Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 07, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Entity Registrant Name | The Chemours Company | ||
Entity Central Index Key | 0001627223 | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Document Type | 10-K | ||
Trading Symbol | CC | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 160,018,312 | ||
Entity Shell Company | false | ||
Entity File Number | 001-36794 | ||
Entity Tax Identification Number | 46-4845564 | ||
Entity Address, Address Line One | 1007 Market Street | ||
Entity Address, City or Town | Wilmington | ||
Entity Address, State or Province | DE | ||
Entity Address, Postal Zip Code | 19801 | ||
City Area Code | 302 | ||
Local Phone Number | 773-1000 | ||
Title of 12(b) Security | Common Stock ($0.01 par value) | ||
Security Exchange Name | NYSE | ||
Entity Incorporation, State or Country Code | DE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 5.7 | ||
ICFR Auditor Attestation Flag | true | ||
Auditor Name | PricewaterhouseCoopers LLP | ||
Auditor Location | New York, New York | ||
Auditor Firm ID | 238 | ||
Documents Incorporated by Reference | Documents Incorporated by Reference Portions of the registrant’s definitive proxy statement relating to its 2022 annual meeting of shareholders (the “2022 Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. The 2022 Proxy Statement will be filed with the U. S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates. |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Net sales | $ 6,345 | $ 4,969 | $ 5,526 |
Cost of goods sold | 4,964 | 3,902 | 4,463 |
Gross profit | 1,381 | 1,067 | 1,063 |
Selling, general, and administrative expense | 592 | 527 | 548 |
Research and development expense | 107 | 93 | 80 |
Restructuring, asset-related, and other charges | 6 | 80 | 87 |
Total other operating expenses | 705 | 700 | 715 |
Equity in earnings of affiliates | 43 | 23 | 29 |
Interest expense, net | (185) | (210) | (208) |
Loss on extinguishment of debt | (21) | (22) | 0 |
Other income (expense), net | 163 | 21 | (293) |
Income (loss) before income taxes | 676 | 179 | (124) |
Provision for (benefit from) income taxes | 68 | (40) | (72) |
Net income (loss) | 608 | 219 | (52) |
Net income (loss) attributable to Chemours | $ 608 | $ 219 | $ (52) |
Per share data | |||
Basic earnings (loss) per share of common stock | $ 3.69 | $ 1.33 | $ (0.32) |
Diluted earnings (loss) per share of common stock | $ 3.60 | $ 1.32 | $ (0.32) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income (loss), pre-tax | $ 676 | $ 179 | $ (124) |
Net income (loss), tax | (68) | 40 | 72 |
Net income (loss) | 608 | 219 | (52) |
Hedging activities: | |||
Unrealized gain (loss) on net investment hedge, pre-tax | 73 | (88) | 20 |
Unrealized gain (loss) on net investment hedge, tax | (18) | 22 | (5) |
Unrealized gain (loss) on net investment hedge, after-tax | 55 | (66) | 15 |
Unrealized gain (loss) on cash flow hedge, pre-tax | 12 | (8) | 6 |
Unrealized gain (loss) on cash flow hedge, tax | (2) | 1 | (1) |
Unrealized gain (loss) on cash flow hedge, after-tax | 10 | (7) | 5 |
Reclassifications to net income - cash flow hedge, pre-tax | 4 | (3) | (10) |
Reclassifications to net income - cash flow hedge, tax | (1) | 1 | |
Reclassifications to net income - cash flow hedge, after-tax | 3 | (3) | (9) |
Hedging activities, net, tax | (21) | 23 | (5) |
Hedging activities, net, after-tax | 68 | (76) | 11 |
Cumulative translation adjustment, after-tax | (116) | 111 | 2 |
Hedging activities, net, pre-tax | 89 | (99) | 16 |
Hedging activities, net, tax | (21) | 23 | (5) |
Hedging activities, net, after-tax | 68 | (76) | 11 |
Cumulative translation adjustment, pre-tax | (116) | 111 | 2 |
Cumulative translation adjustment, after-tax | (116) | 111 | 2 |
Defined benefit plans: | |||
Net (loss) gain, pre-tax | (22) | 4 | (144) |
Net (loss) gain, tax | 6 | (1) | 31 |
Net (loss) gain, after-tax | (16) | 3 | (113) |
Prior service (cost) benefit, pre-tax | (1) | 5 | |
Prior service (cost) benefit, tax | (1) | ||
Prior service (cost) benefit, after-tax | (1) | 4 | |
Curtailment gain, pre-tax | 4 | ||
Curtailment gain, tax | (1) | ||
Curtailment gain, after-tax | 3 | ||
Effect of foreign exchange rates, pre-tax | 6 | (9) | 7 |
Effect of foreign exchange rates, after-tax | 6 | (9) | 7 |
Amortization of actuarial loss, pre-tax | 7 | 9 | 18 |
Amortization of actuarial loss, tax | (2) | (2) | (4) |
Amortization of actuarial loss, after-tax | 5 | 7 | 14 |
Amortization of prior service gain, pre- tax | (2) | (3) | (2) |
Amortization of prior service gain, after-tax | (2) | (3) | (2) |
Settlement loss, pre-tax | 1 | 5 | 383 |
Settlement loss, tax | (1) | (91) | |
Settlement loss, after-tax | 1 | 4 | 292 |
Defined benefit plans, net, pre-tax | (10) | 9 | 267 |
Defined benefit plans, net, tax | 4 | (5) | (65) |
Defined benefit plans, net, after-tax | (6) | 4 | 202 |
Other comprehensive(loss) income, after-tax | (54) | 39 | 215 |
Comprehensive income, after-tax | 554 | 258 | 163 |
Comprehensive income attributable to Chemours, after-tax | $ 554 | $ 258 | $ 163 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 1,451 | $ 1,105 |
Accounts and notes receivable, net | 720 | 511 |
Inventories | 1,099 | 939 |
Prepaid expenses and other | 75 | 78 |
Total current assets | 3,345 | 2,633 |
Property, plant, and equipment | 9,232 | 9,582 |
Less: Accumulated depreciation | (6,078) | (6,108) |
Property, plant, and equipment, net | 3,154 | 3,474 |
Operating lease right-of-use assets | 227 | 236 |
Goodwill | 102 | 153 |
Other intangible assets, net | 6 | 14 |
Investments in affiliates | 169 | 167 |
Restricted cash and restricted cash equivalents | 100 | |
Other assets | 447 | 405 |
Total assets | 7,550 | 7,082 |
Current liabilities: | ||
Accounts payable | 1,162 | 844 |
Compensation and other employee-related cost | 173 | 107 |
Short-term and current maturities of long-term debt | 25 | 21 |
Current environmental remediation | 173 | 95 |
Other accrued liabilities | 325 | 375 |
Total current liabilities | 1,858 | 1,442 |
Long-term debt, net | 3,724 | 4,005 |
Operating lease liabilities | 179 | 194 |
Long-term environmental remediation | 389 | 295 |
Deferred income taxes | 49 | 36 |
Other liabilities | 269 | 295 |
Total liabilities | 6,468 | 6,267 |
Commitments and contingent liabilities | ||
Equity | ||
Common stock (par value $0.01 per share; 810,000,000 shares authorized; 191,860,159 shares issued and 161,046,732 shares outstanding at December 31, 2021; 190,239,883 shares issued and 164,920,648 shares outstanding at December 31, 2020) | 2 | 2 |
Treasury stock, at cost (30,813,427 shares at December 31, 2021; 25,319,235 at December 31, 2020) | (1,247) | (1,072) |
Additional paid-in capital | 944 | 890 |
Retained earnings | 1,746 | 1,303 |
Accumulated other comprehensive loss | (364) | (310) |
Total Chemours stockholders’ equity | 1,081 | 813 |
Non-controlling interests | 1 | 2 |
Total equity | 1,082 | 815 |
Total liabilities and equity | $ 7,550 | $ 7,082 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Common stock , par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 810,000,000 | 810,000,000 |
Common stock, shares Issued (in shares) | 191,860,159 | 190,239,883 |
Common stock, shares outstanding (in shares) | 161,046,732 | 164,920,648 |
Treasury stock (in shares) | 30,813,427 | 25,319,235 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Non-controlling Interests [Member] |
Total stockholders' equity, beginning balance at Dec. 31, 2018 | $ 1,020 | $ 2 | $ (750) | $ 860 | $ 1,466 | $ (564) | $ 6 |
Shares, beginning balance at Dec. 31, 2018 | 187,204,567 | 16,424,093 | |||||
Common stock issued - compensation plans | 1 | (1) | |||||
Common stock issued - compensation plans (in shares) | 1,098,542 | ||||||
Exercise of stock options, net | 9 | 9 | |||||
Exercise of stock options, net (in shares) | 590,369 | ||||||
Purchases of treasury stock, at cost | (322) | $ (322) | |||||
Purchases of treasury stock at cost (in shares) | 8,895,142 | ||||||
Stock-based compensation expense | 19 | 19 | |||||
Cancellation of unissued stock awards withheld to cover taxes | (30) | (30) | |||||
Net income (loss) | (52) | (52) | |||||
Dividends | (164) | (164) | |||||
Other comprehensive income (loss) | 215 | 215 | |||||
Total stockholders' equity, ending balance at Dec. 31, 2019 | 695 | $ 2 | $ (1,072) | 859 | 1,249 | (349) | 6 |
Shares, ending balance at Dec. 31, 2019 | 188,893,478 | 25,319,235 | |||||
Common stock issued - compensation plans | 1 | (1) | |||||
Common stock issued - compensation plans (in shares) | 222,665 | ||||||
Exercise of stock options, net | 16 | 16 | |||||
Exercise of stock options, net (in shares) | 1,123,740 | ||||||
Stock-based compensation expense | 16 | 16 | |||||
Cancellation of unissued stock awards withheld to cover taxes | (2) | (2) | |||||
Net income (loss) | 219 | 219 | |||||
Dividends | (164) | (164) | |||||
Dividends to non-controlling interests | (4) | (4) | |||||
Other comprehensive income (loss) | 39 | 39 | |||||
Total stockholders' equity, ending balance at Dec. 31, 2020 | 815 | $ 2 | $ (1,072) | 890 | 1,303 | (310) | 2 |
Shares, ending balance at Dec. 31, 2020 | 190,239,883 | 25,319,235 | |||||
Common stock issued - compensation plans | $ 2 | (1) | (1) | ||||
Common stock issued - compensation plans (in shares) | 264,908 | (39,554) | |||||
Exercise of stock options, net | 23 | 23 | |||||
Exercise of stock options, net (in shares) | 1,355,368 | ||||||
Purchases of treasury stock, at cost | (177) | $ (177) | |||||
Purchases of treasury stock at cost (in shares) | 5,533,746 | ||||||
Stock-based compensation expense | 34 | 34 | |||||
Cancellation of unissued stock awards withheld to cover taxes | (2) | (2) | |||||
Net income (loss) | 608 | 608 | |||||
Dividends | (164) | (164) | |||||
Dividends to non-controlling interests | (1) | (1) | |||||
Other comprehensive income (loss) | (54) | (54) | |||||
Total stockholders' equity, ending balance at Dec. 31, 2021 | $ 1,082 | $ 2 | $ (1,247) | $ 944 | $ 1,746 | $ (364) | $ 1 |
Shares, ending balance at Dec. 31, 2021 | 191,860,159 | 30,813,427 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement Of Stockholders Equity [Abstract] | |||
Dividends per share declared during period | $ 1 | $ 1 | $ 1 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities | |||
Net income (loss) | $ 608 | $ 219 | $ (52) |
Adjustments to reconcile net income (loss) to cash provided by (used for) operating activities: | |||
Depreciation and amortization | 317 | 320 | 311 |
Gain on sales of assets and businesses | (115) | (8) | (10) |
Equity in earnings of affiliates, net | (11) | 0 | (3) |
Loss on extinguishment of debt | 21 | 22 | 0 |
Amortization of debt issuance costs and issue discounts | 9 | 9 | 9 |
Deferred tax benefit | (77) | (120) | (165) |
Asset-related charges | 0 | 22 | 43 |
Stock-based compensation expense | 34 | 16 | 19 |
Net periodic pension cost | 6 | 14 | 381 |
Defined benefit plan contributions | (17) | (21) | (19) |
Other operating charges and credits, net | 18 | (22) | (2) |
Decrease (increase) in operating assets: | |||
Accounts and notes receivable | (225) | 175 | 191 |
Inventories and other operating assets | (202) | 126 | 116 |
(Decrease) increase in operating liabilities: | |||
Accounts payable and other operating liabilities | 454 | 55 | (169) |
Cash provided by operating activities | 820 | 807 | 650 |
Cash flows from investing activities | |||
Purchases of property, plant, and equipment | (277) | (267) | (481) |
Acquisition of business, net | 0 | 0 | (10) |
Proceeds from sales of assets and businesses, net of cash divested | 508 | 5 | 9 |
Proceeds from life insurance policies | 1 | 1 | 1 |
Foreign exchange contract settlements, net | (12) | 27 | (2) |
Cash provided by (used for) investing activities | 220 | (234) | (483) |
Cash flows from financing activities | |||
Proceeds from issuance of debt | 650 | 800 | 0 |
Proceeds from accounts receivable securitization facility | 0 | 12 | 128 |
Repayments on accounts receivable securitization facility | 0 | (122) | (18) |
Proceeds from revolving loan | 0 | 300 | 150 |
Repayments on revolving loan | 0 | (300) | (150) |
Debt repayments | (854) | (943) | (19) |
Payments related to extinguishment of debt | (18) | (16) | 0 |
Payments of debt issuance costs | (11) | (10) | 0 |
Payments on finance leases | (10) | (6) | (3) |
Deferred acquisition-related consideration | 0 | (10) | 0 |
Purchases of treasury stock, at cost | (173) | 0 | (322) |
Proceeds from exercised stock options, net | 23 | 16 | 9 |
Payments related to tax withholdings on vested stock awards | (2) | (2) | (30) |
Payments of dividends to the Company's common shareholders | (164) | (164) | (164) |
Distributions to non-controlling interest shareholders | (1) | (4) | 0 |
Cash used for financing activities | (560) | (449) | (419) |
Effect of exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents | (34) | 38 | (6) |
Increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents | 446 | 162 | (258) |
Cash, cash equivalents, restricted cash, and restricted cash equivalents at January 1, | 1,105 | 943 | 1,201 |
Cash, cash equivalents, restricted cash, and restricted cash equivalents at December 31, | 1,551 | 1,105 | 943 |
Cash paid during the year for: | |||
Interest, net of amounts capitalized | 180 | 208 | 204 |
Income taxes, net of refunds | 149 | 78 | 85 |
Non-cash investing and financing activities: | |||
Purchases of property, plant, and equipment included in accounts payable | 89 | 31 | 85 |
Obligations incurred under build-to-suit lease arrangement | 0 | 0 | 40 |
Non-cash financing arrangements | 0 | 16 | 11 |
Treasury stock repurchased, not settled | 4 | 0 | 0 |
Deferred payments related to acquisition of business | $ 0 | $ 0 | $ 15 |
Background and Description of t
Background and Description of the Business | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Background and Description of the Business | Note 1. Background and Description of the Business The Chemours Company (“Chemours”, or the “Company”) is a leading, global provider of performance chemicals that are key inputs in end-products and processes in a variety of industries. The Company delivers customized solutions with a wide range of industrial and specialty chemical products for markets, including coatings, plastics, refrigeration and air conditioning, transportation, semiconductor and consumer electronics, general industrial, and oil and gas. The Company’s principal products include titanium dioxide (“TiO 2 2 Chemours has manufacturing facilities, sales centers, administrative offices, and warehouses located throughout the world. Chemours’ operations are primarily located in the U.S., Canada, Mexico, Brazil, the Netherlands, Belgium, China, Taiwan, Japan, Switzerland, Singapore, Hong Kong, India, and France. At December 31, 2021, the Company operated 29 major production facilities globally, of which eight were dedicated to Titanium Technologies, eight were dedicated to Thermal & Specialized Solutions, 10 were dedicated to Advanced Performance Materials, and three supported multiple segments. Chemours began operating as an independent company on July 1, 2015 (the “Separation Date”) after separating from E.I. DuPont de Nemours and Company (“EID”) (the “Separation”). The Separation was completed pursuant to a separation agreement and other agreements with EID, including an employee matters agreement, a tax matters agreement, a transition services agreement, and an intellectual property cross-license agreement. These agreements govern the relationship between Chemours and EID following the Separation and provided for the allocation of various assets, liabilities, rights, and obligations at the Separation Date. On August 31, 2017, EID completed a merger with The Dow Chemical Company (“Dow”). Following their merger, EID and Dow engaged in a series of reorganization steps and, in 2019, separated into three publicly-traded companies named Dow Inc., DuPont de Nemours, Inc. (“DuPont”), and Corteva, Inc. (“Corteva”). Unless the context otherwise requires, references herein to “The Chemours Company”, “Chemours”, “the Company”, “our Company”, “we”, “us”, and “our” refer to The Chemours Company and its consolidated subsidiaries. References herein to “EID” refer to E. I. du Pont de Nemours and Company, which is Chemours’ former parent company and is now a subsidiary of Corteva. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | Note 2. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). In the opinion of management, all adjustments (consisting of normal, recurring adjustments) considered necessary for a fair presentation of the Company’s financial position and results of operations have been included for the periods presented herein. The notes that follow are an integral part of the Company’s consolidated financial statements. Certain prior period amounts have been reclassified to conform to the current period presentation, the effect of which was not material to the Company’s consolidated financial statements. Considerations related to the current novel coronavirus disease (“COVID-19”) In the preparation of these financial statements and related disclosures, management has assessed the impact of COVID-19 on its results, estimates, assumptions, forecasts, and accounting policies and made additional disclosures, as necessary. As the COVID-19 situation is unprecedented and ever evolving, future events and effects related to the illness cannot be determined with precision, and actual results could significantly differ from estimates or forecasts. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Preparation of Financial Statements The consolidated financial statements have been prepared in conformity with GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Management’s estimates are based on historical experiences, facts, and circumstances available at the time and various other assumptions that management believes are reasonable. Actual results could differ from those estimates. Principles of Consolidation The consolidated financial statements include the accounts of Chemours and its subsidiaries, as well as entities in which a controlling interest is maintained. For those consolidated subsidiaries in which the Company’s ownership is less than 100%, the outside shareholders’ interests are shown as non-controlling interests. Investments in companies in which Chemours, directly or indirectly, owns 20% to 50% of the voting stock, or has the ability to exercise significant influence over the operating and financial policies of the investee, are accounted for using the equity method of accounting. As a result, Chemours’ share of the earnings or losses of such equity affiliates is included in the consolidated statements of operations, and Chemours’ share of such equity affiliates’ equity is included in the consolidated balance sheets. The Company assesses the requirements related to the consolidation of any variable interest entity (“VIE”), including a qualitative assessment of power and economics that considers which entity has the power to direct the activities that most significantly impact the VIE’s economic performance, and has the right to receive any benefits or the obligation to absorb any losses of the VIE. No such VIE was consolidated by the Company for the periods presented. All intercompany accounts and transactions were eliminated in the preparation of the accompanying consolidated financial statements. Revenue Recognition Chemours recognizes revenue using a five-step model, resulting in revenue being recognized as performance obligations within a contract have been satisfied. The steps within that model include: (i) identifying the existence of a contract with a customer; (ii) identifying the performance obligations within the contract; (iii) determining the contract’s transaction price; (iv) allocating the transaction price to the contract’s performance obligations; and, (v) recognizing revenue as the contract’s performance obligations are satisfied. A contract with a customer exists when: (i) the Company enters into an enforceable agreement that defines each party’s rights regarding the goods or services to be transferred, and the related payment terms; (ii) the agreement has commercial substance; and, (iii) it is probable that the Company will collect the consideration to which it is entitled in the exchange. A performance obligation is a promise in a contract to transfer a distinct good or service, or a series of distinct goods or services, to a customer. The transaction price is the customary amount of consideration that the Company expects to be entitled to in exchange for a transfer of the promised goods or services to a customer, excluding any amounts collected by the Company on behalf of third parties (e.g., sales and use taxes). Judgment is required to apply the principles-based, five-step model for revenue recognition. Management is required to make certain estimates and assumptions about the Company’s contracts with its customers, including, among others, the nature and extent of its performance obligations, its transaction price amounts and any allocations thereof, the critical events which constitute satisfaction of its performance obligations, and when control of any promised goods or services is transferred to its customers. The Company’s revenue from contracts with customers is reflected in the consolidated statements of operations as net sales, the vast majority of which represents product sales that consist of a single performance obligation. Product sales to customers are made under a purchase order (“PO”), or in certain cases, in accordance with the terms of a master services agreement (“MSA”) or similar arrangement, which documents the rights and obligations of each party to the contract. When a customer submits a PO for product or requests product under an MSA, a contract for a specific quantity of distinct goods at a specified price is created, and the Company’s performance obligation under the contract is satisfied when control of the product is transferred to the customer, which is indicated by shipment of the product and the transfer of title and the risk of loss to the customer. Revenue is recognized on consignment sales when control transfers to the customer, generally at the point of customer usage of the product. The transaction price for product sales is generally the amount specified in the PO or in the request under an MSA; however, as is common in Chemours’ industry, the Company offers variable consideration in the form of rebates, volume discounts, early payment discounts, pricing based on formulas or indices, price matching, and guarantees to certain customers. Such amounts are included in the Company’s estimated transaction price using either the expected value method or the most-likely amount, depending on the nature of the variable consideration included in the contract. The Company regularly assesses its customers’ creditworthiness, and product sales are made based on established credit limits. Payment terms for the Company’s invoices are typically less than 90 days. The Company also licenses the right to access certain of its trademarks to customers under specified terms and conditions in certain arrangements, which is recognized as a component of net sales in the consolidated statements of operations. Under such arrangements, the Company may receive a royalty payment for a trademark license that is entered into on a stand-alone basis or incorporated into an overall product sales arrangement. Royalty income is generally based on customer sales and recognized under the sales-based exception as the customer sale occurs. When minimum guaranteed royalty amounts are included in the transaction price, the Company recognizes royalty income ratably over the license period for the minimum amount. When there is no consideration specified