 Prepaid income taxes — — 28 — 28 Other current assets — — 20 — 20 Total current assets 171 531 2,356 (1,784 ) 1,274 Property, plant and equipment—net — — 8,623 — 8,623 Investments in affiliates 3,656 8,208 93 (11,864 ) 93 Goodwill — — 2,353 — 2,353 Other assets — 4 314 — 318 Total assets $ 3,827 $ 8,743 $ 13,739 $ (13,648 ) $ 12,661 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 870 $ 374 $ 1,085 $ (1,784 ) $ 545 Income taxes payable — — 5 — 5 Customer advances — — 149 — 149 Other current liabilities — — 6 — 6 Total current liabilities 870 374 1,245 (1,784 ) 705 Long-term debt — 4,698 — — 4,698 Deferred income taxes — — 1,117 — 1,117 Other liabilities — 15 395 — 410 Equity: Stockholders’ equity: Preferred stock — — — — — Common stock 2 — 1 (1 ) 2 Paid-in capital 1,368 1,799 9,446 (11,245 ) 1,368 Retained earnings 2,463 2,229 (879 ) (1,350 ) 2,463 Treasury stock (504 ) — — — (504 ) Accumulated other comprehensive loss (372 ) (372 ) (359 ) 732 (371 ) Total stockholders’ equity 2,957 3,656 8,209 (11,864 ) 2,958 Noncontrolling interest — — 2,773 — 2,773 Total equity 2,957 3,656 10,982 (11,864 ) 5,731 Total liabilities and equity $ 3,827 $ 8,743 $ 13,739 $ (13,648 ) $ 12,661 Condensed Consolidating Statement of Cash Flows Year ended December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 493 $ 501 $ 813 $ (1,161 ) $ 646 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 9 866 — 875 Deferred income taxes — — 149 — 149 Stock-based compensation expense 28 — — — 28 Unrealized net loss on natural gas derivatives — — 14 — 14 Loss on embedded derivative — — 4 — 4 Loss on debt extinguishment — 21 — — 21 Gain on disposal of property, plant and equipment — — (40 ) — (40 ) Undistributed (earnings) losses of affiliates—net (501 ) (660 ) 2 1,161 2 Changes in: Intercompany accounts receivable/accounts payable—net 5 (9 ) 4 — — Accounts receivable—net — (1 ) (5 ) — (6 ) Inventories — 4 (30 ) — (26 ) Accrued and prepaid income taxes (2 ) (43 ) 67 — 22 Accounts and notes payable and accrued expenses — (17 ) (55 ) — (72 ) Customer advances — — (30 ) — (30 ) Other—net — — (82 ) — (82 ) Net cash provided by (used in) operating activities 23 (195 ) 1,677 — 1,505 Investing Activities: Additions to property, plant and equipment — — (404 ) — (404 ) Proceeds from sale of property, plant and equipment — — 70 — 70 Distributions received from unconsolidated affiliates — 778 (778 ) — — Insurance proceeds for property, plant and equipment — — 15 — 15 Net cash provided by (used in) investing activities — 778 (1,097 ) — (319 ) Financing Activities: Short-term debt—net 310 420 (730 ) — — Payment of long-term borrowings — (769 ) — — (769 ) Payment to CHS related to credit provision — — (5 ) — (5 ) Financing fees — (3 ) — — (3 ) Purchases of treasury stock (370 ) — — — (370 ) Dividends paid on common stock (265 ) (252 ) — 252 (265 ) Dividends to/from affiliates 252 — — (252 ) — Distributions to noncontrolling interest — — (186 ) — (186 ) Issuances of common stock under employee stock plans 19 — — — 19 Shares withheld for taxes (4 ) — — — (4 ) Net cash used in financing activities (58 ) (604 ) (921 ) — (1,583 ) Effect of exchange rate changes on cash and cash equivalents — — 2 — 2 Decrease in cash and cash equivalents (35 ) (21 ) (339 ) — (395 ) Cash and cash equivalents at beginning of period 36 27 619 — 682 Cash and cash equivalents at end of period $ 1 $ 6 $ 280 $ — $ 287 Condensed Consolidating Statement of Cash Flows Year ended December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 290 $ 292 $ 561 $ (715 ) $ 428 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 9 879 — 888 Deferred income taxes — — 78 — 78 Stock-based compensation expense 21 — 1 — 22 Unrealized net gain on natural gas derivatives — — (13 ) — (13 ) Loss on embedded derivative — — 1 — 1 Loss on disposal of property, plant and equipment — — 6 — 6 Undistributed earnings of affiliates—net (292 ) (423 ) (3 ) 715 (3 ) Changes in: Intercompany accounts receivable/accounts payable—net (14 ) (117 ) 131 — — Accounts receivable—net — (7 ) 75 — 68 Inventories — (1 ) (51 ) — (52 ) Accrued and prepaid income taxes (1 ) (35 ) 44 — 8 Accounts and notes payable and accrued expenses — (12 ) 56 — 44 Customer advances — — 59 — 59 Other—net — 9 (46 ) — (37 ) Net cash provided by (used in) operating activities 4 (285 ) 1,778 — 1,497 Investing Activities: Additions to property, plant and equipment — — (422 ) — (422 ) Proceeds from sale of property, plant and equipment — — 26 — 26 Distributions received from unconsolidated affiliates — 503 (493 ) — 10 Insurance proceeds for property, plant and equipment — — 10 — 10 Investments in consolidated subsidiaries - capital contributions — (31 ) 31 — — Other—net — — 1 — 1 Net cash provided by (used in) investing activities — 472 (847 ) — (375 ) Financing Activities: Long-term debt—net — 69 (69 ) — — Short-term debt—net 234 292 (526 ) — — Payment to CHS related to credit provision — — (5 ) — (5 ) Financing fees — 1 — — 1 Purchases of treasury stock (467 ) — — — (467 ) Dividends paid on common stock (280 ) (537 ) — 537 (280 ) Acquisition of noncontrolling interests in TNCLP — — (388 ) — (388 ) Distributions to noncontrolling interests — — (139 ) — (139 ) Issuances of common stock under employee stock plans 12 — — — 12 Shares withheld for taxes (4 ) — — — (4 ) Dividends to/from affiliates 537 — — (537 ) — Net cash provided by (used in) financing activities 32 (175 ) (1,127 ) — (1,270 ) Effect of exchange rate changes on cash and cash equivalents — — (5 ) — (5 ) Increase (decrease) in cash and cash equivalents 36 12 (201 ) — (153 ) Cash and cash equivalents at beginning of period — 15 820 — 835 Cash and cash equivalents at end of period $ 36 $ 27 $ 619 $ — $ 682 Condensed Consolidating Statement of Cash Flows Year ended December 31, 2017 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Operating Activities: Net earnings (loss) $ 358 $ (361 ) $ (999 ) $ 1,452 $ 450 Adjustments to reconcile net earnings (loss) to net cash (used in) provided by operating activities: Depreciation and amortization — 13 870 — 883 Deferred income taxes — — (601 ) — (601 ) Stock-based compensation expense 17 — — — 17 Unrealized net loss on natural gas derivatives — — 61 — 61 Loss on embedded derivative — — 4 — 4 Gain on sale of equity method investment — — (14 ) — (14 ) Loss on debt extinguishment — 53 — — 53 Loss on disposal of property, plant and equipment — — 3 — 3 Undistributed losses of affiliates—net 361 1,091 3 (1,452 ) 3 Changes in: Intercompany accounts receivable/accounts payable—net (736 ) (1,297 ) 2,033 — — Accounts receivable—net — — (57 ) — (57 ) Inventories — (4 ) 44 — 40 Accrued and prepaid income taxes (1 ) (60 ) 870 — 809 Accounts and notes payable and accrued expenses — 228 (229 ) — (1 ) Customer advances — — 48 — 48 Other—net — (5 ) (62 ) — (67 ) Net cash (used in) provided by operating activities (1 ) (342 ) 1,974 — 1,631 Investing Activities: Additions to property, plant and equipment — — (473 ) — (473 ) Proceeds from sale of property, plant and equipment — — 20 — 20 Proceeds from sale of equity method investment — — 16 — 16 Proceeds from sale of auction rate securities — 9 — — 9 Distributions received from unconsolidated affiliates — — 14 — 14 Other—net — — 1 — 1 Net cash provided by (used in) investing activities — 9 (422 ) — (413 ) Financing Activities: Long-term debt—net — (125 ) 125 — — Short-term debt—net 280 1,584 (1,864 ) — — Payments of long-term borrowings — (1,148 ) — — (1,148 ) Payment to CHS related to credit provision — — (5 ) — (5 ) Financing fees — (1 ) — — (1 ) Dividends paid on common stock (280 ) — (2 ) 2 (280 ) Distributions to noncontrolling interests — — (131 ) — (131 ) Issuance of common stock under employee stock plans 1 — — — 1 Dividends to/from affiliates — 2 — (2 ) — Net cash provided by (used in) financing activities 1 312 (1,877 ) — (1,564 ) Effect of exchange rate changes on cash and cash equivalents — — 12 — 12 Decrease in cash, cash equivalents and restricted cash — (21 ) (313 ) — (334 ) Cash, cash equivalents and restricted cash at beginning of period — 36 1,133 — 1,169 Cash and cash equivalents at end of period $ — $ 15 $ 820 $ — $ 835 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Consolidation and Noncontrolling Interest | Consolidation and Noncontrolling Interests The consolidated financial statements of CF Holdings include the accounts of CF Industries and all majority-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. In 2018, we announced that Terra Nitrogen GP Inc. (TNGP), the sole general partner of Terra Nitrogen Company, L.P. (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 . Upon completion of the Purchase, we owned, through our subsidiaries, 100% of the general and limited partnership interests of TNCLP. Prior to the purchase of the TNCLP Public Units, 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, and we consolidated TNCLP into our financial statements. The outside investors’ limited partnership interests in the partnership were included in noncontrolling interests in our consolidated financial statements prior to our purchase of the TNCLP Public Units. We own approximately 89% of the membership interests in CFN and consolidate CFN in our financial statements. CHS’ minority equity interest in CFN is included in noncontrolling interests in our consolidated financial statements. See Note 17—Noncontrolling Interests for additional information. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements and the reported amounts of 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 evaluation of potential impairments of property, investments, identifiable intangible assets and goodwill, income taxes, allowances for doubtful accounts receivable, the determination of the funded status and annual expense of defined benefit pension and other postretirement plans and the valuation of stock-based compensation awards granted to employees. |
Revenue Recognition | Revenue Recognition We follow a five-step model for revenue recognition. The five steps are: (1) identification of the contract(s) with the customer, (2) identification of the performance obligation(s) in the contract(s), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligation, and (5) recognition of revenue when (or as) the performance obligation is satisfied. Control of our products transfers to our customers when the customer is able to direct the use of, and obtain substantially all of the benefits from, our products, which occurs at the later of when title or risk of loss transfers to the customer. Control generally transfers to the customer at a point in time upon loading of our product onto transportation equipment or delivery to a customer destination. Revenue from forward sales programs is recognized on the same basis as other sales regardless of when the customer advances are received. In situations where we have agreed to arrange delivery of the product to the customer’s intended destination and control of the product transfers upon loading of our product, we have elected to not identify delivery of the product as a performance obligation. We account for freight income associated with the delivery of these products as freight revenue, since this activity fulfills our obligation to transfer the product to the customer. Shipping and handling costs incurred by us are included in cost of sales. We offer cash incentives to certain customers based on the volume of their purchases over a certain period. Customer incentives are reported as a reduction in net sales. On January 1, 2018, we adopted Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which resulted in a reduction to opening retained earnings of $1 million . Prior to the adoption of ASU No. 2014-09, under Accounting Standards Codification Topic 605, the basic criteria for revenue recognition were: (1) evidence that a sales arrangement existed, (2) delivery of goods had occurred, (3) the seller’s price to the buyer was fixed or determinable, and (4) collectability was reasonably assured. We recognized revenue when these criteria had been met, and when title and risk of loss transferred to the customer, which could be at the plant gate, a distribution facility, a supplier location or a customer location. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less. The carrying value of cash and cash equivalents approximates fair value. |
Investments | Investments Short-term investments and noncurrent investments are accounted for primarily as available-for-sale securities reported at fair value. Prior to January 1, 2018, changes in fair value for available-for-sale debt and equity securities were reported in other comprehensive income. Beginning in 2018, as a result of our adoption of ASU No. 2016-01 on January 1, 2018, changes in the fair value of available-for-sale equity securities are recognized through earnings. The carrying values of short-term investments approximate fair values because of the short maturities and the highly liquid nature of these investments. |
Inventories | Inventories |
Investments in and Advances to Unconsolidated Affiliates | Investment in Unconsolidated Affiliate The equity method of accounting is used for investments in affiliates that we do not consolidate, but over which we have the ability to exercise significant influence. Our equity method investment for which the results are included in operating earnings consists of our 50% ownership interest in PLNL, which operates an ammonia production facility in the Republic of Trinidad and Tobago. Our share of the net earnings from this investment is reported as an element of earnings from operations because PLNL’s operations provide additional production and are integrated with our supply chain and sales activities in the ammonia segment. See Note 8—Equity Method Investments for additional information. Profits resulting from sales or purchases with equity method investees are eliminated until realized by the investee or investor, respectively. Investments in affiliates are reviewed for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. When circumstances indicate that the fair value of an investment in an affiliate is less than its carrying value, and the reduction in value is other than temporary, the reduction in value is recognized immediately in earnings. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation and amortization are computed using the straight-line method and are recorded over the estimated useful life of the property, plant and equipment. Useful lives are as follows: Years Mobile and office equipment 3 to 10 Production facilities and related assets 2 to 30 Land improvements 10 to 30 Buildings 10 to 40 We periodically review the useful lives assigned to our property, plant and equipment and we change the estimates to reflect the results of those reviews. 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. Plant turnarounds are accounted for under the deferral method, as opposed to the direct expense or built-in overhaul methods. Under the deferral method, expenditures related to turnarounds are capitalized in property, plant and equipment when incurred and amortized to production costs on a straight-line basis over the period benefited, which is until the next scheduled turnaround in up to five years . If the direct expense method were used, all turnaround costs would be expensed as incurred. Internal employee costs and overhead amounts are not considered turnaround costs and are not capitalized. Turnaround costs are classified as investing activities in our consolidated statements of cash flows. See Note 6—Property, Plant and Equipment—Net for additional information. |
Recoverability of Long-Lived Assets | Recoverability of Long-Lived Assets We review property, plant and equipment and other long-lived assets in order to assess recoverability based on expected future undiscounted cash flows whenever events or circumstances indicate that the carrying value may not be recoverable. If the sum of the expected future net cash flows is less than the carrying value, an impairment loss is recognized. The impairment loss is measured as the amount by which the carrying value exceeds the fair value of the asset. |
Goodwill and Intangible Assets | Goodwill and Other Intangible Assets Goodwill represents the excess of the purchase price of an acquired entity over the amounts assigned to the assets acquired and liabilities assumed. Goodwill is not amortized, but is reviewed for impairment annually or more frequently if certain impairment conditions arise. We perform our annual goodwill impairment review in the fourth quarter of each year at the reporting unit level. Our evaluation can begin with a qualitative assessment of the factors that could impact the significant inputs used to estimate fair value. If after performing the qualitative assessment, we determine that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill, then no further analysis is necessary. However, if the results of the qualitative test are unclear, we perform a quantitative test, which involves comparing the fair value of a reporting unit with its carrying amount, including goodwill. We use an income-based valuation method, determining the present value of future cash flows, to estimate the fair value of a reporting unit. If the fair value of a reporting unit exceeds its positive carrying amount, goodwill of the reporting unit is considered not impaired, and no further analysis is necessary. If the fair value of the reporting unit is less than its carrying amount, goodwill impairment would be recognized equal to the amount of the carrying value in excess of the reporting unit’s fair value, limited to the total amount of goodwill allocated to the reporting unit. Our intangible assets are presented in other assets on our consolidated balance sheets. See Note 7—Goodwill and Other Intangible Assets |
Leases | Leases Leases may be classified as either operating leases or finance leases. Assets acquired under finance leases, if any, would be amortized over the lease term on a straight-line basis and interest expense would be recognized using the effective interest method based on the lease liability at period end. For operating leases, rental payments, including rent holidays, leasehold incentives, and scheduled rent increases are expensed on a straight-line basis. Leasehold improvements are amortized over the shorter of the depreciable lives of the corresponding fixed assets or the lease term including any applicable renewals. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are projected to be recovered or settled. Realization of deferred tax assets is dependent on our ability to generate sufficient taxable income of an appropriate character in future periods. A valuation allowance is established if it is determined to be more likely than not that a deferred tax asset will not be realized. Significant judgment is applied in evaluating the need for and magnitude of appropriate valuation allowances against deferred tax assets. Interest and penalties related to unrecognized tax benefits are reported as interest expense and income tax expense, respectively. Historically, a deferred income tax liability was recorded for income taxes that would result from the repatriation of the portion of the investment in the Company’s non-U.S. subsidiaries and joint venture that were considered to not be permanently reinvested. No deferred income tax liability was recorded for the remainder of our investment in non-U.S. subsidiaries and joint venture, which we believed to be permanently reinvested. We record our tax expense for Global Intangible Low-Taxed Income (GILTI) as an expense in the period in which incurred and as such do not record a deferred tax liability for taxes that may be due in future periods. See Note 10—Income Taxes for additional information. |
Customer Advances | Customer Advances Customer advances represent cash received from customers following acceptance of orders under our forward sales programs. Under such advances, the customer prepays a portion of the value of the sales contract prior to obtaining control of the product, thereby reducing or eliminating accounts receivable from customers. Revenue is recognized when the customer obtains control of the product. |
Derivative Financial Instruments | Derivative Financial Instruments Natural gas is the principal raw material used to produce nitrogen-based products. We manage the risk of changes in natural gas prices primarily through the use of derivative financial instruments. The derivative instruments that we may use are primarily natural gas fixed price swaps, basis swaps and options traded in the over-the-counter (OTC) markets. The derivatives reference primarily a NYMEX futures price index, which represent the basis for fair value at any given time. These derivatives are traded in months forward and settlements are scheduled to coincide with anticipated gas purchases during those future periods. We do not use derivatives for trading purposes and are not a party to any leveraged derivatives. Derivative financial instruments are accounted for at fair value and recognized as current or noncurrent assets and liabilities on our consolidated balance sheets. We use natural gas derivatives as an economic hedge of natural gas price risk, but without the application of hedge accounting. As a result, changes in fair value of these contracts are recognized in earnings. The fair values of derivative instruments and any related cash collateral are reported on a gross basis rather than on a net basis. Cash flows related to natural gas derivatives are reported as operating activities. See Note 15—Derivative Financial Instruments for additional information. |
Debt Issuance Costs | Debt Issuance Costs Costs associated with the issuance of debt are recorded on the balance sheet as a direct deduction from the carrying amount of the related debt liability. Costs associated with entering into revolving credit facilities are recorded as an asset in noncurrent assets. All debt issuance costs are amortized over the term of the related debt using the effective interest rate method. Debt issuance discounts are netted against the related debt and are amortized over the term of the debt using the effective interest method. See Note 12—Financing Agreements for additional information. |
Environmental | Environmental Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations are expensed. Expenditures that increase the capacity or extend the useful life of an asset, improve the safety or efficiency of the operations, or mitigate or prevent future environmental contamination are capitalized. Liabilities are recorded when it is probable that an obligation has been incurred and the costs can be reasonably estimated. Environmental liabilities are not discounted. |
Stock-based Compensation | Stock-based Compensation We grant stock-based compensation awards under our equity and incentive plans. The awards that have been granted to date are nonqualified stock options, restricted stock awards, restricted stock units and performance share units. The cost of employee services received in exchange for the awards is measured based on the fair value of the award on the grant date and is recognized as expense on a straight-line basis over the period during which the employee is required to provide the services. See Note 19—Stock-Based Compensation for additional information. |
Treasury Stock | Treasury Stock We periodically retire treasury shares acquired through repurchases of our common stock and return those shares to the status of authorized but unissued. We account for treasury stock transactions under the cost method. For each reacquisition of common stock, the number of shares and the acquisition price for those shares is added to the treasury stock count and total value. When treasury shares are retired, we allocate the excess of the repurchase price over the par value of shares acquired to both retained earnings and paid-in capital. The portion allocated to paid-in capital is determined by applying the average paid-in capital per share, and the remaining portion is recorded to retained earnings. |
Litigation | Litigation From time to time, we are subject to ordinary, routine legal proceedings related to the usual conduct of our business. We may also be involved in proceedings regarding public utility and transportation rates, environmental matters, taxes and permits relating to the operations of our various plants and facilities. Accruals for such contingencies are recorded to the extent management concludes their occurrence is probable and the financial impact of an adverse outcome is reasonably estimable. Legal fees are recognized as incurred and are not included in accruals for contingencies. Disclosure for specific legal contingencies is provided if the likelihood of occurrence is at least reasonably possible and the exposure is considered material to the consolidated financial statements. In making determinations of likely outcomes of litigation matters, many factors are considered. These factors include, but are not limited to, history, scientific and other evidence, and the specifics and status of each matter. If the assessment of various factors changes, the estimates may change. Predicting the outcome of claims and litigation, and estimating related costs and exposure involves substantial uncertainties that could cause actual costs to vary materially from estimates and accruals. |
Foreign Currency Translation | Foreign Currency Translation We translate the financial statements of our foreign subsidiaries with non-U.S. dollar functional currencies using period-end exchange rates for assets and liabilities and weighted-average exchange rates for each period for revenues and expenses. The resulting translation adjustments are recorded as a separate component of accumulated other comprehensive income (AOCI) within stockholders’ equity. Foreign currency-denominated assets and liabilities are remeasured into U.S. dollars at exchange rates existing at the respective balance sheet dates. Gains and losses resulting from these foreign currency transactions are included in other operating—net on our consolidated statements of operations. Gains and losses resulting from intercompany foreign currency transactions that are of a long-term investment nature, if any, are reported in other comprehensive income. |
New Accounting Standards (Polic
New Accounting Standards (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Recently Adopted Pronouncements | New Accounting Standards Recently Adopted Pronouncements On January 1, 2019, we adopted 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 24—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 In August 2018, the Financial Accounting Standards Board (FASB) issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This ASU aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This ASU does not affect the accounting for the service element of a hosting arrangement that is a service contract. The amendments in this ASU are effective for annual and interim periods beginning after December 15, 2019 and can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. We plan to adopt this ASU prospectively and do not expect that our adoption of this ASU on January 1, 2020 will have a material impact on our consolidated financial statements. However, this guidance could have an effect on future financial results if significant new software involving a cloud computing agreement is implemented. In this case, a certain portion of the implementation costs could be deferred and expensed over the term of the cloud computing arrangement. In December 2019, the FASB issued ASU No. 2019-12: Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes. This ASU adds new guidance to simplify accounting for income taxes, changes the accounting for certain income tax transactions and makes minor improvements to the codification. The amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption of this ASU is permitted. We are currently evaluating the impact that our adoption of this ASU will have on our consolidated financial statements. |
Revenue Recognition Accounting
Revenue Recognition Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition We follow a five-step model for revenue recognition. The five steps are: (1) identification of the contract(s) with the customer, (2) identification of the performance obligation(s) in the contract(s), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligation, and (5) recognition of revenue when (or as) the performance obligation is satisfied. Control of our products transfers to our customers when the customer is able to direct the use of, and obtain substantially all of the benefits from, our products, which occurs at the later of when title or risk of loss transfers to the customer. Control generally transfers to the customer at a point in time upon loading of our product onto transportation equipment or delivery to a customer destination. Revenue from forward sales programs is recognized on the same basis as other sales regardless of when the customer advances are received. In situations where we have agreed to arrange delivery of the product to the customer’s intended destination and control of the product transfers upon loading of our product, we have elected to not identify delivery of the product as a performance obligation. We account for freight income associated with the delivery of these products as freight revenue, since this activity fulfills our obligation to transfer the product to the customer. Shipping and handling costs incurred by us are included in cost of sales. We offer cash incentives to certain customers based on the volume of their purchases over a certain period. Customer incentives are reported as a reduction in net sales. On January 1, 2018, we adopted Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which resulted in a reduction to opening retained earnings of $1 million . Prior to the adoption of ASU No. 2014-09, under Accounting Standards Codification Topic 605, the basic criteria for revenue recognition were: (1) evidence that a sales arrangement existed, (2) delivery of goods had occurred, (3) the seller’s price to the buyer was fixed or determinable, and (4) collectability was reasonably assured. We recognized revenue when these criteria had been met, and when title and risk of loss transferred to the customer, which could be at the plant gate, a distribution facility, a supplier location or a customer location. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of depreciable lives | Property, plant and equipment are stated at cost. Depreciation and amortization are computed using the straight-line method and are recorded over the estimated useful life of the property, plant and equipment. Useful lives are as follows: Years Mobile and office equipment 3 to 10 Production facilities and related assets 2 to 30 Land improvements 10 to 30 Buildings 10 to 40 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 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 2019 and 2018 : Ammonia Granular UAN AN Other Total (in millions) Year ended December 31, 2019 North America $ 948 $ 1,269 $ 1,176 $ 200 $ 256 $ 3,849 Europe and other 165 73 94 306 103 741 Total revenue $ 1,113 $ 1,342 $ 1,270 $ 506 $ 359 $ 4,590 Year ended December 31, 2018 North America $ 883 $ 1,243 $ 1,047 $ 186 $ 261 $ 3,620 Europe and other 145 79 187 274 124 809 Total revenue $ 1,028 $ 1,322 $ 1,234 $ 460 $ 385 $ 4,429 |
Net Earnings Per Share (Tables)
Net Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Summary of net earnings per share | Net earnings per share were computed as follows: Year ended December 31, 2019 2018 2017 (in millions, except per share amounts) Net earnings attributable to common stockholders $ 493 $ 290 $ 358 Basic earnings per common share: Weighted-average common shares outstanding 220.2 232.6 233.5 Net earnings attributable to common stockholders $ 2.24 $ 1.25 $ 1.53 Diluted earnings per common share: Weighted-average common shares outstanding 220.2 232.6 233.5 Dilutive common shares—stock-based awards 1.4 1.2 0.4 Diluted weighted-average shares outstanding 221.6 233.8 233.9 Net earnings attributable to common stockholders $ 2.23 $ 1.24 $ 1.53 |
Property, Plant and Equipment_2
Property, Plant and Equipment-Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment, Net [Abstract] | |
Components of property, plant and equipment-net | Property, plant and equipment—net consists of the following: December 31, 2019 2018 (in millions) Land $ 71 $ 69 Machinery and equipment 12,338 12,127 Buildings and improvements 890 886 Construction in progress 236 225 Property, plant and equipment (1) 13,535 13,307 Less: Accumulated depreciation and amortization 5,365 4,684 Property, plant and equipment—net $ 8,170 $ 8,623 _______________________________________________________________________________ (1) As of December 31, 2019 and 2018 , we had property, plant and equipment that was accrued but unpaid of approximately $42 million and $48 million , respectively. |
Summary of plant turnaround activity | The following is a summary of capitalized plant turnaround costs: Year ended December 31, 2019 2018 2017 (in millions) Net capitalized turnaround costs at beginning of the year $ 252 $ 208 $ 206 Additions 102 156 100 Depreciation (112 ) (111 ) (102 ) Effect of exchange rate changes 4 (1 ) 4 Net capitalized turnaround costs at end of the year $ 246 $ 252 $ 208 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table shows the carrying amount of goodwill by reportable segment as of December 31, 2019 and 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 — — 10 1 12 Balance as of December 31, 2019 $ 587 $ 828 $ 576 $ 302 $ 72 $ 2,365 |
Schedule of Finite-Lived Intangible Assets | 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: December 31, 2019 December 31, 2018 Gross Accumulated Net Gross Accumulated Net (in millions) Customer relationships $ 131 $ (45 ) $ 86 $ 127 $ (37 ) $ 90 TerraCair brand — — — 10 (10 ) — Trade names 31 (7 ) 24 30 (5 ) 25 Total intangible assets $ 162 $ (52 ) $ 110 $ 167 $ (52 ) $ 115 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Total estimated amortization expense for each of the five succeeding fiscal years is as follows: Estimated (in millions) 2020 $ 8 2021 8 2022 8 2023 8 2024 8 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 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: December 31, 2019 Cost Basis Unrealized Unrealized Fair Value (in millions) Cash $ 59 $ — $ — $ 59 Cash equivalents: U.S. and Canadian government obligations 211 — — 211 Other debt securities 17 — — 17 Total cash and cash equivalents $ 287 $ — $ — $ 287 Nonqualified employee benefit trusts 17 2 — 19 December 31, 2018 Cost Basis Unrealized Unrealized 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 December 31, 2019 and 2018 that are recognized at fair value on a recurring basis, and indicate the fair value hierarchy utilized to determine such fair value: December 31, 2019 Total Fair Value Quoted Prices Significant Significant (in millions) Cash equivalents $ 228 $ 228 $ — $ — Nonqualified employee benefit trusts 19 19 — — Derivative liabilities (12 ) — (12 ) — Embedded derivative liability (20 ) — (20 ) — December 31, 2018 Total Fair Value Quoted Prices Significant Significant (in millions) Cash equivalents $ 648 $ 648 $ — $ — Nonqualified employee benefit trusts 19 19 — — Derivative assets 2 — 2 — Embedded derivative liability (21 ) — (21 ) — |
Schedule of carrying amounts and estimated fair values of financial instruments | The carrying amounts and estimated fair value of our financial instruments are as follows: December 31, 2019 December 31, 2018 Carrying Fair Value Carrying Fair Value (in millions) Long-term debt $ 3,957 $ 4,295 $ 4,698 $ 4,265 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of earnings before income taxes and equity in earnings of non-operating affiliates | The components of earnings (loss) before income taxes and the components of our income tax provision (benefit) are as follows: Year ended December 31, 2019 2018 2017 (in millions) Domestic $ 679 $ 516 $ (186 ) Non-U.S. 93 31 61 Earnings (loss) before income taxes $ 772 $ 547 $ (125 ) |
Schedule of components of Income tax provision | Current Federal $ 4 $ 5 $ (43 ) Foreign 21 14 19 State (48 ) 6 (6 ) (23 ) 25 (30 ) Deferred Federal 112 85 (44 ) Foreign — (10 ) (3 ) State 37 3 (7 ) 149 78 (54 ) Income tax provision (benefit) before Tax Reform 126 103 (84 ) Tax Reform - Current Federal — 19 54 Foreign — — — State — (3 ) 3 — 16 57 Tax Reform - Deferred Federal — — (548 ) Foreign — — — State — — — — — (548 ) Income tax provision (benefit) - Tax Reform — 16 (491 ) Income tax provision (benefit) $ 126 $ 119 $ (575 ) |
Summary of differences in expected income tax provision based on statutory rates applied to earnings before income taxes and income tax provision reflected in the consolidated statements of operations | Differences in the expected income tax provision (benefit) based on statutory rates applied to earnings (loss) before income taxes and the income tax provision (benefit) reflected in the consolidated statements of operations are summarized below. Year ended December 31, 2019 2018 2017 (in millions, except percentages) Earnings (loss) before income taxes $ 772 $ 547 $ (125 ) Expected tax provision (benefit) at U.S. statutory rate (21% in 2019 and 2018, 35% in 2017) $ 162 $ 115 $ (44 ) State income taxes, net of federal 2 3 (21 ) Net earnings attributable to noncontrolling interests (32 ) (29 ) (32 ) U.S. manufacturing profits deduction — — 6 Foreign tax rate differential 2 — (6 ) U.S. tax on foreign earnings (including GILTI in 2019 and 2018) 3 12 1 Valuation allowance — 4 (3 ) Tax rate change — (2 ) 17 Settlement of Terra amended returns (10 ) — — Other (1 ) — (2 ) U.S. enacted tax rate change (Tax Reform) — — (552 ) Transition tax liability and other (Tax Reform) — 16 61 Income tax provision (benefit) $ 126 $ 119 $ (575 ) Effective tax rate 16.3 % 21.7 % 457.2 % Income tax provision (benefit) before Tax Reform (1) $ 126 $ 103 $ (84 ) Effective tax rate before Tax Reform 16.3 % 18.7 % 67.0 % _______________________________________________________________________________ (1) Income tax provision (benefit) before Tax Reform reflects the income tax provision (benefit) less the Tax Reform impacts included in the table above consisting of U.S. enacted tax rate change (Tax Reform) and transition tax liability and other. |
Schedule of deferred tax assets and deferred tax liabilities | Deferred tax assets and deferred tax liabilities are as follows: December 31, 2019 2018 (in millions) Deferred tax assets: Net operating loss and capital loss carryforwards $ 108 $ 271 Retirement and other employee benefits 71 57 State tax credits 72 48 Operating lease liabilities 66 — Other 61 106 378 482 Valuation allowance (60 ) (173 ) 318 309 Deferred tax liabilities: Depreciation and amortization (276 ) (262 ) Investments in partnerships (1,217 ) (1,121 ) Operating lease right-of-use assets (65 ) — Foreign earnings — (28 ) Other (6 ) (15 ) (1,564 ) (1,426 ) Net deferred tax liability $ (1,246 ) $ (1,117 ) |
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: December 31, 2019 2018 (in millions) Unrecognized tax benefits: Beginning balance $ 126 $ 122 Additions for tax positions taken during the current year — — Additions for tax positions taken during prior years 22 4 Reductions related to lapsed statutes of limitations — — Reductions related to settlements with tax jurisdictions (44 ) — Ending balance $ 104 $ 126 |
Pension and Other Postretirem_2
Pension and Other Postretirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of plan assets, benefit obligations, funded status for the U.S. and Canadian plans | Our plan assets, benefit obligations, funded status and amounts recognized on our consolidated balance sheets for our North America and United Kingdom plans as of the December 31 measurement date are as follows: Pension Plans Retiree Medical Plans North America United Kingdom North America December 31, December 31, December 31, 2019 2018 2019 2018 2019 2018 (in millions) Change in plan assets Fair value of plan assets as of January 1 $ 673 $ 738 $ 383 $ 414 $ — $ — Return on plan assets 115 (25 ) 19 (11 ) — — Employer contributions 38 13 23 26 3 4 Plan participant contributions — — — — 1 1 Benefit payments (43 ) (42 ) (23 ) (23 ) (4 ) (5 ) Foreign currency translation 7 (11 ) 16 (23 ) — — Fair value of plan assets as of December 31 790 673 418 383 — — Change in benefit obligation Benefit obligation as of January 1 (742 ) (805 ) (524 ) (590 ) (43 ) (53 ) Service cost (14 ) (15 ) — — — — Interest cost (30 ) (28 ) (15 ) (14 ) (1 ) (2 ) Benefit payments 43 42 23 23 4 5 Foreign currency translation (7 ) 11 (22 ) 31 — — Plan amendments (4 ) — 3 (5 ) — — Plan participant contributions — — — — (1 ) (1 ) Change in assumptions and other (85 ) 53 (62 ) 31 4 8 Benefit obligation as of December 31 (839 ) (742 ) (597 ) (524 ) (37 ) (43 ) Funded status as of December 31 $ (49 ) $ (69 ) $ (179 ) $ (141 ) $ (37 ) $ (43 ) |
Schedule of amounts recognized in consolidated balance sheets | Amounts recognized on the consolidated balance sheets consist of the following: Pension Plans Retiree Medical Plans North America United Kingdom North America December 31, December 31, December 31, 2019 2018 2019 2018 2019 2018 (in millions) Other assets $ 10 $ 9 $ — $ — $ — $ — Accrued expenses — — — — (3 ) (4 ) Other liabilities (59 ) (78 ) (179 ) (141 ) (34 ) (39 ) $ (49 ) $ (69 ) $ (179 ) $ (141 ) $ (37 ) $ (43 ) |
Schedule of pre-tax amounts recognized in accumulated other comprehensive loss | Pre-tax amounts recognized in accumulated other comprehensive loss consist of the following: Pension Plans Retiree Medical Plans North America United Kingdom North America December 31, December 31, December 31, 2019 2018 2019 2018 2019 2018 (in millions) Prior service cost (benefit) $ 5 $ — $ 1 $ 5 $ — $ (1 ) Net actuarial loss 82 79 132 66 2 4 $ 87 $ 79 $ 133 $ 71 $ 2 $ 3 |
Schedule of net periodic benefit cost and other amounts recognized in accumulated other comprehensive loss | Net periodic benefit cost (income) and other amounts recognized in accumulated other comprehensive loss for the years ended December 31 included the following: Pension Plans Retiree Medical Plans North America United Kingdom North America 2019 2018 2017 2019 2018 2017 2019 2018 2017 (in millions) Service cost $ 14 $ 15 $ 14 $ — $ — $ — $ — $ — $ — Interest cost 30 28 30 15 14 16 1 2 2 Expected return on plan assets (32 ) (31 ) (26 ) (18 ) (17 ) (18 ) — — — Amortization of prior service (benefit) cost — — — — — — (1 ) (1 ) (1 ) Amortization of actuarial loss (gain) — 3 1 — — 1 (1 ) (1 ) (1 ) Net periodic benefit cost (income) 12 15 19 (3 ) (3 ) (1 ) (1 ) — — Net actuarial loss (gain) 3 3 (11 ) 60 (3 ) (13 ) (4 ) (8 ) 5 Prior service cost (credit) 4 — — (3 ) 5 — — — — Amortization of prior service benefit — — — — — — 1 1 1 Amortization of actuarial (loss) gain — (3 ) (1 ) — — (1 ) 1 1 1 Total recognized in accumulated other comprehensive loss 7 — (12 ) 57 2 (14 ) (2 ) (6 ) 7 Total recognized in net periodic benefit cost (income) and accumulated other comprehensive loss $ 19 $ 15 $ 7 $ 54 $ (1 ) $ (15 ) $ (3 ) $ (6 ) $ 7 |
Schedule of benefit obligations in excess of fair value of plan assets | The following table presents aggregated information for those individual defined benefit pension plans that have an ABO in excess of plan assets as of December 31, which excludes two North American defined benefit pension plans that have plan assets in excess of its ABO: North America United Kingdom 2019 2018 2019 2018 (in millions) Accumulated benefit obligation $ (654 ) $ (585 ) $ (597 ) $ (524 ) Fair value of plan assets 630 537 418 383 The following table presents aggregated information for those individual defined benefit pension plans that have a projected benefit obligation (PBO) in excess of plan assets as of December 31, which excludes two North American defined benefit pension plans that have plan assets in excess of its PBO for 2019 and one North American defined benefit pension plan that has plan assets in excess of its PBO for 2018: North America United Kingdom 2019 2018 2019 2018 (in millions) Projected benefit obligation $ (689 ) $ (684 ) $ (597 ) $ (524 ) Fair value of plan assets 630 606 418 383 |
Schedule of expected future pension and retiree medical benefit payments | The expected future benefit payments for our pension and retiree medical plans are as follows: Pension Plans Retiree Medical Plans North America United Kingdom North America (in millions) 2020 $ 45 $ 24 $ 3 2021 47 25 3 2022 48 26 3 2023 48 26 3 2024 49 27 2 2025-2029 253 147 10 |
Schedule of assumptions used in determining the benefit obligations and expense | The following assumptions were used in determining the benefit obligations and expense: Pension Plans Retiree Medical Plans North America United Kingdom North America 2019 2018 2017 2019 2018 2017 2019 2018 2017 Weighted-average discount rate—obligation 3.1 % 4.1 % 3.6 % 2.0 % 2.9 % 2.5 % 3.0 % 4.1 % 3.4 % Weighted-average discount rate—expense 4.1 % 3.6 % 4.0 % 2.9 % 2.5 % 2.8 % 4.1 % 3.4 % 3.8 % Weighted-average cash balance interest crediting rate—obligation 3.0 % 3.0 % 3.0 % n/a n/a n/a n/a n/a n/a Weighted-average cash balance interest crediting rate—expense 3.0 % 3.0 % 3.0 % n/a n/a n/a n/a n/a n/a Weighted-average rate of increase in future compensation 4.2 % 4.3 % 4.3 % n/a n/a n/a n/a n/a n/a Weighted-average expected long-term rate of return on assets—expense 4.6 % 4.5 % 4.2 % 4.4 % 4.2 % 4.6 % n/a n/a n/a Weighted-average retail price index—obligation n/a n/a n/a 3.0 % 3.3 % 3.2 % n/a n/a n/a Weighted-average retail price index—expense n/a n/a n/a 3.3 % 3.2 % 3.3 % n/a n/a n/a ______________________________________________________________________________ n/a—not applicable |
Schedule of fair values of U.S. and Canadian pension plan assets | The fair values of our pension plan assets as of December 31, 2019 and 2018 , by major asset class, are as follows: North America December 31, 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 and cash equivalents (1) $ 21 $ 1 $ 20 $ — Equity mutual funds Index equity (2) 137 137 — — Pooled equity (3) 35 — 35 — Fixed income U.S. Treasury bonds and notes (4) 25 25 — — Corporate bonds and notes (5) 472 — 472 — Government and agency securities (6) 93 — 93 — Other (7) 8 — 8 — Total assets at fair value by fair value levels $ 791 $ 163 $ 628 $ — Accruals and payables—net (1 ) Total assets $ 790 United Kingdom December 31, 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 $ 4 $ 4 $ — $ — Pooled target return funds (8) 220 — 220 — Fixed income — Pooled UK government index-linked securities (9) 32 — 32 — Pooled global fixed income funds (10) 33 — 33 — Liability-driven investment funds (11) 84 — 84 — Total assets at fair value by fair value levels $ 373 $ 4 $ 369 $ — Pooled property funds measured at NAV as a practical expedient (12) 45 Total assets $ 418 North America 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 and cash equivalents (1) $ 19 $ — $ 19 $ — Equity mutual funds Index equity (2) 99 99 — — Pooled equity (3) 27 — 27 — Fixed income U.S. Treasury bonds and notes (4) 34 34 — — Pooled mutual funds (13) 109 — 109 — Corporate bonds and notes (5) 376 — 376 — Government and agency securities (6) 7 — 7 — Other (7) 3 — 3 — Total assets at fair value by fair value levels $ 674 $ 133 $ 541 $ — Receivables—net (1 ) Total assets $ 673 United Kingdom December 31, 2018 Total Fair Quoted Significant Significant (in millions) Cash $ 2 $ 2 $ — $ — Pooled target return funds (8) 194 — 194 — Fixed income Pooled UK government index-linked securities (9) 29 — 29 — Pooled global fixed income funds (10) 116 — 116 — Total assets at fair value by fair value levels $ 341 $ 2 $ 339 $ — Pooled property funds measured at NAV as a practical expedient (12) 42 Total assets $ 383 _______________________________________________________________________________ (1) Cash and cash equivalents are primarily repurchase agreements and short-term money market funds . (2) The index equity funds are mutual funds that utilize a passively managed investment approach designed to track specific equity indices. They are valued at quoted market prices in an active market, which represent the net asset values of the shares held by the plan. (3) The equity pooled mutual funds consist of pooled funds that invest in common stock and other equity securities that are traded on U.S., Canadian, and foreign markets. (4) U.S. Treasury bonds and notes are valued based on quoted market prices in an active market. (5) Corporate bonds and notes, including private placement securities, are valued by institutional bond pricing services, which gather information from market sources and integrate credit information, observed market movements and sector news into their pricing applications and models. (6) Government and agency securities consist of U.S. municipal bonds and Canadian provincial bonds that are valued by institutional bond pricing services, which gather information on current trading activity, market movements, trends, and specific data on specialty issues. (7) Other includes primarily mortgage-backed and asset-backed securities, which are valued by institutional pricing services, which gather information from market sources and integrate credit information, observed market movements and sector news into their pricing applications and models. (8) Pooled target return funds invest in a broad array of asset classes and a range of diversifiers including the use of derivatives. The funds are valued at net asset value (NAV) as determined by the fund managers based on the value of the underlying net assets of the fund. (9) Pooled United Kingdom government index-linked funds invest primarily in United Kingdom government index-linked gilt securities. The funds are valued at NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (10) Pooled global fixed income funds invest primarily in government bonds, investment grade corporate bonds, high yield and emerging market bonds and can make use of derivatives. The funds are valued at NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (11) Liability-driven investment funds invest primarily in gilt repurchase agreements, physical United Kingdom government gilts, and derivatives to reduce exposure to interest rates. The funds are valued at NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (12) Pooled property funds invest primarily in freehold and leasehold property in the United Kingdom. The funds are valued using NAV as determined by the fund managers based on the value of the underlying net assets of the fund. (13) The fixed income pooled mutual funds invest in investment-grade corporate debt, various governmental debt obligations, and mortgage-backed securities with varying maturities. |
Financing Agreements (Tables)
Financing Agreements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt presented on our consolidated balance sheets as of December 31, 2019 and 2018 consisted of the following debt securities issued by CF Industries: Effective Interest Rate December 31, 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 $ 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% 250 248 500 495 4.500% due December 2026 4.759% 750 739 750 737 Total long-term debt $ 4,000 $ 3,957 $ 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 December 31, 2019 and 2018 , respectively, and total deferred debt issuance costs were $33 million and $41 million as of December 31, 2019 and 2018 |