for the use of the Company’s trademark, the entire transaction price is recognized in connection with the transfer of control of product. Royalty income resulting from the right to use the Company’s technology is considered outside the scope of revenue recognition under GAAP as it is not a part of the Company’s ongoing major or central activities, and is recognized as a component of other income (expense), net in the consolidated statements of operations in accordance with agreed-upon terms at the point or points in time that performance obligations are satisfied. Consistent with the fact that the vast majority of the Company’s payment terms are less than 90 days from the point at which control of the promised goods or services is transferred, no adjustments have been made for the effects of a significant financing component. Additionally, the Company has elected to recognize the incremental costs associated with obtaining contracts as an expense when incurred if the amortization period of the assets that the Company would have recognized is one year or less. Amounts billed to customers for shipping and handling fees are considered a fulfillment cost and are included in net sales, and the costs incurred by the Company for the delivery of goods are classified as a component of the cost of goods sold in the consolidated statements of operations. Research and Development Expense Research and development (“R&D”) costs are expensed as incurred. R&D expenses include costs (primarily consisting of employee costs, materials, contract services, research agreements, and other external spend) relating to the discovery and development of new products, enhancement of existing products, and regulatory approval of new and existing products. Provision for (Benefit from) Income Taxes The provision for (benefit from) income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for (benefit from) income taxes represents income taxes paid or payable for the current year, plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax bases of Chemours’ assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. The Company’s deferred tax assets and liabilities are presented on a net basis by jurisdictional filing group. Net deferred tax assets are presented as a component of other assets, while net deferred tax liabilities are presented as a component of deferred income taxes on the Company’s consolidated balance sheets. Valuation allowances are recorded to reduce deferred tax assets when it is more-likely-than-not that a tax benefit will not be realized. Chemours recognizes income tax positions that meet the more-likely-than-not threshold and accrues any interest related to unrecognized income tax positions in the provision for (benefit from) income taxes in the consolidated statements of operations. The Company also recognizes income tax-related penalties in the provision for (benefit from) income taxes. Earnings Per Share Chemours presents both basic earnings per share and diluted earnings per share. Basic earnings per share excludes dilution and is computed by dividing the total net income (loss) attributable to Chemours by the weighted-average number of shares outstanding for the period. Diluted earnings per share reflects the dilution that could occur if the Company’s outstanding stock-based compensation awards, including any unvested restricted shares, were vested and exercised, thereby resulting in the issuance of common stock as determined under the treasury stock method. In periods where the Company incurs a net loss, stock-based compensation awards are excluded from the calculation of earnings per share as their inclusion would have an anti-dilutive effect. Cash and Cash Equivalents Cash and cash equivalents generally include cash, time deposits, or highly liquid investments with maturities of three months or less at the time of acquisition. Accounts and Notes Receivable and Allowance for Doubtful Accounts Accounts and notes receivables are recognized net of an allowance for doubtful accounts. The allowance for doubtful accounts reflects the best estimate of losses inherent in Chemours’ accounts and notes receivable portfolio, which is determined by assessing expected credit losses on the basis of historical experience, specific allowances for known troubled accounts, and other available evidence. Accounts and notes receivable are written off when management determines that they are uncollectible. Inventories Chemours’ inventories are valued at the lower of cost or market or net realizable value, where applicable. Cost of inventories held at substantially all U.S. locations are determined using the last-in, first-out (“LIFO”) method, while cost of inventories held outside the U.S. are determined using the average cost method. The elements of cost in inventories include raw materials, direct labor, and manufacturing overhead. Stores and supplies are valued at the lower of cost or net realizable value, and cost is generally determined by the average cost method. Property, Plant, and Equipment Property, plant, and equipment is carried at cost and is depreciated using the straight-line method. Substantially all equipment and buildings are depreciated over useful lives ranging from 15 to 25 years. Capitalizable costs associated with computer software for internal use are amortized on a straight-line basis over five to seven years. When assets are surrendered, retired, sold, or otherwise disposed of, their gross carrying values and related accumulated depreciation are removed from the consolidated balance sheets and are included in the determination of any gain or loss on such disposals. Repair and maintenance costs that materially add to the value of the asset or prolong its useful life are capitalized and depreciated based on their extension to the asset’s useful life. Capitalized repair and maintenance costs are recorded on the consolidated balance sheets as a component of other assets. Impairment of Long-lived Assets Chemours evaluates the carrying value of its long-lived assets to be held and used when events or changes in circumstances indicate the carrying value may not be recoverable. For the purposes of recognition or measurement of an impairment charge, the assessment is performed on the asset or asset group at the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. To determine the level at which the assessment is performed, Chemours considers factors such as revenue dependency, shared costs, and the extent of vertical integration. The carrying value of a long-lived asset is considered impaired when the total projected undiscounted cash flows from the use and eventual disposition of the asset or asset group are separately identifiable and are less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. The fair value methodology used is an estimate of fair market value, which is made based on prices of similar assets or other valuation methodologies, including present value techniques. Long-lived assets to be disposed of by means other than sale are classified as held for use until their disposal. Long-lived assets to be disposed of by sale are classified as held for sale and are reported at the lower of carrying amount or fair market value, less the estimated cost to sell. Depreciation is discontinued for any long-lived assets classified as held for sale. Leases The Company’s lease assets and lease liabilities are recognized on the lease commencement date in an amount that represents the present value of future lease payments. Operating leases are included in operating lease right-of-use assets, other accrued liabilities, and operating lease liabilities on the Company’s consolidated balance sheets. Finance leases are included in property, plant, and equipment, net, short-term and current maturities of long-term debt, and long-term debt, net, on the Company’s consolidated balance sheets. The Company’s incremental borrowing rate, which is based on information available at the adoption date of January 1, 2019 for existing leases and the commencement date for leases commencing after the adoption date, is used to determine the present value of lease payments. The Company combines lease components with non-lease components for most classes of assets, except for certain manufacturing facilities or when the non-lease component is significant to the lease component. The Company does not recognize leases with an initial term of 12 months or less on its consolidated balance sheets and will recognize those lease payments in the consolidated statements of operations on a straight-line basis over the lease term. Certain leases contain variable payments which are based on usage or operating costs, such as utilities and maintenance. These payments are not included in the measurement of the right-of-use asset or lease liability due to the uncertainty of the payment amount and are recorded as lease expense in the period incurred. Leases with the options to extend their term or terminate early are reflected in the lease term when it is reasonably certain that the Company will exercise such options. Goodwill and Other Intangible Assets The excess of the purchase price over the estimated fair value of the net assets acquired in a business combination, including any identified intangible assets, is recorded as goodwill. Chemours tests its goodwill for impairment at least annually on October 1; however, these tests are performed more frequently when events or changes in circumstances indicate that the asset may be impaired. Goodwill is evaluated for impairment at the reporting unit level, which is defined as an operating segment, or one level below an operating segment. A reporting unit is the level at which discrete financial information is available and reviewed by business management on a regular basis. An impairment exists when the carrying value of a reporting unit exceeds its fair value. The amount of impairment loss recognized in the consolidated statements of operations is equal to the excess of a reporting unit’s carrying value over its fair value, which is limited to the total amount of goodwill allocated to the reporting unit. Chemours has the option to first qualitatively assess whether it is more-likely-than-not that an impairment exists for a reporting unit. Such qualitative factors include, among other things, prevailing macroeconomic conditions, industry and market conditions, changes in costs associated with raw materials, labor, or other inputs, the Company’s overall financial performance, and certain other entity-specific events that impact Chemours’ reporting units. When performing a quantitative test, the Company weights the results of an income-based valuation technique, the discounted cash flows method, and a market-based valuation technique, the guideline public companies method, to determine its reporting units’ fair values. Definite-lived intangible assets, such as purchased and licensed technology, patents, trademarks, and customer lists, are amortized over their estimated useful lives, generally for periods ranging from five to 20 years. The reasonableness of the useful lives of these assets is periodically evaluated. Investments in Affiliates The Company uses the equity method of accounting for its investments in and earnings of affiliates. The Company considers whether the fair value of any of its equity method investments has declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. If the Company considers any such decline to be other than temporary, based on various factors, a write-down would be recorded to the estimated fair value. Restricted Cash and Restricted Cash Equivalents The Company classifies cash and cash equivalents that are legally or contractually restricted for withdrawal or usage as restricted cash and restricted cash equivalents. Chemours restricted cash and restricted cash equivalents includes cash and cash equivalents deposited in an escrow account as per the terms of the Company’s Memorandum of Understanding (“MOU”) agreement which is further discussed in “Note 22 – Commitments and Contingent Liabilities”. Environmental Liabilities and Expenditures Chemours accrues for environmental remediation matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Where the available information is only sufficient to establish a range of probable liability, and no point within the range is more likely than any other, the lower end of the range has been used. Estimated liabilities are determined based on existing remediation laws and technologies and the Company’s planned remedial responses, which are derived from environmental studies, sampling, testing, and analyses Environmental liabilities and expenditures include claims for matters that are liabilities of EID and its subsidiaries, which Chemours may be required to indemnify pursuant to the Separation-related agreements executed prior to the Separation. These accrued liabilities are undiscounted and do not include claims against third parties. Costs related to environmental remediation are charged to expense in the period that the associated liability is accrued and are reflected as a component of the cost of goods sold for on-site remediation costs or as a component of selling, general, and administrative expense for off-site remediation costs in the consolidated statements of operations. Other environmental costs are also charged to expense in the period incurred, unless they extend the useful life of the property, increase the property’s capacity, and/or reduce or prevent contamination from future operations, in which case they are capitalized and amortized. Pursuant to the binding MOU entered into between Chemours, DuPont, Corteva, and EID, as further discussed in “Note 22 – Commitments and Contingent Liabilities”, costs specific to potential future legacy per- and polyfluoroalkyl substances (“PFAS”) liabilities are subject to a cost-sharing arrangement between the parties. Any recoveries of Qualified Spend (as further described in “Note 22 – Commitments and Contingent Liabilities” and as defined in the MOU) from DuPont and/or Corteva under the cost-sharing arrangement will be recognized as an offset to the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when realizable. Any Qualified Spend incurred by DuPont and/or Corteva under the cost-sharing arrangement will be recognized in the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when the amounts of such costs are probable and estimable. Asset Retirement Obligations Chemours records its asset retirement obligations at their fair value at the time the liability is incurred. Fair value is measured using the expected future cash outflows discounted at Chemours’ credit-adjusted, risk-free interest rate, which is considered to be a Level 3 input within the fair value hierarchy. Accretion expense is recognized as an operating expense within the cost of goods sold in the consolidated statements of operations, using the credit-adjusted, risk-free interest rate in effect when the liability was recognized. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset and are depreciated over the estimated remaining useful life of the asset, generally for periods ranging from two to 25 years. Insurance Chemours insures for certain risks where permitted by law or regulation, including workers’ compensation, vehicle liability, and employee-related benefits. Liabilities associated with these risks are estimated in part by considering any historical claims experience, demographic factors, and other actuarial assumptions. For certain other risks, the Company uses a combination of third-party insurance and self-insurance, reflecting its comprehensive review of relevant risks. A receivable for an insurance recovery is generally recognized when the loss has occurred and collection is considered probable. Litigation Chemours accrues for litigation matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Where the available information is only sufficient to establish a range of probable liability, and no point within the range is more likely than any other, the lower end of the range has been used. When a material loss contingency is reasonably possible, but not probable, the Company does not record a liability, but instead discloses the nature of the matter and an estimate of the loss or range of loss, to the extent such estimate can be made. Litigation-related liabilities and expenditures included in the consolidated financial statements include legal matters that are liabilities of EID and its subsidiaries, which Chemours may be required to indemnify pursuant to the Separation-related agreements executed prior to the Separation. Legal costs, such as outside counsel fees and expenses, are charged to expense in the period that services are rendered. Treasury Stock Chemours accounts for repurchases of the Company’s common stock as treasury stock using the cost method, whereby the entire cost of the acquired common stock is recorded as treasury stock. The cost of treasury stock re-issued is determined using the first-in, first-out (“FIFO”) method. Stock-based Compensation Chemours’ stock-based compensation consists of stock options, restricted stock units (“RSUs”), and performance share units (“PSUs”) awarded to employees and non-employee directors. Stock options and PSUs are measured at their fair value on the grant date or date of modification, as applicable. RSUs are measured at the stock price on the grant date or date of modification, as applicable. The Company recognizes compensation expense on a straight-line basis over the requisite service and/or performance period, as applicable. Forfeitures of awards are accounted as a reduction in stock-based compensation expense in the period such awards are forfeited. Financial Instruments In the ordinary course of business, Chemours enters into contractual arrangements to reduce its exposure to foreign currency and interest rate risks. The Company has established a financial risk management program, which currently includes four distinct risk management instruments: (i) foreign currency forward contracts, which are used to minimize the volatility in the Company’s earnings related to foreign exchange gains and losses resulting from remeasuring its monetary assets and liabilities that are denominated in non-functional currencies; (ii) foreign currency forward contracts, which are used to mitigate the risks associated with fluctuations in the euro against the U.S. dollar for forecasted U.S. dollar-denominated inventory purchases in certain of the Company’s international subsidiaries that use the euro as their functional currency; (iii) interest rate swaps, which are used to mitigate the volatility in the Company’s cash payments for interest due to fluctuations in LIBOR, as is applicable to the portion of the Company’s senior secured term loan facility denominated in U.S. dollars; and, (iv) euro-denominated debt, which is used to reduce the volatility in stockholders’ equity caused by changes in foreign currency exchange rates of the euro with respect to the U.S. dollar for certain of its international subsidiaries that use the euro as their functional currency. The Company’s financial risk management program reflects varying levels of exposure coverage and time horizons based on an assessment of risk. The program operates within Chemours’ financial risk management policies and guidelines, and the Company does not enter into derivative financial instruments for trading or speculative purposes. The Company’s foreign currency forward contracts that are used as a net monetary assets and liabilities hedge are not part of a cash flow hedge program or a fair value hedge program, and have not been designated as a hedge. For these instruments, all gains and losses resulting from the revaluation of derivative assets and liabilities are recognized in other income (expense), net in the consolidated statements of operations during the period in which they occur, and any such gains or losses are intended to be offset by any gains or losses on the underlying asset or liability. For the Company’s foreign currency forward contracts that have been designated under a cash flow hedge program, all gains and losses resulting from the revaluation of the derivative instruments are recognized as a component of accumulated other comprehensive loss on the consolidated balance sheets during the period in which they occur, and are reclassified to the cost of goods sold in the consolidated statements of operations during the period in which the underlying transactions affect earnings, or when it becomes probable that the forecasted transactions will not occur Financial instruments are reported on a gross basis on the consolidated balance sheets. Foreign Currency Translation Chemours identifies its separate and distinct foreign entities and groups them into two categories: (i) extensions of the parent (U.S. dollar functional currency); and, (ii) self-contained (local functional currency). If a foreign entity does not align with either category, factors are evaluated, and a judgment is made to determine the functional currency. Chemours changes the functional currency of its separate and distinct foreign entities only when significant changes in economic facts and circumstances clearly indicate that the functional currency has changed. During the periods covered by the consolidated financial statements, part of Chemours’ business operated within foreign entities. For foreign entities where the U.S. dollar is the functional currency, all foreign currency-denominated asset and liability amounts are remeasured into U.S. dollars at end-of-period exchange rates, with the exception of inventories, prepaid expenses, property, plant, and equipment, goodwill, and other intangible assets. These aforementioned assets are remeasured at historical exchange rates. Foreign currency-denominated revenue and expense amounts are measured at exchange rates in effect during the period, with the exception of expenses related to any balance sheet amounts remeasured at historical exchange rates. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in other income (expense), net in the consolidated statements of operations in the period in which they occurred. For foreign entities where the local currency is the functional currency, assets and liabilities denominated in local currencies are translated into U.S. dollars at end-of-period exchange rates, and the resulting translation adjustments are reported as a component of accumulated other comprehensive loss on the consolidated balance sheets. Assets and liabilities denominated in currencies other than the functional currency are remeasured into the functional currency prior to translation into U.S. dollars, and the resulting exchange gains or losses are included in other income (expense), net in the consolidated statements of operations in the period in which they occurred. Revenues and expenses are translated into U.S. dollars at average exchange rates in effect during the period. Defined Benefit Plans Chemours has defined benefit plans covering certain of its employees outside of the U.S. The benefits of these plans, which primarily relate to pension, are accrued over the employees’ service periods. The Company uses actuarial methods and assumptions in the valuation of its defined benefit obligations and the determination of any net periodic pension income or expense. Any differences between actual and expected results, or changes in the value of defined benefit obligations and plan assets, if any, are not recognized in earnings as they occur. Rather, they are systematically recognized over subsequent periods. Fair Value Measurement Fair value is defined as the exit price, the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. Under the accounting for fair value measurements and disclosures, a fair value hierarchy was established to prioritize the valuation inputs used to measure fair value. The hierarchy gives highest priority to unadjusted, quoted prices in active markets for identical assets and liabilities (i.e., Level 1 measurements) and lowest priority to unobservable inputs (i.e., Level 3 measurements). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Chemours applies the following valuation hierarchy in measuring the fair values of its assets and liabilities: • Level 1 – Quoted prices in active markets for identical assets and liabilities; • Level 2 – Significant other observable inputs (e.g., quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable, such as interest rate and yield curves, and market-corroborated inputs); and, • Level 3 – Unobservable inputs for the asset or liability, which are valued based on management’s estimates of assumptions that mark |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Note 4. Acquisitions and Divestitures Beaumont Land Sale On December 22, 2021, the Company entered into an agreement to sell land related to the Beaumont former operating site for cash consideration of approximately $17 (the “Beaumont Transaction”). There were no material assets or liabilities classified as held for sale at December 31, 2021. This sale will be recorded as part of the Company’s Chemical Solutions segment. The Beaumont Transaction is expected to close in the first quarter of 2022, subject to customary closing conditions, including regulatory approvals. Divestiture of Mining Solutions On July 26, 2021, the Company entered into a definitive agreement with Manchester Acquisition Sub LLC, a Delaware limited liability company and a subsidiary of Draslovka Holding a.s., to sell the Mining Solutions business of its Chemical Solutions segment for cash consideration of approximately $520 (the “Mining Solutions Transaction”). The Company completed the sale on December 1, 2021 and received net cash proceeds of $508, net of $13 cash divested. Upon completion of the sale, the Company also recorded a net pre-tax gain on sale of $112 in other income (expense), net in the consolidated statements of operations, inclusive of $21 of transaction costs. The sale of the Mining Solutions business does not represent a strategic shift that will have a major effect on the Company’s operations and financial results. Accordingly, the disposal group is not classified as a discontinued operation. Divestiture of Methylamines and Methylamides In December 2019, the Company entered into an asset purchase agreement with Belle Chemical Company (“Belle”), a subsidiary of Cornerstone Chemical Company, whereby Belle agreed to acquire the Methylamines and Methylamides business of Chemours’ Chemical Solutions segment for a negligible purchase price, subject to customary working capital and other adjustments, but not to exceed a loss on sale of $2. The Company completed the sale and, in December 2019, subsequent to working capital adjustments, received cash proceeds of $2. Prior to the completion of the sale, in the second half of 2019, the Company recorded accelerated depreciation of $34, which was recorded as a component of restructuring, asset-related, and other charges in the consolidated statements of operations. Upon completion of the sale, the Company also recorded an additional pre-tax loss on sale of $2, net of a benefit from working capital adjustments, in other income (expense), net in the consolidated statements of operations. Sale of Oakley, California In September 2019, the Company sold its Oakley, California site to a third party for $7, of which $4 was received at closing. Receipt of the remaining $3 of proceeds was contingent upon the completion of certain environmental remediation activities at the site; these environmental remediation activities were completed, and the associated proceeds were received, in 2020. In connection with the sale, Chemours retained $10 in existing environmental remediation liabilities. $3 and $4 of environmental remediation liabilities remained on the Company’s consolidated balance sheets at December 31, 2021 and 2020, respectively. The Company recognized a $6 gain on the sale, inclusive of the aforementioned $3 of proceeds received in 2020. The remaining portion of the gain previously deferred was recognized in 2020 upon the Company’s completion of certain environmental remediation activities at the site. Acquisition of Southern Ionics Minerals, LLC In August 2019, the Company, through its wholly-owned subsidiary, The Chemours Company FC, LLC, entered into a Membership Interest Purchase Agreement to acquire all of the outstanding stock of Southern Ionics Minerals, LLC (“SIM”) for an estimated total consideration of approximately $25, which included customary working capital and other adjustments made within a specified time period. SIM was . The aggregate purchase price of $25 included an upfront payment of $10, an additional installment payment of $10, and contingent considerations with an estimated fair value of $5. The additional installment payment of $10 was made during the third quarter of 2020. The Company accounted for the acquisition of SIM as a business combination, and as such, all assets acquired and liabilities assumed were recorded at their estimated fair values. The purchase consideration was primarily assigned to the property, plant, and equipment of the acquired business, and there was no goodwill associated with the transaction. These amounts were subject to further adjustment during the applicable measurement period as additional information was obtained, including the finalization of a third-party appraisal. The Company completed its assessment during the fourth quarter of 2019, and no subsequent adjustments were made to these amounts. The Company’s consolidated financial statements include SIM’s results of operations from August 1, 2019, the date of acquisition. Net sales and net income (loss) attributable to Chemours contributed by SIM during this period were not material to the Company’s or its Titanium Technologies segment’s results of operations. Acquisition-related expenses amounted to less than $1 for the year ended December 31, 2019 and are included as a component of selling, general, and administrative expense in the consolidated statements of operations. |
Net Sales
Net Sales | 12 Months Ended |
Dec. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Net Sales | Note 5. Net Sales Disaggregation of Net Sales The following table sets forth a disaggregation of the Company’s net sales by geographic region and segment and product group for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Net sales by geographic region (1) North America: Titanium Technologies $ 1,019 $ 776 $ 727 Thermal & Specialized Solutions 635 520 592 Advanced Performance Materials 494 407 512 Chemical Solutions 169 211 313 Total North America 2,317 1,914 2,144 Asia Pacific: Titanium Technologies 1,049 778 809 Thermal & Specialized Solutions 160 134 166 Advanced Performance Materials 595 450 507 Chemical Solutions 23 22 61 Total Asia Pacific 1,827 1,384 1,543 Europe, the Middle East, and Africa: Titanium Technologies 829 528 474 Thermal & Specialized Solutions 313 331 408 Advanced Performance Materials 254 202 258 Chemical Solutions 16 25 23 Total Europe, the Middle East, and Africa 1,412 1,086 1,163 Latin America (2): Titanium Technologies 458 320 335 Thermal & Specialized Solutions 149 120 152 Advanced Performance Materials 54 45 53 Chemical Solutions 128 100 136 Total Latin America 789 585 676 Total net sales $ 6,345 $ 4,969 $ 5,526 Net sales by segment and product group Titanium Technologies: Titanium dioxide and other minerals $ 3,355 $ 2,402 $ 2,345 Thermal & Specialized Solutions: Refrigerants 973 889 1,086 Foam, propellants, and other 284 216 232 Advanced Performance Materials: Fluoropolymers and advanced materials 1,397 1,104 1,330 Chemical Solutions: Mining solutions 237 203 268 Performance chemicals and intermediates 99 155 265 Total net sales $ 6,345 $ 4,969 $ 5,526 (1) Net sales are attributed to countries based on customer location. (2) Latin America includes Mexico. Substantially all of the Company’s net sales are derived from goods and services transferred at a point in time. The Company’s net sales from trademark licensing royalties were not significant for the years ended December 31, 2021, 2020, and 2019. Contract Balances The Company’s assets and liabilities from contracts with customers constitute accounts receivable - trade, deferred revenue, and customer rebates. An amount for accounts receivable - trade is recorded when the right to consideration under a contract becomes unconditional. An amount for deferred revenue is recorded when consideration is received prior to the conclusion that a contract exists, or when a customer transfers consideration prior to the Company satisfying its performance obligations under a contract. Customer rebates represent an expected refund liability to a customer based on a contract. In contracts with customers where a rebate is offered, it is generally applied retroactively based on the achievement of a certain sales threshold. As revenue is recognized, the Company estimates whether or not the sales threshold will be achieved to determine the amount of variable consideration to include in the transaction price. The following table sets forth the Company’s contract balances from contracts with customers at December 31, 2021 and 2020. December 31, 2021 2020 Contract assets: Accounts receivable - trade, net (Note 11) $ 644 $ 449 Contract liabilities: Deferred revenue (Note 19 & Note 21) $ 5 $ 12 Customer rebates (Note 19) 83 69 Changes in the Company’s deferred revenue balances resulting from additions for advance payments and deductions for amounts recognized in net sales during the years ended December 31, 2021 and 2020 were not significant. For the years ended December 31, 2021 and 2020, the amount of net sales recognized from performance obligations satisfied in prior periods (e.g., due to changes in transaction price) was not significant. Contract Remaining Performance Obligations Certain of the Company’s MSAs or other arrangements contain take-or-pay clauses, whereby customers are required to purchase a fixed minimum quantity of product during a specified period, or pay the Company for such orders, even if not requested by the customer. The Company considers these take-or-pay clauses to be an enforceable contract, and as such, the legally-enforceable minimum amounts under such an arrangement are considered to be outstanding performance obligations on contracts with an original expected duration greater than one year. At December 31, 2021, Chemours had $5 of remaining performance obligations. The Company expects to recognize approximately 92% of its remaining performance obligations as revenue in 2022 and approximately 8% as revenue in 2023. The Company applies the allowable practical expedient and does not include remaining performance obligations that have original expected durations of one year or less, or amounts for variable consideration allocated to wholly-unsatisfied performance obligations or wholly-unsatisfied distinct goods that form part of a single performance obligation, if any. Amounts for contract renewals that are not yet exercised by December 31, 2021 are also excluded. |
Research and Development Expens
Research and Development Expense | 12 Months Ended |
Dec. 31, 2021 | |
Research And Development [Abstract] | |
Research and Development Expense | Note 6. Research and Development Expense The following table sets forth the Company’s R&D expense by segment for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Titanium Technologies $ 36 $ 31 $ 29 Thermal & Specialized Solutions 20 18 17 Advanced Performance Materials 46 41 31 Chemical Solutions 2 2 2 Corporate and Other 3 1 1 Total research and development expense $ 107 $ 93 $ 80 |
Restructuring, Asset-Related, a
Restructuring, Asset-Related, and Other Charges | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring And Related Activities [Abstract] | |
Restructuring, Asset-Related, and Other Charges | Note 7. Restructuring, Asset-related, and Other Charges The following table sets forth the components of the Company’s restructuring, asset-related, and other charges for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Restructuring and other charges: Employee separation charges $ (2 ) $ 17 $ 21 Decommissioning and other charges 8 41 23 Total restructuring and other charges 6 58 44 Asset-related charges — 22 43 Total restructuring, asset-related, and other charges $ 6 $ 80 $ 87 The following table sets forth the impacts of the Company’s restructuring programs to segment earnings for the years ended December 31, 202 1 , 20 20 , and 201 9 . Year Ended December 31, 2021 2020 2019 Restructuring charges: Plant and product line closures: Chemical Solutions $ 13 $ 4 $ 2 Corporate and Other — 1 18 Total plant and product line closures 13 5 20 2017 Restructuring Program: Titanium Technologies — — 1 Thermal & Specialized Solutions — — 1 Advanced Performance Materials — — 1 Corporate and Other — (1 ) — Total 2017 Restructuring Program — (1 ) 3 2018 Restructuring Program: Corporate and Other — — (1 ) Total 2018 Restructuring Program — — (1 ) 2019 Restructuring Program: Titanium Technologies — — 5 Thermal & Specialized Solutions — 1 3 Advanced Performance Materials — 2 4 Chemical Solutions — — 1 Corporate and Other — — 9 Total 2019 Restructuring Program — 3 22 2020 Restructuring Program: Titanium Technologies — 3 — Thermal & Specialized Solutions — 1 — Advanced Performance Materials (1 ) 3 — Chemical Solutions — 1 — Corporate and Other — 5 — Total 2020 Restructuring Program (1 ) 13 — Total restructuring charges 12 20 44 Asset-related charges: Titanium Technologies — — 9 Advanced Performance Materials — 10 — Chemical Solutions — 8 34 Corporate and Other — 4 — Total asset-related charges — 22 43 Other charges: Titanium Technologies — 1 — Advanced Performance Materials 1 — — Chemical Solutions (7 ) 37 — Total other charges (6 ) 38 — Total restructuring, asset-related, and other charges $ 6 $ 80 $ 87 Other Charges Chemical Solutions In connection with the construction work at the Mining Solutions facility in Gomez Palacio, Durango, Mexico, the Company had previously entered into an agreement with a third-party services provider. In 2020, the Company entered into dispute resolution with the third-party services provider, resulting in a $26 charge related to probable contract termination fees, as well as immediate recognition of $11 of other related prepaid costs for a total of $37 in Other Charges. During 2021, the Company and the third-party services provider reached an agreement to terminate the contractual relationship resulting in a payment of $26 for the aforementioned contract termination fees and, in exchange, the Company received title to approximately $22 of assets classified as construction-in-process, of which only approximately $9 were expected to be used by the Company when construction resumed. Accordingly, approximately $13 was recognized in impairment charges in 2021, offset by $22 of the liability recorded in 2020 being reversed in 2021, resulting in a net $9 gain in Other Charges. Additionally, during the year ended December 31, 2021, the Company incurred $2 of freight charges associated with transportation of the impaired assets. In December 2021, the assets at the Mining Solutions facility in Gomez Palacio, Durango, Mexico were sold as part of the Mining Solutions Transaction. Plant and Product Line Closures and Asset-related Charges Titanium Technologies In December 2019, in an effort to improve the profitability of the Company’s Titanium Technologies segment, management approved the discontinuation of the titanium tetrachloride production line at the Company’s New Johnsonville, Tennessee site. For the year ended December 31, 2019, the Company recorded accelerated depreciation of $9. The Company does not expect to incur material decommissioning and dismantling-related charges related to the discontinuation of this production line. Advanced Performance Materials In the year ended December 31, 2020, in connection with various property, plant, and equipment and other asset impairments, the Company recorded asset-related charges of $10. Chemical Solutions In 2015, the Company announced its completion of the strategic review of its Reactive Metals Solutions business and the decision to stop production at its Niagara Falls, New York manufacturing plant. Following the closure of the facility, the Company incurred decommissioning and dismantling-related charges of $2, $2, and $2 for the years ended December 31, 2021, 2020, and 2019, respectively. The Company expects to incur and spend approximately $1 related to additional restructuring charges for similar activities by the end of 2022, all of which relate to Chemical Solutions. Through December 31, 2021, the Company has incurred, in the aggregate, $42 in restructuring charges related to these activities, excluding asset-related charges. In 2019, in an effort to improve the profitability of the Company’s Chemical Solutions segment, the Company announced plans to exit its Methylamines and Methylamides business at its Belle, West Virginia manufacturing plant, which culminated in the completed exit and sale of the business in December 2019. As a result, for the year ended December 31, 2019, the Company recorded accelerated depreciation of $34. The Company does not expect to incur additional charges related to the exit of the Methylamines and Methylamides business. Refer to “Note 4 – Acquisitions and Divestitures” for further details. In 2020, the Company completed a business review of its Aniline business. It was determined that the Aniline business was not core to the Company’s future strategy, and production ceased at the Pascagoula, Mississippi manufacturing plant in the fourth quarter of 2020. As a result, during the year ended December 31, 2020, the Company recorded asset-related charges of $10, which are primarily comprised of $6 for property, plant, and equipment and other asset impairments, as well as $4 for environmental remediation liabilities to be paid over a period of approximately 16 years. The Company also recorded employee separation-related liabilities of $2. In conjunction with this decision, approximately 20 employees separated from the Company through the end of 2021 with approximately 15 additional employees separating from the Company during the first quarter of 2022. At December 31, 2021, $1 remained as an employee separation-related liability, and the remaining severance payments are expected to be made by the first quarter of 2022. Furthermore, the Company recorded decommissioning and dismantling-related charges of $12 for the year ended December 31, 2021. The future net cash outflows associated with these exit costs are not expected to be material. Corporate and Other In 2018, the Company began a project to demolish and remove several dormant, unused buildings at its Chambers Works site in Deepwater, New Jersey, which were assigned to Chemours in connection with its Separation from EID and never used in Chemours’ operations. For the years ended December 31, 2020 and 2019, the Company incurred $1 and $18, respectively, in additional decommissioning and dismantling-related charges associated with these efforts. Through December 31, 2021, the Company has incurred, in the aggregate, $28 in restructuring charges related to these activities. The Company does not currently expect to incur additional charges related to these activities at its Chambers Works site, and any remaining future charges and cash outflows associated with these activities are not expected to be material. 2017 Restructuring Program In 2017, the Company announced certain restructuring activities designed to further the cost savings and productivity improvements outlined under management’s transformation plan. These activities include, among other efforts: (i) outsourcing and further centralizing certain business process activities; (ii) consolidating existing, outsourced third-party information technology (“IT”) providers; and, (iii) implementing various upgrades to the Company’s current IT infrastructure. In connection with these corporate function efforts, the Company recorded $3 In 2017, the Company also announced a voluntary separation program (“VSP”) for certain eligible U.S. employees in an effort to better manage the anticipated future changes to its workforce. Employees who volunteered for and were accepted under the VSP received certain financial incentives above the Company’s customary involuntary termination benefits to end their employment with Chemours after providing a mutually agreed-upon service period. Approximately 300 employees separated from the Company through the end of 2018. An accrual representing the majority of these termination benefits, amounting to $18, was recognized in the fourth quarter of 2017. The remaining $9 of incremental, one-time financial incentives under the VSP were recognized over the period that each participating employee continued to provide service to Chemours. The cumulative amount incurred, in the aggregate, for the Company’s 2017 Restructuring Program amounted to $61 at December 31, 2021. The Company has substantially completed all actions related to this program. 2018 Restructuring Program In 2018, management initiated a restructuring program of the Company’s corporate functions and recorded the related estimated severance costs of $5. The Company has substantially completed all actions related to this program. 2019 Restructuring Program In 2019, management initiated a severance program of the Company’s corporate functions and businesses, and the majority of employees separated from the Company during the fourth quarter of 2019. For the years ended December 31, 2020 and 2019, the Company recorded charges for its 2019 Restructuring Program of $3 and $22, respectively. Through December 31, 2021, the cumulative amount incurred for the Company’s 2019 Restructuring Program amounted to $25. The Company has substantially completed all actions related to this program 2020 Restructuring Program In 2020, management initiated a severance program that was largely attributable to further aligning the cost structure of the Company’s businesses and corporate functions with its strategic and financial objectives. Through December 31, 2021, the cumulative amount incurred for the Company’s 2020 Restructuring Program amounted to $12 and the Company has substantially completed all actions related to this program. The following table sets forth the change in the Company’s employee separation-related liabilities associated with its restructuring programs for the years ended December 31, 2021 and 2020. Chemical Solutions Site Closures 2017 Restructuring Program 2019 Restructuring Program 2020 Restructuring Program Total Balance at January 1, 2020 $ — $ 1 $ 14 $ — $ 15 Charges (credits) to income 2 (1 ) 3 13 17 Payments — — (15 ) (10 ) (25 ) Balance at December 31, 2020 2 — 2 3 7 Credits to income (1 ) — — (1 ) (2 ) Payments — — (2 ) (2 ) (4 ) Balance at December 31, 2021 $ 1 $ — $ — $ — $ 1 At December 31, 2021 and 2020, there were no significant outstanding liabilities related to the Company’s decommissioning and other restructuring-related charges. |
Other Income (Expense), Net
Other Income (Expense), Net | 12 Months Ended |
Dec. 31, 2021 | |
Other Income And Expenses [Abstract] | |