Interest Expense (Tables)
Interest Expense (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Interest Expense [Abstract] | |
Schedule of interest expense | Details of interest expense are as follows: Year ended December 31, 2019 2018 2017 (in millions) Interest on borrowings (1) $ 223 $ 228 $ 300 Fees on financing agreements (1) 13 13 16 Interest on tax liabilities 3 1 1 Interest capitalized (2 ) (1 ) (2 ) Interest expense $ 237 $ 241 $ 315 _______________________________________________________________________________ (1) See Note 12—Financing Agreements for additional information. |
Other Operating Expenses (Table
Other Operating Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Operating-Net | |
Details of other operating-net | Details of other operating—net are as follows: Year ended December 31, 2019 2018 2017 (in millions) Insurance proceeds (1) $ (37 ) $ (10 ) $ — (Gain) loss on disposal of property, plant and equipment—net (2) (40 ) 6 3 (Gain) loss on foreign currency transactions (3) (1 ) (5 ) 2 Loss on embedded derivative (4) 4 1 4 Other 1 (19 ) 9 $ (73 ) $ (27 ) $ 18 ___________________________________________________________________________ (1) Insurance proceeds in 2019 and 2018 relate to property and business interruption insurance claims at one of our nitrogen complexes. (2) (Gain) loss on disposal of property, plant and equipment—net in 2019 includes the gain on sale of our Pine Bend facility of $45 million . See Note 6—Property, Plant and Equipment—Net for additional information. (3) (Gain) loss on foreign currency transactions primarily relates to the unrealized foreign currency exchange rate impact on intercompany debt that has not been permanently invested. (4) The loss on embedded derivative consists of unrealized and realized losses related to a provision of our strategic venture with CHS. See Note 9—Fair Value Measurements for additional information. |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of effect of derivatives in our consolidated statements of operations | The effect of derivatives in our consolidated statements of operations is shown in the table below. Gain (loss) recognized in income Year ended December 31, Location 2019 2018 2017 (in millions) Natural gas derivatives Unrealized net (losses) gains Cost of sales (14 ) 13 (61 ) Realized net gains (losses) Cost of sales 4 (2 ) (26 ) Net derivative (losses) gains $ (10 ) $ 11 $ (87 ) |
Schedule of fair values of derivatives in our consolidated balance sheet | The fair values of derivatives on our consolidated balance sheets are shown below. As of December 31, 2019 and 2018 , none of our derivative instruments were designated as hedging instruments. See Note 9—Fair Value Measurements for additional information on derivative fair values. Asset Derivatives Liability Derivatives Balance Sheet Location December 31, Balance Sheet Location December 31, 2019 2018 2019 2018 (in millions) (in millions) Natural gas derivatives Other current assets $ — $ 2 Other current liabilities $ (12 ) $ — |
Schedule of amounts relevant to offsetting of derivative assets | The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of December 31, 2019 and 2018 : Amounts presented in consolidated balance sheets (1) Gross amounts not offset in consolidated balance sheets Financial instruments Cash collateral received (pledged) Net amount (in millions) December 31, 2019 Total derivative assets $ — $ — $ — $ — Total derivative liabilities (12 ) — — (12 ) Net derivative liabilities $ (12 ) $ — $ — $ (12 ) December 31, 2018 Total derivative assets $ 2 $ — $ — $ 2 Total derivative liabilities — — — — Net derivative assets $ 2 $ — $ — $ 2 _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented are the same. |
Schedule of amounts relevant to offsetting of derivative liabilities | The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of December 31, 2019 and 2018 : Amounts presented in consolidated balance sheets (1) Gross amounts not offset in consolidated balance sheets Financial instruments Cash collateral received (pledged) Net amount (in millions) December 31, 2019 Total derivative assets $ — $ — $ — $ — Total derivative liabilities (12 ) — — (12 ) Net derivative liabilities $ (12 ) $ — $ — $ (12 ) December 31, 2018 Total derivative assets $ 2 $ — $ — $ 2 Total derivative liabilities — — — — Net derivative assets $ 2 $ — $ — $ 2 _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented are the same. |
Supplemental Balance Sheet Da_2
Supplemental Balance Sheet Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | Accounts receivable—net consist of the following: December 31, 2019 2018 (in millions) Trade $ 229 $ 226 Other 13 9 Accounts receivable—net $ 242 $ 235 |
Schedule of inventory, current | Inventories consist of the following: December 31, 2019 2018 (in millions) Finished goods $ 311 $ 272 Raw materials, spare parts and supplies 40 37 Total inventories $ 351 $ 309 |
Schedule of accounts payable and accrued liabilities | Accounts payable and accrued expenses consist of the following: December 31, 2019 2018 (in millions) Accounts payable $ 78 $ 101 Accrued natural gas costs 88 129 Payroll and employee-related costs 81 79 Accrued interest 32 39 Accrued share repurchases — 33 Other 158 164 Total accounts payable and accrued expenses $ 437 $ 545 |
Other noncurrent liabilities | Other liabilities consist of the following: December 31, 2019 2018 (in millions) Benefit plans and deferred compensation $ 298 $ 280 Tax-related liabilities 147 96 Unrealized loss on embedded derivative 15 16 Environmental and related costs 5 7 Other 9 11 Other liabilities $ 474 $ 410 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Schedule of reconciliation of the beginning and ending balances of noncontrolling interest and distributions payable to the noncontrolling interests on the entity's consolidated balance sheet | A reconciliation of the beginning and ending balances of noncontrolling interests and distributions payable to the noncontrolling interests on our consolidated balance sheets is provided below. Year ended December 31, 2019 2018 2017 CFN CFN TNCLP Total CFN TNCLP Total (in millions) Noncontrolling interests: Balance as of January 1 $ 2,773 $ 2,772 $ 333 $ 3,105 $ 2,806 $ 338 $ 3,144 Earnings attributable to noncontrolling interests 153 130 8 138 73 19 92 Declaration of distributions payable (186 ) (129 ) (10 ) (139 ) (107 ) (24 ) (131 ) Purchase of TNCLP Public Units — — (331 ) (331 ) — — — Balance as of December 31 $ 2,740 $ 2,773 $ — $ 2,773 $ 2,772 $ 333 $ 3,105 Distributions payable to noncontrolling interests: Balance as of January 1 $ — $ — $ — $ — $ — $ — $ — Declaration of distributions payable 186 129 10 139 107 24 131 Distributions to noncontrolling interests (186 ) (129 ) (10 ) (139 ) (107 ) (24 ) (131 ) Balance as of December 31 $ — $ — $ — $ — $ — $ — $ — |
Stockholders' Equity Stockholde
Stockholders' Equity Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Schedule of Stockholders Equity | Changes in common shares outstanding are as follows: Year ended December 31, 2019 2018 2017 Beginning balance 222,818,495 233,287,089 233,114,169 Exercise of stock options 629,186 462,647 90,938 Issuance of restricted stock (1) 267,165 68,803 93,833 Purchase of treasury shares (2) (7,691,020 ) (11,000,044 ) (11,851 ) Ending balance 216,023,826 222,818,495 233,287,089 _______________________________________________________________________________ (1) Includes shares issued from treasury. (2) Includes shares withheld to pay employee tax obligations upon the vesting of restricted stock or the exercise of stock options. |
Schedule of Accumulated Other Comprehensive Income (Loss) | Changes to accumulated other comprehensive (loss) income (AOCI) and the impact on other comprehensive income (loss) are as follows: Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Securities Unrealized Gain (Loss) on Derivatives Defined Benefit Plans Accumulated Other Comprehensive (Loss) Income (in millions) Balance as of December 31, 2016 $ (272 ) $ 1 $ 5 $ (132 ) $ (398 ) Reclassification to earnings (1) — — (1 ) 1 — Gain arising during the period — — — 19 19 Effect of exchange rate changes and deferred taxes 127 — — (11 ) 116 Balance as of December 31, 2017 (145 ) 1 4 (123 ) (263 ) Adoption of ASU 2016-01 (2) — (1 ) — — (1 ) Adoption of ASU 2018-02 (3) — — 1 (11 ) (10 ) Gain arising during the period — — — 3 3 Reclassification to earnings (1) — — — 2 2 Effect of exchange rate changes and deferred taxes (105 ) — — 3 (102 ) Balance as of December 31, 2018 (250 ) — 5 (126 ) (371 ) Loss arising during the period — — — (62 ) (62 ) Reclassification to earnings (1) — — — (2 ) (2 ) Effect of exchange rate changes and deferred taxes 62 — — 7 69 Balance as of December 31, 2019 $ (188 ) $ — $ 5 $ (183 ) $ (366 ) _______________________________________________________________________________ (1) Reclassifications out of AOCI to the consolidated statements of operations were not material. (2) On January 1, 2018, we adopted ASU No. 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which changes the income statement impact of equity investments held by an entity. The amendments require the unrealized gains or losses of equity instruments measured at fair value to be recognized in net income. Our adoption of this ASU resulted in an increase to opening retained earnings of $1 million representing the cumulative effect of unrealized gains from equity securities from AOCI. (3) In the fourth quarter of 2018, we adopted ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This ASU allowed a reclassification from AOCI to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. As a result of our adoption of this ASU, we reclassified $10 million of stranded tax effects previously recognized in AOCI to retained earnings during the fourth quarter of 2018. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of key assumptions used to calculate fair value of each stock option award and resulting grant date fair values | The fair value of each stock option award was estimated using the Black-Scholes option valuation model. Key assumptions used and resulting grant date fair values are shown in the following table: 2017 Weighted-average assumptions: Expected term of stock options 4.3 Years Expected volatility 40% Risk-free interest rate 1.9% Expected dividend yield 3.9% Weighted-average grant date fair value $7.66 |
Summary of stock option activity under the plan | A summary of stock option activity during the year ended December 31, 2019 is presented below: Shares Weighted- Average Exercise Price Outstanding as of December 31, 2018 5,784,100 $ 38.79 Exercised (629,186 ) 28.89 Forfeited (54,045 ) 37.11 Expired (40,977 ) 58.78 Outstanding as of December 31, 2019 5,059,892 39.88 Exercisable as of December 31, 2019 4,518,530 40.94 Weighted- Aggregate (1) Outstanding as of December 31, 2019 4.9 $ 52 Exercisable as of December 31, 2019 4.7 $ 43 _____________________________________________________________________________ (1) The aggregate intrinsic value represents the total pre-tax intrinsic value, based on our closing stock price of $47.74 as of December 31, 2019 , which would have been received by the option holders had all option holders exercised their options as of that date. |
Summary of selected amounts pertaining to stock option exercises | Selected amounts pertaining to stock option exercises are as follows: 2019 2018 2017 (in millions) Cash received from stock option exercises $ 18 $ 12 $ 1 Actual tax benefit realized from stock option exercises $ 3 $ 2 $ 1 Pre-tax intrinsic value of stock options exercised $ 12 $ 10 $ 2 |
Summary of information about stock options outstanding and exercisable | 2019 2018 2017 (in millions) Cash received from stock option exercises $ 18 $ 12 $ 1 Actual tax benefit realized from stock option exercises $ 3 $ 2 $ 1 Pre-tax intrinsic value of stock options exercised $ 12 $ 10 $ 2 |
Summary of restricted stock activity under the Plan | A summary of restricted stock activity during the year ended December 31, 2019 is presented below. Restricted Stock Awards Restricted Stock Units Performance Share Units Shares Weighted- Average Grant-Date Fair Value Shares Weighted- Average Grant-Date Fair Value Shares Weighted- Average Grant-Date Fair Value Outstanding as of December 31, 2018 37,870 $ 40.40 569,807 $ 38.79 197,937 $ 43.64 Granted 36,567 41.84 356,110 41.94 179,876 43.09 Restrictions lapsed (vested) (1) (37,870 ) 40.40 (196,611 ) 40.26 (59,407 ) 40.62 Forfeited — — (35,346 ) 41.04 (13,572 ) 44.31 Outstanding as of December 31, 2019 36,567 41.84 693,960 40.14 304,834 44.42 _______________________________________________________________________________ (1) For performance share units, the shares represent the performance share units granted in 2016 , for which the three-year performance period ended December 31, 2018 . |
Summary of selected amounts pertaining to restricted stock that vested | . |
Summary of stock-based compensation costs and related income tax benefits | The following table summarizes stock-based compensation costs and related income tax benefits: Year ended December 31, 2019 2018 2017 (in millions) Stock-based compensation expense $ 28 $ 21 $ 17 Income tax benefit (6 ) (4 ) (6 ) Stock-based compensation expense, net of income taxes $ 22 $ 17 $ 11 |
Segment Disclosures (Tables)
Segment Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Summary of segment data for sales, cost of sales and gross margin | Segment data for sales, cost of sales and gross margin for 2019 , 2018 and 2017 are presented in the table below. Ammonia Granular Urea (1) UAN (1) AN (1) Other (1) Consolidated (in millions) Year ended December 31, 2019 Net sales $ 1,113 $ 1,342 $ 1,270 $ 506 $ 359 $ 4,590 Cost of sales 878 861 981 399 297 3,416 Gross margin $ 235 $ 481 $ 289 $ 107 $ 62 1,174 Total other operating costs and expenses 166 Equity in loss of operating affiliate (5 ) Operating earnings $ 1,003 Year ended December 31, 2018 Net sales $ 1,028 $ 1,322 $ 1,234 $ 460 $ 385 $ 4,429 Cost of sales 867 889 1,007 414 335 3,512 Gross margin $ 161 $ 433 $ 227 $ 46 $ 50 917 Total other operating costs and expenses 187 Equity in earnings of operating affiliate 36 Operating earnings $ 766 Year ended December 31, 2017 Net sales $ 1,209 $ 971 $ 1,134 $ 497 $ 319 $ 4,130 Cost of sales 1,070 855 1,053 446 272 3,696 Gross margin $ 139 $ 116 $ 81 $ 51 $ 47 434 Total other operating costs and expenses 209 Equity in earnings of operating affiliates 9 Operating earnings $ 234 _______________________________________________________________________________ (1) The cost of ammonia that is upgraded into other products is transferred at cost into the upgraded product results. |
Schedule of segment depreciation, depletion and amortization | Ammonia Granular Urea UAN AN Other Corporate Consolidated (in millions) Depreciation and amortization Year ended December 31, 2019 $ 167 $ 264 $ 251 $ 88 $ 72 $ 33 $ 875 Year ended December 31, 2018 $ 155 $ 276 $ 270 $ 85 $ 67 $ 35 $ 888 Year ended December 31, 2017 $ 183 $ 246 $ 265 $ 85 $ 57 $ 47 $ 883 |
Schedule of enterprise-wide data by geographic region | Enterprise-wide data by geographic region is as follows: Year ended December 31, 2019 2018 2017 (in millions) Sales by geographic region (based on destination of shipments): United States $ 3,387 $ 3,160 $ 2,851 Foreign: Canada 410 379 352 North America, excluding U.S. and Canada 53 81 50 United Kingdom 413 425 427 Other foreign 327 384 450 Total foreign 1,203 1,269 1,279 Consolidated $ 4,590 $ 4,429 $ 4,130 December 31, 2019 2018 2017 (in millions) Property, plant and equipment—net by geographic region: United States $ 6,991 $ 7,426 $ 7,921 Foreign: Canada 558 544 551 United Kingdom 621 653 703 Total foreign 1,179 1,197 1,254 Consolidated $ 8,170 $ 8,623 $ 9,175 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental cash flows related to leases | The following provides additional information relating to cash flow activities: Year ended December 31, 2019 2018 2017 (in millions) Cash paid during the year for Interest—net of interest capitalized $ 228 $ 227 $ 311 Income taxes—net of refunds (41 ) 7 (807 ) Supplemental disclosure of noncash investing and financing activities: Change in capitalized expenditures in accounts payable and accrued expenses (6 ) 2 (179 ) Change in accrued share repurchases (33 ) 33 — Supplemental cash flow information related to leases was as follows: Year ended December 31, 2019 (in millions) Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities $ 93 ROU assets obtained in exchange for operating lease obligations 73 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Components of lease costs | The components of lease costs were as follows: Year ended December 31, 2019 (in millions) Operating lease cost $ 95 Short-term lease cost 26 Variable lease cost 4 Total lease cost $ 125 |
Supplemental cash flows related to leases | The following provides additional information relating to cash flow activities: Year ended December 31, 2019 2018 2017 (in millions) Cash paid during the year for Interest—net of interest capitalized $ 228 $ 227 $ 311 Income taxes—net of refunds (41 ) 7 (807 ) Supplemental disclosure of noncash investing and financing activities: Change in capitalized expenditures in accounts payable and accrued expenses (6 ) 2 (179 ) Change in accrued share repurchases (33 ) 33 — Supplemental cash flow information related to leases was as follows: Year ended December 31, 2019 (in millions) Operating cash flows - cash paid for amounts included in the measurement of operating lease liabilities $ 93 ROU assets obtained in exchange for operating lease obligations 73 |
Supplemental balance sheet related to leases | Supplemental balance sheet information related to leases was as follows: December 31, 2019 (in millions) Operating lease ROU assets $ 280 Current operating lease liabilities $ 90 Operating lease liabilities 193 Total operating lease liabilities $ 283 December 31, 2019 Operating leases Weighted-average remaining lease term 5 years Weighted-average discount rate (1) 4.9 % |
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 December 31, 2019 . Operating (in millions) 2020 $ 92 2021 73 2022 50 2023 37 2024 30 Thereafter 36 Total lease payments 318 Less: imputed interest (35 ) Present value of lease liabilities 283 Less: Current operating lease liabilities 90 Operating lease liabilities $ 193 |
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 |
Quarterly Data-Unaudited (Table
Quarterly Data-Unaudited (Tables) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | ||
Schedule of operating results | The following tables present the unaudited quarterly results of operations for the eight quarters ended December 31, 2019 . This quarterly information has been prepared on the same basis as the consolidated financial statements and, in the opinion of management, reflects all adjustments necessary for the fair representation of the information for the periods presented. This data should be read in conjunction with the audited consolidated financial statements and related disclosures. Operating results for any quarter apply to that quarter only and are not necessarily indicative of results for any future period. Three months ended, March 31 June 30 September 30 December 31 Full Year (in millions, except per share amounts) 2019 Net sales $ 1,001 $ 1,502 $ 1,038 $ 1,049 $ 4,590 Gross margin 220 499 228 227 1,174 Net earnings (1) 118 320 114 94 646 Net earnings attributable to common stockholders (1) 90 283 65 55 493 Net earnings per share attributable to common stockholders (1) Basic (2) 0.40 1.28 0.29 0.26 2.24 Diluted (2) 0.40 1.28 0.29 0.25 2.23 2018 Net sales $ 957 $ 1,300 $ 1,040 $ 1,132 $ 4,429 Gross margin 190 312 173 242 917 Net earnings 88 174 71 95 428 Net earnings attributable to common stockholders 63 148 30 49 290 Net earnings per share attributable to common stockholders Basic (2) 0.27 0.63 0.13 0.21 1.25 Diluted (2) 0.27 0.63 0.13 0.21 1.24 _______________________________________________________________________________ (1) For the three months ended December 31, 2019, net earnings and net earnings attributable to common stockholders include income of approximately $14 million from the settlement of the Terra amended tax returns, which is included in interest income and income tax provision, and net earnings per share attributable to common stockholders, basic and diluted, includes the per share impact of $0.06 . See Note 10—Income Taxes for additional information. (2) | |
Effective Income Tax Rate Reconciliation, Tax Settlement, Amount | $ 14 | |
Unusual or Infrequent Item, or Both, Earnings Per Share Impact, Net | $ 0.06 |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Statements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Consolidating Financial Statements | |
Schedule of Condensed Consolidating Statements of Operations | Condensed Consolidating Statement of Operations Year ended December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net sales $ — $ 349 $ 4,515 $ (435 ) $ 4,429 Cost of sales — 288 3,652 (428 ) 3,512 Gross margin — 61 863 (7 ) 917 Selling, general and administrative expenses 4 1 216 (7 ) 214 Other operating—net — (11 ) (16 ) — (27 ) Total other operating costs and expenses 4 (10 ) 200 (7 ) 187 Equity in earnings of operating affiliate — 2 34 — 36 Operating (loss) earnings (4 ) 73 697 — 766 Interest expense — 245 6 (10 ) 241 Interest income (2 ) (5 ) (16 ) 10 (13 ) Net earnings of wholly owned subsidiaries (292 ) (423 ) — 715 — Other non-operating—net — — (9 ) — (9 ) Earnings before income taxes 290 256 716 (715 ) 547 Income tax (benefit) provision — (36 ) 155 — 119 Net earnings 290 292 561 (715 ) 428 Less: Net earnings attributable to noncontrolling interests — — 138 — 138 Net earnings attributable to common stockholders $ 290 $ 292 $ 423 $ (715 ) $ 290 Condensed Consolidating Statement of Operations Year ended December 31, 2017 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net sales $ — $ 442 $ 4,302 $ (614 ) $ 4,130 Cost of sales — 278 4,032 (614 ) 3,696 Gross margin — 164 270 — 434 Selling, general and administrative expenses 4 (4 ) 191 — 191 Other operating—net — 2 16 — 18 Total other operating costs and expenses 4 (2 ) 207 — 209 Equity in (loss) earnings of operating affiliates — (3 ) 12 — 9 Operating (loss) earnings (4 ) 163 75 — 234 Interest expense — 318 32 (35 ) 315 Interest income — (33 ) (14 ) 35 (12 ) Loss on debt extinguishment — 53 — — 53 Net loss of wholly owned subsidiaries 361 1,091 — (1,452 ) — Other non-operating—net — — 3 — 3 (Loss) earnings before income taxes (365 ) (1,266 ) 54 1,452 (125 ) Income tax (benefit) provision (723 ) (905 ) 1,053 — (575 ) Net earnings (loss) 358 (361 ) (999 ) 1,452 450 Less: Net earnings attributable to noncontrolling interest — — 92 — 92 Net earnings (loss) attributable to common stockholders $ 358 $ (361 ) $ (1,091 ) $ 1,452 $ 358 Condensed Consolidating Statement of Operations Year ended December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net sales $ — $ 312 $ 4,748 $ (470 ) $ 4,590 Cost of sales — 255 3,624 (463 ) 3,416 Gross margin — 57 1,124 (7 ) 1,174 Selling, general and administrative expenses 5 (1 ) 242 (7 ) 239 Other operating—net — 4 (77 ) — (73 ) Total other operating costs and expenses 5 3 165 (7 ) 166 Equity in earnings (losses) of operating affiliates — 1 (6 ) — (5 ) Operating (loss) earnings (5 ) 55 953 — 1,003 Interest expense 6 242 — (11 ) 237 Interest income (1 ) (7 ) (23 ) 11 (20 ) Loss on debt extinguishment — 21 — — 21 Net earnings of wholly owned subsidiaries (501 ) (660 ) — 1,161 — Other non-operating—net — — (7 ) — (7 ) Earnings before income taxes 491 459 983 (1,161 ) 772 Income tax (benefit) provision (2 ) (42 ) 170 — 126 Net earnings 493 501 813 (1,161 ) 646 Less: Net earnings attributable to noncontrolling interests — — 153 — 153 Net earnings attributable to common stockholders $ 493 $ 501 $ 660 $ (1,161 ) $ 493 |
Schedule of Condensed Consolidating Statements of Comprehensive Income | Condensed Consolidating Statement of Comprehensive Income (Loss) Year ended December 31, 2017 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net earnings (loss) $ 358 $ (361 ) $ (999 ) $ 1,452 $ 450 Other comprehensive income 135 135 135 (270 ) 135 Comprehensive income (loss) 493 (226 ) (864 ) 1,182 585 Less: Comprehensive income attributable to noncontrolling interest — — 92 — 92 Comprehensive income (loss) attributable to common stockholders $ 493 $ (226 ) $ (956 ) $ 1,182 $ 493 Condensed Consolidating Statement of Comprehensive Income Year ended December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net earnings $ 493 $ 501 $ 813 $ (1,161 ) $ 646 Other comprehensive income (loss) 6 6 (71 ) 64 5 Comprehensive income 499 507 742 (1,097 ) 651 Less: Comprehensive income attributable to noncontrolling interests — — 153 — 153 Comprehensive income attributable to common stockholders $ 499 $ 507 $ 589 $ (1,097 ) $ 498 Condensed Consolidating Statement of Comprehensive Income Year ended December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Net earnings $ 290 $ 292 $ 561 $ (715 ) $ 428 Other comprehensive loss (109 ) (109 ) (97 ) 218 (97 ) Comprehensive income 181 183 464 (497 ) 331 Less: Comprehensive income attributable to noncontrolling interests — — 138 — 138 Comprehensive income attributable to common stockholders $ 181 $ 183 $ 326 $ (497 ) $ 193 |