Other Income (Expense), Net | Note 8. Other Income (Expense), Net The following table sets forth the components of the Company’s other income (expense), net for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Leasing, contract services, and miscellaneous income (1) $ 14 $ 20 $ 51 Royalty income (2) 22 18 16 Gain on sales of assets and businesses (3) 115 8 10 Exchange gains (losses), net (4) 3 (26 ) (2 ) Non-operating pension and other post-retirement employee benefit income (cost) (5) 9 1 (368 ) Total other income (expense), net $ 163 $ 21 $ (293 ) (1) Leasing, contract services, and miscellaneous income includes European Union fluorinated greenhouse gas quota authorization sales of $3, $3, and $41 (2) Royalty income for the years ended December 31, 2021, 2020, and 2019 is primarily from technology licensing. (3) For the year ended December 31, 2021, gain on sale includes a net pre-tax gain on sale of $112 associated with the sale of the Company’s Mining Solutions business of its Chemical Solutions segment which is further discussed in “Note 4 – Acquisitions and Divestitures”. For the year ended December 31, 2020, gain on sale includes a $6 gain associated with the sale of the Company’s Oakley, California site, which was contingent upon the completion of certain environmental remediation activities at the site. For the year ended December 31, 2019, gain on sale includes a non-cash gain of $9 recognized in connection with the Company’s sale of its Repauno, New Jersey site; that was previously deferred and subsequently realized after certain environmental obligations were fulfilled. (4) Exchange gains (losses), net includes gains and losses on the Company’s foreign currency forward contracts that have not been designated as a cash flow hedge. (5) Non-operating pension and other post-retirement employee benefit income (cost) represents the components of net periodic pension income (cost), excluding the service cost component. The year ended December 31, 2019 includes a $380 settlement loss related to a significant portion of the Company’s Netherlands pension plan, specific to the vested pension benefits of the inactive participants. Refer to “Note 27 – Long-term Employee Benefits” for further details. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9. Income Taxes The following table sets forth the components of the Company’s provision for (benefit from) income taxes for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Current tax expense (benefit): U.S. federal $ 60 $ 4 $ 13 U.S. state and local 12 1 (1 ) International 72 75 79 Total current tax expense 144 80 91 Deferred tax expense (benefit): U.S. federal (69 ) (86 ) (77 ) U.S. state and local (6 ) (12 ) (5 ) International (1 ) (22 ) (81 ) Total deferred tax benefit (76 ) (120 ) (163 ) Total provision for (benefit from) income taxes $ 68 $ (40 ) $ (72 ) The following table sets forth the components of the Company’s deferred tax assets and liabilities at December 31, 2021 and 2020. December 31, 2021 2020 Deferred tax assets: Environmental and other liabilities $ 162 $ 124 Employee related and benefit items 64 50 Other assets and accrual liabilities 101 43 Tax attribute carryforwards 91 141 Operating lease liability 56 60 Total deferred tax assets 474 418 Less: Valuation allowance (8 ) (24 ) Total deferred tax assets, net 466 394 Deferred tax liabilities: Property, plant, and equipment and intangible assets (244 ) (257 ) LIFO inventories (18 ) (12 ) Operating lease asset (53 ) (56 ) Other liabilities (30 ) (9 ) Total deferred tax liabilities (345 ) (334 ) Deferred tax assets, net $ 121 $ 60 Amounts in the table above have been reclassified for certain prior year balances. The overall impact on the table is immaterial. The following table sets forth an analysis of the Company’s effective tax rates for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 $ % $ % $ % Statutory U.S. federal income tax rate $ 142 21.0 % $ 38 21.0 % $ (26 ) 21.0 % State income taxes, net of federal benefit 3 0.4 % (11 ) (6.1 )% (7 ) 5.6 % Lower effective tax rate on international operations, net (19 ) (2.8 )% (34 ) (19.0 )% (28 ) 22.7 % Foreign-derived intangible income deduction (12 ) (1.8 )% — — % — — % Goodwill 10 1.5 % — — % — — % Depletion (7 ) (1.0 )% (6 ) (3.4 )% (5 ) 4.0 % Exchange gains (13 ) (1.9 )% — — % (7 ) 5.6 % Provision to return and other adjustments (11 ) (1.6 )% (37 ) (20.6 )% (4 ) 3.2 % Valuation allowance (16 ) (2.4 )% 13 7.3 % 8 (6.5 )% Stock-based compensation (4 ) (0.6 )% — — % (14 ) 11.4 % Executive compensation limitation 3 0.4 % 1 0.6 % 9 (7.3 )% R&D credit (6 ) (0.9 )% (7 ) (3.8 )% (6 ) 4.8 % Uncertain tax positions (3 ) (0.4 )% (1 ) (0.5 )% 7 (5.6 )% Other, net 1 0.2 % 4 2.2 % 1 (0.8 )% Total effective tax rate $ 68 10.1 % $ (40 ) (22.3 )% $ (72 ) 58.1 % The following table sets forth the Company’s income (loss) before income taxes for its U.S. and international operations for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 U.S. operations (including exports) $ 44 $ (136 ) $ (375 ) International operations 632 315 251 Total income (loss) before income taxes $ 676 $ 179 $ (124 ) Other Matters Management asserts that it is indefinitely reinvested with respect to all undistributed earnings prior to 2018 and, therefore, has not recorded deferred tax liabilities with respect to those earnings. Beginning in 2018, management determined that the Company’s earnings from certain foreign subsidiaries are not indefinitely reinvested and presumed such earnings will be distributed to the U.S. At December 31, 2021 and 2020, deferred tax liabilities for the foreign subsidiaries that are not indefinitely reinvested were not material to the Company’s consolidated financial statements. At December 31, 2021, the amount of indefinitely reinvested unremitted earnings was approximately $602. The potential tax implications of the repatriation of unremitted earnings are driven by the facts at the time of distribution; however, due to U.S. tax reform and the U.S. Transition Tax, the incremental cost to repatriate earnings is expected to be primarily related to withholding taxes and is not expected to be material. For the year ended December 31, 2021, the Company recorded $1 of valuation allowance on certain foreign tax credits. For the year ended December 31, 2020, the Company recorded $12 of valuation allowance on certain foreign subsidiary net deferred tax assets and $2 of valuation allowance on certain foreign tax credits. In connection with the classification of assets held for sale during the third quarter of 2021 related to the sale of the Mining Solutions Business on December 1, 2021, the Company recorded an income tax benefit of $16 related to the release of a valuation allowance on the deferred tax assets of one of its Mexican subsidiaries. The Company has evaluated all available positive and negative evidence, including the impact of the sale of the Mining Solutions business, as well as the future projections of profitability for the entity post sale. As a result, the Company determined that all of its deferred tax assets related to the Mexican subsidiary are more likely than not to be realized and accordingly reversed the valuation allowance against those deferred tax assets. Under the tax laws of various jurisdictions in which the Company operates, deductions or credits that cannot be fully utilized for tax purposes during the current year may be carried forward or back, subject to statutory limitations, to reduce taxable income or taxes payable in future or prior years. At December 31, 20 2 1 , the Company’s U.S state tax losses amounted to $ 4 , which substantially expire between 2036 and 203 9 . The Company has foreign net operating losses of $ 12 , which expire between 2026 and 20 3 1 , and $ 8 of certain foreign tax credits, which expire between 2025 and 203 1 . Each year, Chemours and/or its subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and non-U.S. jurisdictions. The following table sets forth the Company’s significant jurisdictions’ tax returns that are subject to examination by their respective taxing authorities for the open years listed. Jurisdiction Open Years China 2015 through 2021 India 2015 through 2021 Mexico 2015 through 2021 Netherlands 2017 through 2021 Singapore 2017 through 2021 Switzerland 2018 through 2021 Taiwan 2015 through 2021 U.S. 2017 through 2021 Positions challenged by the taxing authorities may be settled or appealed by Chemours and/or EID in accordance with the tax matters agreement. As a result, income tax uncertainties are recognized in the Company’s consolidated financial statements in accordance with accounting for income taxes, when applicable. The following table sets forth the change in the Company’s unrecognized tax benefits for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 7 $ 9 $ 2 Gross amounts of decreases in unrecognized tax benefits as a result of adjustments to tax provisions taken during the prior period (1 ) (2 ) — Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken during the current period — 1 7 Reduction to unrecognized tax benefits as a result of a lapse of the applicable statute of limitations (1 ) (1 ) — Balance at December 31, $ 5 $ 7 $ 9 Total unrecognized tax benefits, if recognized, that would impact the effective tax rate $ 4 $ 8 $ 9 Total amount of interest and penalties recognized in the consolidated statements of operations (1 ) 1 — Total amount of interest and penalties recognized in the consolidated balance sheets 1 1 — The following table sets forth a rollforward of the Company’s deferred tax asset valuation allowance for the years ended December 31, 20 2 1 , 20 20 , and 201 9 . Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 24 $ 10 $ 2 Net charges to income tax expense — 14 8 Release of valuation allowance (16 ) — — Balance at December 31, $ 8 $ 24 $ 10 |
Earnings Per Share of Common St
Earnings Per Share of Common Stock | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share of Common Stock | Note 10. Earnings Per Share of Common Stock The following table sets forth the reconciliations of the numerators and denominators of the Company’s basic and diluted earnings per share calculations for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Numerator: Net income (loss) attributable to Chemours $ 608 $ 219 $ (52 ) Denominator: Weighted-average number of common shares outstanding - basic 164,943,575 164,681,827 164,816,839 Dilutive effect of the Company’s employee compensation plans (1) 3,754,864 1,664,702 — Weighted-average number of common shares outstanding - diluted (1) 168,698,439 166,346,529 164,816,839 Basic earnings (loss) per share of common stock $ 3.69 $ 1.33 $ (0.32 ) Diluted earnings (loss) per share of common stock (1) 3.60 1.32 (0.32 ) (1) In periods where the Company incurs a net loss, the impact of potentially dilutive securities is excluded from the calculation of earnings per share as its inclusion would have an anti-dilutive effect. The following table sets forth the average number of stock options that were anti-dilutive and, therefore, were not included in the Company’s diluted earnings per share calculations for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Average number of stock options 1,500,577 3,839,845 2,206,609 |
Accounts and Notes Receivable,
Accounts and Notes Receivable, Net | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Accounts and Notes Receivable, Net | Note 11. Accounts and Notes Receivable, Net The following table sets forth the components of the Company’s accounts and notes receivable, net at December 31, 2021 and 2020. December 31, 2021 2020 Accounts receivable - trade, net (1) $ 644 $ 449 VAT, GST, and other taxes (2) 41 49 Other receivables (3) 35 13 Total accounts and notes receivable, net $ 720 $ 511 (1) Accounts receivable - trade, net includes trade notes receivable of $17 and less than $1 and is net of allowances for doubtful accounts of $5 and $7 at December 31, 2021 and 2020, respectively. Such allowances are equal to the estimated uncollectible amounts. (2) Value added tax (“VAT”) and goods and services tax (“GST”) for various jurisdictions. (3) Other receivables consist of derivative instruments, advances and other deposits. Accounts and notes receivable are carried at amounts that approximate fair value. Bad debt expense amounted to $2, $3 and less than $1 for the years ended December 31, 2021, 2020 and 2019, respectively. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Net [Abstract] | |
Inventories | Note 12. Inventories The following table sets forth the components of the Company’s inventories at December 31, 2021 and 2020. December 31, 2021 2020 Finished products $ 704 $ 579 Semi-finished products 192 180 Raw materials, stores, and supplies 475 433 Inventories before LIFO adjustment 1,371 1,192 Less: Adjustment of inventories to LIFO basis (272 ) (253 ) Total inventories $ 1,099 $ 939 Inventory values, before LIFO adjustment, are generally determined by the average cost method, which approximates current cost. Inventories are valued under the LIFO method at substantially all of the Company’s U.S. locations, which comprised $650 and $585 (or During 2021, inventory reductions in the Company’s Titanium Technologies segment resulted in liquidations of LIFO inventory layers carried at lower costs prevailing in prior years as compared to current-year costs. During the year ended December 31, 2021, the benefit to net income (loss) attributable to Chemours from the liquidation of LIFO inventory was $8 or $0.05 on basic earnings (loss) per share of common stock. |
Property, Plant, and Equipment,
Property, Plant, and Equipment, Net | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property, Plant, and Equipment, Net | Note 13. Property, Plant, and Equipment, Net The following table sets forth the components of the Company’s property, plant, and equipment, net at December 31, 2021 and 2020. December 31, 2021 2020 Equipment $ 7,559 $ 7,816 Buildings 1,168 1,198 Construction-in-progress 361 421 Land 108 111 Mineral rights 36 36 Property, plant, and equipment 9,232 9,582 Less: Accumulated depreciation (6,078 ) (6,108 ) Total property, plant, and equipment, net $ 3,154 $ 3,474 Property, plant, and equipment, net included gross assets under finance leases of $95 and $86 at December 31, 2021 and 2020, respectively. Interest expense capitalized as part of property, plant, and equipment, net amounted to $5, $4, and $10 for the years ended December 31, 2021, 2020, and 2019, respectively. Depreciation expense amounted to $309, $313, and $304 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | Note 14. Leases The Company leases certain office space, laboratory space, equipment, railcars, tanks, barges, tow boats, and warehouses. Lease expense is recognized over the term of these leases on a straight-line basis. The Company’s leases have remaining terms of up to 25 years. Some leases of equipment contain immaterial amounts of residual value guarantees. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets. The following table sets forth the Company’s lease assets and lease liabilities and their balance sheet locations at December 31, 2021 and 2020. December 31, Balance Sheet Location 2021 2020 Lease assets: Operating lease right-of-use assets Operating lease right-of-use assets $ 227 $ 236 Finance lease assets Property, plant, and equipment, net (Note 13) 69 69 Total lease assets $ 296 $ 305 Lease liabilities: Current: Operating lease liabilities Other accrued liabilities (Note 19) $ 59 $ 57 Finance lease liabilities Short-term and current maturities of long-term debt (Note 20) 12 7 Total current lease liabilities 71 64 Non-current: Operating lease liabilities Operating lease liabilities 179 194 Finance lease liabilities Long-term debt, net (Note 20) 60 67 Total non-current lease liabilities 239 261 Total lease liabilities $ 310 $ 325 The following table sets forth the components of the Company’s lease cost for the years ended December 31, 2021, 2020 and 2019. Year Ended December 31, 2021 2020 2019 Operating lease cost $ 66 $ 88 $ 99 Short-term lease cost 7 5 5 Variable lease cost 21 20 16 Finance lease cost: Amortization of lease assets 12 8 5 Interest on lease liabilities 4 4 2 Total lease cost $ 110 $ 125 $ 127 The following table sets forth the cash flows related to the Company’s leases for the years ended December 31, 2021, 2020 and 2019. Year Ended December 31, 2021 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 70 $ 91 $ 101 Operating cash flows from finance leases 4 4 2 Financing cash flows from finance leases 10 6 3 Non-cash lease liabilities activity: Leased assets obtained in exchange for new operating lease liabilities $ 45 $ 23 $ 48 Leased assets obtained in exchange for new finance lease liabilities 14 19 62 The following table sets forth the weighted-average terms and weighted-average discount rates for the Company’s leases at December 31, 2021 and 2020. December 31, 2021 2020 Weighted-average remaining lease term (years): Operating leases 11.0 8.6 Finance leases 6.3 7.9 Weighted-average discount rate: Operating leases 5.30 % 5.00 % Finance leases 4.80 % 5.40 % The following table sets forth the Company’s lease liabilities’ maturities for the next five years and thereafter. Operating Leases Finance Leases Total 2022 $ 61 $ 14 $ 75 2023 46 14 60 2024 37 13 50 2025 29 13 42 2026 25 13 38 Thereafter 93 19 112 Total lease payments 291 86 377 Less: Imputed interest (53 ) (14 ) (67 ) Present value of lease liabilities $ 238 $ 72 $ 310 The Chemours Discovery Hub In October 2017, Chemours executed a build-to-suit lease agreement to construct a new 312,000-square-foot R&D facility located in the Science, Technology, and Advanced Research campus of the University of Delaware (“UD”) in Newark, Delaware (“Chemours Discovery Hub”). Chemours was deemed to be the owner for accounting purposes during construction of the facility. Construction was completed in the fourth quarter of 2019, and, upon its completion, Chemours evaluated whether a sale occurred for purposes of sale-leaseback accounting treatment. The Company determined that this transaction did not qualify for sale-leaseback accounting, and, as a result, the leasing arrangement is considered to be a financing transaction. At completion of the construction, the build-to-suit lease liability was reclassified as a financing obligation within long-term debt, net, and the build-to-suit lease asset was capitalized in property, plant and equipment, net. At December 31, 2021 and 2020, a financing obligation of $93 and $94, respectively, and property, plant, and equipment of $88 and $92, respectively, are recorded on the Company’s consolidated balance sheet. The following table sets forth the Company’s minimum future payments due for the next five years and thereafter related to the Chemours Discovery Hub financing obligation . 2022 $ 6 2023 7 2024 7 2025 7 2026 7 Thereafter 147 Total payments $ 181 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets, Net | Note 15. Goodwill and Other Intangible Assets, Net Goodwill The following table sets forth the changes in the carrying amount of the Company’s goodwill by segment for the years ended December 31, 2021 and 2020. Titanium Technologies Thermal & Specialized Solutions Advanced Performance Materials Chemical Solutions Total Balance at January 1, 2020 $ 13 $ 33 $ 56 $ 51 $ 153 Balance at December 31, 2020 13 33 56 51 153 Divestitures — — — (51 ) (51 ) Balance at December 31, 2021 $ 13 $ 33 $ 56 $ — $ 102 Chemours consists of four operating segments: Titanium Technologies, Thermal & Specialized Solutions, Advanced Performance Materials, and Chemical Solutions. In 2020, the Company’s reporting units were consistent with its operating segments, with the exception of the Chemical Solutions segment, which was comprised of the Mining Solutions and Performance Chemicals and Intermediates reporting units. In 2021, following the Mining Solutions Transaction, the Company’s reporting units are consistent with its operating segments. For the year ended December 31, 2020 the Company did not have any adjustments to or transfers of its goodwill balances. For the year ended December 31, 2021, $51 of goodwill was allocated to the disposal group in determining the gain on sale of the Mining Solutions business. The Company tested the goodwill balances attributable to each of its reporting units for potential impairment on October 1, 2021 and 2020, the dates of Chemours’ annual goodwill assessment. The total accumulated impairment losses included in the Company’s goodwill balance at December 31, 2021 and 2020 amounted to $4. Other Intangible Assets, Net The following table sets forth the gross carrying amounts and accumulated amortization of the Company’s other intangible assets by major class at December 31, 2021 and 2020. December 31, 2021 December 31, 2020 Cost Accumulated Amortization Net Cost Accumulated Amortization Net Customer lists $ 2 $ (2 ) $ — $ 9 $ (9 ) $ — Customer relationships 22 (16 ) 6 22 (12 ) 10 Patents 19 (19 ) — 19 (19 ) — Purchased trademarks — — — 5 (3 ) 2 Purchased and licensed technology 3 (3 ) — 3 (3 ) — Other (1) 10 (10 ) — 10 (8 ) 2 Total other intangible assets $ 56 $ (50 ) $ 6 $ 68 $ (54 ) $ 14 (1) Represents non-cash favorable supply contracts acquired in connection with the sale of the Sulfur business in 2016 based on the present value of the difference between their contractual cash flows and estimated cash flows had the contracts been executed at a determinable market price. These contract intangibles were amortized to cost of goods sold over the remaining life of the supply contracts through 2021. The aggregate pre-tax amortization expense for definite-lived intangible assets was $8, $7, and $ 7 |
Investments in Affiliates
Investments in Affiliates | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments in Affiliates | Note 16. Investments in Affiliates The Company holds investments in companies where it, directly or indirectly, owns 20% to 50% of the voting stock, or has the ability to exercise significant influence over the operating and financial policies of the investee. The following table sets forth the jurisdiction, carrying value, and ownership percentages of the Company’s investments in affiliates at December 31, 2021 and 2020. December 31, 2021 December 31, 2020 Investee Jurisdiction Carrying Value Ownership Carrying Value Ownership Chemours-Mitsui Fluorochemicals Company, Ltd. Japan $ 98 50.0% $ 104 50.0% The Chemours Chenguang Fluoromaterials Company Limited China 33 50.0% 32 50.0% Changshu 3F Zhonghao New Chemical Materials Co., Ltd. China 38 10.0% 31 10.0% $ 169 $ 167 The following table sets forth the changes in the Company’s investments in affiliates for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 167 $ 162 $ 160 Equity in earnings of affiliates 43 23 29 Dividends (30 ) (25 ) (28 ) Currency translation and other (11 ) 7 1 Balance at December 31, $ 169 $ 167 $ 162 The Company engages in transactions with its equity method investees in the ordinary course of business. For the years ended December 31, 2021, 2020, and 2019, net sales to the Company’s equity method investees amounted to $144, $98, and $135, |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Assets | Note 17. Other Assets The following table sets forth the components of the Company’s other assets at December 31, 2021 and 2020. December 31, 2021 2020 Capitalized repair and maintenance costs $ 195 $ 198 Pension assets (1) 55 79 Deferred income taxes 171 95 Miscellaneous 26 33 Total other assets $ 447 $ 405 (1) Pension assets represents the funded status of certain of the Company’s long-term employee benefit plans. |
Accounts Payable
Accounts Payable | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Accounts Payable | Note 18. Accounts Payable The following table sets forth the components of the Company’s accounts payable at December 31, 2021 and 2020. December 31, 2021 2020 Trade payables $ 1,141 $ 820 VAT and other payables 21 24 Total accounts payable $ 1,162 $ 844 |
Other Accrued Liabilities
Other Accrued Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Other Accrued Liabilities | Note 19. Other Accrued Liabilities The following table sets forth the components of the Company’s other accrued liabilities at December 31, 2021 and 2020. December 31, 2021 2020 Employee separation costs $ 2 $ 7 Accrued litigation (1) 36 37 Asset retirement obligations (1) 14 13 Income taxes 43 64 Customer rebates 83 69 Deferred revenue 3 7 Accrued interest 17 18 Operating lease liabilities (2) 59 57 Miscellaneous (3) 68 103 Total other accrued liabilities $ 325 $ 375 (1) Represents the current portions of accrued litigation and asset retirement obligations, which are discussed further in “Note 22 – Commitments and Contingent Liabilities”. (2) Represents the current portion of operating lease liabilities, which are discussed further in “Note 14 – Leases”. (3) Miscellaneous primarily includes accruals related to utility expenses, property taxes, a workers compensation indemnification liability and other miscellaneous expenses. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Note 20. Debt The following table sets forth the components of the Company’s debt at December 31, 2021 and 2020. December 31, 2021 2020 Senior secured term loans: Tranche B-2 U.S. dollar term loan due April 2025 $ 776 $ 875 Tranche B-2 euro term loan due April 2025 (€337 at December 31, 2021 and €340 at December 31, 2020) 381 417 Senior unsecured notes: 7.000% due May 2025 — 750 4.000% due May 2026 (€450 at December 31, 2021 and 2020) 510 551 5.375% due May 2027 500 500 5.750% due November 2028 800 800 4.625% due November 2029 650 — Finance lease liabilities 72 74 Financing obligation (1) 93 94 Total debt principal 3,782 4,061 Less: Unamortized issue discounts (5 ) (7 ) Less: Unamortized debt issuance costs (28 ) (28 ) Less: Short-term and current maturities of long-term debt (25 ) (21 ) Total long-term debt, net $ 3,724 $ 4,005 (1) At December 31, 2021 and 2020, financing obligation includes $93 and $94, respectively, in connection with the financed portion of the Chemours Discovery Hub. Refer to “Note 14 – Leases” for further details. Senior Secured Credit Facilities The Company’s credit agreement, as amended and restated on April 3, 2018, (“Credit Agreement”) provides for a seven-year five-year May 2026 The senior secured term loan facility under the Senior Secured Credit Facilities provides for a class of term loans, denominated in U.S. dollars, in an aggregate principal amount of $900 (“Dollar Term Loan”) and a class of term loans, denominated in euros, in an aggregate principal amount of €350 (“Euro Term Loan”) (collectively, the “Term Loans”). The Dollar Term Loan bears a variable interest rate equal to, at the election of the Company, adjusted LIBOR plus 1.75% or adjusted base rate plus 0.75%, subject to an adjusted LIBOR or an adjusted base rate floor of 0.00% or 1.00%, respectively. The Euro Term Loan bears a variable interest rate equal to adjusted EURIBOR plus 2.00%, subject to an adjusted EURIBOR floor of 0.50%. The Term Loans will mature on April 3, 2025, and are subject to acceleration in certain circumstances. At December 31, 2021, the effective interest rates on the Dollar Term Loan and the Euro Term Loan were 1.9% and 2.5%, respectively. For the years ended December 31, 2021, 2020, and 2019, the Company made term loan repayments of $13 on its Term Loans. The proceeds of any loans made under the Revolving Credit Facility can be used for working capital needs and other general corporate purposes, including permitted acquisitions, as defined in the Credit Agreement. The Revolving Credit Facility bears a variable interest rate range based on the Company’s total net leverage ratio, as defined in the Credit Agreement, between (i) a 0.25% and a 1.00% spread for adjusted base rate loans, and (ii) a 1.25% and a 2.00% spread for LIBOR and EURIBOR loans. In addition, the Company is required to pay a commitment fee on the average daily unused amount of the Revolving Credit Facility within an interest rate range based on its total net leverage ratio, between 0.10% and 0.25%. At December 31, 2021, commitment fees on the Revolving Credit Facility were assessed at a rate of 0.15% per annum. On April 8, 2020, as a precautionary measure in light of macroeconomic uncertainties driven by COVID-19, the Company drew $300 from its Revolving Credit Facility; the borrowings were subsequently repaid during the third quarter of 2020. In the second quarter of 2019, the Company drew $150 under its Revolving Credit Facility for general corporate purposes; the borrowings were subsequently repaid during the third quarter of 2019. No Under the Credit Agreement, solely with respect to the Revolving Credit Facility, the Company is required to maintain a senior secured net leverage ratio not to exceed 2.00 to 1.00 in each quarter, through the date of maturity. In addition, the Credit Agreement contains customary affirmative and negative covenants that, among other things, limit or restrict the Company’s and its subsidiaries’ ability, subject to certain exceptions, to incur additional indebtedness or liens, pay dividends, and engage in certain transactions, including mergers, acquisitions, asset sales, or investments, outside of specified carve-outs. The Credit Agreement also contains customary representations and warranties and events of default. The Company was in compliance with its debt covenants at December 31, 2021 and 2020. The Company’s obligations under the Senior Secured Credit Facilities are guaranteed on a senior secured basis by all of its material domestic subsidiaries, which are also guarantors of the Company’s outstanding notes, subject to certain exceptions. The obligations under the Senior Secured Credit Facilities are also, subject to certain exceptions, secured by a first priority lien on substantially all of the Company’s assets and substantially all of the assets of its wholly-owned, material domestic subsidiaries, including 100% of the stock of certain of its domestic subsidiaries and 65% of the stock of certain of its foreign subsidiaries. Senior Unsecured Notes Senior Unsecured Notes Due May 2025 On May 12, 2015, Chemours issued an aggregate principal amount of $2,503 in senior unsecured notes consisting of an aggregate principal amount of $1,350 6.625% senior unsecured notes due May 2023 May 2023 May 2025 Senior Unsecured Notes Due May 2027 On May 23, 2017, the Company issued a $500 aggregate principal amount of 5.375% senior unsecured notes due May 2027 (the “2027 Notes”). The 2027 Notes require payment of principal at maturity and interest semi-annually in cash and in arrears on May 15 and November 15 of each year. The Company received proceeds of $489, net of an original issue discount of $5 and underwriting fees and other related expenses of $6, which are deferred and amortized to interest expense using the effective interest method over the term of the 2027 Notes. A portion of the net proceeds from the 2027 Notes was used to pay the $335 of the First MDL Settlement, as discussed in “Note 22 – Commitments and Contingent Liabilities”. The remaining proceeds from the 2027 Notes were available for general corporate purposes. The 2027 Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured unsubordinated basis by each of the Company’s existing and future direct and indirect domestic restricted subsidiaries that (i) incurs or guarantees indebtedness under the Senior Secured Credit Facilities, or (ii) guarantees certain other indebtedness of the Company or any guarantor in an aggregate principal amount in excess of $ 100 . The guarantees of the 2027 Notes will rank equally with all other senior indebtedness of the guarantors. The 2027 Notes rank equally in right of payment to all of the Company’s existing and future unsecured unsubordinated debt and are senior in right of payment to all of its existing and future debt that is by its terms expressly subordinated in right of payment to the 2027 Notes. The 2027 Notes are subordinated to indebtedness under the Senior Secured Credit Facilities , as well as any future secured debt to the extent of the value of the assets securing such debt, and structurally subordinated to the liabilities of any non-guarantor subsidiaries. Pursuant to the terms of the indenture governing the 2027 Notes, the Company is obligated to offer to purchase the 2027 Notes at a price of 101% of the principal amount, together with accrued and unpaid interest, if any, up to, but not including, the date of purchase, upon the occurrence of certain change of control events. The Company may redeem the 2027 Notes, in whole or in part, at an amount equal to 100% of the aggregate principal amount plus a specified “make-whole” premium and accrued and unpaid interest, if any, to the date of purchase prior to February 15, 2027. The Company may also redeem some or all of the 2027 Notes by means other than a redemption, including tender offer and open market repurchases. Senior Unsecured Notes Due May 2026 On June 6, 2018, the Company issued an aggregate principal amount of €450 4.000% senior unsecured notes due May 2026 a $250 aggregate principal amount of the 2023 Dollar Notes The 2026 Euro Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured unsubordinated basis by each of the Company’s existing and future direct and indirect domestic restricted subsidiaries that (i) incurs or guarantees indebtedness under the Senior Secured Credit Facilities, or (ii) guarantees certain other indebtedness of the Company or any guarantor in an aggregate principal amount in excess of Pursuant to the terms of the indenture governing the 2026 Euro Notes, the Company is obligated to offer to purchase the 2026 Euro Notes at a price of 101% of the principal amount, together with accrued and unpaid interest, if any, up to, but not including, the date of purchase, upon the occurrence of certain change of control events. Prior to May 15, 2021, the Company may redeem the 2026 Euro Notes (i) in whole or in part, at an amount equal to 100% of the aggregate principal amount plus a specified “make-whole” premium, plus accrued and unpaid interest, if any, up to, but excluding, the redemption date and (ii) on one or more occasions, up to 35% of the aggregate principal amount of the notes, with the net cash proceeds of one or more equity offerings at a price equal to 104% of the principal amounts of such notes, plus accrued and unpaid interest, if any, up to, but excluding, the redemption date. On or after May 15, 2021, the Company may redeem the 2026 Euro Notes at specified redemption prices. The Company may also redeem some of all of the 2026 Euro Notes by means other than a redemption, including tender offer and open market repurchases. Senior Unsecured Notes Due November 2028 On November 27, 2020, the Company issued an $800 aggregate principal amount of 5.750% senior unsecured notes due November 2028 In connection with the purchase and redemption of the remaining 2023 Dollar Notes, the Company incurred a loss on extinguishment of $22 for the year ended December 31, 2020. The 2028 Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured unsubordinated basis by each of the Company’s existing and future direct and indirect domestic restricted subsidiaries that (i) incurs or guarantees indebtedness under the Senior Secured Credit Facilities, or (ii) guarantees certain other indebtedness of the Company or any guarantor in an aggregate principal amount in excess of Pursuant to the terms of the indenture governing the 2028 Notes, the Company is obligated to offer to purchase the 2028 Notes at a price of 101% of the principal amount, together with accrued and unpaid interest, if any, up to, but not including, the date of purchase, upon the occurrence of certain change of control events. Prior to November 15, 2023, the Company may redeem the 2028 Notes (i) in whole or in part, at an amount equal to 100% of the aggregate principal amount plus a specified “make-whole” premium and accrued and unpaid interest, if any, to the date of purchase, and (ii) on one or more occasions, up to 35% of the aggregate principal amount of the notes, with the net cash proceeds of one or more equity offerings at a price equal to 105.750% of the principal amounts of such notes, plus accrued and unpaid interest, if any, up to, but excluding, the redemption date. On or after November 15, 2023, the Company may redeem the 2028 Notes at specified redemption prices. The Company may also redeem some or all of the 2028 Notes by means other than a redemption, including tender offer and open market repurchases. 2023 Dollar Notes Tender Offer and Redemption On November 12, 2020, the Company commenced an all-cash tender offer to purchase any and all of the outstanding 2023 Dollar Notes for a purchase price of $1,017.94 per $1,000.00 of principal amount through an early tender deadline of November 25, 2020, and $987.94 per $1,000.00 of principal amount thereafter, through December 10, 2020, the tender expiration date, plus any accrued and unpaid interest thereon (the “2023 Dollar Notes Tender Offer”). In connection with the 2023 Dollar Notes Tender Offer, the Company received consents from the holders of a majority of the aggregate principal amount of the 2023 Dollar Notes to amend certain provisions of the indenture governing the 2023 Dollar Notes, thereby allowing the Company to call and redeem the remaining 2023 Dollar Notes outstanding upon two business days’ notice to the noteholders (the “2023 Dollar Notes Redemption”) (collectively, the “2023 Dollar Notes Tender Offer and Redemption”). The Company completed the 2023 Dollar Notes Tender Offer and Redemption on December 1, 2020 for an aggregate purchase price of $926, inclusive of an early participation premium of $16 and accrued interest of $2. The 2023 Dollar Notes Tender Offer and Redemption was funded with the proceeds from the offering of the 2028 Notes and cash on hand. Senior Unsecured Notes Due November 2029 On August 18, 2021, the Company issued a $650 aggregate principal amount of 4.625% senior unsecured notes due November 2029 (the “2029 Notes”) in an offering that was exempt from the registration requirements of the Securities Act. The 2029 Notes require payment of principal at maturity and interest semi-annually in cash and in arrears on May 15 and November 15 of each year. The Company received proceeds of $642, net of underwriting fees and other related expenses of $8, which are deferred and amortized to interest expense using the effective interest method over the term of the 2029 Notes. The net proceeds from the 2029 Notes were used, together with cash on hand, to purchase or redeem, as applicable, the remaining $750 aggregate principal of the 2025 Notes. In connection with the purchase and redemption of the 2025 Notes, the Company incurred a loss on extinguishment of $20 for the year ended December 31, 2021. The 2029 Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured unsubordinated basis by each of the Company’s existing and future direct and indirect domestic restricted subsidiaries that (i) incurs or guarantees indebtedness under the Senior Secured Credit Facilities, or (ii) guarantees certain other indebtedness of the Company or any guarantor in an aggregate principal amount in excess of Pursuant to the terms of the indenture governing the 2029 Notes, the Company is obligated to offer to purchase the 2029 Notes at a price of 101% of the principal amount, together with accrued and unpaid interest, if any, up to, but not including, the date of purchase, upon the occurrence of certain change of control events. Prior to November 15, 2024, the Company may redeem the 2029 Notes (i) in whole or in part, at an amount equal to 100% of the aggregate principal amount plus a specified “make-whole” premium and accrued and unpaid interest, if any, up to, but excluding the redemption date, and (ii) on one or more occasions, up to 35% of the aggregate principal amount of the notes, with the net cash proceeds of one or more equity offerings at a price equal to 104.625% of the principal amounts of such notes, plus accrued and unpaid interest, if any, up to, but excluding, the redemption date. On or after November 15, 2024, the Company may redeem the 2029 Notes at specified redemption prices. The Company may also redeem some or all of the 2029 Notes by means other than a redemption, including tender offer and open market repurchases. 2025 Notes Tender Offer and Redemption On August 4, 2021, the Company commenced an all-cash tender offer to purchase any and all of the outstanding 2025 Notes for a purchase price of $1,025.00 per $1,000.00 of principal amount through an early tender deadline of August 17, 2021, and $995.00 per $1,000.00 of principal amount thereafter, through August 31, 2021, the tender expiration date, plus any accrued and unpaid interest thereon (the “2025 Notes Tender Offer”). In connection with the 2025 Notes Tender Offer, the Company received consents from the holders of a majority of the aggregate principal amount of the 2025 Notes to amend certain provisions of the indenture governing the 2025 Notes, thereby allowing the Company to call and redeem the remaining 2025 Notes outstanding upon two business days’ notice to the noteholders (the “2025 Notes Redemption”) (collectively, the “2025 Notes Tender Offer and Redemption”). The Company completed the 2025 Notes Tender Offer and Redemption on August 20, 2021 for an aggregate purchase price of $782, inclusive of an early participation premium of $18 and accrued interest of $14. The 2025 Notes Tender Offer and Redemption was funded with the proceeds from the offering of the 2029 Notes and cash on hand. Accounts Receivable Securitization Facility On July 12, 2019, the Company, through a wholly-owned special purpose entity (“SPE”), executed an agreement with a bank for an accounts receivable securitization facility (“Securitization Facility”) for the purpose of enhancing the Company’s liquidity (the “Original Purchase Agreement”). Under the Securitization Facility, certain of the Company’s subsidiaries sell their accounts receivable to the SPE, which is a non-guarantor subsidiary. In turn, the SPE may transfer undivided ownership interests in such receivables to the bank in exchange for cash. The Securitization Facility permitted the SPE to borrow up to a total of $125, with an option to increase to $200. The bank has a first priority security interest in all receivables held by the SPE, and the SPE has not granted a security interest to anyone else . As the SPE previously maintained effective control over the accounts receivable under the Original Purchase Agreement, the transfers of the ownership interests to the bank did not meet the criteria to account for the transfers as true sales. As a result, the Company accounted for the transfers as collateralized borrowings. Cash received from the bank was a short-term obligation of the Company, which was fully-collateralized by all receivables held by the SPE. Borrowings under the Securitization Facility were classified in the consolidated balance sheets as a component of current liabilities due to the short-term nature of the obligation. On March 9, 2020, the Company, through its wholly-owned SPE, entered into an amended and restated receivables purchase agreement (the “Amended Purchase Agreement”) under the Securitization Facility. The Amended Purchase Agreement amends and restates, in its entirety, the Original Purchase Agreement. The Amended Purchase Agreement, among other things, extends the term of the Original Purchase Agreement such that the SPE may sell certain receivables and request investments and letters of credit until the earlier of March 5, 2021 or a termination event, and contains customary representations and warranties, as well as affirmative and negative covenants. Pursuant to the Amended Purchase Agreement, the Company no longer maintains effective control over the transferred receivables, and therefore accounts for these transfers as sales of receivables. As a result, on March 9, 2020, the Company repurchased the then-outstanding receivables under the Securitization Facility through repayment of the secured borrowings under the Original Purchase Agreement, resulting in net repayments of $110 and subsequent sale of $125 of its receivables to the bank during the first quarter of 2020. These sales were transacted at 100% of the face value of the relevant receivables, resulting in derecognition of the receivables from the Company’s consolidated balance sheets. On March 5, 2021, the Company, through the SPE, entered into an amendment (the “First Amendment”) to its Amended Purchase Agreement (together with the First Amendment, the “Purchase Agreement”) to, among other things, extend the term of the Purchase Agreement, such that the SPE may sell certain receivables and request investments and letters of credit until the earlier of March 6, 2023 or another event that constitutes a “Termination Date” under the Purchase Agreement. The First Amendment also increases the facility limit under the arrangement from $125 to $150. On November 24, 2021, the Company, through the SPE, entered into an amendment (the “Second Amendment”) to its Purchase Agreement to, among other things, extend the term of the Purchase Agreement, such that the SPE may sell certain receivables and request investments and letters of credit until the earlier of March 6, 2024 or another event that constitutes a “Termination Date” under the Purchase Agreement. As of December 31, 2021, the Securitization Facility is fully utilized. Cash received from collections of sold receivables is used to fund additional purchases of receivables at 100% of face value on a revolving basis, not to exceed the facility limit, which is the aggregate purchase limit. For the years ended December 31, 2021 and 2020, the Company received $1,364 and $932, respectively, of cash collections on receivables sold under the Amended Purchase Agreement, following which it sold and derecognized $1,389 and $932, respectively, of incremental accounts receivable. The Company maintains continuing involvement as it acts as the servicer for the sold receivables and guarantees payment to the bank. As collateral against the sold receivables, the SPE maintains a certain level of unsold receivables, which amounted to $76 and $33 at December 31, 2021 and 2020, respectively. During the years ended December 31, 2021 and 2020, the Company incurred $3 and $2, respectively, of fees associated with the Securitization Facility. Costs associated with the sales of receivables are reflected in the Company’s consolidated statements of operations for the periods in which the sales occur. Other In 2020, the Company entered into a financing arrangement, by which an external financing company funded certain of the Company’s annual insurance premiums for $16, and subsequently repaid in full for the year ended December 31, 2020. In 2019, the Company entered into a similar financing arrangement for $11, of which $5 was repaid during the year ended December 31, 2019 and the remainder in 2020. Maturities The Company has required quarterly principal payments related to the Senior Secured Credit Facilities equivalent to 1.00% per annum through December 2024, with the balance due at maturity. Also, following the end of each fiscal year commencing on the year ended December 31, 2019, on an annual basis, the Company is required to make additional principal payments depending on leverage levels, as defined in the Credit Agreement, equivalent to up to 50% of excess cash flows based on certain leverage targets with step-downs to 25% and 0% as actual leverage decreases to below a 3.50 to 1.00 leverage target. The Company was not required to make additional principal payments in 2021. The following table sets forth the Company’s debt principal maturities for the next five years and thereafter. 