Schedule of Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheet December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 1 $ 6 $ 280 $ — $ 287 Accounts and notes receivable—net 137 614 2,039 (2,548 ) 242 Inventories — — 351 — 351 Prepaid income taxes — — 71 — 71 Other current assets — — 23 — 23 Total current assets 138 620 2,764 (2,548 ) 974 Property, plant and equipment—net — — 8,170 — 8,170 Investments in affiliates 3,911 5,883 88 (9,794 ) 88 Goodwill — 2,064 301 — 2,365 Operating lease right-of-use assets — — 280 — 280 Other assets — 5 290 — 295 Total assets $ 4,049 $ 8,572 $ 11,893 $ (12,342 ) $ 12,172 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 1,152 $ 690 $ 1,143 $ (2,548 ) $ 437 Income taxes payable — — 1 — 1 Customer advances — — 119 — 119 Current operating lease liabilities — — 90 — 90 Other current liabilities — — 18 — 18 Total current liabilities 1,152 690 1,371 (2,548 ) 665 Long-term debt — 3,957 — — 3,957 Deferred income taxes — — 1,246 — 1,246 Operating lease liabilities — — 193 — 193 Other liabilities — 14 460 — 474 Equity: Stockholders’ equity: Preferred stock — — — — — Common stock 2 — 1 (1 ) 2 Paid-in capital 1,303 1,799 5,361 (7,160 ) 1,303 Retained earnings 1,958 2,478 951 (3,429 ) 1,958 Accumulated other comprehensive loss (366 ) (366 ) (430 ) 796 (366 ) Total stockholders’ equity 2,897 3,911 5,883 (9,794 ) 2,897 Noncontrolling interest — — 2,740 — 2,740 Total equity 2,897 3,911 8,623 (9,794 ) 5,637 Total liabilities and equity $ 4,049 $ 8,572 $ 11,893 $ (12,342 ) $ 12,172 Condensed Consolidating Balance Sheet December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations and Reclassifications Consolidated (in millions) Assets Current assets: Cash and cash equivalents $ 36 $ 27 $ 619 $ — $ 682 Accounts and notes receivable—net 135 500 1,384 (1,784 ) 235 Inventories — 4 305 — 309 Prepaid income taxes — — 28 — 28 Other current assets — — 20 — 20 Total current assets 171 531 2,356 (1,784 ) 1,274 Property, plant and equipment—net — — 8,623 — 8,623 Investments in affiliates 3,656 8,208 93 (11,864 ) 93 Goodwill — — 2,353 — 2,353 Other assets — 4 314 — 318 Total assets $ 3,827 $ 8,743 $ 13,739 $ (13,648 ) $ 12,661 Liabilities and Equity Current liabilities: Accounts and notes payable and accrued expenses $ 870 $ 374 $ 1,085 $ (1,784 ) $ 545 Income taxes payable — — 5 — 5 Customer advances — — 149 — 149 Other current liabilities — — 6 — 6 Total current liabilities 870 374 1,245 (1,784 ) 705 Long-term debt — 4,698 — — 4,698 Deferred income taxes — — 1,117 — 1,117 Other liabilities — 15 395 — 410 Equity: Stockholders’ equity: Preferred stock — — — — — Common stock 2 — 1 (1 ) 2 Paid-in capital 1,368 1,799 9,446 (11,245 ) 1,368 Retained earnings 2,463 2,229 (879 ) (1,350 ) 2,463 Treasury stock (504 ) — — — (504 ) Accumulated other comprehensive loss (372 ) (372 ) (359 ) 732 (371 ) Total stockholders’ equity 2,957 3,656 8,209 (11,864 ) 2,958 Noncontrolling interest — — 2,773 — 2,773 Total equity 2,957 3,656 10,982 (11,864 ) 5,731 Total liabilities and equity $ 3,827 $ 8,743 $ 13,739 $ (13,648 ) $ 12,661 |
Schedule of Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statement of Cash Flows Year ended December 31, 2019 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 493 $ 501 $ 813 $ (1,161 ) $ 646 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 9 866 — 875 Deferred income taxes — — 149 — 149 Stock-based compensation expense 28 — — — 28 Unrealized net loss on natural gas derivatives — — 14 — 14 Loss on embedded derivative — — 4 — 4 Loss on debt extinguishment — 21 — — 21 Gain on disposal of property, plant and equipment — — (40 ) — (40 ) Undistributed (earnings) losses of affiliates—net (501 ) (660 ) 2 1,161 2 Changes in: Intercompany accounts receivable/accounts payable—net 5 (9 ) 4 — — Accounts receivable—net — (1 ) (5 ) — (6 ) Inventories — 4 (30 ) — (26 ) Accrued and prepaid income taxes (2 ) (43 ) 67 — 22 Accounts and notes payable and accrued expenses — (17 ) (55 ) — (72 ) Customer advances — — (30 ) — (30 ) Other—net — — (82 ) — (82 ) Net cash provided by (used in) operating activities 23 (195 ) 1,677 — 1,505 Investing Activities: Additions to property, plant and equipment — — (404 ) — (404 ) Proceeds from sale of property, plant and equipment — — 70 — 70 Distributions received from unconsolidated affiliates — 778 (778 ) — — Insurance proceeds for property, plant and equipment — — 15 — 15 Net cash provided by (used in) investing activities — 778 (1,097 ) — (319 ) Financing Activities: Short-term debt—net 310 420 (730 ) — — Payment of long-term borrowings — (769 ) — — (769 ) Payment to CHS related to credit provision — — (5 ) — (5 ) Financing fees — (3 ) — — (3 ) Purchases of treasury stock (370 ) — — — (370 ) Dividends paid on common stock (265 ) (252 ) — 252 (265 ) Dividends to/from affiliates 252 — — (252 ) — Distributions to noncontrolling interest — — (186 ) — (186 ) Issuances of common stock under employee stock plans 19 — — — 19 Shares withheld for taxes (4 ) — — — (4 ) Net cash used in financing activities (58 ) (604 ) (921 ) — (1,583 ) Effect of exchange rate changes on cash and cash equivalents — — 2 — 2 Decrease in cash and cash equivalents (35 ) (21 ) (339 ) — (395 ) Cash and cash equivalents at beginning of period 36 27 619 — 682 Cash and cash equivalents at end of period $ 1 $ 6 $ 280 $ — $ 287 Condensed Consolidating Statement of Cash Flows Year ended December 31, 2018 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Operating Activities: Net earnings $ 290 $ 292 $ 561 $ (715 ) $ 428 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation and amortization — 9 879 — 888 Deferred income taxes — — 78 — 78 Stock-based compensation expense 21 — 1 — 22 Unrealized net gain on natural gas derivatives — — (13 ) — (13 ) Loss on embedded derivative — — 1 — 1 Loss on disposal of property, plant and equipment — — 6 — 6 Undistributed earnings of affiliates—net (292 ) (423 ) (3 ) 715 (3 ) Changes in: Intercompany accounts receivable/accounts payable—net (14 ) (117 ) 131 — — Accounts receivable—net — (7 ) 75 — 68 Inventories — (1 ) (51 ) — (52 ) Accrued and prepaid income taxes (1 ) (35 ) 44 — 8 Accounts and notes payable and accrued expenses — (12 ) 56 — 44 Customer advances — — 59 — 59 Other—net — 9 (46 ) — (37 ) Net cash provided by (used in) operating activities 4 (285 ) 1,778 — 1,497 Investing Activities: Additions to property, plant and equipment — — (422 ) — (422 ) Proceeds from sale of property, plant and equipment — — 26 — 26 Distributions received from unconsolidated affiliates — 503 (493 ) — 10 Insurance proceeds for property, plant and equipment — — 10 — 10 Investments in consolidated subsidiaries - capital contributions — (31 ) 31 — — Other—net — — 1 — 1 Net cash provided by (used in) investing activities — 472 (847 ) — (375 ) Financing Activities: Long-term debt—net — 69 (69 ) — — Short-term debt—net 234 292 (526 ) — — Payment to CHS related to credit provision — — (5 ) — (5 ) Financing fees — 1 — — 1 Purchases of treasury stock (467 ) — — — (467 ) Dividends paid on common stock (280 ) (537 ) — 537 (280 ) Acquisition of noncontrolling interests in TNCLP — — (388 ) — (388 ) Distributions to noncontrolling interests — — (139 ) — (139 ) Issuances of common stock under employee stock plans 12 — — — 12 Shares withheld for taxes (4 ) — — — (4 ) Dividends to/from affiliates 537 — — (537 ) — Net cash provided by (used in) financing activities 32 (175 ) (1,127 ) — (1,270 ) Effect of exchange rate changes on cash and cash equivalents — — (5 ) — (5 ) Increase (decrease) in cash and cash equivalents 36 12 (201 ) — (153 ) Cash and cash equivalents at beginning of period — 15 820 — 835 Cash and cash equivalents at end of period $ 36 $ 27 $ 619 $ — $ 682 Condensed Consolidating Statement of Cash Flows Year ended December 31, 2017 Parent CF Industries Other Subsidiaries Eliminations Consolidated (in millions) Operating Activities: Net earnings (loss) $ 358 $ (361 ) $ (999 ) $ 1,452 $ 450 Adjustments to reconcile net earnings (loss) to net cash (used in) provided by operating activities: Depreciation and amortization — 13 870 — 883 Deferred income taxes — — (601 ) — (601 ) Stock-based compensation expense 17 — — — 17 Unrealized net loss on natural gas derivatives — — 61 — 61 Loss on embedded derivative — — 4 — 4 Gain on sale of equity method investment — — (14 ) — (14 ) Loss on debt extinguishment — 53 — — 53 Loss on disposal of property, plant and equipment — — 3 — 3 Undistributed losses of affiliates—net 361 1,091 3 (1,452 ) 3 Changes in: Intercompany accounts receivable/accounts payable—net (736 ) (1,297 ) 2,033 — — Accounts receivable—net — — (57 ) — (57 ) Inventories — (4 ) 44 — 40 Accrued and prepaid income taxes (1 ) (60 ) 870 — 809 Accounts and notes payable and accrued expenses — 228 (229 ) — (1 ) Customer advances — — 48 — 48 Other—net — (5 ) (62 ) — (67 ) Net cash (used in) provided by operating activities (1 ) (342 ) 1,974 — 1,631 Investing Activities: Additions to property, plant and equipment — — (473 ) — (473 ) Proceeds from sale of property, plant and equipment — — 20 — 20 Proceeds from sale of equity method investment — — 16 — 16 Proceeds from sale of auction rate securities — 9 — — 9 Distributions received from unconsolidated affiliates — — 14 — 14 Other—net — — 1 — 1 Net cash provided by (used in) investing activities — 9 (422 ) — (413 ) Financing Activities: Long-term debt—net — (125 ) 125 — — Short-term debt—net 280 1,584 (1,864 ) — — Payments of long-term borrowings — (1,148 ) — — (1,148 ) Payment to CHS related to credit provision — — (5 ) — (5 ) Financing fees — (1 ) — — (1 ) Dividends paid on common stock (280 ) — (2 ) 2 (280 ) Distributions to noncontrolling interests — — (131 ) — (131 ) Issuance of common stock under employee stock plans 1 — — — 1 Dividends to/from affiliates — 2 — (2 ) — Net cash provided by (used in) financing activities 1 312 (1,877 ) — (1,564 ) Effect of exchange rate changes on cash and cash equivalents — — 12 — 12 Decrease in cash, cash equivalents and restricted cash — (21 ) (313 ) — (334 ) Cash, cash equivalents and restricted cash at beginning of period — 36 1,133 — 1,169 Cash and cash equivalents at end of period $ — $ 15 $ 820 $ — $ 835 |
Background and Basis of Prese_2
Background and Basis of Presentation (Details) | 12 Months Ended |
Dec. 31, 2019Manufacturing_complex | |
Principal assets | |
Number of nitrogen fertilizer manufacturing facilities North America | 5 |
Number of nitrogen fertilizer manufacturing facilities Canada | 2 |
CF Industries Nitrogen, LLC | |
Principal assets | |
Ownership interest (as a percent) | 89.00% |
Operating equity method investments | Point Lisas Nitrogen Limited (PLNL) | |
Principal assets | |
Ownership interest (as a percent) | 50.00% |
CF Fertilisers UK | |
Principal assets | |
Number of nitrogen complexes | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | Apr. 02, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Apr. 01, 2018 | Feb. 07, 2018 |
Consolidation and Noncontrolling Interest | ||||||
Acquisition of noncontrolling interests in TNCLP | $ 0 | $ 388,000,000 | $ 0 | |||
Cash equivalents: | ||||||
Maximum original maturity period of highly liquid debt instruments to be considered as cash equivalents | 3 months | |||||
Operating equity method investments | Point Lisas Nitrogen Limited (PLNL) | ||||||
Consolidation and Noncontrolling Interest | ||||||
Ownership interest (as a percent) | 50.00% | |||||
CF Industries Nitrogen, LLC | ||||||
Consolidation and Noncontrolling Interest | ||||||
Ownership interest (as a percent) | 89.00% | |||||
CHS Inc. | CF Industries Nitrogen, LLC | ||||||
Consolidation and Noncontrolling Interest | ||||||
Percentage of ownership interest held by outside investors | 11.00% | |||||
TNCLP | ||||||
Consolidation and Noncontrolling Interest | ||||||
Parent ownership interest (as a percent) | 75.30% | |||||
Percentage of ownership interest held by outside investors | 24.70% | |||||
Terra Nitrogen Company LP | Terra Nitrogen GP Inc | ||||||
Consolidation and Noncontrolling Interest | ||||||
business acquisition, number of units purchased | 4,612,562 | |||||
Acquisition of noncontrolling interests in TNCLP | $ 388,000,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 2) | 12 Months Ended |
Dec. 31, 2019 | |
Depreciable lives | |
Turnaround period | 5 years |
Mobile and office equipment | Minimum | |
Depreciable lives | |
Depreciable life | 3 years |
Mobile and office equipment | Maximum | |
Depreciable lives | |
Depreciable life | 10 years |
Production facilities and related assets | Minimum | |
Depreciable lives | |
Depreciable life | 2 years |
Production facilities and related assets | Maximum | |
Depreciable lives | |
Depreciable life | 30 years |
Land improvements | Minimum | |
Depreciable lives | |
Depreciable life | 10 years |
Land improvements | Maximum | |
Depreciable lives | |
Depreciable life | 30 years |
Buildings | Minimum | |
Depreciable lives | |
Depreciable life | 10 years |
Buildings | Maximum | |
Depreciable lives | |
Depreciable life | 40 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details 3) | Dec. 31, 2019USD ($) |
Non US Subsidiaries | |
Investment | |
Deferred tax liabilities, deferred expense | $ 0 |
New Accounting Standards Narrat
New Accounting Standards Narrative (Details) $ in Millions | Dec. 31, 2017USD ($) |
Accounting Standards Update 2014-09 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative Effect of New Accounting Principle in Period of Adoption | $ (1) |
Accounting Standards Update 2016-01 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative Effect of New Accounting Principle in Period of Adoption | 0 |
Retained Earnings | Accounting Standards Update 2014-09 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative Effect of New Accounting Principle in Period of Adoption | (1) |
Retained Earnings | Accounting Standards Update 2016-01 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 1 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Customary payment terms | 30 days | |
Customer advances | $ 119 | $ 149 |
Point Lisas Nitrogen Limited (PLNL) | Operating equity method investments | ||
Disaggregation of Revenue [Line Items] | ||
Obligation to purchase ammonia (description) | 50% of the ammonia produced by PLNL | |
Continuous Basis | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 55 | $ 85 |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Product and by Geography (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | $ 1,049 | $ 1,038 | $ 1,502 | $ 1,001 | $ 1,132 | $ 1,040 | $ 1,300 | $ 957 | $ 4,590 | $ 4,429 | $ 4,130 |
Ammonia | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,113 | 1,028 | |||||||||
Granular Urea | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,342 | 1,322 | |||||||||
UAN | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,270 | 1,234 | |||||||||
AN | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 506 | 460 | |||||||||
Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 359 | 385 | |||||||||
North America | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 3,849 | 3,620 | |||||||||
North America | Ammonia | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 948 | 883 | |||||||||
North America | Granular Urea | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,269 | 1,243 | |||||||||
North America | UAN | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,176 | 1,047 | |||||||||
North America | AN | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 200 | 186 | |||||||||
North America | Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 256 | 261 | |||||||||
Europe and Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 741 | 809 | |||||||||
Europe and Other | Ammonia | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 165 | 145 | |||||||||
Europe and Other | Granular Urea | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 73 | 79 | |||||||||
Europe and Other | UAN | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 94 | 187 | |||||||||
Europe and Other | AN | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 306 | 274 | |||||||||
Europe and Other | Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | $ 103 | $ 124 |
Revenue Recognition - Performan
Revenue Recognition - Performance Obligations (Details) $ in Millions | Dec. 31, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Amount of remaining performance obligation | $ 1,100 |
Revenue, Performance Obligation, description of returns and other similar obligations, unfulfilled minimum contractual right of payment | $ 283 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 31.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 39.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 39.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 30.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | |
Disaggregation of Revenue [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Percent | 30.00% |
Net Earnings Per Share (Details
Net Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
Net earnings attributable to common stockholders | $ 55 | $ 65 | $ 283 | $ 90 | $ 49 | $ 30 | $ 148 | $ 63 | $ 493 | $ 290 | $ 358 |
Basic earnings per common share: | |||||||||||
Weighted-average common shares outstanding (in shares) | 220.2 | 232.6 | 233.5 | ||||||||
Net earnings attributable to common stockholders (in dollars per share) | $ 0.26 | $ 0.29 | $ 1.28 | $ 0.40 | $ 0.21 | $ 0.13 | $ 0.63 | $ 0.27 | $ 2.24 | $ 1.25 | $ 1.53 |
Diluted earnings per common share: | |||||||||||
Weighted-average common shares outstanding (in shares) | 220.2 | 232.6 | 233.5 | ||||||||
Dilutive common shares—stock options (in shares) | 1.4 | 1.2 | 0.4 | ||||||||
Diluted weighted-average shares outstanding (in shares) | 221.6 | 233.8 | 233.9 | ||||||||
Net earnings attributable to common stockholders (in dollars per share) | $ 0.25 | $ 0.29 | $ 1.28 | $ 0.40 | $ 0.21 | $ 0.13 | $ 0.63 | $ 0.27 | $ 2.23 | $ 1.24 | $ 1.53 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1.4 | 1.5 | 3.7 |
Property, Plant and Equipment_3
Property, Plant and Equipment-Net (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment-Net | ||||
Gross property plant and equipment | $ 13,535 | $ 13,307 | ||
Less: Accumulated depreciation and amortization | 5,365 | 4,684 | ||
Net property, plant and equipment | 8,170 | 8,623 | $ 9,175 | |
Construction in progress expenditures incurred but not yet paid | 42 | 48 | ||
Proceeds from Sale of Other Assets | $ 55 | |||
Gain (Loss) on Disposition of Property Plant Equipment | $ (45) | 40 | (6) | (3) |
Accumulated depreciation, depletion and amortization related to property plant and equipment | 855 | 865 | 848 | |
Land | ||||
Property, Plant and Equipment-Net | ||||
Gross property plant and equipment | 71 | 69 | ||
Machinery and equipment | ||||
Property, Plant and Equipment-Net | ||||
Gross property plant and equipment | 12,338 | 12,127 | ||
Changes in plant turnaround activity | ||||
Balance at the beginning of the period | 252 | 208 | 206 | |
Additions | 102 | 156 | 100 | |
Depreciation | (112) | (111) | 102 | |
Effect of exchange rate changes | 4 | (1) | 4 | |
Balance at the end of the period | 246 | 252 | $ 208 | |
Buildings and improvements | ||||
Property, Plant and Equipment-Net | ||||
Gross property plant and equipment | 890 | 886 | ||
Construction in Progress | ||||
Property, Plant and Equipment-Net | ||||
Gross property plant and equipment | $ 236 | $ 225 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Goodwill [Roll Forward] | |
Balance at the beginning of the year | $ 2,353 |
Effect of exchange rate changes | 12 |
Balance at the end of the year | 2,365 |
Ammonia | |
Goodwill [Roll Forward] | |
Balance at the beginning of the year | 586 |
Effect of exchange rate changes | 1 |
Balance at the end of the year | 587 |
Granular Urea | |
Goodwill [Roll Forward] | |
Balance at the beginning of the year | 828 |
Effect of exchange rate changes | 0 |
Balance at the end of the year | 828 |
UAN | |
Goodwill [Roll Forward] | |
Balance at the beginning of the year | 576 |
Effect of exchange rate changes | 0 |
Balance at the end of the year | 576 |
AN | |
Goodwill [Roll Forward] | |
Balance at the beginning of the year | 292 |
Effect of exchange rate changes | 10 |
Balance at the end of the year | 302 |
Other | |
Goodwill [Roll Forward] | |
Balance at the beginning of the year | 71 |
Effect of exchange rate changes | 1 |
Balance at the end of the year | $ 72 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets (Details 2) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Identifiable intangibles | |||
Gross Carrying Amount | $ 162 | $ 167 | |
Accumulated Amortization | (52) | (52) | |
Net | $ 110 | 115 | |
Finite-lived intangible asset, useful life | 20 years | ||
Amortization expense | $ 8 | 7 | $ 9 |
Customer relationships | |||
Identifiable intangibles | |||
Gross Carrying Amount | 131 | 127 | |
Accumulated Amortization | (45) | (37) | |
Net | 86 | 90 | |
TerraCair brand | |||
Identifiable intangibles | |||
Gross Carrying Amount | 0 | 10 | |
Accumulated Amortization | 0 | (10) | |
Net | 0 | 0 | |
Trade names | |||
Identifiable intangibles | |||
Gross Carrying Amount | 31 | 30 | |
Accumulated Amortization | (7) | (5) | |
Net | $ 24 | $ 25 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets (Details 3) $ in Millions | Dec. 31, 2019USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2020 | $ 8 |
2021 | 8 |
2022 | 8 |
2023 | 8 |
2024 | $ 8 |
Equity Method Investments (Deta
Equity Method Investments (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | |
Equity method investments | ||||||
Tax Adjustments, Settlements, and Unusual Provisions | $ 7 | $ (10) | $ 0 | $ 0 | ||
Less: Net earnings attributable to noncontrolling interests | 153 | 138 | 92 | |||
Aggregate amount of tax assessment | 33 | 29 | ||||
Gain on Sale of Equity Investments | $ (14) | |||||
Investments in and advances to affiliates | 88 | 93 | ||||
Equity in earnings of operating affiliates: | ||||||
Total equity in earnings of operating affiliates | $ (5) | 36 | 9 | |||
Operating equity method investments | Point Lisas Nitrogen Limited (PLNL) | ||||||
Equity method investments | ||||||
Ownership interest (as a percent) | 50.00% | |||||
Equity Method Investments | $ 88 | |||||
Equity in earnings of operating affiliates: | ||||||
Carrying value of investments in excess of the entity's share of the affiliates' book value | $ 45 | |||||
Obligation to purchase ammonia (description) | 50% of the ammonia produced by PLNL | |||||
Unrecorded Unconditional Purchase Obligation, Purchases | $ 69 | 86 | $ 76 | |||
The Board of Inland Revenue | Operating equity method investments | Point Lisas Nitrogen Limited (PLNL) | ||||||
Equity method investments | ||||||
Gain Related to Litigation Settlement | $ (19) | |||||
Income Tax Examination, Liability (Refund) Adjustment from Settlement with Taxing Authority | 16 | |||||
Tax assessment amount | $ 12 | |||||
Point Lisas Nitrogen Limited (PLNL) | The Board of Inland Revenue | ||||||
Equity method investments | ||||||
Income Tax Examination, Liability (Refund) Adjustment from Settlement with Taxing Authority | $ 32 | |||||
Property, Plant and Equipment | Maximum | Operating equity method investments | ||||||
Equity in earnings of operating affiliates: | ||||||
Finite Lived Tangible and Intangible Assets Revaluation Increased Basis Depreciation Period | 13 years |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value Disclosures [Abstract] | ||
Cash | $ 59 | $ 34 |
Cash equivalents: | ||
Cash and cash equivalents, fair value | 287 | 682 |
Total cash and cash equivalents | 287 | 682 |
U.S. and Canadian government obligations | ||
Cash equivalents: | ||
Cash and cash equivalents, adjusted cost | 211 | 623 |
Cash equivalents, fair value | 211 | 623 |
Other debt obligations | ||
Cash equivalents: | ||
Cash and cash equivalents, adjusted cost | 17 | 25 |
Cash equivalents, fair value | 17 | 25 |
Nonqualified employee benefit trusts | ||
Cash equivalents: | ||
Available-for-sale securities, amortized cost | 17 | 17 |
Available-for-sale securities, unrealized gain | 2 | 2 |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 |
Available-for-sale securities, fair value | $ 19 | $ 19 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details 2) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Assets and liabilities measured at fair value on a recurring basis | ||||
Payment to CHS related to credit provision | $ (5) | $ (5) | $ (5) | $ (5) |
Loss on Embedded Derivative Instrument | 4 | 1 | $ 4 | |
Debt Instrument, Fair Value Disclosure [Abstract] | ||||
Long-term debt, Carrying Amount | 3,957 | 4,698 | ||
Recurring basis | ||||
Assets and liabilities measured at fair value on a recurring basis | ||||
Cash equivalents | 228 | 648 | ||
Nonqualified employee benefit trusts | 19 | 19 | ||
Derivative assets | 2 | |||
Derivative liabilities | (12) | |||
Embedded Derivative, Fair Value of Embedded Derivative Liability | (20) | (21) | ||
Recurring basis | Quoted Prices in Active Markets (Level 1) | ||||
Assets and liabilities measured at fair value on a recurring basis | ||||
Cash equivalents | 228 | 648 | ||
Nonqualified employee benefit trusts | 19 | 19 | ||
Derivative assets | 0 | |||
Derivative liabilities | 0 | |||
Embedded Derivative, Fair Value of 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 | ||
Derivative assets | 2 | |||
Derivative liabilities | (12) | |||
Embedded Derivative, Fair Value of Embedded Derivative Liability | (20) | (21) | ||
Recurring basis | Significant Unobservable Inputs (Level 3) | ||||
Assets and liabilities measured at fair value on a recurring basis | ||||
Cash equivalents | 0 | 0 | ||
Nonqualified employee benefit trusts | 0 | 0 | ||
Derivative assets | 0 | |||
Derivative liabilities | 0 | |||