2022 $ 13 2023 13 2024 13 2025 1,118 2026 510 Thereafter 1,950 Total principal maturities on debt $ 3,617 Debt Fair Value The following table sets forth the estimated fair values of the Company’s senior debt issues, which are based on quotes received from third-party brokers, and are classified as Level 2 financial instruments in the fair value hierarchy. December 31, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Senior secured term loans: Tranche B-2 U.S. dollar term loan due April 2025 $ 776 $ 769 $ 875 $ 862 Tranche B-2 euro term loan due April 2025 (€337 at December 31, 2021 and €340 at December 31, 2020) 381 378 417 413 Senior unsecured notes: 7.000% due May 2025 — — 750 774 4.000% due May 2026 (€450 at December 31, 2021 and 2020) 510 518 551 551 5.375% due May 2027 500 538 500 536 5.750% due November 2028 800 846 800 821 4.625% due November 2029 650 645 — — Total senior debt principal 3,617 $ 3,694 3,893 $ 3,957 Less: Unamortized issue discounts (5 ) (7 ) Less: Unamortized debt issuance costs (28 ) (28 ) Total senior debt, net $ 3,584 $ 3,858 |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Note 21. Other Liabilities The following table sets forth the components of the Company’s other liabilities at December 31, 2021 and 2020. December 31, 2021 2020 Employee-related costs (1) $ 94 $ 108 Accrued litigation (2) 50 51 Asset retirement obligations (2) 62 63 Deferred revenue 2 5 Miscellaneous (3) 61 68 Total other liabilities $ 269 $ 295 (1) Employee-related costs primarily represents liabilities associated with the Company’s long-term employee benefit plans. (2) Represents the long-term portions of accrued litigation and asset retirement obligations, which are discussed further in “Note 22 – Commitments and Contingent Liabilities”. (3) Miscellaneous primarily includes an accrued workers compensation indemnification liability of $32 and $37 at December 31, 2021 and 2020, respectively. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | Note 22. Commitments and Contingent Liabilities Asset Retirement Obligations Chemours has recorded asset retirement obligations, which are primarily inclusive of costs related to closure, reclamation, and removal for mining operations relative to the extraction of titanium ore and other saleable minerals in the Titanium Technologies segment; and, cap, cover, and post-closure maintenance of landfills in all segments. The following table sets forth the activity in the Company’s asset retirement obligations for the years ended December 31, 2021, 2020 and 2019. Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 76 $ 76 $ 66 Obligations incurred or acquired — 12 5 Increase (decrease) in estimated cash outflows 1 (14 ) 4 Accretion expense 2 4 4 Settlements and payments (3 ) (2 ) (3 ) Balance at December 31, $ 76 $ 76 $ 76 Current portion $ 14 $ 13 $ 7 Non-current portion 62 63 69 Litigation Overview In addition to the matters discussed below, the Company and certain of its subsidiaries, from time to time, are subject to various lawsuits, claims, assessments, and proceedings with respect to product liability, intellectual property, personal injury, commercial, contractual, employment, governmental, environmental, anti-trust, and other such matters that arise in the ordinary course of business. In addition, Chemours, by virtue of its status as a subsidiary of EID prior to the Separation, is subject to or required under the Separation-related agreements executed prior to the Separation to indemnify EID against various pending legal proceedings. It is not possible to predict the outcomes of these various lawsuits, claims, assessments, or proceedings. Except as noted below, while management believes it is reasonably possible that Chemours could incur losses in excess of the amounts accrued, if any, for the aforementioned proceedings, it does not believe any such loss would have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Disputes between Chemours and EID may arise regarding indemnification matters, including disputes based on matters of law or contract interpretation. Should disputes arise, they could materially adversely affect Chemours. The Company accrues for litigation matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Where the available information is only sufficient to establish a range of probable liability, and no point within the range is more likely than any other, the lower end of the range has been used. When a material loss contingency is reasonably possible, but not probable, the Company does not record a liability, but instead discloses the nature of the matter and an estimate of the loss or range of loss, to the extent such estimate can be made. The following table sets forth the components of the Company’s accrued litigation at December 31, 2021 and 2020. December 31, 2021 2020 Asbestos $ 33 $ 34 PFOA (1) 23 50 All other matters (2) 30 4 Total accrued litigation $ 86 $ 88 (1) At December 31, 2020, PFOA includes $29 associated with the Company’s portion of the costs to settle PFOA multi-district litigation in Ohio, which was paid in 2021. (2) At December 31, 2021, all other matters includes $25, which was paid in January 2022, associated with the Company’s portion of the costs to enter into the Settlement Agreement, Limited Release, Waiver and Covenant Not to Sue reflecting Chemours, DuPont, Corteva, EID and the State of Delaware’s agreement to settle and fully resolve claims alleged against the companies. For information regarding this matter, refer to “PFAS” within this “Note 22 – Commitments and Contingent Liabilities”. The following table sets forth the current and long-term components of the Company’s accrued litigation and their balance sheet locations at December 31, 2021 and 2020. December 31, Balance Sheet Location 2021 2020 Accrued Litigation: Current accrued litigation (1) Other accrued liabilities (Note 19) $ 36 $ 37 Long-term accrued litigation Other liabilities (Note 21) 50 51 Total accrued litigation $ 86 $ 88 (1) At Memorandum of Understanding (the “MOU ” ) with Du P ont, Corteva and EID In January 2021, Chemours, DuPont, Corteva, and EID, a subsidiary of Corteva, entered into a binding MOU, reflecting the parties’ agreement to share potential future legacy liabilities relating to per- and polyfluoroalkyl substances (“PFAS”) arising out of pre-July 1, 2015 conduct (i.e., “Indemnifiable Losses”, as defined in the separation agreement, dated as of June 26, 2015, as amended, between EID and Chemours (the “Separation Agreement”)) until the earlier to occur of: (i) December 31, 2040; (ii) the day on which the aggregate amount of Qualified Spend is equal to $4,000; or, (iii) a termination in accordance with the terms of the MOU (e.g., non-performance of the escrow funding requirements pursuant to the MOU by any party). As defined in the MOU, Qualified Spend includes: • All Indemnifiable Losses (as defined in the Separation Agreement), including punitive damages, to the extent relating to, arising out of, by reason of, or otherwise in connection with PFAS Liabilities as defined in the MOU (including any mutually agreed-upon settlements); • Any costs or amounts to abate, remediate, financially assure, defend, settle, or otherwise pay for all pre-July 1, 2015 PFAS Liabilities or exposure, regardless of when those liabilities are manifested; includes Natural Resources Damages claims associated with PFAS Liabilities; • Fines and/or penalties from governmental agencies for legacy EID PFAS emissions or discharges prior to the spin-off; and, • Site-Related GenX Claims as defined in the MOU. The parties have agreed that, during the term of the cost-sharing arrangement, Chemours will bear half of the cost of such future potential legacy PFAS liabilities, and DuPont and Corteva will collectively bear the other half of the cost of such future potential legacy PFAS liabilities up to an aggregate $4,000. Any recoveries of Qualified Spend from DuPont and/or Corteva under the cost-sharing arrangement will be recognized as an offset to the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when realizable. Any Qualified Spend incurred by DuPont and/or Corteva under the cost-sharing arrangement will be recognized in the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when the amounts of such costs are probable and estimable or expensed as incurred with respect to period costs, such as legal expenses. During the year ended December 31, 2021, the Company incurred expenditures subject to cost-sharing as Qualified Spend under the MOU of approximately $100, half of which is subject to recovery from DuPont and Corteva. During the year ended December 31, 2021, the Company received $36 of recovery After the term of this arrangement, Chemours’ indemnification obligations under the Separation Agreement would continue unchanged, subject in each case to certain exceptions set out in the MOU. Pursuant to the terms of the MOU, the parties have agreed to release certain claims regarding Chemours’ Delaware lawsuit and confidential arbitration (concerning the indemnification of specified liabilities that EID assigned to Chemours in its spin-off), including that Chemours has released any claim set forth in the complaint filed in the Delaware lawsuit, any other similar claims arising out of or resulting from the facts recited by Chemours in the complaint or the process and manner in which EID structured or conducted the spin-off, and any other claims that challenge the spin-off or the assumption of Chemours Liabilities (as defined in the Separation Agreement) by Chemours and the allocation thereof, subject in each case to certain exceptions set out in the MOU. The parties have further agreed not to bring any future, additional claims regarding the Separation Agreement or the MOU outside of arbitration. In order to support and manage the payments for potential future PFAS liabilities, the parties have also agreed to establish an escrow account. The MOU provides that: (i) no later than each of September 30, 2021 and September 30, 2022, Chemours shall deposit $100 into an escrow account and DuPont and Corteva shall together deposit $100 in the aggregate into an escrow account, and (ii) no later than September 30 of each subsequent year through and including 2028, Chemours shall deposit $50 into an escrow account and DuPont and Corteva shall together deposit $50 in the aggregate into an escrow account. Subject to the terms and conditions set forth in the MOU, each party may be permitted to defer funding in any year (excluding 2021). Additionally, if on December 31, 2028, the balance of the escrow account (including interest) is less than $700, Chemours will make 50% of the deposits and DuPont and Corteva together will make 50% of the deposits necessary to restore the balance of the escrow account to $700. Such payments will be made in a series of consecutive annual equal installments commencing on September 30, 2029 pursuant to the escrow account replenishment terms as set forth in the MOU. Any funds that remain in escrow at termination of the MOU will revert to the party that deposited them. As such, future payments made by the Company into the escrow account will remain an asset of Chemours, and such payments will be reflected as a transfer to restricted cash and restricted cash equivalents on its consolidated balance sheets. As per the terms of the MOU, the Company deposited $100 into an escrow account in September 2021, which is recognized as restricted cash and restricted cash equivalents on its consolidated balance sheets at December 31, 2021. No withdrawals are permitted from the escrow account before January 2026, except for funding mutually agreed-upon third-party settlements in excess of $125. Starting in January 2026, withdrawals may be made from the escrow account to fund Qualified Spend if the parties’ aggregate Qualified Spend in that particular year is greater than $200. Starting in January 2031, the amounts in the escrow account can be used to fund any Qualified Spend. Future payments from the escrow account for potential future PFAS liabilities will be reflected on the Company’s consolidated statement of cash flows at that point in time. The parties will cooperate in good faith to enter into additional agreements reflecting the terms set forth in the MOU. Asbestos In the Separation, EID assigned its asbestos docket to Chemours. At December 31, 2021 and 2020, there were approximately 1,000 and 1,100 At December 31, 2021 and 2020, Chemours had accruals of $33 and $34 Benzene In the Separation, EID assigned its benzene docket to Chemours. At December 31, 2021 and 2020, there were 19 and 17 cases pending against EID alleging benzene-related illnesses, respectively. These cases consist of premises matters involving contractors and deceased former employees who claim exposure to benzene while working at EID sites primarily in the 1960s through the 1980s, and product liability claims based on alleged exposure to benzene found in trace amounts in aromatic hydrocarbon solvents used to manufacture EID products such as paints, thinners, and reducers. Management believes that a loss is reasonably possible as to the docket as a whole; however, given the evaluation of each benzene matter is highly fact-driven and impacted by disease, exposure, and other factors, a range of such losses cannot be reasonably estimated at this time. In May 2021, the Company and EID filed suit in Delaware state court against multiple insurance companies for breach of their contractual obligations to indemnify Chemours and EID against liabilities, costs and losses relating to benzene litigation which are covered under liability insurance policies purchased by EID during the period 1967 to 1986. EID and Chemours are seeking payment of all costs and settlement amounts for past and future benzene cases falling under those policies. The outcome of this matter is not expected to have a material impact on Chemours’ results of operations or financial position. PFOA Chemours does not, and has never, used “PFOA” (collectively, perfluorooctanoic acids and its salts, including the ammonium salt) as a polymer processing aid nor sold it as a commercial product. Prior to the Separation, the performance chemicals segment of EID made PFOA at its Fayetteville Works site in Fayetteville, North Carolina (“Fayetteville”) and used PFOA as a processing aid in the manufacture of fluoropolymers and fluoroelastomers at certain sites, including: Washington Works, Parkersburg, West Virginia; Chambers Works, Deepwater, New Jersey; Dordrecht Works, Netherlands; Changshu Works, China; and, Shimizu, Japan. These sites are now owned and/or operated by Chemours. At December 31, 2021 and 2020, Chemours maintained accruals of $23 and $21, respectively, related to PFOA matters under the Leach Settlement, EID’s obligations under agreements with the U.S. Environmental Protection Agency (the “EPA”), and voluntary commitments to the New Jersey Department of Environmental Protection (the “NJ DEP”). These obligations and voluntary commitments include surveying, sampling, and testing drinking water in and around certain Company sites, and offering treatment or an alternative supply of drinking water if tests indicate the presence of PFOA in drinking water at or greater than the state or the national health advisory. The Company will continue to work with EPA and other authorities regarding the extent of work that may be required with respect to these matters. Leach Settlement In 2004, EID settled a class action captioned Leach v. DuPont The C8 Science Panel found probable links, as defined in the settlement agreement, between exposure to PFOA and pregnancy-induced hypertension, including preeclampsia, kidney cancer, testicular cancer, thyroid disease, ulcerative colitis, and diagnosed high cholesterol. Under the terms of the settlement, EID is obligated to fund up to $235 for a medical monitoring program for eligible class members and pay the administrative costs associated with the program, including class counsel fees. The court-appointed Director of Medical Monitoring implemented the program, and testing is ongoing with associated payments to service providers disbursed from an escrow account which the Company replenishes pursuant to the settlement agreement. Through December 31, 2021, approximately $1.7 has been disbursed from escrow related to medical monitoring. While it is reasonably possible that the Company will incur additional costs related to the medical monitoring program, such costs cannot be reasonably estimated due to uncertainties surrounding the level of participation by eligible class members and the scope of testing. In addition, under the Leach settlement agreement, EID must continue to provide water treatment designed to reduce the level of PFOA in water to six area water districts and private well users. At Separation, this obligation was assigned to Chemours, and $23 and $21 was accrued for these matters at December 31, 2021 and 2020, respectively. PFOA Leach Class Personal Injury Further, under the Leach settlement, class members may pursue personal injury claims against EID only for those diseases for which the C8 Science Panel determined a probable link exists. Approximately 3,500 lawsuits were subsequently filed in various federal and state courts in Ohio and West Virginia and consolidated in multi-district litigation (“MDL”) in Ohio federal court. These were resolved in March 2017 when EID entered into an agreement settling all MDL cases and claims, including all filed and unfiled personal injury cases and claims that were part of the plaintiffs’ counsel’s claims inventory, as well as cases tried to a jury verdict (the “First MDL Settlement”) for $670.7 in cash, with half paid by Chemours, and half paid by EID. Concurrently with the First MDL Settlement, EID and Chemours agreed to a limited sharing of potential future PFOA costs (i.e., “Indemnifiable Losses”, as defined in the Separation Agreement between EID and Chemours) for a period of five years. The cost-sharing agreement entered concurrently with the First MDL Settlement has been superseded by the binding MOU addressing certain PFAS matters and costs. For more information on this matter refer to “Memorandum of Understanding (the “MOU”) with Dupont, Corteva and EID” within this “Note 22 – Commitments and Contingent Liabilities”. While all MDL lawsuits were dismissed or resolved through the First MDL Settlement, the First MDL Settlement did not resolve PFOA personal injury claims of plaintiffs who did not have cases or claims in the MDL or personal injury claims based on diseases first diagnosed after February 11, 2017. Approximately 96 plaintiffs filed matters after the First MDL Settlement. In January 2021, EID and Chemours entered into settlement agreements with counsel representing these plaintiffs, providing for a settlement of all but one of the 96 then filed and pending cases, as well as additional pre-suit claims, under which those cases and claims of settling plaintiffs were resolved for approximately $83 (the “Second MDL Settlement”). Chemours contributed approximately $29, and DuPont and Corteva each contributed approximately $27 to the Second MDL Settlement which were paid during the year ended December 31, 2021. The single matter not included in the Second MDL Settlement is a testicular cancer case tried in March 2020 to a verdict of State of Ohio In February 2018, the State of Ohio initiated litigation against EID regarding historical PFOA emissions from the Washington Works site. Chemours is an additional named defendant. Ohio alleges damage to natural resources and fraudulent transfer in the spin-off that created Chemours and seeks damages including remediation and other costs and punitive damages. PFAS EID and Chemours have received governmental and regulatory inquiries and have been named in other litigations, including class actions, brought by individuals, municipalities, businesses, and water districts alleging exposure to and/or contamination from PFAS, including PFOA. Many actions include an allegation of fraudulent transfer in the spin-off that created Chemours. Chemours has declined EID’s requests for indemnity for fraudulent transfer claims. Chemours has responded to letters and inquiries from governmental law enforcement entities regarding PFAS, including in January 2020, a letter informing it that the U.S. Department of Justice, Consumer Protection Branch, and the United States Attorney’s Office for the Eastern District of Pennsylvania are considering whether to open a criminal investigation under the Federal Food, Drug, and Cosmetic Act and asking that it retain its documents regarding PFAS and food contact applications. In July 2020, Chemours received a grand jury subpoena for documents. The Company is presently unable to predict the duration, scope, or result of any potential governmental, criminal, or civil proceeding that may result, the imposition of fines and penalties, and/or other remedies. The Company is also unable to develop a reasonable estimate of a possible loss or range of losses, if any. Fayetteville Works, Fayetteville, North Carolina For information regarding the Company’s ongoing litigation and environmental remediation matters at Fayetteville, refer to “Fayetteville Works, Fayetteville, North Carolina” under the “Environmental Overview” within this “Note 22 – Commitments and Contingent Liabilities”. Aqueous Film Forming Foam Matters Chemours does not, and has never, manufactured nor sold aqueous film forming foam (“AFFF”). Numerous defendants, including EID and Chemours, have been named in approximately 2,000 matters, involving AFFF, which is used to extinguish hydrocarbon-based (i.e., Class B) fires and subject to U.S. military specifications. Most matters have been transferred to or filed directly into a multi-district litigation (“AFFF MDL”) in South Carolina federal court or identified by a party for transfer. The matters pending in the AFFF MDL allege damages as a result of contamination, in most cases due to migration from military installations or airports, or personal injury from exposure to AFFF. Plaintiffs seek to recover damages for investigating, monitoring, remediating, treating, and otherwise responding to the contamination. Others have claims for personal injury, property diminution, and punitive damages. In March 2021, ten water provider cases within the AFFF MDL were approved by the court for purposes of commencing initial discovery (Tier One discovery) and in October 2021, the court approved three of these cases for additional discovery (Tier Two discovery). Upon conclusion of Tier Two discovery, one of the three water provider cases will be selected for the first bellwether trial, with the case being called for jury selection and/or trial on or after January 1, 2023. There are AFFF lawsuits pending outside the AFFF MDL that have not been designated by a party for inclusion in the MDL. These matters identifying EID and/or Chemours as a defendant are: Valero Refining (“Valero”) has five pending state court lawsuits filed commencing in June 2019 regarding its Tennessee, Texas, Oklahoma, California, and Louisiana facilities. These lawsuits allege that several defendants that designed, manufactured, marketed, and/or sold AFFF or PFAS incorporated into AFFF have caused Valero to incur damages and costs including remediation, AFFF disposal, and replacement. Valero also alleges fraudulent transfer. In New York, four individuals filed a lawsuit against numerous defendants including Chemours. The lawsuit alleges personal injury resulting from exposure to AFFF in Long Island drinking water and violation of New York Uniform Fraudulent Conveyance Act. Plaintiffs seek compensatory and punitive damages and medical monitoring. In Texas, a lawsuit was filed against numerous defendants including Chemours, DuPont and Corteva. The lawsuit alleges personal injury from occupational exposure to AFFF. Plaintiffs seek compensatory and punitive damages. State Natural Resource Damages Matters In addition to the State of New Jersey actions (as detailed below) and the State of Ohio action (as