Embedded Derivative, Fair Value of Embedded Derivative Liability | 0 | 0 | ||
Estimate of Fair Value Measurement | ||||
Debt Instrument, Fair Value Disclosure [Abstract] | ||||
Long-term debt, Fair Value | $ 4,295 | $ 4,265 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
GILTI tax credit | $ 16 | ||
Components of earnings before income taxes and equity in earnings of non-operating affiliates | |||
Domestic | $ 679 | 516 | $ (186) |
Non-U.S. | 93 | 31 | 61 |
Earnings (loss) before income taxes | 772 | 547 | (125) |
Current | |||
Federal | 4 | 5 | (43) |
Foreign | 21 | 14 | 19 |
State | (48) | 6 | (6) |
Total | (23) | 25 | (30) |
Deferred | |||
Federal | 112 | 85 | (44) |
Foreign | 0 | (10) | (3) |
State | 37 | 3 | (7) |
Total | 149 | 78 | (54) |
income tax expense (benefit) prior to Tax Cuts and Jobs Act of 2017 | 126 | 103 | (84) |
Current Federal Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | 19 | 54 |
Current Foreign Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | 0 | 0 |
Current State Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | (3) | 3 |
Current Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | 16 | 57 |
Income tax provision (benefit) | 126 | 119 | (575) |
Deferred Federal Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | 0 | (548) |
Deferred Foreign Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | 0 | 0 |
Deferred State Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | 0 | 0 |
Deferred Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | 0 | 0 | (548) |
income tax expense (benefit) after Tax Cuts and Jobs Act of 2017 | 0 | 16 | (491) |
U.S. tax on foreign earnings (including GILTI in 2019 and 2018) | $ 3 | $ 12 | $ 1 |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Tax Adjustments, Settlements, and Unusual Provisions | $ 7 | $ (10) | $ 0 | $ 0 |
Earnings (loss) before income taxes | 772 | 547 | (125) | |
Expected tax provision (benefit) at U.S. statutory rate (21% in 2019 and 2018, 35% in 2017) | 162 | 115 | (44) | |
State income taxes, net of federal | 2 | 3 | (21) | |
Net earnings attributable to noncontrolling interests | (32) | (29) | (32) | |
U.S. manufacturing profits deduction | 0 | 0 | 6 | |
Foreign tax rate differential | 2 | 0 | (6) | |
U.S. tax on foreign earnings (including GILTI in 2019 and 2018) | 3 | 12 | 1 | |
Valuation allowance | 0 | 4 | (3) | |
Tax rate change | 0 | (2) | 17 | |
Other | (1) | 0 | (2) | |
U.S. enacted tax rate change (Tax Reform) | 0 | 0 | (552) | |
Transition tax liability and other (Tax Reform) | 0 | 16 | 61 | |
Income tax provision (benefit) | $ 126 | $ 119 | $ (575) | |
Effective tax rate | 16.30% | 21.70% | 457.20% | |
Income tax (benefit) provision before Tax Reform | $ 126 | $ 103 | $ (84) | |
Effective tax rate before Tax Reform | 16.30% | 18.70% | 67.00% |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
deferred tax assets operating lease liabilities | $ 66 | $ 0 |
Deferred tax assets: | ||
Net operating loss and capital loss carryforwards | 108 | 271 |
Retirement and other employee benefits | 71 | 57 |
Other | 61 | 106 |
Gross deferred tax assets | 378 | 482 |
Valuation allowance | (60) | (173) |
Net deferred tax assets | 318 | 309 |
Deferred tax liabilities: | ||
Depreciation and amortization | (276) | (262) |
Deferred Tax Liabilities, Investment in Noncontrolled Affiliates | (1,217) | (1,121) |
deferred tax liabilities operating lease right-of-use assets | (65) | 0 |
Foreign earnings | 0 | (28) |
Other | 6 | 15 |
Deferred tax liabilities | (1,564) | (1,426) |
Net deferred tax liability | (1,246) | (1,117) |
Unrecognized tax benefits: | ||
Beginning balance | 126 | 122 |
Additions for tax positions taken during the current year | 0 | 0 |
Additions for tax positions taken during prior years | 22 | 4 |
Reductions related to lapsed statutes of limitations | 0 | 0 |
Unrecognized Tax Benefits, Decrease Resulting from Settlements with Taxing Authorities | (44) | 0 |
Ending balance | 104 | 126 |
Deferred Tax Assets, Tax Credit Carryforwards | $ 72 | $ 48 |
Income Taxes (Details 4)
Income Taxes (Details 4) $ in Millions, $ in Millions | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||
Feb. 24, 2020USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019CAD ($) | |
Operating Loss Carryforwards [Line Items] | ||||||
GILTI tax credit | $ 16 | |||||
Current Tax Expense (Benefit), incomplete accounting, Tax Cuts and Jobs Act of 2017 | $ 0 | 16 | $ 57 | |||
Tax Adjustments, Settlements, and Unusual Provisions | $ 7 | (10) | 0 | 0 | ||
Deferred income taxes | 1,246 | 1,117 | ||||
Income taxes receivable | 22 | |||||
Decrease in income taxes receivable | 36 | |||||
Less: Net earnings attributable to noncontrolling interests | 153 | 138 | 92 | |||
Unrecognized Tax Benefits, Decrease Resulting from Settlements with Taxing Authorities | 44 | 0 | ||||
income tax expense (benefit) after Tax Cuts and Jobs Act of 2017 | 0 | (16) | 491 | |||
Effect on effective tax rate if unrecognized tax benefits were recognized | 73 | |||||
Interest expense and penalties | ||||||
Interest expense and penalties related to potential income taxes | 4 | 1 | 2 | |||
Accrued interest expense and penalties | ||||||
Amount recognized in consolidated balance sheets for accrued interest and penalties related to income taxes | 33 | 29 | ||||
Internal Revenue Service (IRS) | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Tax Adjustments, Settlements, and Unusual Provisions | 57 | |||||
State Tax Authority | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Operating loss carryforwards | (7) | (3) | (30) | |||
Tax credit carryforward | 25 | 18 | 1 | |||
Tax credit carryforward valuation allowance | 11 | |||||
Foreign Tax Authority | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Operating loss carryforwards | (379) | (383) | ||||
Operating loss carryforwards, valuation allowance | 99 | 100 | ||||
Operating loss carryforwards increase (decrease) valuation allowance | 99 | $ (1) | (11) | |||
Point Lisas Nitrogen Limited (PLNL) | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Effective Income Tax Rate Reconciliation, Change in Foreign Enacted Tax Rate, Amount | 4 | |||||
Canada Revenue Agency | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Income Tax Examination, Liability (Refund) Adjustment from Settlement with Taxing Authority | 21 | $ 27 | ||||
Line of Credit | Letter of Credit | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Line of Credit Facility, Fair Value of Amount Outstanding | 129 | |||||
Noncontrolling Interests | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Less: Net earnings attributable to noncontrolling interests | 153 | $ 92 | ||||
Interest Income | Internal Revenue Service (IRS) | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Tax Adjustments, Settlements, and Unusual Provisions | 5 | |||||
interest income, net [Member] | Internal Revenue Service (IRS) | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Tax Adjustments, Settlements, and Unusual Provisions | 4 | |||||
income tax benefit | Internal Revenue Service (IRS) | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Tax Adjustments, Settlements, and Unusual Provisions | $ 10 | |||||
Forecast | Internal Revenue Service (IRS) | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Unrecognized Tax Benefits, Decrease Resulting from Settlements with Taxing Authorities | $ 29 | |||||
Effect on effective tax rate if unrecognized tax benefits were recognized | $ 12 |
Pension and Other Postretirem_3
Pension and Other Postretirement Benefits (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($)Pension_plan | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Pension and Other Postretirement Benefits | |||
Number of funded plans | Pension_plan | 1 | ||
Number of funded plans closed to new employees | Pension_plan | 1 | ||
Pension Plans | |||
Pension and Other Postretirement Benefits | |||
Number of funded plans | Pension_plan | 5 | ||
United States | Pension Plans | |||
Pension and Other Postretirement Benefits | |||
Defined Benefit Plan Target Allocation Percentage of Assets Non Equity Securities | 80.00% | ||
Defined Benefit Plan, Plan Assets, Target Allocation, Percentage | 20.00% | ||
United Kingdom | |||
Pension and Other Postretirement Benefits | |||
Number of funded plans | Pension_plan | 2 | ||
United Kingdom | United Kingdom Terra | |||
Pension and Other Postretirement Benefits | |||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Return Funds | 55.00% | ||
Amounts recognized in the consolidated balance sheets | |||
Defined Benefit Plan, Target Plan Asset Allocations, Actively and Passively Managed Bond and Gilt Funds | 10.00% | ||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Property Fund | 15.00% | ||
United Kingdom | United Kingdom Kemira | |||
Pension and Other Postretirement Benefits | |||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Return Funds | 50.00% | ||
Amounts recognized in the consolidated balance sheets | |||
Defined Benefit Plan, Target Plan Asset Allocations, Actively and Passively Managed Bond and Gilt Funds | 20.00% | ||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Property Fund | 5.00% | ||
United Kingdom | Pension Plans | |||
Change in plan assets | |||
Fair value of plan assets at the beginning of the period | $ 383 | $ 414 | |
Return on plan assets | 19 | (11) | |
Employer contributions | 23 | 26 | |
Foreign currency translation | 16 | (23) | |
Fair value of plan assets at the end of the period | 418 | 383 | $ 414 |
Change in benefit obligation | |||
Benefit obligation at the beginning of the period | (524) | (590) | |
Service cost | 0 | 0 | 0 |
Interest cost | (15) | (14) | (16) |
Foreign currency translation | (22) | 31 | |
Change in assumptions and other | (62) | 31 | |
Benefit obligation at the end of the period | (597) | (524) | (590) |
Funded status as of December 31 | (179) | (141) | |
Amounts recognized in the consolidated balance sheets | |||
Other assets | 0 | 0 | |
Accrued expenses | 0 | ||
Other liabilities | (179) | (141) | |
Amounts recognized in the consolidated balance sheets, total | (179) | (141) | |
Defined Benefit Plan, Plan Assets, Contributions by Plan Participant | 0 | 0 | |
Defined Benefit Plan, Benefit Obligation, Contributions by Plan Participant | 0 | 0 | |
Defined Benefit Plan, Plan Assets, Benefits Paid | (23) | (23) | |
Defined Benefit Plan, Benefit Obligation, Benefits Paid | 23 | 23 | |
North America | |||
Change in plan assets | |||
Fair value of plan assets at the beginning of the period | 673 | ||
Fair value of plan assets at the end of the period | 673 | ||
Change in benefit obligation | |||
Benefit obligation at the beginning of the period | (742) | ||
Benefit obligation at the end of the period | (742) | ||
Amounts recognized in the consolidated balance sheets | |||
Accrued expenses | $ 0 | 0 | |
North America | Pension Plans | |||
Pension and Other Postretirement Benefits | |||
Number of funded plans | Pension_plan | 3 | ||
Change in plan assets | |||
Fair value of plan assets at the beginning of the period | $ 673 | 738 | |
Return on plan assets | 115 | (25) | |
Employer contributions | 38 | 13 | |
Foreign currency translation | 7 | (11) | |
Fair value of plan assets at the end of the period | 790 | 673 | 738 |
Change in benefit obligation | |||
Benefit obligation at the beginning of the period | (742) | (805) | |
Service cost | (14) | (15) | (14) |
Interest cost | (30) | (28) | (30) |
Foreign currency translation | (7) | 11 | |
Change in assumptions and other | (85) | 53 | |
Benefit obligation at the end of the period | (839) | (742) | (805) |
Funded status as of December 31 | (49) | (69) | |
Amounts recognized in the consolidated balance sheets | |||
Other assets | 10 | 9 | |
Other liabilities | (59) | (78) | |
Amounts recognized in the consolidated balance sheets, total | (49) | (69) | |
Defined Benefit Plan, Plan Assets, Contributions by Plan Participant | 0 | 0 | |
Defined Benefit Plan, Benefit Obligation, Contributions by Plan Participant | 0 | 0 | |
Defined Benefit Plan, Plan Assets, Benefits Paid | (43) | (42) | |
Defined Benefit Plan, Benefit Obligation, Benefits Paid | 43 | 42 | |
North America | Retiree Medical | |||
Change in plan assets | |||
Fair value of plan assets at the beginning of the period | 0 | 0 | |
Return on plan assets | 0 | 0 | |
Employer contributions | 3 | 4 | |
Foreign currency translation | 0 | 0 | |
Fair value of plan assets at the end of the period | 0 | 0 | 0 |
Change in benefit obligation | |||
Benefit obligation at the beginning of the period | (43) | (53) | |
Service cost | 0 | 0 | 0 |
Interest cost | (1) | (2) | (2) |
Foreign currency translation | 0 | 0 | |
Change in assumptions and other | 4 | 8 | |
Benefit obligation at the end of the period | (37) | (43) | $ (53) |
Funded status as of December 31 | (37) | (43) | |
Amounts recognized in the consolidated balance sheets | |||
Accrued expenses | (3) | (4) | |
Other liabilities | (34) | (39) | |
Amounts recognized in the consolidated balance sheets, total | (37) | (43) | |
Defined Benefit Plan, Plan Assets, Contributions by Plan Participant | 1 | 1 | |
Defined Benefit Plan, Benefit Obligation, Contributions by Plan Participant | (1) | (1) | |
Defined Benefit Plan, Plan Assets, Benefits Paid | (4) | (5) | |
Defined Benefit Plan, Benefit Obligation, Benefits Paid | $ 4 | $ 5 | |
Canada | |||
Pension and Other Postretirement Benefits | |||
Number of funded plans | Pension_plan | 2 | ||
Canada | Pension Plans | CF Canadian Plan | |||
Pension and Other Postretirement Benefits | |||
Defined Benefit Plan Target Allocation Percentage of Assets Non Equity Securities | 60.00% | ||
Defined Benefit Plan, Plan Assets, Target Allocation, Percentage | 40.00% | ||
Canada | Pension Plans | Terra Canadian Plan | |||
Pension and Other Postretirement Benefits | |||
Defined Benefit Plan Target Allocation Percentage of Assets Non Equity Securities | 100.00% |
Pension and Other Postretirem_4
Pension and Other Postretirement Benefits (Details 2) - USD ($) | Jan. 01, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Retiree Medical | |||||
Assumptions used in determining the benefit obligations and expense: | |||||
Defined benefit plan, pre-65 health care cost trend rate assumed for next fiscal year | 7.00% | 7.50% | |||
Defined benefit plan, pre-65 ultimate health care cost trend rate for 2026 | 4.50% | 4.50% | |||
Defined benefit plan, post-65 health care cost trend rate assumed for next fiscal year | 8.30% | 8.80% | |||
Defined benefit plan, post-65 ultimate health care cost trend rate for 2026 | 4.50% | 4.50% | |||
United States | Pension Plans | |||||
Current target asset allocation | |||||
Defined Benefit Plan Target Allocation Percentage of Assets Non Equity Securities | 80.00% | ||||
Defined Benefit Plan, Plan Assets, Target Allocation, Percentage | 20.00% | ||||
United Kingdom | |||||
Pre-tax amounts recognized in accumulated other comprehensive loss | |||||
Prior service cost (benefit) | $ 1,000,000 | $ 5,000,000 | |||
Net actuarial loss | 132,000,000 | 66,000,000 | |||
Pre-tax amounts recognized in accumulated other comprehensive loss, total | $ 133,000,000 | 71,000,000 | |||
United Kingdom | Subsequent Event | |||||
Assumptions used in determining the benefit obligations and expense: | |||||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 3.40% | ||||
United Kingdom | United Kingdom Terra | |||||
Current target asset allocation | |||||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Return Funds | 55.00% | ||||
Defined Benefit Plan, Target Plan Asset Allocations, Actively and Passively Managed Bond and Gilt Funds | 10.00% | ||||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Property Fund | 15.00% | ||||
United Kingdom | United Kingdom Kemira | |||||
Current target asset allocation | |||||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Return Funds | 50.00% | ||||
Defined Benefit Plan, Target Plan Asset Allocations, Actively and Passively Managed Bond and Gilt Funds | 20.00% | ||||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Property Fund | 5.00% | ||||
United Kingdom | Pension Plans | |||||
Pension and Other Postretirement Benefits | |||||
Total assets | $ 418,000,000 | 383,000,000 | $ 414,000,000 | ||
Defined Benefit Plan, Pension Plan with Projected Benefit Obligation in Excess of Plan Assets, Projected Benefit Obligation | 597,000,000 | 524,000,000 | |||
Defined Benefit Plan, Benefit Obligation, Increase (Decrease) for Plan Amendment | 3,000,000 | (5,000,000) | |||
Net periodic benefit cost and other amounts recognized in accumulated other comprehensive loss: | |||||
Service cost | 0 | 0 | 0 | ||
Interest cost | 15,000,000 | 14,000,000 | 16,000,000 | ||
Expected return on plan assets | (18,000,000) | (17,000,000) | (18,000,000) | ||
Amortization of prior service (benefit) cost | 0 | 0 | 0 | ||
Amortization of actuarial loss (gain) | 0 | 0 | 1,000,000 | ||
Net periodic benefit cost (income) | (3,000,000) | (3,000,000) | (1,000,000) | ||
Net actuarial loss (gain) | 60,000,000 | (3,000,000) | (13,000,000) | ||
Amortization of prior service benefit | 0 | 0 | 0 | ||
Amortization of actuarial (loss) gain | 0 | 0 | (1,000,000) | ||
Total recognized in accumulated other comprehensive loss | 57,000,000 | 2,000,000 | (14,000,000) | ||
Total recognized in net periodic benefit cost (income) and accumulated other comprehensive loss | 54,000,000 | (1,000,000) | $ (15,000,000) | ||
Benefit obligation and fair value of plan assets by pension plans | |||||
Accumulated benefit obligation | (597,000,000) | (524,000,000) | |||
Fair value of plan assets | 418,000,000 | 383,000,000 | |||
Defined Benefit Plan, Pension Plan with Projected Benefit Obligation in Excess of Plan Assets, Plan Assets | 418,000,000 | $ 383,000,000 | |||
Consolidated pension funding contributions for 2020 | 24,000,000 | ||||
Expected future pension and retiree medical benefit payments: | |||||
2020 | 24,000,000 | ||||
2021 | 25,000,000 | ||||
2022 | 26,000,000 | ||||
2023 | 26,000,000 | ||||
2024 | 27,000,000 | ||||
2025-2029 | $ 147,000,000 | ||||
Assumptions used in determining the benefit obligations and expense: | |||||
Weighted average discount rate - obligation (as a percent) | 2.00% | 2.90% | 2.50% | ||
Weighted average discount rate - expense (as a percent) | 2.90% | 2.50% | 2.80% | ||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 4.40% | 4.20% | 4.60% | ||
Weighted-average retail price index—obligation (as a percent) | 3.00% | 3.30% | 3.20% | ||
Weighted-average retail price index—expense (as a percent) | 3.30% | 3.20% | 3.30% | ||
Current target asset allocation | |||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), before Tax | $ (3,000,000) | $ 5,000,000 | $ 0 | ||
North America | |||||
Pension and Other Postretirement Benefits | |||||
Total assets | $ 673,000,000 | ||||
Assumptions used in determining the benefit obligations and expense: | |||||
Weighted-average cash balance interest crediting rate—obligation | 3.00% | 3.00% | 3.00% | ||
Weighted-average cash balance interest crediting rate—expense | 3.00% | 3.00% | 3.00% | ||
Cash balance interest crediting rate for the plan | 3.00% | ||||
North America | Pension Plans | |||||
Pension and Other Postretirement Benefits | |||||
Total assets | $ 790,000,000 | $ 673,000,000 | $ 738,000,000 | ||
Defined Benefit Plan, Accumulated Benefit Obligation | 793,000,000 | 703,000,000 | |||
Defined Benefit Plan, Pension Plan with Projected Benefit Obligation in Excess of Plan Assets, Projected Benefit Obligation | 689,000,000 | 684,000,000 | |||
Defined Benefit Plan, Benefit Obligation, Increase (Decrease) for Plan Amendment | (4,000,000) | 0 | |||
Pre-tax amounts recognized in accumulated other comprehensive loss | |||||
Prior service cost (benefit) | 5,000,000 | 0 | |||
Net actuarial loss | 82,000,000 | 79,000,000 | |||
Pre-tax amounts recognized in accumulated other comprehensive loss, total | 87,000,000 | 79,000,000 | |||
Net periodic benefit cost and other amounts recognized in accumulated other comprehensive loss: | |||||
Service cost | 14,000,000 | 15,000,000 | 14,000,000 | ||
Interest cost | 30,000,000 | 28,000,000 | 30,000,000 | ||
Expected return on plan assets | (32,000,000) | (31,000,000) | (26,000,000) | ||
Amortization of prior service (benefit) cost | 0 | 0 | 0 | ||
Amortization of actuarial loss (gain) | 0 | 3,000,000 | 1,000,000 | ||
Net periodic benefit cost (income) | 12,000,000 | 15,000,000 | 19,000,000 | ||
Net actuarial loss (gain) | 3,000,000 | 3,000,000 | (11,000,000) | ||
Amortization of prior service benefit | 0 | 0 | 0 | ||
Amortization of actuarial (loss) gain | 0 | (3,000,000) | (1,000,000) | ||
Total recognized in accumulated other comprehensive loss | 7,000,000 | 0 | (12,000,000) | ||
Total recognized in net periodic benefit cost (income) and accumulated other comprehensive loss | 19,000,000 | 15,000,000 | $ 7,000,000 | ||
Benefit obligation and fair value of plan assets by pension plans | |||||
Accumulated benefit obligation | (654,000,000) | (585,000,000) | |||
Fair value of plan assets | 630,000,000 | 537,000,000 | |||
Defined Benefit Plan, Pension Plan with Projected Benefit Obligation in Excess of Plan Assets, Plan Assets | 630,000,000 | $ 606,000,000 | |||
Consolidated pension funding contributions for 2020 | 18,000,000 | ||||
Expected future pension and retiree medical benefit payments: | |||||
2020 | 45,000,000 | ||||
2021 | 47,000,000 | ||||
2022 | 48,000,000 | ||||
2023 | 48,000,000 | ||||
2024 | 49,000,000 | ||||
2025-2029 | $ 253,000,000 | ||||
Assumptions used in determining the benefit obligations and expense: | |||||
Weighted average discount rate - obligation (as a percent) | 3.10% | 4.10% | 3.60% | ||
Weighted average discount rate - expense (as a percent) | 4.10% | 3.60% | 4.00% | ||
Weighted average rate of increase in future compensation (as a percent) | 4.20% | 4.30% | 4.30% | ||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 4.60% | 4.50% | 4.20% | ||
Current target asset allocation | |||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), before Tax | $ 4,000,000 | $ 0 | |||
North America | Pension Plans | Subsequent Event | |||||
Assumptions used in determining the benefit obligations and expense: | |||||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 4.10% | ||||
North America | Retiree Medical | |||||
Pension and Other Postretirement Benefits | |||||
Total assets | 0 | 0 | $ 0 | ||
Defined Benefit Plan, Benefit Obligation, Increase (Decrease) for Plan Amendment | 0 | 0 | |||
Pre-tax amounts recognized in accumulated other comprehensive loss | |||||
Prior service cost (benefit) | 0 | (1,000,000) | |||
Net actuarial loss | 2,000,000 | 4,000,000 | |||
Pre-tax amounts recognized in accumulated other comprehensive loss, total | 2,000,000 | 3,000,000 | |||
Net periodic benefit cost and other amounts recognized in accumulated other comprehensive loss: | |||||
Service cost | 0 | 0 | 0 | ||
Interest cost | 1,000,000 | 2,000,000 | 2,000,000 | ||
Expected return on plan assets | 0 | 0 | 0 | ||
Amortization of prior service (benefit) cost | (1,000,000) | (1,000,000) | (1,000,000) | ||
Amortization of actuarial loss (gain) | (1,000,000) | (1,000,000) | (1,000,000) | ||
Net periodic benefit cost (income) | (1,000,000) | 0 | 0 | ||
Net actuarial loss (gain) | (4,000,000) | (8,000,000) | 5,000,000 | ||
Amortization of prior service benefit | 1,000,000 | 1,000,000 | 1,000,000 | ||
Amortization of actuarial (loss) gain | 1,000,000 | 1,000,000 | 1,000,000 | ||
Total recognized in accumulated other comprehensive loss | (2,000,000) | (6,000,000) | 7,000,000 | ||
Total recognized in net periodic benefit cost (income) and accumulated other comprehensive loss | (3,000,000) | $ (6,000,000) | $ 7,000,000 | ||
Expected future pension and retiree medical benefit payments: | |||||
2020 | 3,000,000 | ||||
2021 | 3,000,000 | ||||
2022 | 3,000,000 | ||||
2023 | 3,000,000 | ||||
2024 | 2,000,000 | ||||
2025-2029 | $ 10,000,000 | ||||
Assumptions used in determining the benefit obligations and expense: | |||||
Weighted average discount rate - obligation (as a percent) | 3.00% | 4.10% | 3.40% | ||
Weighted average discount rate - expense (as a percent) | 4.10% | 3.40% | 3.80% | ||
Current target asset allocation | |||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), before Tax | $ 0 | $ 0 | |||
Significant Other Observable Inputs (Level 2) | North America | Pension Plans | |||||
Pension and Other Postretirement Benefits | |||||
Total assets | $ 19,000,000 |
Pension and Other Postretirem_5
Pension and Other Postretirement Benefits (Details 3) - USD ($) $ in Millions | Jan. 01, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Pension Plans | Pooled Equity Funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | $ 27 | |||
Pension Plans | Pooled mutual funds(5) | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | $ 109 | |||
UNITED KINGDOM | Pension Plans | ||||
Pension and Other Postretirement Benefits | ||||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 4.40% | 4.20% | 4.60% | |
Total assets at fair value by fair value levels | $ 373 | $ 341 | ||
Total assets | 418 | 383 | $ 414 | |
UNITED KINGDOM | Pension Plans | Cash and cash equivalents | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 4 | 2 | ||
UNITED KINGDOM | Pension Plans | Pooled Target Return Funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 220 | 194 | ||
UNITED KINGDOM | Pension Plans | Fixed income: Pooled UK government index-linked securities | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 32 | 29 | ||
UNITED KINGDOM | Pension Plans | Fixed income: Pooled fixed income funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 33 | 116 | ||
UNITED KINGDOM | Pension Plans | Liability-driven investment funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 84 | |||
UNITED KINGDOM | Pension Plans | Fair Value Measured at Net Asset Value Per Share | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 45 | 42 | ||
UNITED KINGDOM | Pension Plans | Quoted Prices in Active Markets (Level 1) | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 4 | 2 | ||
UNITED KINGDOM | Pension Plans | Quoted Prices in Active Markets (Level 1) | Cash and cash equivalents | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 4 | 2 | ||
UNITED KINGDOM | Pension Plans | Significant Other Observable Inputs (Level 2) | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 369 | 339 | ||
UNITED KINGDOM | Pension Plans | Significant Other Observable Inputs (Level 2) | Pooled Target Return Funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 220 | 194 | ||
UNITED KINGDOM | Pension Plans | Significant Other Observable Inputs (Level 2) | Fixed income: Pooled UK government index-linked securities | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 32 | 29 | ||
UNITED KINGDOM | Pension Plans | Significant Other Observable Inputs (Level 2) | Fixed income: Pooled fixed income funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 33 | 116 | ||
UNITED KINGDOM | Pension Plans | Significant Other Observable Inputs (Level 2) | Liability-driven investment funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | $ 84 | |||
UNITED KINGDOM | United Kingdom Terra | ||||
Pension and Other Postretirement Benefits | ||||
Defined Benefit Plan, Target Plan Asset Allocations, Actively Managed Return Funds | 55.00% | |||
North America | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | $ 673 | |||
North America | Pension Plans | ||||
Pension and Other Postretirement Benefits | ||||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 4.60% | 4.50% | 4.20% | |
Total assets at fair value by fair value levels | $ 791 | $ 674 | ||
Accruals and payables—net | 1 | 1 | ||
Total assets | 790 | 673 | $ 738 | |
North America | Pension Plans | Cash and cash equivalents | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 21 | 19 | ||
North America | Pension Plans | Equity mutual funds: Index equity | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 137 | 99 | ||
North America | Pension Plans | Pooled Equity Funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 35 | |||
North America | Pension Plans | Fixed income: U.S.Treasury bonds and notes | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 25 | 34 | ||
North America | Pension Plans | Fixed income: Corporate bonds and notes | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 472 | 376 | ||
North America | Pension Plans | Fixed income: Government and agency securities | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 93 | 7 | ||
North America | Pension Plans | Fixed income: Other | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 8 | 3 | ||
North America | Pension Plans | Equity pooled mutual funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 0 | |||
North America | Pension Plans | Quoted Prices in Active Markets (Level 1) | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 163 | 133 | ||
North America | Pension Plans | Quoted Prices in Active Markets (Level 1) | Cash and cash equivalents | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 1 | 0 | ||
North America | Pension Plans | Quoted Prices in Active Markets (Level 1) | Equity mutual funds: Index equity | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 137 | 99 | ||
North America | Pension Plans | Quoted Prices in Active Markets (Level 1) | Fixed income: U.S.Treasury bonds and notes | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 25 | 34 | ||
North America | Pension Plans | Significant Other Observable Inputs (Level 2) | ||||
Pension and Other Postretirement Benefits | ||||
Total assets at fair value by fair value levels | 628 | 541 | ||
Total assets | 19 | |||
North America | Pension Plans | Significant Other Observable Inputs (Level 2) | Cash and cash equivalents | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 20 | |||
North America | Pension Plans | Significant Other Observable Inputs (Level 2) | Pooled Equity Funds | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 35 | 27 | ||
North America | Pension Plans | Significant Other Observable Inputs (Level 2) | Pooled mutual funds(5) | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 109 | |||
North America | Pension Plans | Significant Other Observable Inputs (Level 2) | Fixed income: Corporate bonds and notes | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 472 | 376 | ||
North America | Pension Plans | Significant Other Observable Inputs (Level 2) | Fixed income: Government and agency securities | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | 93 | 7 | ||
North America | Pension Plans | Significant Other Observable Inputs (Level 2) | Fixed income: Other | ||||
Pension and Other Postretirement Benefits | ||||
Total assets | $ 8 | $ 3 | ||
Subsequent Event | UNITED KINGDOM | ||||
Pension and Other Postretirement Benefits | ||||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 3.40% | |||
Subsequent Event | North America | Pension Plans | ||||
Pension and Other Postretirement Benefits | ||||
Weighted average expected long-term rate of return on assets-expense (as a percent) | 4.10% |
Pension and Other Postretirem_6
Pension and Other Postretirement Benefits (Details 4) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |||
Employer contribution | $ 20 | $ 18 | $ 18 |
Nonqualified supplemental pension plan | |||
Pension and Other Postretirement Benefits | |||
Accrued expenses | 2 | 2 | |
Other noncurrent liability | 16 | 15 | |
Expenses recognized | $ 1 | $ 1 | 2 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement | $ 1 |
Financing Agreements (Details)
Financing Agreements (Details) - USD ($) | Dec. 13, 2019 | Dec. 26, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 05, 2019 | Nov. 13, 2019 | Mar. 31, 2019 | Dec. 01, 2017 | Jul. 29, 2016 |
Financing agreements | ||||||||||
Long-term Debt, Gross | $ 4,000,000,000 | $ 4,750,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | 3,957,000,000 | 4,698,000,000 | ||||||||
Long-term debt | 3,957,000,000 | 4,698,000,000 | ||||||||
Loss on debt extinguishment | 21,000,000 | 0 | $ 53,000,000 | |||||||
CF Industries | ||||||||||
Unsecured Debt [Abstract] | ||||||||||
Debt Instrument, Unamortized Discount | 10,000,000 | 11,000,000 | ||||||||
Unamortized Debt Issuance Expense | 33,000,000 | 41,000,000 | ||||||||
CF Industries | Senior Credit Agreement | ||||||||||
Debt Instruments | ||||||||||
Available credit | 750,000,000 | |||||||||
Line of credit facility, amount outstanding | 0 | $ 0 | ||||||||
Letters of credit outstanding, amount | $ 0 | |||||||||
Senior Notes | CF Industries | 7.125% due 2020 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 7.125% | 7.125% | ||||||||
Long-term Debt, Gross | $ 0 | $ 500,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 331,000,000 | 0 | $ 497,000,000 | $ 512,000,000 | ||||||
Loss on debt extinguishment | $ (12,000,000) | $ (53,000,000) | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 7.529% | 7.529% | ||||||||
Early Repayment of Senior Debt | 300,000,000 | |||||||||
Debt Instrument, Face Amount | $ 800,000,000 | $ 500,000,000 | ||||||||
Senior Notes | CF Industries | 3.450% due 2023 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.45% | 3.45% | ||||||||
Long-term Debt, Gross | $ 750,000,000 | $ 750,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 747,000,000 | $ 747,000,000 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.562% | 3.562% | ||||||||
Senior Notes | CF Industries | 5.150% due 2034 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.15% | 5.15% | ||||||||
Long-term Debt, Gross | $ 750,000,000 | $ 750,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 740,000,000 | $ 740,000,000 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.279% | 5.279% | ||||||||
Senior Notes | CF Industries | 4.950% due 2043 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.95% | 4.95% | ||||||||
Long-term Debt, Gross | $ 750,000,000 | $ 750,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 742,000,000 | $ 741,000,000 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.031% | 5.031% | ||||||||
Senior Notes | CF Industries | 5.375% due 2044 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.375% | 5.375% | ||||||||
Long-term Debt, Gross | $ 750,000,000 | $ 750,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 741,000,000 | $ 741,000,000 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.465% | 5.465% | ||||||||
Senior Notes | CF Industries | 3.400% due December 2021 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.40% | 3.40% | ||||||||
Long-term Debt, Gross | $ 250,000,000 | $ 500,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 257,000,000 | 248,000,000 | $ 495,000,000 | |||||||
Loss on debt extinguishment | $ (9,000,000) | |||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.782% | 3.782% | ||||||||
Early Repayment of Senior Debt | $ 250,000,000 | |||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 50.00% | |||||||||
Debt Instrument, Face Amount | $ 500,000,000 | |||||||||
Senior Notes | CF Industries | Unsecured Senior Notes 6.875 Percent Due 2018 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 6.875% | |||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 817,000,000 | |||||||||
Debt Instrument, Face Amount | $ 800,000,000 | |||||||||
Senior Notes | CF Industries | 4.500% due December 2026 | ||||||||||
Financing agreements | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.50% | 4.50% | ||||||||
Long-term Debt, Gross | $ 750,000,000 | $ 750,000,000 | ||||||||
Unsecured Debt [Abstract] | ||||||||||
Long-term debt | $ 739,000,000 | $ 737,000,000 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.759% | 4.759% | ||||||||
Revolving Credit Facility | Line of Credit | CF Industries | Amendment No. 4 to the Third Amended and Restated Revolving Credit Agreement | ||||||||||
Debt Instruments | ||||||||||
Maximum borrowing capacity | $ 750,000,000 | |||||||||
Letter of Credit | Line of Credit | ||||||||||
Debt Instruments | ||||||||||
Maximum borrowing capacity | $ 145,000,000 | |||||||||
Unsecured Debt [Abstract] | ||||||||||
Line of Credit Facility, increase in Maximum Borrowing Capacity | $ 20,000,000 | |||||||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 129,000,000 | |||||||||
Letter of Credit | Line of Credit | CF Industries | July 2016 Credit Agreement Amendment | ||||||||||
Debt Instruments | ||||||||||
Maximum borrowing capacity | $ 125,000,000 |
Interest Expense (Details)
Interest Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Financing agreements | |||
Interest on borrowings(1) | $ 223 | $ 228 | $ 300 |
Fees on financing agreements(1) | 13 | 13 | 16 |
Interest on tax liabilities | 3 | 1 | 1 |
Interest capitalized | (2) | (1) | (2) |
Interest expense | $ 237 | $ 241 | $ 315 |
Other Operating Expenses (Detai
Other Operating Expenses (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Other Operating-Net | ||||
Unusual or Infrequent Item, or Both, Insurance Proceeds | $ 37 | $ 10 | $ 0 | |
Gain (Loss) on Disposition of Property Plant Equipment | $ (45) | 40 | (6) | (3) |
Insurance proceeds for property, plant and equipment | 15 | 10 | 0 | |
(Gain) loss on disposal of property, plant and equipment—net(2) | (40) | 6 | 3 | |
(Gain) loss on foreign currency transactions(3) | (1) | (5) | 2 | |
Loss on Embedded Derivative Instrument | 4 | 1 | 4 | |
Other | 1 | (19) | 9 | |
Other operating—net | $ 73 | $ 27 | $ (18) |
Derivative Financial Instrume_3
Derivative Financial Instruments (Details) - MMBTU MMBTU in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair values of derivatives on consolidated balance sheets | ||
Open derivative contracts for natural gas (in MMBtus) | 41.1 | 6.6 |
Percentage of natural gas consumption covered by derivatives | 10.00% |
Derivative Financial Instrume_4
Derivative Financial Instruments (Details 2) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Realized net gains (losses) | $ 4 | $ (2) | $ (26) |
Net derivative (losses) gains | (10) | 11 | (87) |
Derivatives not designated as cash flow hedges | Natural gas derivatives | Cost of Sales | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Unrealized net (losses) gains | $ (14) | $ 13 | $ (61) |
Derivative Financial Instrume_5
Derivative Financial Instruments (Details 3) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Fair values of derivatives on consolidated balance sheets | ||
Aggregate fair value of the derivative instruments with credit risk related contingent features in a net liability position | $ 12,000,000 | $ 0 |
Cash collateral on deposit with derivative counterparties | 0 | 0 |
Derivatives not designated as cash flow hedges | ||
Fair values of derivatives on consolidated balance sheets | ||
Asset Derivative | 0 | 2,000,000 |
Liability derivative | (12,000,000) | 0 |
Cash collateral on deposit with derivative counterparties | 0 | 0 |
Derivatives not designated as cash flow hedges | Natural gas derivatives | ||
Fair values of derivatives on consolidated balance sheets | ||
Other current assets | 0 | 2,000,000 |
Other current liabilities | $ 12,000,000 | $ 0 |
Derivative Financial Instrume_6
Derivative Financial Instruments (Details 4) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Derivative [Line Items] | ||
Cash collateral on deposit with derivative counterparties | $ 0 | $ 0 |
Derivatives not designated as cash flow hedges | ||
Derivative [Line Items] | ||
Derivative assets | 0 | 2,000,000 |
Derivative, Collateral, Obligation to Return Securities | 0 | 0 |
Derivative, Collateral, Obligation to Return Cash | 0 | 0 |
Derivative Asset, Fair Value, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election | 0 | 2,000,000 |
Derivative Liability | (12,000,000) | 0 |
Derivative Liability, Not Subject to Master Netting Arrangement Deduction | 0 | 0 |
Cash collateral on deposit with derivative counterparties | 0 | 0 |
Derivative Liability, Fair Value, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election | (12,000,000) | 0 |
Derivative Assets (Liabilities), at Fair Value, Net | (12,000,000) | 2,000,000 |
Net Derivative (Asset) Liability, Not Subject to Master Netting Arrangement Deduction | 0 | 0 |
Derivative, Collateral, Obligation to Return Cash (Right to Reclaim Cash) | 0 | 0 |
Net Derivative Asset (Liability), Fair Value, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election | $ (12,000,000) | $ 2,000,000 |
Supplemental Balance Sheet Da_3
Supplemental Balance Sheet Data -Accounts Receivable-Net (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable—net | $ 242 | $ 235 |
Accounts Receivable, Allowance for Credit Loss | 3 | |
Trade | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable—net | 229 | 226 |
Other | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable—net | $ 13 | $ 9 |
Supplemental Balance Sheet Da_4
Supplemental Balance Sheet Data -Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Finished goods | $ 311 | $ 272 |
Raw materials, spare parts and supplies | 40 | 37 |
Inventory, Net | $ 351 | $ 309 |
Supplemental Balance Sheet Da_5
Supplemental Balance Sheet Data -Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts payable | $ 78 | $ 101 |
Accrued natural gas costs | 88 | 129 |
Payroll and employee-related costs | 81 | 79 |
Accrued interest | 32 | 39 |
Accrued Share Repurchase Current | 0 | 33 |
Other | 158 | 164 |
Accounts payable and accrued liabilities, current | $ 437 | $ 545 |
Supplemental Balance Sheet Da_6
Supplemental Balance Sheet Data Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Derivative [Line Items] | ||
Other current liabilities | $ 18 | $ 6 |
Derivative Instruments and Hedges, Liabilities | 12 | |
Unrealized Loss on Embedded Derivative | (15) | (16) |
Other Current Liabilities | ||
Derivative [Line Items] | ||
Unrealized Loss on Embedded Derivative | $ 5 | $ 5 |
Supplemental Balance Sheet Da_7
Supplemental Balance Sheet Data -Other Noncurrent Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Derivative [Line Items] | ||
Benefit plans and deferred compensation | $ 298 | $ 280 |
Tax-related liabilities | 147 | 96 |
Unrealized Loss on Embedded Derivative | 15 | 16 |
Environmental and related costs | 5 | 7 |
Other | 9 | 11 |
Other liabilities, noncurrent | 474 | $ 410 |
Derivative Instruments and Hedges, Liabilities | $ 12 |
Noncontrolling Interests (Detai
Noncontrolling Interests (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($)T | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Apr. 01, 2018 | Feb. 07, 2018shares | Dec. 31, 2016USD ($) | |
Noncontrolling interests: | |||||||
Distributions Payable to Minority Interest | $ 0 | $ 0 | $ 0 | ||||
Noncontrolling interest | $ 2,740 | 2,773 | 3,105 | 3,144 | |||
Earnings attributable to noncontrolling interests | 153 | 138 | 92 | ||||
Declaration of distributions payable | 139 | 131 | |||||
Declaration of distributions payable | (186) | (139) | (131) | ||||
Distributions to noncontrolling interests | 131 | ||||||
Acquisition of noncontrolling interests in TNCLP | (393) | 0 | |||||
TNCLP | |||||||
Noncontrolling interests: | |||||||
Distributions Payable to Minority Interest | 0 | 0 | 0 | ||||
Noncontrolling interest | 0 | 333 | 338 | ||||
Earnings attributable to noncontrolling interests | 8 | 19 | |||||
Declaration of distributions payable | 10 | 24 | |||||
Parent ownership interest (as a percent) | 75.30% | ||||||
Percentage of ownership interest held by outside investors | 24.70% | ||||||
Declaration of distributions payable | (10) | (24) | |||||
Distributions to noncontrolling interests | 10 | 24 | |||||
Acquisition of noncontrolling interests in TNCLP | (331) | 0 | |||||
CF Industries Nitrogen, LLC | |||||||
Noncontrolling interests: | |||||||
Distributions Payable to Minority Interest | 0 | 0 | 0 | 0 | |||
Noncontrolling interest | 2,740 | 2,773 | 2,772 | $ 2,806 | |||
Earnings attributable to noncontrolling interests | 153 | 130 | 73 | ||||
Declaration of distributions payable | $ 186 | 129 | 107 | ||||
Right to purchase maximum annual granular urea (in tons) | T | 1,100,000 | ||||||
Maximum annual UAN eligible for purchase at market prices (in tons) | T | 580,000 | ||||||
Declaration of distributions payable | $ (186) | (129) | (107) | ||||
Distributions to noncontrolling interests | 186 | 129 | 107 | ||||
Acquisition of noncontrolling interests in TNCLP | $ 0 | 0 | 0 | ||||
Subsequent Event | CF Industries Nitrogen, LLC | |||||||
Noncontrolling interests: | |||||||
Declaration of distributions payable | $ (88) | ||||||
CHS Inc. | CF Industries Nitrogen, LLC | |||||||
Noncontrolling interests: | |||||||
Percentage of ownership interest held by outside investors | 11.00% | ||||||
Terra Nitrogen Company LP | Terra Nitrogen GP Inc | |||||||
Noncontrolling interests: | |||||||
business acquisition, number of units purchased | shares | 4,612,562 | ||||||
Noncontrolling Interests | |||||||
Noncontrolling interests: | |||||||
Earnings attributable to noncontrolling interests | $ 153 | 92 | |||||
Declaration of distributions payable | $ (186) | (139) | $ (131) | ||||
Distributions to noncontrolling interests | 139 | ||||||
Acquisition of noncontrolling interests in TNCLP | $ (331) |
Noncontrolling Interests (Det_2
Noncontrolling Interests (Details 2) | Apr. 02, 2018USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($)T | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Apr. 01, 2018 | Feb. 07, 2018shares |
Noncontrolling interest | |||||||
Balance as of January 1 | $ 2,740,000,000 | $ 2,773,000,000 | $ 3,105,000,000 | $ 3,144,000,000 | |||
Earnings attributable to noncontrolling interests | 153,000,000 | 138,000,000 | 92,000,000 | ||||
Declaration of distributions payable | (186,000,000) | (139,000,000) | (131,000,000) | ||||
Acquisition of noncontrolling interests in TNCLP | (393,000,000) | 0 | |||||
Balance as of December 31 | 2,740,000,000 | 2,773,000,000 | 3,105,000,000 | ||||
Distributions payable to noncontrolling interests: | |||||||
Balance as of January 1 | 0 | 0 | 0 | ||||
Declaration of distributions payable | 139,000,000 | 131,000,000 | |||||
Distributions to noncontrolling interests | (131,000,000) | ||||||
Balance as of December 31 | 0 | 0 | |||||
Acquisition of noncontrolling interests in TNCLP | 0 | 388,000,000 | 0 | ||||
TNCLP | |||||||
Noncontrolling interest | |||||||
Balance as of January 1 | 0 | 333,000,000 | 338,000,000 | ||||
Earnings attributable to noncontrolling interests | 8,000,000 | 19,000,000 | |||||
Declaration of distributions payable | (10,000,000) | (24,000,000) | |||||
Acquisition of noncontrolling interests in TNCLP | (331,000,000) | 0 | |||||
Balance as of December 31 | 0 | 333,000,000 | |||||
Distributions payable to noncontrolling interests: | |||||||
Balance as of January 1 | 0 | 0 | 0 | ||||
Declaration of distributions payable | 10,000,000 | 24,000,000 | |||||
Distributions to noncontrolling interests | (10,000,000) | (24,000,000) | |||||
Balance as of December 31 | 0 | 0 | |||||
Percentage of ownership interest held by outside investors | 24.70% | ||||||
Parent ownership interest (as a percent) | 75.30% | ||||||
CF Industries Nitrogen, LLC | |||||||
Noncontrolling interest | |||||||
Balance as of January 1 | 2,740,000,000 | 2,773,000,000 | 2,772,000,000 | 2,806,000,000 | |||
Earnings attributable to noncontrolling interests | 153,000,000 | 130,000,000 | 73,000,000 | ||||
Declaration of distributions payable | (186,000,000) | (129,000,000) | (107,000,000) | ||||
Acquisition of noncontrolling interests in TNCLP | 0 | 0 | 0 | ||||
Balance as of December 31 | 2,740,000,000 | 2,773,000,000 | 2,772,000,000 | ||||
Distributions payable to noncontrolling interests: | |||||||
Balance as of January 1 | 0 | 0 | 0 | 0 | |||
Declaration of distributions payable | 186,000,000 | 129,000,000 | 107,000,000 | ||||
Distributions to noncontrolling interests | (186,000,000) | (129,000,000) | (107,000,000) | ||||
Balance as of December 31 | $ 0 | 0 | 0 | ||||
Right to purchase maximum annual granular urea (in tons) | T | 1,100,000 | ||||||
Maximum annual UAN eligible for purchase at market prices (in tons) | T | 580,000 | ||||||
Paid-In Capital | |||||||
Noncontrolling interest | |||||||
Declaration of distributions payable | $ 0 | 0 | 0 | ||||
Acquisition of noncontrolling interests in TNCLP | $ (62,000,000) | (62,000,000) | |||||
Noncontrolling Interests | |||||||
Noncontrolling interest | |||||||
Earnings attributable to noncontrolling interests | 153,000,000 | 92,000,000 | |||||
Declaration of distributions payable | $ (186,000,000) | (139,000,000) | $ (131,000,000) | ||||
Acquisition of noncontrolling interests in TNCLP | (331,000,000) | ||||||
Distributions payable to noncontrolling interests: | |||||||
Distributions to noncontrolling interests | $ (139,000,000) | ||||||
CHS Inc. | CF Industries Nitrogen, LLC | |||||||
Distributions payable to noncontrolling interests: | |||||||
Percentage of ownership interest held by outside investors | 11.00% | ||||||
Terra Nitrogen Company LP | Terra Nitrogen GP Inc | |||||||
Distributions payable to noncontrolling interests: | |||||||
business acquisition, number of units purchased | shares | 4,612,562 | ||||||
Acquisition of noncontrolling interests in TNCLP | 388,000,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | $ 5,000,000 | ||||||
Subsequent Event | CF Industries Nitrogen, LLC | |||||||
Noncontrolling interest | |||||||
Declaration of distributions payable | $ (88,000,000) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | ||
Stock Repurchased and Retired During Period, Shares | 7.6 | 10.9 |
Stock Repurchased and Retired During Period, Value | $ 337 | $ 500 |
stock repurchase accrued but unpaid | $ 33 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 13, 2019 | Aug. 01, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum amount up to which company common stock is authorized to be repurchased | $ 1,000 | $ 500 | |||
Purchase of treasury stock value | $ 337 | $ 500 | |||
Number of treasury shares retired | 18,600,000 | ||||
Treasury Stock, Retired, Cost Method, Amount | $ 0 | ||||
Treasury stock, shares | 0 | 10,982,408 | |||
Change in common shares issued and outstanding | |||||
Beginning balance | 222,818,495 | 233,287,089 | 233,114,169 | ||
Exercise of stock options | 629,186 | 462,647 | 90,938 | ||
Issuance of restricted stock | 267,165 | 68,803 | 93,833 | ||
Purchase of treasury shares | 7,691,020 | 11,000,044 | 11,851 | ||
Ending balance | 216,023,826 | 222,818,495 | 233,287,089 | ||
Paid-In Capital | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Purchase of treasury stock value | $ 0 | $ 0 | |||
Treasury Stock, Retired, Cost Method, Amount | 110 | ||||
Retained Earnings | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Purchase of treasury stock value | 0 | 0 | |||
Treasury Stock, Retired, Cost Method, Amount | 733 | ||||
Treasury Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Purchase of treasury stock value | 337 | $ 500 | |||
Treasury Stock, Retired, Cost Method, Amount | $ (843) |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Preferred Stock | ||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Stockholders' Equity (Details 4
Stockholders' Equity (Details 4) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 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 | (366) | $ (371) | |
Foreign Currency Translation Adjustment | |||
Changes to accumulated other comprehensive income (loss) | |||
Balance at the beginning of the period | (250) | (145) | $ (272) |
Gain (loss) arising during period | 0 | 0 | 0 |
Reclassification to earnings(1) | 0 | 0 | 0 |
Effect of exchange rate changes and deferred taxes | 62 | (105) | (127) |
Balance at the end of the period | (188) | (250) | (145) |
Unrealized Gain (Loss) on Securities | |||
Changes to accumulated other comprehensive income (loss) | |||
Balance at the beginning of the period | 0 | 1 | 1 |
Gain (loss) arising during period | 0 | 0 | 0 |
Reclassification to earnings(1) | 0 | 0 | 0 |
Effect of exchange rate changes and deferred taxes | 0 | 0 | 0 |
Balance at the end of the period | 0 | 0 | 1 |
Unrealized Gain (Loss) on Derivatives | |||
Changes to accumulated other comprehensive income (loss) | |||
Balance at the beginning of the period | 5 | 4 | 5 |
Gain (loss) arising during period | 0 | 0 | 0 |
Reclassification to earnings(1) | 0 | 0 | 1 |
Effect of exchange rate changes and deferred taxes | 0 | 0 | 0 |
Balance at the end of the period | 5 | 5 | 4 |
Defined Benefit Plans | |||
Changes to accumulated other comprehensive income (loss) | |||
Balance at the beginning of the period | (126) | (123) | (132) |
Gain (loss) arising during period | (62) | 3 | (19) |
Reclassification to earnings(1) | (2) | (2) | (1) |
Effect of exchange rate changes and deferred taxes | 7 | 3 | 11 |
Balance at the end of the period | (183) | (126) | (123) |
Accumulated Other Comprehensive Loss | |||
Changes to accumulated other comprehensive income (loss) | |||
Balance at the beginning of the period | (371) | (263) | (398) |
Gain (loss) arising during period | (62) | 3 | (19) |
Reclassification to earnings(1) | 2 | 2 | 0 |
Effect of exchange rate changes and deferred taxes | 69 | (102) | (116) |
Balance at the end of the period | $ (366) | $ (371) | (263) |
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 | Retained Earnings | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | 1 | ||
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 Loss | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | (1) | ||
Accounting Standards Update 2018-02 | 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 2018-02 | Unrealized Gain (Loss) on Securities | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | 0 | ||
Accounting Standards Update 2018-02 | Unrealized Gain (Loss) on Derivatives | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | 1 | ||
Accounting Standards Update 2018-02 | Defined Benefit Plans | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | (11) | ||
Accounting Standards Update 2018-02 | Accumulated Other Comprehensive Loss | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | (10) | ||
Accounting Standards Update 2018-12 | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | 0 | ||
Accounting Standards Update 2018-12 | Retained Earnings | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | 10 | ||
Accounting Standards Update 2018-12 | Accumulated Other Comprehensive Loss | |||
Changes to accumulated other comprehensive income (loss) | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ (10) |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Weighted-Average Remaining Contractual Term | 4 years 10 months 24 days | ||
Options Outstanding, Aggregate Intrinsic Value | $ 52 | ||
Maximum number of shares reserved for grant awards under the plan | 13,900,000 | ||
Number of shares counted against reserve for determining number of shares of stock available for grant under the Plan for each option | 1 | ||
Number of shares counted against reserve for each share of stock granted, other than option or stock appreciation right | 1.61 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 7,200,000 | ||
Maximum number of underlying shares that may be granted to a participant in any one calendar year | 5,000,000 | ||
Period over which maximum award grant per participant applies | 1 year | ||
Stock options, shares | |||
Exercised (in shares) | (629,186) | (462,647) | (90,938) |
Selected amounts pertaining to stock option exercises: | |||
Issuances of common stock under employee stock plans | $ 19 | $ 12 | $ 1 |
Stock-based compensation costs | |||
Stock-based compensation expense | 28 | 21 | 17 |
Income tax benefit | (6) | (4) | (6) |
Stock-based compensation expense, net of income taxes | $ 22 | $ 17 | $ 11 |
Options Exercisable, Weighted-Average Remaining Contractual Term | 4 years 8 months 12 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 43 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Contractual life | 10 years | ||
Weighted-average assumptions: | |||
Weighted-average expected volatility (as a percent) | 40.00% | ||
Expected term of stock options | 4 years 3 months 18 days | ||
Risk-free interest rate (as a percent) | 1.90% | ||
Weighted-average expected dividend yield (as a percent) | 3.90% | ||
Weighted-average grant date fair value per share of options granted (in dollars per share) | $ 7.66 | ||
Stock options, shares | |||
Outstanding at the beginning of the period (in shares) | 5,784,100 | ||
Exercised (in shares) | (629,186) | ||
Forfeited (in shares) | (54,045) | ||
Expired (in shares) | (40,977) | ||
Outstanding at the end of the period (in shares) | 5,059,892 | 5,784,100 | |
Exercisable balance at the end of the period (in shares) | 4,518,530 | ||
Stock option activity, weighted-average exercise price | |||
Outstanding at the beginning of the period, Weighted-Average Exercise Price (in dollars per share) | $ 38.79 | ||
Exercised, Weighted-Average Exercise Price (in dollars per share) | 28.89 | ||
Forfeited, Weighted-Average Exercise Price (in dollars per share) | 37.11 | ||
Expired, Weighted-Average Grant Date Fair Value (in dollars per share) | 58.78 | ||
Outstanding at the end of the period, Weighted-Average Exercise Price (in dollars per share) | 39.88 | $ 38.79 | |
Exercisable balance at the end of the period, Weighted-Average Exercise Price (in dollars per share) | $ 40.94 | ||
Selected amounts pertaining to stock option exercises: | |||
Issuances of common stock under employee stock plans | $ 18 | $ 12 | $ 1 |
Actual tax benefit realized from stock option exercises | 3 | 2 | 1 |
Pre-tax intrinsic value of stock options exercised | 12 | $ 10 | $ 2 |
Stock-based compensation costs | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 1 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 months 12 days | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 36,567 | 37,870 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 41.84 | $ 40.40 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 36,567 | ||
Selected amounts pertaining to stock option exercises: | |||
Vesting period | 3 years | ||
Restricted stock activity, weighted-average exercise price | |||
Granted, Weighted-Average Grant Date Fair Value (in dollars per share) | $ 41.84 | $ 40.40 | $ 27.31 |
Stock-based compensation costs | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 14 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 7 months 6 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (37,870) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 40.40 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 0 | ||
Restricted Stock | Non-management member of Board of Directors | |||
Selected amounts pertaining to stock option exercises: | |||
Vesting period | 1 year | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 693,960 | 569,807 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 40.14 | $ 38.79 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 356,110 | ||
Restricted stock activity, weighted-average exercise price | |||
Granted, Weighted-Average Grant Date Fair Value (in dollars per share) | $ 41.94 | $ 43.09 | 31.20 |
Stock-based compensation costs | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (196,611) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 40.26 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (35,346) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 41.04 | ||
Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 304,834 | 197,937 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 44.42 | $ 43.64 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 179,876 | ||
Restricted stock activity, weighted-average exercise price | |||
Granted, Weighted-Average Grant Date Fair Value (in dollars per share) | $ 43.09 | $ 44.59 | $ 45.37 |
Stock-based compensation costs | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 9 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 8 months 12 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (59,407) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 40.62 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (13,572) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 44.31 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details 2) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Options outstanding and exercisable | |||
Options Outstanding, Weighted-Average Remaining Contractual Term | 4 years 10 months 24 days | ||
Options Outstanding, Aggregate Intrinsic Value | $ 52 | ||
Options Exercisable, Weighted-Average Remaining Contractual Term | 4 years 8 months 12 days | ||
Options Exercisable, Aggregate Intrinsic Value | $ 43 | ||
Closing stock price (in dollars per share) | $ 47.74 | ||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2016-09, Excess Tax Benefit Component | |||
Options outstanding and exercisable | |||
Excess Tax Benefit from Share-based Compensation, Operating Activities | $ 7 | $ 6 | $ 1 |
Restricted Stock | |||
Options outstanding and exercisable | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 14 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 7 months 6 days | ||
Granted, Weighted-Average Grant Date Fair Value (in dollars per share) | $ 41.84 | $ 40.40 | $ 27.31 |
Restricted Stock Units (RSUs) | |||
Options outstanding and exercisable | |||
Granted, Weighted-Average Grant Date Fair Value (in dollars per share) | $ 41.94 | 43.09 | 31.20 |
Performance Shares | |||
Options outstanding and exercisable | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 9 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 8 months 12 days | ||
Granted, Weighted-Average Grant Date Fair Value (in dollars per share) | $ 43.09 | $ 44.59 | $ 45.37 |
Stock Options | |||
Options outstanding and exercisable | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 1 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 months 12 days |
Contingencies (Details)
Contingencies (Details) | Apr. 17, 2015Insurance_companyPeoplePlaintiffEntity | Apr. 30, 2013People | Dec. 31, 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 | ||||
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 (Narrative)
Segment Disclosures (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment reporting information | |||||||||||
Net sales | $ 1,049 | $ 1,038 | $ 1,502 | $ 1,001 | $ 1,132 | $ 1,040 | $ 1,300 | $ 957 | $ 4,590 | $ 4,429 | $ 4,130 |
Ammonia | |||||||||||
Segment reporting information | |||||||||||
Net sales | 1,113 | 1,028 | |||||||||
Granular Urea | |||||||||||
Segment reporting information | |||||||||||
Net sales | 1,342 | 1,322 | |||||||||
UAN | |||||||||||
Segment reporting information | |||||||||||
Net sales | 1,270 | 1,234 | |||||||||
AN | |||||||||||
Segment reporting information | |||||||||||
Net sales | 506 | 460 | |||||||||
Operating segments | Ammonia | |||||||||||
Segment reporting information | |||||||||||
Net sales | 1,113 | 1,028 | 1,209 | ||||||||
Operating segments | Granular Urea | |||||||||||
Segment reporting information | |||||||||||
Net sales | 1,342 | 1,322 | 971 | ||||||||
Operating segments | UAN | |||||||||||
Segment reporting information | |||||||||||
Net sales | 1,270 | 1,234 | 1,134 | ||||||||
Operating segments | AN | |||||||||||
Segment reporting information | |||||||||||
Net sales | 506 | 460 | 497 | ||||||||
Operating segments | Other | |||||||||||
Segment reporting information | |||||||||||
Net sales | $ 359 | $ 385 | $ 319 |
Segment Disclosures (Details)
Segment Disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment reporting information | |||||||||||
Cost of sales | $ 3,416 | $ 3,512 | $ 3,696 | ||||||||
Segment data | |||||||||||
Gross margin | $ 227 | $ 228 | $ 499 | $ 220 | $ 242 | $ 173 | $ 312 | $ 190 | 1,174 | 917 | 434 |
Total other operating costs and expenses | 166 | 187 | 209 | ||||||||
Equity in (loss) earnings of operating affiliates | (5) | 36 | 9 | ||||||||
Operating earnings | 1,003 | 766 | 234 | ||||||||
Net sales | $ 1,049 | $ 1,038 | $ 1,502 | $ 1,001 | $ 1,132 | $ 1,040 | $ 1,300 | $ 957 | 4,590 | 4,429 | 4,130 |
Depreciation and amortization | 875 | 888 | 883 | ||||||||
Ammonia | |||||||||||
Segment data | |||||||||||
Net sales | 1,113 | 1,028 | |||||||||
Granular Urea | |||||||||||
Segment data | |||||||||||
Net sales | 1,342 | 1,322 | |||||||||
UAN | |||||||||||
Segment data | |||||||||||
Net sales | 1,270 | 1,234 | |||||||||
AN | |||||||||||
Segment data | |||||||||||
Net sales | 506 | 460 | |||||||||
Operating segments | Ammonia | |||||||||||
Segment reporting information | |||||||||||
Cost of sales | 878 | 867 | 1,070 | ||||||||
Segment data | |||||||||||
Gross margin | 235 | 161 | 139 | ||||||||
Net sales | 1,113 | 1,028 | 1,209 | ||||||||
Depreciation and amortization | 167 | 155 | 183 | ||||||||
Operating segments | Granular Urea | |||||||||||
Segment reporting information | |||||||||||
Cost of sales | 861 | 889 | 855 | ||||||||
Segment data | |||||||||||
Gross margin | 481 | 433 | 116 | ||||||||
Net sales | 1,342 | 1,322 | 971 | ||||||||
Depreciation and amortization | 264 | 276 | 246 | ||||||||
Operating segments | UAN | |||||||||||
Segment reporting information | |||||||||||
Cost of sales | 981 | 1,007 | 1,053 | ||||||||
Segment data | |||||||||||
Gross margin | 289 | 227 | 81 | ||||||||
Net sales | 1,270 | 1,234 | 1,134 | ||||||||
Depreciation and amortization | 251 | 270 | 265 | ||||||||
Operating segments | AN | |||||||||||
Segment reporting information | |||||||||||
Cost of sales | 399 | 414 | 446 | ||||||||
Segment data | |||||||||||
Gross margin | 107 | 46 | 51 | ||||||||
Net sales | 506 | 460 | 497 | ||||||||
Depreciation and amortization | 88 | 85 | 85 | ||||||||
Operating segments | Other | |||||||||||
Segment reporting information | |||||||||||
Cost of sales | 297 | 335 | 272 | ||||||||
Segment data | |||||||||||
Gross margin | 62 | 50 | 47 | ||||||||
Net sales | 359 | 385 | 319 | ||||||||
Depreciation and amortization | 72 | 67 | 57 | ||||||||
Corporate | |||||||||||
Segment data | |||||||||||
Depreciation and amortization | $ 33 | $ 35 | $ 47 |
Segment Disclosures (Details 2)
Segment Disclosures (Details 2) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Enterprise-wide data by geographic region | |||||||||||
Sales by geographic region (based on destination of shipments): | $ 1,049 | $ 1,038 | $ 1,502 | $ 1,001 | $ 1,132 | $ 1,040 | $ 1,300 | $ 957 | $ 4,590 | $ 4,429 | $ 4,130 |
Property, plant and equipment—net by geographic region: | 8,170 | 8,623 | 8,170 | 8,623 | 9,175 | ||||||
United States | |||||||||||
Enterprise-wide data by geographic region | |||||||||||
Sales by geographic region (based on destination of shipments): | 3,387 | 3,160 | 2,851 | ||||||||
Property, plant and equipment—net by geographic region: | 6,991 | 7,426 | 6,991 | 7,426 | 7,921 | ||||||
Total Foreign | |||||||||||
Enterprise-wide data by geographic region | |||||||||||
Sales by geographic region (based on destination of shipments): | 1,203 | 1,269 | 1,279 | ||||||||
Property, plant and equipment—net by geographic region: | 1,179 | 1,197 | 1,179 | 1,197 | 1,254 | ||||||
Canada | |||||||||||
Enterprise-wide data by geographic region | |||||||||||
Sales by geographic region (based on destination of shipments): | 410 | 379 | 352 | ||||||||
Property, plant and equipment—net by geographic region: | 558 | 544 | 558 | 544 | 551 | ||||||
North America excluding United States and Canada | |||||||||||
Enterprise-wide data by geographic region | |||||||||||
Sales by geographic region (based on destination of shipments): | 53 | 81 | 50 | ||||||||
United Kingdom | |||||||||||
Enterprise-wide data by geographic region | |||||||||||
Sales by geographic region (based on destination of shipments): | 413 | 425 | 427 | ||||||||
Property, plant and equipment—net by geographic region: | $ 621 | $ 653 | 621 | 653 | 703 | ||||||
Other foreign | |||||||||||
Enterprise-wide data by geographic region | |||||||||||
Sales by geographic region (based on destination of shipments): | $ 327 | $ 384 | $ 450 | ||||||||
Customer Concentration Risk | Customer One | Revenue Benchmark | |||||||||||
Enterprise-wide data by geographic region | |||||||||||
Concentration Risk, Percentage | 15.00% | 14.00% | 11.00% |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash paid during the year | |||
Interest—net of interest capitalized | $ 228 | $ 227 | $ 311 |
Income taxes—net of refunds | (41) | 7 | (807) |
Supplemental disclosure of noncash investing and financing activities: | |||
Change in capitalized expenditures in accounts payable and accrued expenses | (6) | 2 | (179) |
Change in accrued share repurchases | $ (33) | $ 33 | $ 0 |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) $ in Millions | Dec. 31, 2019USD ($) |
Asset Retirement Obligation [Line Items] | |
Unrecorded AROs | $ 81 |
Leases (Details)
Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | $ 95 | ||
Short-term lease cost | 26 | ||
Variable lease cost | 4 | ||
Total lease cost | 125 | ||
Operating Lease, Payments | 93 | ||
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 73 | ||
Operating lease right-of-use assets | 280 | $ 0 | |
Current operating lease liabilities | 90 | 0 | |
Operating lease liabilities | 193 | 0 | |
Operating Lease, Liability | $ 283 | ||
Operating Lease, Weighted Average Remaining Lease Term | 5 years | ||
Operating Lease, Weighted Average Discount Rate, Percent | 4.90% | ||
Operating lease payments, 2020 | $ 92 | ||
Operating lease payments, 2021 | 73 | ||
Operating lease payments, 2022 | 50 | ||
Operating lease payments, 2023 | 37 | ||
Operating lease payments, 2024 | 30 | ||
Operating lease payments, Thereafter | 36 | ||
Lessee, Operating Lease, Liability, Payments, Due | 318 | ||
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | (35) | ||
Lessee, operating lease, lease not yet commenced, amount | $ 33 | ||
Total rent expense for cancelable and noncancelable operating leases | 121 | $ 125 | |
2019 | 93 | ||
2020 | 80 | ||
2021 | 59 | ||
2022 | 41 | ||
2023 | 28 | ||
Thereafter | 62 | ||
Future minimum payments due, total | $ 363 | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 2 years | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 10 years | ||
Rail car | Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 1 year | ||
Rail car | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 11 years | ||
Barge charter | Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 1 year | ||
Barge charter | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 7 years | ||
Terminal and warehouse storage | Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 1 year | ||
Terminal and warehouse storage | Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Term | 5 years |
Quarterly Data-Unaudited (Detai
Quarterly Data-Unaudited (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 1,049 | $ 1,038 | $ 1,502 | $ 1,001 | $ 1,132 | $ 1,040 | $ 1,300 | $ 957 | $ 4,590 | $ 4,429 | $ 4,130 |
Gross margin | 227 | 228 | 499 | 220 | 242 | 173 | 312 | 190 | 1,174 | 917 | 434 |
Net earnings | 94 | 114 | 320 | 118 | 95 | 71 | 174 | 88 | 646 | 428 | 450 |
Net earnings attributable to common stockholders | $ 55 | $ 65 | $ 283 | $ 90 | $ 49 | $ 30 | $ 148 | $ 63 | $ 493 | $ 290 | $ 358 |
Net earnings per share attributable to common stockholders: | |||||||||||
Basic (in dollars per share) | $ 0.26 | $ 0.29 | $ 1.28 | $ 0.40 | $ 0.21 | $ 0.13 | $ 0.63 | $ 0.27 | $ 2.24 | $ 1.25 | $ 1.53 |
Diluted (in dollars per share) | $ 0.25 | $ 0.29 | $ 1.28 | $ 0.40 | $ 0.21 | $ 0.13 | $ 0.63 | $ 0.27 | $ 2.23 | $ 1.24 | $ 1.53 |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Statements (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed, Consolidating Statement of Operations | |||||||||||
Net sales | $ 1,049 | $ 1,038 | $ 1,502 | $ 1,001 | $ 1,132 | $ 1,040 | $ 1,300 | $ 957 | $ 4,590 | $ 4,429 | $ 4,130 |
Cost of sales | 3,416 | 3,512 | 3,696 | ||||||||
Gross margin | 227 | 228 | 499 | 220 | 242 | 173 | 312 | 190 | 1,174 | 917 | 434 |
Loss on Embedded Derivative Instrument | 4 | 1 | 4 | ||||||||
Investments in unconsolidated affiliates | 0 | ||||||||||
Selling, general and administrative expenses | 239 | 214 | 191 | ||||||||
Other operating—net | (73) | (27) | 18 | ||||||||
Total other operating costs and expenses | 166 | 187 | 209 | ||||||||
Equity in (loss) earnings of operating affiliates | (5) | 36 | 9 | ||||||||
Operating earnings | 1,003 | 766 | 234 | ||||||||
Interest expense | 237 | 241 | 315 | ||||||||
Interest income | (20) | (13) | (12) | ||||||||
Loss on debt extinguishment | (21) | 0 | (53) | ||||||||
Net earnings of wholly owned subsidiaries | 0 | 0 | 0 | ||||||||
Other non-operating—net | (7) | (9) | (3) | ||||||||
Earnings (loss) before income taxes | 772 | 547 | (125) | ||||||||
Income tax (benefit) provision | 126 | 119 | (575) | ||||||||
Net earnings | 94 | 114 | 320 | 118 | 95 | 71 | 174 | 88 | 646 | 428 | 450 |
Less: Net earnings attributable to noncontrolling interests | 153 | 138 | 92 | ||||||||
Net earnings attributable to common stockholders | $ 55 | $ 65 | $ 283 | $ 90 | $ 49 | $ 30 | $ 148 | $ 63 | 493 | 290 | 358 |
Eliminations | |||||||||||
Condensed, Consolidating Statement of Operations | |||||||||||
Net sales | (470) | (435) | (614) | ||||||||
Cost of sales | (463) | (428) | (614) | ||||||||
Gross margin | (7) | (7) | 0 | ||||||||
Loss on Embedded Derivative Instrument | 0 | 0 | 0 | ||||||||
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||||||||||
Selling, general and administrative expenses | (7) | (7) | 0 | ||||||||
Other operating—net | 0 | 0 | 0 | ||||||||
Total other operating costs and expenses | (7) | (7) | 0 | ||||||||
Equity in (loss) earnings of operating affiliates | 0 | 0 | 0 | ||||||||
Operating earnings | 0 | 0 | 0 | ||||||||
Interest expense | (11) | (10) | (35) | ||||||||
Interest income | 11 | 10 | 35 | ||||||||
Loss on debt extinguishment | 0 | 0 | |||||||||
Net earnings of wholly owned subsidiaries | 1,161 | 715 | (1,452) | ||||||||
Other non-operating—net | 0 | 0 | 0 | ||||||||
Earnings (loss) before income taxes | (1,161) | (715) | 1,452 | ||||||||
Income tax (benefit) provision | 0 | 0 | 0 | ||||||||
Net earnings | (1,161) | (715) | 1,452 | ||||||||
Less: Net earnings attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||
Net earnings attributable to common stockholders | (1,161) | (715) | 1,452 | ||||||||
Other Subsidiaries | Reportable legal entities | |||||||||||
Condensed, Consolidating Statement of Operations | |||||||||||
Net sales | 4,748 | 4,515 | 4,302 | ||||||||
Cost of sales | 3,624 | 3,652 | 4,032 | ||||||||
Gross margin | 1,124 | 863 | 270 | ||||||||
Loss on Embedded Derivative Instrument | 4 | 1 | 4 | ||||||||
Payments to Acquire Additional Interest in Subsidiaries | (31) | ||||||||||
Selling, general and administrative expenses | 242 | 216 | 191 | ||||||||
Other operating—net | (77) | (16) | (16) | ||||||||
Total other operating costs and expenses | 165 | 200 | 207 | ||||||||
Equity in (loss) earnings of operating affiliates | (6) | 34 | 12 | ||||||||
Operating earnings | 953 | 697 | 75 | ||||||||
Interest expense | 0 | 6 | 32 | ||||||||
Interest income | (23) | (16) | (14) | ||||||||
Loss on debt extinguishment | 0 | 0 | |||||||||
Net earnings of wholly owned subsidiaries | 0 | 0 | 0 | ||||||||
Other non-operating—net | (7) | (9) | 3 | ||||||||
Earnings (loss) before income taxes | 983 | 716 | 54 | ||||||||
Income tax (benefit) provision | 170 | 155 | 1,053 | ||||||||
Net earnings | 813 | 561 | (999) | ||||||||
Less: Net earnings attributable to noncontrolling interests | 153 | 138 | 92 | ||||||||
Net earnings attributable to common stockholders | 660 | 423 | (1,091) | ||||||||
Subsidiaries | Reportable legal entities | |||||||||||
Condensed, Consolidating Statement of Operations | |||||||||||
Net sales | 312 | 349 | 442 | ||||||||
Cost of sales | 255 | 288 | 278 | ||||||||
Gross margin | 57 | 61 | 164 | ||||||||
Loss on Embedded Derivative Instrument | 0 | 0 | 0 | ||||||||
Payments to Acquire Additional Interest in Subsidiaries | 31 | ||||||||||
Selling, general and administrative expenses | (1) | 1 | (4) | ||||||||
Other operating—net | 4 | (11) | (2) | ||||||||
Total other operating costs and expenses | 3 | (10) | (2) | ||||||||
Equity in (loss) earnings of operating affiliates | 1 | 2 | (3) | ||||||||
Operating earnings | 55 | 73 | 163 | ||||||||
Interest expense | 242 | 245 | 318 | ||||||||
Interest income | (7) | (5) | (33) | ||||||||
Loss on debt extinguishment | (21) | 53 | |||||||||
Net earnings of wholly owned subsidiaries | (660) | (423) | 1,091 | ||||||||
Other non-operating—net | 0 | 0 | 0 | ||||||||
Earnings (loss) before income taxes | 459 | 256 | (1,266) | ||||||||
Income tax (benefit) provision | (42) | (36) | (905) | ||||||||
Net earnings | 501 | 292 | (361) | ||||||||
Less: Net earnings attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||
Net earnings attributable to common stockholders | 501 | 292 | (361) | ||||||||
Parent | Reportable legal entities | |||||||||||
Condensed, Consolidating Statement of Operations | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Cost of sales | 0 | 0 | 0 | ||||||||
Gross margin | 0 | 0 | 0 | ||||||||
Loss on Embedded Derivative Instrument | 0 | 0 | 0 | ||||||||
Payments to Acquire Additional Interest in Subsidiaries | 0 | ||||||||||
Selling, general and administrative expenses | 5 | 4 | 4 | ||||||||
Other operating—net | 0 | 0 | 0 | ||||||||
Total other operating costs and expenses | 5 | 4 | 4 | ||||||||
Equity in (loss) earnings of operating affiliates | 0 | 0 | 0 | ||||||||
Operating earnings | (5) | (4) | (4) | ||||||||
Interest expense | 6 | 0 | 0 | ||||||||
Interest income | (1) | (2) | 0 | ||||||||
Loss on debt extinguishment | 0 | 0 | |||||||||
Net earnings of wholly owned subsidiaries | (501) | (292) | 361 | ||||||||
Other non-operating—net | 0 | 0 | 0 | ||||||||
Earnings (loss) before income taxes | 491 | 290 | (365) | ||||||||
Income tax (benefit) provision | (2) | 0 | (723) | ||||||||
Net earnings | 493 | 290 | 358 | ||||||||
Less: Net earnings attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||
Net earnings attributable to common stockholders | $ 493 | $ 290 | $ 358 |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Statements (Details 2) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed, Consolidating Statement of Comprehensive Income | |||||||||||
Net earnings | $ 94 | $ 114 | $ 320 | $ 118 | $ 95 | $ 71 | $ 174 | $ 88 | $ 646 | $ 428 | $ 450 |
Other comprehensive loss | 5 | (97) | 135 | ||||||||
Comprehensive income | 651 | 331 | 585 | ||||||||
Less: Comprehensive income attributable to noncontrolling interests | 153 | 138 | 92 | ||||||||
Comprehensive income attributable to common stockholders | 498 | 193 | 493 | ||||||||
Eliminations | |||||||||||
Condensed, Consolidating Statement of Comprehensive Income | |||||||||||
Net earnings | (1,161) | (715) | 1,452 | ||||||||
Other comprehensive loss | 64 | 218 | (270) | ||||||||
Comprehensive income | (1,097) | (497) | 1,182 | ||||||||
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||
Comprehensive income attributable to common stockholders | (1,097) | (497) | 1,182 | ||||||||
Parent | Reportable legal entities | |||||||||||
Condensed, Consolidating Statement of Comprehensive Income | |||||||||||
Net earnings | 493 | 290 | 358 | ||||||||
Other comprehensive loss | 6 | (109) | 135 | ||||||||
Comprehensive income | 499 | 181 | 493 | ||||||||
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||
Comprehensive income attributable to common stockholders | 499 | 181 | 493 | ||||||||
CF Industries | Reportable legal entities | |||||||||||
Condensed, Consolidating Statement of Comprehensive Income | |||||||||||
Net earnings | 501 | 292 | (361) | ||||||||
Other comprehensive loss | 6 | (109) | 135 | ||||||||
Comprehensive income | 507 | 183 | (226) | ||||||||
Less: Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | ||||||||
Comprehensive income attributable to common stockholders | 507 | 183 | (226) | ||||||||
Other Subsidiaries | Reportable legal entities | |||||||||||
Condensed, Consolidating Statement of Comprehensive Income | |||||||||||
Net earnings | 813 | 561 | (999) | ||||||||
Other comprehensive loss | (71) | (97) | 135 | ||||||||
Comprehensive income | 742 | 464 | (864) | ||||||||
Less: Comprehensive income attributable to noncontrolling interests | 153 | 138 | 92 | ||||||||
Comprehensive income attributable to common stockholders | $ 589 | $ 326 | $ (956) |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Statements (Details 3) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||||
Cash and cash equivalents | $ 287 | $ 682 | $ 835 | $ 1,169 |
Accounts and notes receivable—net | 242 | 235 | ||
Inventories | 351 | 309 | ||
Prepaid income taxes | 71 | 28 | ||
Other current assets | 23 | 20 | ||
Total current assets | 974 | 1,274 | ||
Property, plant and equipment—net | 8,170 | 8,623 | 9,175 | |
Investments in and advances to affiliates | 88 | 93 | ||
Goodwill | 2,365 | 2,353 | ||
Operating lease right-of-use assets | 280 | 0 | ||
Other assets | 295 | 318 | ||
Total assets | 12,172 | 12,661 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 437 | 545 | ||
Income taxes payable | 1 | 5 | ||
Customer advances | 119 | 149 | ||
Current operating lease liabilities | 90 | 0 | ||
Other current liabilities | 18 | 6 | ||
Total current liabilities | 665 | 705 | ||
Long-term debt | 3,957 | 4,698 | ||
Deferred income taxes | 1,246 | 1,117 | ||
Operating lease liabilities | 193 | 0 | ||
Other liabilities | 474 | 410 | ||
Stockholders’ equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 2 | 2 | ||
Paid-in capital | 1,303 | 1,368 | ||
Retained earnings | 1,958 | 2,463 | ||
Treasury stock | 0 | (504) | ||
Accumulated other comprehensive income (loss) | (366) | (371) | ||
Total stockholders’ equity | 2,897 | 2,958 | ||
Noncontrolling interest | 2,740 | 2,773 | 3,105 | 3,144 |
Total equity | 5,637 | 5,731 | 6,684 | 6,492 |
Total liabilities and equity | 12,172 | 12,661 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts and notes receivable—net | (2,548) | (1,784) | ||
Inventories | 0 | 0 | ||
Prepaid income taxes | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | (2,548) | (1,784) | ||
Property, plant and equipment—net | 0 | 0 | ||
Investments in and advances to affiliates | (9,794) | (11,864) | ||
Goodwill | 0 | 0 | ||
Operating lease right-of-use assets | 0 | |||
Other assets | 0 | 0 | ||
Total assets | (12,342) | (13,648) | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | (2,548) | (1,784) | ||
Income taxes payable | 0 | 0 | ||
Customer advances | 0 | 0 | ||
Current operating lease liabilities | 0 | |||
Other current liabilities | 0 | 0 | ||
Total current liabilities | (2,548) | (1,784) | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Operating lease liabilities | 0 | |||
Other liabilities | 0 | 0 | ||
Stockholders’ equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | (1) | (1) | ||
Paid-in capital | (7,160) | (11,245) | ||
Retained earnings | (3,429) | (1,350) | ||
Treasury stock | 0 | |||
Accumulated other comprehensive income (loss) | 796 | 732 | ||
Total stockholders’ equity | (9,794) | (11,864) | ||
Noncontrolling interest | 0 | 0 | ||
Total equity | (9,794) | (11,864) | ||
Total liabilities and equity | (12,342) | (13,648) | ||
Parent | Reportable legal entities | ||||
Current assets: | ||||
Cash and cash equivalents | 1 | 36 | 0 | 0 |
Accounts and notes receivable—net | 137 | 135 | ||
Inventories | 0 | 0 | ||
Prepaid income taxes | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 138 | 171 | ||
Property, plant and equipment—net | 0 | 0 | ||
Investments in and advances to affiliates | 3,911 | 3,656 | ||
Goodwill | 0 | 0 | ||
Operating lease right-of-use assets | 0 | |||
Other assets | 0 | 0 | ||
Total assets | 4,049 | 3,827 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 1,152 | 870 | ||
Income taxes payable | 0 | 0 | ||
Customer advances | 0 | 0 | ||
Current operating lease liabilities | 0 | |||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 1,152 | 870 | ||
Long-term debt | 0 | 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 | 1,303 | 1,368 | ||
Retained earnings | 1,958 | 2,463 | ||
Treasury stock | (504) | |||
Accumulated other comprehensive income (loss) | (366) | (372) | ||
Total stockholders’ equity | 2,897 | 2,957 | ||
Noncontrolling interest | 0 | 0 | ||
Total equity | 2,897 | 2,957 | ||
Total liabilities and equity | 4,049 | 3,827 | ||
CF Industries | Reportable legal entities | ||||
Current assets: | ||||
Cash and cash equivalents | 6 | 27 | 15 | 36 |
Accounts and notes receivable—net | 614 | 500 | ||
Inventories | 0 | 4 | ||
Prepaid income taxes | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 620 | 531 | ||
Property, plant and equipment—net | 0 | 0 | ||
Investments in and advances to affiliates | 5,883 | 8,208 | ||
Goodwill | 2,064 | 0 | ||
Operating lease right-of-use assets | 0 | |||
Other assets | 5 | 4 | ||
Total assets | 8,572 | 8,743 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 690 | 374 | ||
Income taxes payable | 0 | 0 | ||
Customer advances | 0 | 0 | ||
Current operating lease liabilities | 0 | |||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 690 | 374 | ||
Long-term debt | 3,957 | 4,698 | ||
Deferred income taxes | 0 | 0 | ||
Operating lease liabilities | 0 | |||
Other liabilities | 14 | 15 | ||
Stockholders’ equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 0 | 0 | ||
Paid-in capital | 1,799 | 1,799 | ||
Retained earnings | 2,478 | 2,229 | ||
Treasury stock | 0 | |||
Accumulated other comprehensive income (loss) | (366) | (372) | ||
Total stockholders’ equity | 3,911 | 3,656 | ||
Noncontrolling interest | 0 | 0 | ||
Total equity | 3,911 | 3,656 | ||
Total liabilities and equity | 8,572 | 8,743 | ||
Other Subsidiaries | Reportable legal entities | ||||
Current assets: | ||||
Cash and cash equivalents | 280 | 619 | $ 820 | $ 1,133 |
Accounts and notes receivable—net | 2,039 | 1,384 | ||
Inventories | 351 | 305 | ||
Prepaid income taxes | 71 | 28 | ||
Other current assets | 23 | 20 | ||
Total current assets | 2,764 | 2,356 | ||
Property, plant and equipment—net | 8,170 | 8,623 | ||
Investments in and advances to affiliates | 88 | 93 | ||
Goodwill | 301 | 2,353 | ||
Operating lease right-of-use assets | 280 | |||
Other assets | 290 | 314 | ||
Total assets | 11,893 | 13,739 | ||
Current liabilities: | ||||
Accounts and notes payable and accrued expenses | 1,143 | 1,085 | ||
Income taxes payable | 1 | 5 | ||
Customer advances | 119 | 149 | ||
Current operating lease liabilities | 90 | |||
Other current liabilities | 18 | 6 | ||
Total current liabilities | 1,371 | 1,245 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 1,246 | 1,117 | ||
Operating lease liabilities | 193 | |||
Other liabilities | 460 | 395 | ||
Stockholders’ equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 1 | 1 | ||
Paid-in capital | 5,361 | 9,446 | ||
Retained earnings | 951 | (879) | ||
Treasury stock | 0 | |||
Accumulated other comprehensive income (loss) | (430) | (359) | ||
Total stockholders’ equity | 5,883 | 8,209 | ||
Noncontrolling interest | 2,740 | 2,773 | ||
Total equity | 8,623 | 10,982 | ||
Total liabilities and equity | $ 11,893 | $ 13,739 |
Condensed Consolidating Finan_6
Condensed Consolidating Financial Statements (Details 4) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Activities: | ||||||||||||
Net earnings | $ 94 | $ 114 | $ 320 | $ 118 | $ 95 | $ 71 | $ 174 | $ 88 | $ 646 | $ 428 | $ 450 | |
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||||||
Depreciation and amortization | 875 | 888 | 883 | |||||||||
Deferred income taxes | 149 | 78 | (601) | |||||||||
Stock-based compensation expense | 28 | 22 | 17 | |||||||||
Unrealized net loss on natural gas derivatives | 14 | (13) | 61 | |||||||||
Loss on Embedded Derivative Instrument | 4 | 1 | 4 | |||||||||
Gain on sale of equity method investment | 0 | 0 | (14) | |||||||||
Loss on debt extinguishment | (21) | 0 | (53) | |||||||||
Gain on disposal of property, plant and equipment | $ 45 | (40) | 6 | 3 | ||||||||
Undistributed (earnings) losses of affiliates—net | 2 | (3) | 3 | |||||||||
Intercompany accounts receivable/accounts payable—net | 0 | 0 | 0 | |||||||||
Changes in: | ||||||||||||
Accounts receivable—net | (6) | 68 | (57) | |||||||||
Inventories | (26) | (52) | 40 | |||||||||
Accrued and prepaid income taxes | 22 | 8 | 809 | |||||||||
Accounts and notes payable and accrued expenses | (72) | 44 | (1) | |||||||||
Customer advances | (30) | 59 | 48 | |||||||||
Other—net | (82) | (37) | (67) | |||||||||
Net Cash Provided by (Used in) Operating Activities | 1,505 | 1,497 | 1,631 | |||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 1,631 | |||||||||||
Investing Activities: | ||||||||||||
Additions to property, plant and equipment | (404) | (422) | (473) | |||||||||
Proceeds from sale of property, plant and equipment | 70 | 26 | 20 | |||||||||
Proceeds from sale of equity method investment | 0 | 0 | 16 | |||||||||
Distributions received from unconsolidated affiliates | 0 | 10 | 14 | |||||||||
Proceeds from sale of auction rate securities | 0 | 0 | 9 | |||||||||
Investments in unconsolidated affiliates | 0 | |||||||||||
Insurance proceeds for property, plant and equipment | 15 | 10 | 0 | |||||||||
Other—net | 0 | 1 | 1 | |||||||||
Net cash used in investing activities | (319) | (375) | (413) | |||||||||
Financing Activities: | ||||||||||||
Proceeds from long-term borrowings | 0 | 0 | ||||||||||
Short-term debt—net | 0 | 0 | 0 | |||||||||
Payments of long-term borrowings | (769) | 0 | (1,148) | |||||||||
Payment to CHS related to credit provision | $ (5) | (5) | (5) | (5) | ||||||||
Financing fees | (3) | 1 | (1) | |||||||||
Purchases of treasury stock | (370) | (467) | 0 | |||||||||
Dividends paid on common stock | (265) | (280) | (280) | |||||||||
Dividends to/from affiliates | 0 | 0 | 0 | |||||||||
Distributions to noncontrolling interest | (186) | (139) | (131) | |||||||||
Issuances of common stock under employee stock plans | 19 | 12 | 1 | |||||||||
Shares withheld for taxes | (4) | (4) | 0 | |||||||||
Acquisition of noncontrolling interests in TNCLP | 0 | (388) | 0 | |||||||||
Net cash used in financing activities | (1,583) | (1,270) | (1,564) | |||||||||
Effect of exchange rate changes on cash and cash equivalents | 2 | (5) | 12 | |||||||||
Increase (decrease) in cash and cash equivalents | (395) | (153) | (334) | |||||||||
Cash, cash equivalents and restricted cash at beginning of period | 682 | 835 | 682 | 835 | 1,169 | |||||||
Cash and cash equivalents at end of period | 287 | 682 | 1,169 | 287 | 682 | 835 | ||||||
Reportable legal entities | ||||||||||||
Investing Activities: | ||||||||||||
Insurance proceeds for property, plant and equipment | 10 | |||||||||||
Eliminations | ||||||||||||
Operating Activities: | ||||||||||||
Net earnings | (1,161) | (715) | 1,452 | |||||||||
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||||||
Depreciation and amortization | 0 | 0 | 0 | |||||||||
Deferred income taxes | 0 | 0 | 0 | |||||||||
Stock-based compensation expense | 0 | 0 | 0 | |||||||||
Unrealized net loss on natural gas derivatives | 0 | 0 | 0 | |||||||||
Loss on Embedded Derivative Instrument | 0 | 0 | 0 | |||||||||
Gain on sale of equity method investment | 0 | |||||||||||
Loss on debt extinguishment | 0 | 0 | ||||||||||
Gain on disposal of property, plant and equipment | 0 | 0 | 0 | |||||||||
Undistributed (earnings) losses of affiliates—net | 1,161 | 715 | 1,452 | |||||||||
Intercompany accounts receivable/accounts payable—net | 0 | 0 | 0 | |||||||||
Changes in: | ||||||||||||
Accounts receivable—net | 0 | 0 | 0 | |||||||||
Inventories | 0 | 0 | 0 | |||||||||
Accrued and prepaid income taxes | 0 | 0 | 0 | |||||||||
Accounts and notes payable and accrued expenses | 0 | 0 | 0 | |||||||||
Customer advances | 0 | 0 | 0 | |||||||||
Other—net | 0 | 0 | 0 | |||||||||
Net Cash Provided by (Used in) Operating Activities | 0 | 0 | ||||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 0 | |||||||||||
Investing Activities: | ||||||||||||
Additions to property, plant and equipment | 0 | 0 | 0 | |||||||||
Proceeds from sale of property, plant and equipment | 0 | 0 | 0 | |||||||||
Proceeds from sale of equity method investment | 0 | |||||||||||
Distributions received from unconsolidated affiliates | 0 | 0 | 0 | |||||||||
Proceeds from sale of auction rate securities | 0 | |||||||||||
Payments to Acquire Additional Interest in Subsidiaries | 0 | |||||||||||
Insurance proceeds for property, plant and equipment | 0 | 0 | ||||||||||
Other—net | 0 | 0 | ||||||||||
Net cash used in investing activities | 0 | 0 | 0 | |||||||||
Financing Activities: | ||||||||||||
Proceeds from long-term borrowings | 0 | 0 | ||||||||||
Short-term debt—net | 0 | 0 | 0 | |||||||||
Payments of long-term borrowings | 0 | 0 | ||||||||||
Payment to CHS related to credit provision | 0 | 0 | 0 | |||||||||
Financing fees | 0 | 0 | 0 | |||||||||
Purchases of treasury stock | 0 | 0 | ||||||||||
Dividends paid on common stock | 252 | 537 | 2 | |||||||||
Dividends to/from affiliates | (252) | (537) | (2) | |||||||||
Distributions to noncontrolling interest | 0 | 0 | 0 | |||||||||
Issuances of common stock under employee stock plans | 0 | 0 | 0 | |||||||||
Shares withheld for taxes | 0 | 0 | ||||||||||
Acquisition of noncontrolling interests in TNCLP | 0 | |||||||||||
Net cash used in financing activities | 0 | 0 | 0 | |||||||||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 | |||||||||
Increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |||||||||
Cash, cash equivalents and restricted cash at beginning of period | 0 | 0 | 0 | 0 | 0 | |||||||
Cash and cash equivalents at end of period | 0 | 0 | 0 | 0 | 0 | 0 | ||||||
Parent | Reportable legal entities | ||||||||||||
Operating Activities: | ||||||||||||
Net earnings | 493 | 290 | 358 | |||||||||
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||||||
Depreciation and amortization | 0 | 0 | 0 | |||||||||
Deferred income taxes | 0 | 0 | 0 | |||||||||
Stock-based compensation expense | 28 | 21 | 17 | |||||||||
Unrealized net loss on natural gas derivatives | 0 | 0 | 0 | |||||||||
Loss on Embedded Derivative Instrument | 0 | 0 | 0 | |||||||||
Gain on sale of equity method investment | 0 | |||||||||||
Loss on debt extinguishment | 0 | 0 | ||||||||||
Gain on disposal of property, plant and equipment | 0 | 0 | 0 | |||||||||
Undistributed (earnings) losses of affiliates—net | (501) | (292) | (361) | |||||||||
Intercompany accounts receivable/accounts payable—net | 5 | (14) | (736) | |||||||||
Changes in: | ||||||||||||
Accounts receivable—net | 0 | 0 | 0 | |||||||||
Inventories | 0 | 0 | 0 | |||||||||
Accrued and prepaid income taxes | (2) | (1) | (1) | |||||||||
Accounts and notes payable and accrued expenses | 0 | 0 | 0 | |||||||||
Customer advances | 0 | 0 | 0 | |||||||||
Other—net | 0 | 0 | 0 | |||||||||
Net Cash Provided by (Used in) Operating Activities | 23 | 4 | ||||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | (1) | |||||||||||
Investing Activities: | ||||||||||||
Additions to property, plant and equipment | 0 | 0 | 0 | |||||||||
Proceeds from sale of property, plant and equipment | 0 | 0 | 0 | |||||||||
Proceeds from sale of equity method investment | 0 | |||||||||||
Distributions received from unconsolidated affiliates | 0 | 0 | 0 | |||||||||
Proceeds from sale of auction rate securities | 0 | |||||||||||
Payments to Acquire Additional Interest in Subsidiaries | 0 | |||||||||||
Insurance proceeds for property, plant and equipment | 0 | 0 | ||||||||||
Other—net | 0 | 0 | ||||||||||
Net cash used in investing activities | 0 | 0 | 0 | |||||||||
Financing Activities: | ||||||||||||
Proceeds from long-term borrowings | 0 | 0 | ||||||||||
Short-term debt—net | 310 | 234 | 280 | |||||||||
Payments of long-term borrowings | 0 | 0 | ||||||||||
Payment to CHS related to credit provision | 0 | 0 | 0 | |||||||||
Financing fees | 0 | 0 | 0 | |||||||||
Purchases of treasury stock | (370) | (467) | ||||||||||
Dividends paid on common stock | (265) | (280) | (280) | |||||||||
Dividends to/from affiliates | 252 | 537 | 0 | |||||||||
Distributions to noncontrolling interest | 0 | 0 | 0 | |||||||||
Issuances of common stock under employee stock plans | 19 | 12 | 1 | |||||||||
Shares withheld for taxes | (4) | (4) | ||||||||||
Acquisition of noncontrolling interests in TNCLP | 0 | |||||||||||
Net cash used in financing activities | (58) | 32 | 1 | |||||||||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 | |||||||||
Increase (decrease) in cash and cash equivalents | (35) | 36 | 0 | |||||||||
Cash, cash equivalents and restricted cash at beginning of period | 36 | 0 | 36 | 0 | 0 | |||||||
Cash and cash equivalents at end of period | 1 | 36 | 0 | 1 | 36 | 0 | ||||||
CF Industries | Reportable legal entities | ||||||||||||
Operating Activities: | ||||||||||||
Net earnings | 501 | 292 | (361) | |||||||||
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||||||
Depreciation and amortization | 9 | 9 | 13 | |||||||||
Deferred income taxes | 0 | 0 | 0 | |||||||||
Stock-based compensation expense | 0 | 0 | 0 | |||||||||
Unrealized net loss on natural gas derivatives | 0 | 0 | 0 | |||||||||
Loss on Embedded Derivative Instrument | 0 | 0 | 0 | |||||||||
Gain on sale of equity method investment | 0 | |||||||||||
Loss on debt extinguishment | (21) | 53 | ||||||||||
Gain on disposal of property, plant and equipment | 0 | 0 | 0 | |||||||||
Undistributed (earnings) losses of affiliates—net | (660) | (423) | (1,091) | |||||||||
Intercompany accounts receivable/accounts payable—net | (9) | (117) | (1,297) | |||||||||
Changes in: | ||||||||||||
Accounts receivable—net | (1) | (7) | 0 | |||||||||
Inventories | 4 | (1) | 4 | |||||||||
Accrued and prepaid income taxes | (43) | (35) | (60) | |||||||||
Accounts and notes payable and accrued expenses | (17) | (12) | 228 | |||||||||
Customer advances | 0 | 0 | 0 | |||||||||
Other—net | 0 | 9 | (5) | |||||||||
Net Cash Provided by (Used in) Operating Activities | (195) | (285) | ||||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | (342) | |||||||||||
Investing Activities: | ||||||||||||
Additions to property, plant and equipment | 0 | 0 | 0 | |||||||||
Proceeds from sale of property, plant and equipment | 0 | 0 | 0 | |||||||||
Proceeds from sale of equity method investment | 0 | |||||||||||
Distributions received from unconsolidated affiliates | 778 | 503 | 0 | |||||||||
Proceeds from sale of auction rate securities | 9 | |||||||||||
Payments to Acquire Additional Interest in Subsidiaries | 31 | |||||||||||
Insurance proceeds for property, plant and equipment | 0 | 0 | ||||||||||
Other—net | 0 | 0 | ||||||||||
Net cash used in investing activities | 778 | 472 | 9 | |||||||||
Financing Activities: | ||||||||||||
Proceeds from long-term borrowings | 69 | (125) | ||||||||||
Short-term debt—net | 420 | 292 | 1,584 | |||||||||
Payments of long-term borrowings | (769) | (1,148) | ||||||||||
Payment to CHS related to credit provision | 0 | 0 | 0 | |||||||||
Financing fees | (3) | 1 | (1) | |||||||||
Purchases of treasury stock | 0 | 0 | ||||||||||
Dividends paid on common stock | (252) | (537) | 0 | |||||||||
Dividends to/from affiliates | 0 | 0 | 2 | |||||||||
Distributions to noncontrolling interest | 0 | 0 | 0 | |||||||||
Issuances of common stock under employee stock plans | 0 | 0 | 0 | |||||||||
Shares withheld for taxes | 0 | 0 | ||||||||||
Acquisition of noncontrolling interests in TNCLP | 0 | |||||||||||
Net cash used in financing activities | (604) | (175) | 312 | |||||||||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | 0 | |||||||||
Increase (decrease) in cash and cash equivalents | (21) | 12 | (21) | |||||||||
Cash, cash equivalents and restricted cash at beginning of period | 27 | 15 | 27 | 15 | 36 | |||||||
Cash and cash equivalents at end of period | 6 | 27 | 36 | 6 | 27 | 15 | ||||||
Other Subsidiaries | Reportable legal entities | ||||||||||||
Operating Activities: | ||||||||||||
Net earnings | 813 | 561 | (999) | |||||||||
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: | ||||||||||||
Depreciation and amortization | 866 | 879 | 870 | |||||||||
Deferred income taxes | 149 | 78 | (601) | |||||||||
Stock-based compensation expense | 0 | 1 | 0 | |||||||||
Unrealized net loss on natural gas derivatives | 14 | (13) | (61) | |||||||||
Loss on Embedded Derivative Instrument | 4 | 1 | 4 | |||||||||
Gain on sale of equity method investment | 14 | |||||||||||
Loss on debt extinguishment | 0 | 0 | ||||||||||
Gain on disposal of property, plant and equipment | (40) | 6 | (3) | |||||||||
Undistributed (earnings) losses of affiliates—net | 2 | (3) | (3) | |||||||||
Intercompany accounts receivable/accounts payable—net | 4 | 131 | 2,033 | |||||||||
Changes in: | ||||||||||||
Accounts receivable—net | (5) | 75 | 57 | |||||||||
Inventories | (30) | (51) | (44) | |||||||||
Accrued and prepaid income taxes | 67 | 44 | 870 | |||||||||
Accounts and notes payable and accrued expenses | (55) | 56 | (229) | |||||||||
Customer advances | (30) | 59 | 48 | |||||||||
Other—net | (82) | (46) | (62) | |||||||||
Net Cash Provided by (Used in) Operating Activities | 1,677 | 1,778 | ||||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 1,974 | |||||||||||
Investing Activities: | ||||||||||||
Additions to property, plant and equipment | (404) | (422) | (473) | |||||||||
Proceeds from sale of property, plant and equipment | 70 | 26 | 20 | |||||||||
Proceeds from sale of equity method investment | 16 | |||||||||||
Distributions received from unconsolidated affiliates | (778) | (493) | 14 | |||||||||
Proceeds from sale of auction rate securities | 0 | |||||||||||
Payments to Acquire Additional Interest in Subsidiaries | (31) | |||||||||||
Insurance proceeds for property, plant and equipment | 15 | |||||||||||
Other—net | 1 | 1 | ||||||||||
Net cash used in investing activities | (1,097) | (847) | (422) | |||||||||
Financing Activities: | ||||||||||||
Proceeds from long-term borrowings | (69) | 125 | ||||||||||
Short-term debt—net | (730) | (526) | (1,864) | |||||||||
Payments of long-term borrowings | 0 | 0 | ||||||||||
Payment to CHS related to credit provision | (5) | (5) | (5) | |||||||||
Financing fees | 0 | 0 | 0 | |||||||||
Purchases of treasury stock | 0 | 0 | ||||||||||
Dividends paid on common stock | 0 | 0 | (2) | |||||||||
Dividends to/from affiliates | 0 | 0 | 0 | |||||||||
Distributions to noncontrolling interest | (186) | (139) | (131) | |||||||||
Issuances of common stock under employee stock plans | 0 | 0 | 0 | |||||||||
Shares withheld for taxes | 0 | 0 | ||||||||||
Acquisition of noncontrolling interests in TNCLP | (388) | |||||||||||
Net cash used in financing activities | (921) | (1,127) | (1,877) | |||||||||
Effect of exchange rate changes on cash and cash equivalents | 2 | (5) | 12 | |||||||||
Increase (decrease) in cash and cash equivalents | (339) | (201) | (313) | |||||||||
Cash, cash equivalents and restricted cash at beginning of period | $ 619 | $ 820 | 619 | 820 | 1,133 | |||||||
Cash and cash equivalents at end of period | $ 280 | $ 619 | $ 1,133 | $ 280 | $ 619 | $ 820 |