detailed above), the states of Vermont, New Hampshire, New York, Michigan, North Carolina, Mississippi, Alaska and Pennsylvania have filed lawsuits against defendants, including EID and Chemours, relating to the alleged contamination of state natural resources with PFAS compounds either from AFFF and/or other sources. These lawsuits seek damages including costs to investigate, clean up, restore, treat, monitor, or otherwise respond to contamination of natural resources. The lawsuits include counts for fraudulent transfer. Chemours has engaged with the State of Delaware regarding potential similar causes of action for PFAS and other contaminants. On July 13, 2021, Chemours, DuPont, Corteva, and EID entered into a settlement agreement with the State of Delaware to settle such potential claims, including for environmental releases or sales of products containing PFAS or other known contaminants. Under the agreement, in January 2022, the companies paid a total amount of $50 to the State of Delaware, which shall be utilized to fund a Natural Resources and Sustainability Trust (the “Trust”) to be used for environmental restoration and enhancement of resources, sampling and analysis, community environmental justice and equity grants, and other natural resource needs. Chemours contributed $25 to the settlement and the remaining $25 was divided between DuPont and Corteva which shall be treated as Qualified Spend under the MOU. If the companies enter into a proportionally similar agreement to settle or resolve claims of another state for PFAS-related natural resource damages, for an amount greater than $50, the companies may be required to make one or more supplemental payment(s) directly to the Trust, with such payment(s) not to exceed $25 in the aggregate. At this time, the Company has concluded the probability of loss as to any supplemental payment(s) under the settlement agreement to be remote. Other PFAS Matters In New York courts, EID has been named in approximately 40 lawsuits, which are not part of the Leach class, brought by individual plaintiffs alleging negligence and other claims in the release of PFAS, including PFOA, into drinking water against current and former owners and suppliers of a manufacturing facility in Hoosick Falls, New York. Two additional lawsuits have been filed by a business seeking to recover its losses and by nearby property owners and residents in a putative class action. The lawsuit filed by the business was dismissed, but the claims by the individual business owner were allowed to proceed. Furthermore, 13 Long Island water suppliers have filed lawsuits against several defendants including EID and Chemours alleging PFAS, PFOA, and PFOS contamination through releases from industrial and manufacturing facilities and business locations where PFAS-contaminated water was used for irrigation and In New York and New Jersey, lawsuits were filed by Suez Water against several defendants, including EID and Chemours, alleging damages from PFAS releases into the environment, including PFOA and PFOS, that impacted water sources that the utilities use to provide water, as well as products liability, negligence, nuisance, and trespass. Defendants filed motions to dismiss the complaints in both matters. The motion was denied in the Suez Water New Jersey lawsuit in October 2021. In January 2022, the court granted defendants’ motion to dismiss in the Suez New York lawsuit without prejudice and the plaintiff filed a second amended complaint in February 2022. In New Jersey, lawsuits were filed against several defendants including EID and Chemours. In Georgia and Alabama lawsuits were filed against numerous carpet manufacturers and suppliers and former suppliers, including EID and Chemours. The lawsuits include a matter filed by the Water Works and Sewer Board of the Town of Centre, Alabama and a matter filed by the City of Rome, Georgia alleging negligence, nuisance, and trespass in the release of PFAS, including PFOA, into a river leading to the town’s water source. Additionally, a putative class action was filed In Ohio, a putative class action was filed In California, several lawsuits were filed in state court against several defendants, including EID and Chemours. The lawsuits include matters filed by In Delaware, a putative class action was filed against two electroplating companies, 3M and EID, alleging responsibility for PFAS contamination, including PFOA and PFOS, in drinking water and the environment in the nearby community. Although initially named in the lawsuit, Chemours was subsequently dismissed. The putative class of residents alleges negligence, nuisance, trespass, and other claims and seeks medical monitoring, personal injury and property damages, and punitive damages. In West Virginia, a lawsuit was filed by the Weirton Area Water Board and City of Weirton, West Virginia, against several defendants including EID and Chemours alleging PFAS, PFOA and PFOS contamination through releases from the manufacture, sale, and use of PFAS and from facilities owned by AccelorMittal. The matter was transferred to the AFFF MDL in January 2021. In Maine, the owners of a dairy farm filed a lawsuit against several defendants including EID and Chemours alleging that their dairy farm was contaminated by PFAS, including perfluorooctanesulfonic acid (“PFOS”) and PFOA present in treated municipal sewer sludge used in agricultural spreading applications on their farm. This lawsuit has since been dismissed. In the Netherlands, Chemours, along with DuPont and Corteva, received a civil summons filed before the Court of Rotterdam by four municipalities (Dordrecht, Papendrecht, Sliedrecht and Molenlanden) seeking liability declarations relating to the Dordrecht site’s operations and emissions. Chemours reviewed the summons and filed a statement of defense during the fourth quarter of 2021. At this time, management believes that a loss related to this matter is remote. Chemours Washington Works discharges, through outfalls at the site, wastewater and stormwater pursuant to a National Pollutant Discharge Elimination System (“NPDES”) permit issued by the West Virginia Department of Environmental Protection (“WV DEP”). In connection with actions being taken by Chemours to comply with certain NPDES effluent limits, including for PFOA and hexafluoropropylene oxide dimer acid, Chemours submitted a permit modification to WV DEP relating to groundwater abatement for certain process water used at the facility, a temperature reduction project and realigning discharge flows to certain outfalls. In July 2021, EPA provided a specific objection to the draft modification based on Clean Water Act (“CWA”) regulations and requirements. In August 2021, WV DEP issued a NPDES permit modification to provide for the start-up of an abatement unit at the facility and to extend compliance dates for certain limits to December 2021 due to delays from the COVID-19 pandemic. In September 2021, WV DEP issued a further NPDES modification, including for the operation of an abatement unit from the site’s Ranney Well, and the site is taking additional actions to reduce PFAS discharges associated with wet weather flows and continuing to assess future stormwater discharges and permitting. New Jersey Department of Environmental Protection Directives and Litigation In March 2019, NJ DEP issued two Directives and filed four lawsuits against Chemours and other defendants. The Directives are: (i) a state-wide PFAS Directive issued to EID, DowDuPont, DuPont Specialty Products USA (“DuPont SP USA”), Solvay S.A., 3M, and Chemours seeking a meeting to discuss future costs for PFAS-related costs incurred by NJ DEP and establishing a funding source for such costs by the Directive recipients, and information relating to historic and current use of certain PFAS compounds; and, (ii) a Pompton Lakes Natural Resources Damages (“NRD”) Directive to EID and Chemours demanding $0.1 to cover the cost of preparation of a natural resource damage assessment plan and access to related documents. The lawsuits filed in New Jersey state courts by NJ DEP are: (i) in Salem County, against EID, 3M, and Chemours primarily alleging clean-up and removal costs and damages and natural resource damages under the Spill Act, the Water Pollution Control Act (“WPCA”), the Industrial Site Recovery Act (“ISRA”), and common law regarding past and present operations at Chambers Works, a site assigned to Chemours at Separation ; In August 2020, a Second Amended Complaint was filed in each matter, adding fraudulent transfer and other claims against DuPont SP USA, Corteva, Inc., and DuPont. For the Salem County matter, NJ DEP added claims relating to failure to comply with state directives, including the state-wide PFAS Directive. The matters were removed to federal court and consolidated for case management and pretrial purposes. In December 2021, the federal court entered a consolidated order granting, in part, and denying, in part, a motion to dismiss or strike parts of the Second Amended Complaints. In January 2022, NJ DEP filed a motion for a preliminary injunction requiring EID and Chemours to establish a remediation funding source (“RFS”) in the amount of $943 for the Chambers Works site, the majority of which is for non-PFAS remediation items. Chemours is evaluating the motion and, subject to the discussions regarding overall remediation costs under “Environmental Overview” within this Note 22 – Commitments and Contingent Liabilities, management believes that a loss is reasonably possible, but not estimable at this time, due to various reasons, including that the motion is in its early stages and there are significant factual issues and legal questions to be resolved. EID requested that Chemours defend and indemnify it in these matters. Chemours has accepted the indemnity and defense of EID while reserving rights and declining EID’s demand as to matters involving other EID entities, as well as ISRA and fraudulent transfer, subject to the terms of the MOU. PFOA and PFAS Summary With the exception of the matters noted otherwise above, management believes that it is reasonably possible that the Company could incur losses related to PFOA and/or PFAS matters i |
Equity
Equity | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders Equity Note [Abstract] | |
Equity | Note 23. Equity 2018 Share Repurchase Program On August 1, 2018, the Company’s board of directors approved a share repurchase program authorizing the purchase of shares of Chemours’ issued and outstanding common stock in an aggregate amount not to exceed $750, plus any associated fees or costs in connection with the Company’s share repurchases activity (the “2018 Share Repurchase Program”). On February 13, 2019, the Company’s board of directors increased the authorization amount of the 2018 Share Repurchase Program from $750 to $1,000. Under the 2018 Share Repurchase Program, shares of Chemours’ common stock can be purchased in the open market from time to time, subject to management’s discretion, as well as general business and market conditions. The Company’s 2018 Share Repurchase Program became effective on August 1, 2018 and was originally scheduled to continue through the earlier of its expiration on December 31, 2020 or the completion of repurchases up to the approved amount. On December 8, 2020, the Company’s board of directors approved the extension of the 2018 Share Repurchase Program through December 31, 2022. The program may be suspended or discontinued at any time. All common shares purchased under the 2018 Share Repurchase Program are expected to be held as treasury stock and accounted for using the cost method. The following table sets forth the Company’s share repurchase activity under the 2018 Share Repurchase Program for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Total number of shares purchased 5,533,746 — 8,895,142 Total amount for shares purchased $ 177 $ — $ 322 Average price paid per share $ 31.99 $ — $ 36.24 Through December 31, 2021, under the 2018 Share Repurchase Program, the Company purchased a cumulative 20,779,745 shares of Chemours’ issued and outstanding common stock, which amounted to $749 at an average share price of $36.05 per share. The aggregate amount of Chemours’ common stock that remained available for purchase under the 2018 Share Repurchase Program at December 31, 2021 was $251. |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-based Compensation | Note 24. Stock-based Compensation The Company’s total stock-based compensation expense amounted to $34, $16, and $19 for the years ended December 31, 2021, 2020, and 2019, respectively. In 2017, Chemours’ stockholders approved Chemours’ Equity and Incentive Plan (the “Equity Plan”), which provides for grants to certain employees, independent contractors, or non-employee directors of the Company of different forms of awards, including stock options, RSUs, and PSUs, with 19,000,000 shares reserved for issuance. The Equity Plan replaced the Company’s prior plan adopted at Separation (the “Prior Plan”). As a result, no further grants will be made under the Prior Plan. On April 28, 2021, Chemours’ stockholders approved an amendment and restatement of the Equity Plan to increase the number of shares of the Company’s common stock reserved for issuance by 3,050,000 shares. Following the amendment and restatement of the Equity Plan, a total of 22,050,000 shares of the Company’s common stock may be subject to awards granted under the Equity Plan, less one share for every one share that was subject to an option or stock appreciation right granted after December 31, 2016 under the Prior Plan, and one-and-a-half shares for every one share one-and-a-half shares for every one share The Chemours Compensation and Leadership Development Committee determines the long-term incentive mix, including stock options, RSUs, and PSUs, and may authorize new grants annually. Stock Options During the years ended December 31, 2021, 2020, and 2019, Chemours granted non-qualified stock options to certain of its employees, which will vest over a three-year 10 years The following table sets forth the weighted-average assumptions used at the respective grant dates to determine the fair values of the Company’s stock option awards granted during the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Risk-free interest rate 0.91 % 0.94 % 2.53 % Expected term (years) 6.00 6.00 6.00 Volatility 63.85 % 53.18 % 48.05 % Dividend yield 4.16 % 6.93 % 2.81 % Fair value per stock option $ 9.78 $ 3.74 $ 13.66 The Company determined the dividend yield by dividing the expected annual dividend on the Company's stock by the option exercise price. A historical daily measurement of volatility is determined based on the blended volatilities of Chemours and the average of its peer companies, adjusted for Chemours’ debt leverage. The risk-free interest rate is determined by reference to the yield on an outstanding U.S. Treasury note with a term equal to the expected term of the option granted. The expected term is determined using a simplified approach, calculated as the mid-point between the graded vesting period and the contractual life of the award. The following table sets forth Chemours’ stock option activity for the years ended December 31, 2021, 2020, and 2019. Number of Shares (in Thousands) Weighted-average Exercise Price (per Share) Weighted-average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding, December 31, 2018 5,970 $ 18.45 4.80 $ 72,108 Granted 836 36.48 Exercised (590 ) 14.56 Forfeited (110 ) 39.06 Expired (50 ) 22.12 Outstanding, December 31, 2019 6,056 $ 20.92 4.71 $ 19,087 Granted 2,778 14.42 Exercised (1,124 ) 14.23 Forfeited (186 ) 23.84 Expired (165 ) 29.99 Outstanding, December 31, 2020 7,359 $ 19.21 6.21 $ 63,894 Granted 1,153 24.35 Exercised (1,376 ) 17.01 Forfeited (107 ) 20.62 Expired (62 ) 36.71 Outstanding, December 31, 2021 6,967 $ 20.32 6.60 $ 101,261 Exercisable, December 31, 2021 2,597 $ 26.60 5.63 $ 26,099 The aggregate intrinsic values in the preceding table represent the total pre-tax intrinsic value (the difference between the Company's closing stock price on the last trading day at the end of the year and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options at year-end. The amount changes based on the fair market value of the Company’s stock. The total intrinsic value of all options exercised for the years ended December 31, 2021, 2020, and 2019 amounted to $23, $12, and $2, respectively. For the years ended December 31, 2021, 2020, and 2019, the Company recorded $10, $9, and $9 in stock-based compensation expense specific to its stock options, respectively. At December 31, 2021, there was $8 of unrecognized stock-based compensation expense related to stock options, which is expected to be recognized over a weighted-average period of 1.81 years. Restricted Stock Units Chemours grants RSUs to key management employees that generally vest over a three-year The following table sets forth non-vested RSUs at December 31, 2021, 2020, and 2019. Number of Shares (in Thousands) Weighted-average Grant Date Fair Value (per Share) Non-vested, December 31, 2018 247 $ 34.22 Granted 439 26.89 Vested (110 ) 24.98 Forfeited (30 ) 33.90 Non-vested, December 31, 2019 546 $ 29.95 Granted 585 17.01 Vested (161 ) 38.68 Forfeited (60 ) 25.78 Non-vested, December 31, 2020 910 $ 20.51 Granted 461 26.30 Vested (188 ) 24.33 Forfeited (24 ) 19.96 Non-vested, December 31, 2021 1,159 $ 22.20 For the years ended December 31, 2021, 2020, and 2019, the Company recorded $12, $7, and $7 in stock-based compensation expense specific to its RSUs, respectively. At Performance Share Units Chemours grants PSUs to key senior management employees which, upon vesting, convert one-for-one to Chemours’ common stock if specified performance goals, including certain market-based conditions, are met over the three-year performance period specified in the grant, subject to exceptions through the respective vesting period of three years. Each grantee is granted a target award of PSUs, and may earn between 0% and 250% of the target amount depending on the Company’s performance against stated performance goals. The following table sets forth non-vested PSUs at 100% of target amounts at December 31, 2021, 2020, and 2019. Number of Shares (in Thousands) Weighted-average Grant Date Fair Value (per Share) Non-vested, December 31, 2018 1,107 $ 17.71 Granted 240 44.38 Vested (1) (761 ) 5.07 Forfeited (57 ) 43.35 Non-vested, December 31, 2019 529 $ 39.53 Granted 542 17.14 Vested (176 ) 35.84 Forfeited (51 ) 27.79 Non-vested, December 31, 2020 844 $ 29.05 Granted 309 27.42 Vested (122 ) 52.34 Forfeited (276 ) 23.26 Non-vested, December 31, 2021 755 $ 26.72 (1) During the year ended December 31, 2019, approximately 1,520,000 PSUs granted in 2016 to the Company’s key senior management employees vested, based on the attainment of certain performance- and market-based conditions. Of the 1,520,000 PSUs that vested during the year ended December 31, 2019, approximately 680,000 non-issued shares were cancelled to cover the employee portion of income taxes related to such awards. A portion of the fair value of PSUs was estimated at the grant date based on the probability of satisfying the market-based conditions associated with the PSUs using the Monte Carlo valuation method, which assesses probabilities of various outcomes of market conditions. The other portion of the fair value of the PSUs is based on the fair market value of the Company’s stock at the grant date, regardless of whether the market-based conditions are satisfied. The per unit weighted-average fair value at the date of grant for PSUs granted during the year ended December 31, 2021 was $27.42. The fair value of each PSU grant is amortized monthly into compensation expense based on its respective vesting conditions over a three-year period. Compensation cost is incurred based on the Company’s estimate of the final expected value of the award, which is adjusted as required for the portion based on the performance-based condition. The Company assumes that forfeitures will be minimal and recognizes forfeitures as they occur, which results in a reduction in compensation expense. As the payout of PSUs includes dividend equivalents, no separate dividend yield assumption is required in calculating the fair value of the PSUs. For the years ended December 31, 2021, 2020, and 2019, the Company recorded stock-based compensation expense of $12, a reduction of stock-based compensation of less than $1, and stock-based compensation expense of $3 specific to its PSUs, respectively. At December 31, 2021, based on the Company’s assessment of its performance goals, approximately 840,000 additional shares may be awarded under the Equity Plan. Employee Stock Purchase Plan Since 2017, the Company has provided employees the opportunity to participate in Chemours’ Employee Stock Purchase Plan (“ESPP”). Under the ESPP, a total of 7,000,000 shares of Chemours’ common stock is reserved and authorized for issuance to participating employees, as defined by the ESPP, which excludes executive officers of the Company. The ESPP provides for consecutive 12-month offering periods, each with two purchase periods in March and September within those offering periods. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Note 25. Accumulated Other Comprehensive Loss The following table sets forth the changes and after-tax balances of the Company’s accumulated other comprehensive loss for the years ended December 31, 2021, 2020, and 2019. Net Investment Hedge Cash Flow Hedge Cumulative Translation Adjustment Defined Benefit Plans Total Balance at January 1, 2019 $ (25 ) $ 6 $ (233 ) $ (312 ) $ (564 ) Other comprehensive income (loss) 15 (4 ) 2 202 215 Balance at December 31, 2019 (10 ) 2 (231 ) (110 ) (349 ) Other comprehensive (loss) income (66 ) (10 ) 111 4 39 Balance at December 31, 2020 (76 ) (8 ) (120 ) (106 ) (310 ) Other comprehensive income (loss) 55 13 (116 ) (6 ) (54 ) Balance at December 31, 2021 $ (21 ) $ 5 $ (236 ) $ (112 ) $ (364 ) |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Financial Instruments | Note 26. Financial Instruments Net Monetary Assets and Liabilities Hedge – Foreign Currency Forward Contracts At December 31, 2021, the Company had 12 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $254 and an average maturity of one month. At December 31, 2020, the Company had 25 foreign currency forward contracts outstanding with an aggregate gross notional U.S. dollar equivalent of $688, and an average maturity of one month. Chemours recognized a net loss of $15, a net gain of $29, and a net loss of $2 for the years ended December 31, 2021, 2020, and 2019, respectively, in other income (expense), net. Cash Flow Hedge – Foreign Currency Forward Contracts At December 31, 2021, the Company had 175 foreign currency forward contracts outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $195, and an average maturity of four months. At December 31, 2020, the Company had 144 foreign currency forward contracts outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $101, and an average maturity of four months. Chemours recognized a pre-tax gain of $10, a pre-tax loss of $4, and a pre-tax gain of $6 for the years ended December 31, 2021, 2020, and 2019, respectively, within accumulated other comprehensive loss. For the year ended December 31, 2021, $2 of loss was reclassified to the cost of goods sold from accumulated other comprehensive loss. For the years ended December 31, 2020 and 2019, The Company expects to reclassify approximately $7 of net gain, based on current foreign currency exchange rates, from accumulated other comprehensive loss to the cost of goods sold over the next 12 months. Cash Flow Hedge – Interest Rate Swaps In 2020, the Company entered into interest rate swaps, the objective of which is to mitigate the volatility in the Company’s cash payments for interest related to the portion of its senior secured term loan facility denominated in U.S. dollars, which bears a variable interest rate equal to, at the election of the Company, adjusted LIBOR plus 1.75% or adjusted base rate plus 0.75%, subject to an adjusted LIBOR or an adjusted base rate floor of 0.00% or 1.00%, respectively. At December 31, 2021, the Company had three interest rate swaps outstanding under its cash flow hedge program with an aggregate notional U.S. dollar equivalent of $400; each of the interest rate swaps mature on March 31, 2023. Chemours recognized a pre-tax gain of $2 and a pre-tax loss of $4 for the years ended December 31, 2021 and 2020 within accumulated other comprehensive loss, respectively. For the years ended December 31, 2021 and 2020, $2 and less than $1 of loss were reclassified to interest expense, net from accumulated other comprehensive loss, respectively. The Company expects to reclassify less than $1 of net loss from accumulated other comprehensive loss to interest expense, net over the next 12 months, based on the current market rate. Net Investment Hedge – Foreign Currency Borrowings The Company recognized a pre-tax gain of $73, a pre-tax loss of $88 and a pre-tax gain of $20 for the years ended December 31, 2021, 2020, and 2019, respectively, on its net investment hedge within accumulated other comprehensive loss. No amounts were reclassified from accumulated other comprehensive loss for the Company’s net investment hedges during the years ended December 31, 2021, 2020, and 2019. Fair Value of Derivative Instruments The following table sets forth the fair value of the Company’s derivative assets and liabilities at December 31, 2021 and 2020. Fair Value Using Level 2 Inputs Balance Sheet Location December 31, 2021 December 31, 2020 Asset derivatives: Foreign currency forward contracts not designated as a hedging instrument Accounts and notes receivable, net (Note 11) $ 1 $ 4 Foreign currency forward contracts designated as a cash flow hedge Accounts and notes receivable, net (Note 11) 5 — Total asset derivatives $ 6 $ 4 Liability derivatives: Foreign currency forward contracts not designated as a hedging instrument Other accrued liabilities (Note 19) $ 1 $ 1 Foreign currency forward contracts designated as a cash flow hedge Other accrued liabilities (Note 19) — 4 Interest rate swaps designated as a cash flow hedge Other accrued liabilities (Note 19) — 3 Total liability derivatives $ 1 $ 8 The Company’s foreign currency forward contracts and interest rate swaps are classified as Level 2 financial instruments within the fair value hierarchy as the valuation inputs are based on quoted prices and market observable data of similar instruments. For derivative assets and liabilities, standard industry models are used to calculate the fair value of the various financial instruments based on significant observable market inputs, such as foreign exchange rates and implied volatilities obtained from various market sources. Market inputs are obtained from well-established and recognized vendors of market data, and are subjected to tolerance and/or quality checks. Summary of Financial Instruments The following table sets forth the pre-tax changes in fair value of the Company’s financial instruments for the years ended December 31, 2021, 2020, and 2019. Gain (Loss) Recognized In Accumulated Other Cost of Interest Other Income Comprehensive Year Ended December 31, Goods Sold Expense, Net (Expense), Net Loss 2021 Foreign currency forward contracts not designated as a hedging instrument $ — $ — $ (15 ) $ — Foreign currency forward contracts designated as a cash flow hedge (2 ) — — 10 Interest rate swaps designated as a cash flow hedge — (2 ) — 2 Euro-denominated debt designated as a net investment hedge — — — 73 2020 Foreign currency forward contracts not designated as a hedging instrument $ — $ — $ 29 $ — Foreign currency forward contracts designated as a cash flow hedge 3 — — (4 ) Interest rate swaps designated as a cash flow hedge — — — (4 ) Euro-denominated debt designated as a net investment hedge — — — (88 ) 2019 Foreign currency forward contracts not designated as a hedging instrument $ — $ — $ (2 ) $ — Foreign currency forward contracts designated as a cash flow hedge 10 — — 6 Euro-denominated debt designated as a net investment hedge — — — 20 |
Long-term Employee Benefits
Long-term Employee Benefits | 12 Months Ended |
Dec. 31, 2021 | |
General Discussion Of Pension And Other Postretirement Benefits [Abstract] | |
Long-term Employee Benefits | Note 27. Long-term Employee Benefits Plans Covering Employees in the U.S. Chemours established a defined contribution plan, which covered all eligible U.S. employees. The purpose of the plan is to encourage employees to save for their future retirement needs. The plan is a tax-qualified contributory profit-sharing plan, with cash or deferred arrangement, and any eligible employee of Chemours may participate. Chemours matches 100% of the first 6% of the employee’s contribution election, and the plan’s matching contributions vest immediately upon contribution. In 2021, the Company enhanced its previous discretionary retirement savings contribution to provide eligible employees with a guaranteed annual contribution ranging from 1% to 3% for the first $0.1 of base salary based on age and years of service. Plans Covering Employees Outside the U.S. Pension coverage for employees of Chemours’ non-U.S. subsidiaries is provided, to the extent deemed appropriate, through separate plans established after the Separation and comparable to the EID plans in those countries. Obligations under such plans are either funded by depositing funds with trustees, covered by insurance contracts, or unfunded. In 2019, the Company, through its wholly-owned subsidiary Chemours Netherlands B.V., completed a settlement transaction related to a significant portion of its Netherlands pension plan. The Company transferred the future risk and administration associated with the $932 of its inactive participants’ vested pension benefits to a third-party asset management company in the Netherlands. The irrevocability of the transaction was contingent upon non-objection by the Dutch National Bank, which was received in October 2019. Following the receipt of non-objection, the responsibility for the associated pension obligation was transferred to the third-party asset management company in December 2019, thereby eliminating the Company’s exposure to the pension liabilities and formally effecting the settlement. At the time of settlement, a remeasurement of plan assets and projected benefit obligations was performed, resulting in a $158 decrease to net pension assets and increase to accumulated other comprehensive loss on the consolidated balance sheet. The cumulative loss associated with the inactive participants’ vested pension benefits was then immediately reclassified from accumulated other comprehensive loss and recognized in earnings, resulting in a charge of $380 recognized in other expense, net in the consolidated statements of operations. The projected benefit obligations associated with the plan’s active employees remained on the Company’s consolidated balance sheet. The following table sets forth the Company’s net periodic pension (cost) income and amounts recognized in other comprehensive income (loss) for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Service cost $ (15 ) $ (15 ) $ (13 ) Interest cost (5 ) (6 ) (17 ) Expected return on plan assets 20 17 48 Amortization of actuarial loss (7 ) (9 ) (18 ) Amortization of prior service gain 2 3 2 Settlement loss (1 ) (5 ) (383 ) Curtailment gain — 1 — Total net periodic pension cost $ (6 ) $ (14 ) $ (381 ) Net (loss) gain $ (22 ) $ 4 $ (144 ) Prior service (cost) benefit — (1 ) 5 Amortization of actuarial loss 7 9 18 Amortization of prior service gain (2 ) (3 ) (2 ) Settlement loss 1 5 383 Curtailment gain — 4 — Effect of foreign exchange rates 6 (9 ) 7 (Cost) benefit recognized in other comprehensive income (10 ) 9 267 Total changes in plan assets and benefit obligations recognized in other comprehensive income $ (16 ) $ (5 ) $ (114 ) The following table sets forth the pre-tax amounts recognized in accumulated other comprehensive loss at December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Net loss $ 148 $ 143 $ 151 Prior service credit (9 ) (12 ) (14 ) Total amount recognized in accumulated other comprehensive loss $ 139 $ 131 $ 137 The following table sets forth summarized information on the Company’s pension plans at December 31, 2021 and 2020. December 31, 2021 2020 Change in benefit obligation: Benefit obligation at beginning of year $ 584 $ 507 Service cost 15 15 Interest cost 5 6 Plan participants’ contributions 2 2 Actuarial loss 19 33 Benefits paid (4 ) (2 ) Settlements and transfers (11 ) (24 ) Currency translation (35 ) 47 Benefit obligation at end of year 575 584 Change in plan assets: Fair value of plan assets at beginning of year 604 500 Actual return on plan assets 17 55 Employer contributions 17 20 Plan participants’ contributions 2 2 Benefits paid (4 ) (2 ) Settlements and transfers (11 ) (21 ) Currency translation (40 ) 50 Fair value of plan assets at end of year 585 604 Total funded status at end of year $ 10 $ 20 The following table sets forth the net amounts recognized in the Company’s consolidated balance sheets at December 31, 2021 and 2020. December 31, 2021 2020 Non-current assets $ 55 $ 79 Current liabilities (1 ) (2 ) Non-current liabilities (44 ) (57 ) Total net amount recognized $ 10 $ 20 The accumulated benefit obligation for all pension plans was $493 and $513 as of December 31, 2021 and 2020, respectively. For the year ended December 31, 2021, the liability component of the Company’s global pension plans generated a net actuarial loss of $19, driven by a $40 loss as a result of increases in the Netherlands’ inflation and indexation rates along with a $11 loss due to the rise in the average rate of global compensation increases. The losses were partially offset by a gain of $32 from a global increase in the discount rates. The asset component of the Company’s global pension plans realized a loss of $3 due to volatile equity and bond performance. The following tables set forth information related to the Company’s pension plans with projected and accumulated benefit obligations in excess of the fair value of plan assets at December 31, 2021 and 2020. December 31, Pension plans with projected benefit obligation in excess of plan assets 2021 2020 Projected benefit obligation $ 142 $ 175 Accumulated benefit obligation 119 148 Fair value of plan assets 97 116 December 31, Pension plans with accumulated benefit obligation in excess of plan assets 2021 2020 Projected benefit obligation $ 142 $ 153 Accumulated benefit obligation 119 131 Fair value of plan assets 97 98 Assumptions The Company generally utilizes discount rates that are developed by matching the expected cash flows of each benefit plan to various yield curves constructed from a portfolio of high-quality, fixed income instruments provided by the plans’ actuaries as of the measurement date. The expected rate of return on plan assets reflects economic assumptions applicable to each country. The following tables set forth the assumptions that have been used to determine the Company’s benefit obligations and net benefit cost at December 31, 2021 and 2020. December 31, Weighted-average assumptions used to determine benefit obligations 2021 2020 Discount rate 1.4 % 1.0 % Rate of compensation increase (1) 3.4 % 2.5 % Interest crediting rate (2) 1.0 % 1.3 % (1) The rate of compensation increase represents the single annual effective salary increase that an average plan participant would receive during the participant’s entire career at Chemours. (2) The interest crediting rate, which is applicable only for account balance type plans, represents the single effective annual account balance increase that an average participant would receive during the participant’s entire career at Chemours. December 31, Weighted-average assumptions used to determine net benefit cost 2021 2020 Discount rate 1.0 % 1.4 % Rate of compensation increase (1) 2.5 % 2.5 % Expected return on plan assets 1.2 % 3.2 % (1) The rate of compensation increase represents the single annual effective salary increase that an average plan participant would receive during the participant’s entire career at Chemours. Plan Assets Each pension plan’s assets are invested through either an insurance vehicle, a master trust fund, or a stand-alone pension fund. The strategic asset allocation for each plan is selected by management, together with the pension board, where appropriate, reflecting the results of comprehensive asset and liability modeling. For assets under its control, Chemours establishes strategic asset allocation percentage targets and appropriate benchmarks for significant asset classes with the aim of achieving a prudent balance between return and risk. Strategic asset allocations in countries are selected in accordance with the laws and practices of those countries. The following table sets forth the weighted-average allocation for the Company’s pension plan assets at December 31, 2021 and 2020. December 31, 2021 2020 Cash and cash equivalents 8 % 7 % U.S. and non-U.S. equity securities 37 % 37 % Fixed income securities 55 % 56 % Total weighted-average allocation 100 % 100 % Fixed income securities include corporate-issued, government-issued, and asset-backed securities. Corporate debt investments encompass a range of credit risk and industry diversification. Fair value calculations may not be indicative of net realizable value or reflective of future fair values. Furthermore, although Chemours believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. The following tables set forth the fair values of the Company’s pension assets by level within the fair value hierarchy at December 31, 2021 and 2020. Fair Value Measurements at December 31, 2021 Total Level 1 Level 2 Asset category: Debt - government issued $ 74 $ 10 $ 64 Debt - corporate issued 147 29 118 U.S. and non-U.S. equities 217 44 173 Derivatives - asset position 70 — 70 Cash and cash equivalents 46 46 — Other 3 — 3 Total pension assets at fair value 557 $ 129 $ 428 Pooled mortgage funds (1) 28 Total pension assets $ 585 (1) Pooled mortgage funds consist of funds that invest in residential mortgages. These funds generally allow for monthly redemption with 30 days' notice. Timing for redemption could be delayed based on the priority of our request and the availability of funds. Interests in these funds are valued using the net asset value ("NAV") per share practical expedient and are not classified in the fair value hierarchy. Fair Value Measurements at December 31, 2020 Total Level 1 Level 2 Asset category: Debt - government issued $ 60 $ 10 $ 50 Debt - corporate issued 158 42 116 U.S. and non-U.S. equities 220 33 187 Derivatives - asset position 93 — 93 Cash and cash equivalents 43 43 — Other 2 — 2 Total pension assets at fair value 576 $ 128 $ 448 Pooled mortgage funds (1) 28 Total pension assets $ 604 (1) Pooled mortgage funds consist of funds that invest in residential mortgages. These funds generally allow for monthly redemption with 30 days' notice. Timing for redemption could be delayed based on the priority of our request and the availability of funds. Interests in these funds are valued using the NAV per share practical expedient and are not classified in the fair value hierarchy. For pension plan assets classified as Level 1 instruments within the fair value hierarchy, total fair value is either the price of the most recent trade at the time of the market close or the official close price, as defined by the exchange on which the asset is most actively traded on the last trading day of the period, multiplied by the number of units held without consideration of transaction costs. For pension plan assets classified as Level 2 instruments within the fair value hierarchy, where the security is frequently traded in less active markets, fair value is based on the closing price at the end of the period; where the security is less frequently traded, fair value is based on the price a dealer would pay for the security or similar securities, adjusted for any terms specific to that asset or liability. Market inputs are obtained from well-established, recognized vendors of market data and subjected to tolerance and/or quality checks. For derivative assets and liabilities, standard industry models are used to calculate the fair value of the various financial instruments based on significant observable market inputs, such as foreign exchange rates, commodity prices, swap rates, interest rates, and implied volatilities obtained from various market sources. With the exception of pooled mortgage funds, pooled funds are valued at the per-unit NAV as determined by the fund manager based on the value of the underlying traded securities. Cash Flows – Defined Benefit Plans Employer Contributions For the years ended December 31, 2021, 2020, and 2019, Chemours contributed $17, $20, and $19, respectively, to its defined benefit plans. Chemours expects to contribute $12 to its pension plans in 2022. The Company’s future contributions to its defined benefit pension plans are dependent on market-based discount rates, and, as stated in “Note 2 – Basis of Presentation” to these consolidated financial statements, may differ due to the impacts of the COVID-19 pandemic on the macroeconomic environment and other factors. Future Benefit Payments The following table sets forth the benefit payments that are expected to be paid by the plans over the next five years and the five years thereafter. 2022 $ 11 2023 11 2024 13 2025 14 2026 15 2027 to 2031 100 Cash Flows – Defined Contribution Plan Employer Contributions For the years ended December 31, 2021, 2020, and 2019, Chemours contributed $28, $27, and |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 28. Supplemental Cash Flow Information The following table provides a reconciliation of cash and cash equivalents, as reported on the Company’s consolidated balance sheets, to cash, cash equivalents, restricted cash and restricted cash equivalents, as reported on the Company’s consolidated statements of cash flows. December 31, 2021 2020 Cash and cash equivalents $ 1,451 $ 1,105 Restricted cash and restricted cash equivalents (1) 100 — Cash, cash equivalents, restricted cash and restricted cash equivalents $ 1,551 $ 1,105 (1) Restricted cash and restricted cash equivalents balance includes cash and cash equivalents deposited in an escrow account as per the terms of the MOU, which is further discussed in “Note 22 – Commitments and Contingent Liabilities”. |
Geographic and Segment Informat
Geographic and Segment Information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Geographic and Segment Information | Note 29. Geographic and Segment Information Geographic Information The following table sets forth the geographic locations of the Company’s net sales for the years ended and property, plant, and equipment, net as of December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Net Sales (1) Property, Plant, and Equipment, Net Net Sales (1) Property, Plant, and Equipment, Net Net Sales (1) Property, Plant, and Equipment, Net North America $ 2,317 $ 2,309 $ 1,914 $ 2,461 $ 2,144 $ 2,533 Asia Pacific 1,827 128 1,384 121 1,543 121 Europe, the Middle East, and Africa 1,412 322 1,086 324 1,163 294 Latin America (2) 789 395 585 568 676 611 Total $ 6,345 $ 3,154 $ 4,969 $ 3,474 $ 5,526 $ 3,559 (1) Net sales are attributed to countries based on customer location. (2) Latin America includes Mexico. Segment Information Chemours’ operations consist of four reportable segments based on similar economic characteristics, the nature of products and production processes, end-use markets, channels of distribution, and regulatory environments: Titanium Technologies, Thermal & Specialized Solutions, Advanced Performance Materials, and Chemical Solutions. Corporate costs and certain legal and environmental expenses, stock-based compensation expenses, and foreign exchange gains and losses arising from the remeasurement of balances in currencies other than the functional currency of the Company’s legal entities are reflected in Corporate and Other. Adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) is the primary measure of segment profitability used by the Company’s Chief Operating Decision Maker (“CODM”) and is defined as income (loss) before income taxes, excluding the following: • interest expense, depreciation, and amortization; • non-operating pension and other post-retirement employee benefit costs, which represents the components of net periodic pension (income) costs excluding the service cost component; • exchange (gains) losses included in other income (expense), net; • restructuring, asset-related, and other charges; • (gains) losses on sales of assets and businesses; and, • other items not considered indicative of the Company’s ongoing operational performance and expected to occur infrequently, including Qualified Spend reimbursable by DuPont and/or Corteva as part of the Company's cost-sharing agreement under the terms of the MOU that were previously excluded from Adjusted EBITDA. The following table sets forth certain summary financial information for the Company’s reportable segments as of, and for the years ended, December 31, 2021, 2020, and 2019. Year Ended December 31, Titanium Technologies Thermal & Specialized Solutions Advanced Performance Materials Chemical Solutions (1) Segment Total 2021 Net sales to external customers (2) $ 3,355 $ 1,257 $ 1,397 $ 336 $ 6,345 Adjusted EBITDA 809 412 261 51 1,533 Depreciation and amortization 126 59 86 16 287 Equity in earnings of affiliates — 15 28 — 43 Total assets 2,318 1,124 1,621 149 5,212 Investments in affiliates — 72 97 — 169 Purchases of property, plant, and equipment 104 26 103 39 272 2020 Net sales to external customers (2) $ 2,402 $ 1,105 $ 1,104 $ 358 $ 4,969 Adjusted EBITDA 510 354 126 73 1,063 Depreciation and amortization 128 53 88 21 290 Equity in earnings of affiliates — 6 17 — 23 Total assets 2,130 1,041 1,520 531 5,222 Investments in affiliates — 66 101 — 167 Purchases of property, plant, and equipment 89 28 109 25 251 2019 Net sales to external customers (2) $ 2,345 $ 1,318 $ 1,330 $ 533 $ 5,526 Adjusted EBITDA 505 398 180 80 1,163 Depreciation and amortization 121 52 84 22 279 Equity in earnings of affiliates — 11 18 — 29 Total assets 2,291 1,061 1,521 574 5,447 Investments in affiliates — 64 98 — 162 Purchases of property, plant, and equipment 121 32 169 40 362 (1) On July 26, 2021, the Company entered into the Mining Solutions Transaction which closed on December 1, 2021. For further information refer to “Note 4 – Acquisitions and Divestitures”. (2) Segment net sales to external customers are provided by product group in “Note 5 – Net Sales”. The following table sets forth a reconciliation for instances in which the above summary financial information for the Company’s reportable segments does not sum to consolidated amounts. Year Ended December 31, Segment Total Corporate and Other Total Consolidated 2021 Depreciation and amortization $ 287 $ 30 $ 317 Total assets 5,212 2,338 7,550 Purchases of property, plant, and equipment 272 5 277 2020 Depreciation and amortization $ 290 $ 30 $ 320 Total assets 5,222 1,860 7,082 Purchases of property, plant, and equipment 251 16 267 2019 Depreciation and amortization $ 279 $ 32 $ 311 Total assets 5,447 1,811 7,258 Purchases of property, plant, and equipment 362 119 481 The following table sets forth a reconciliation of Segment Adjusted EBITDA to the Company’s consolidated income (loss) before income taxes for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Segment Adjusted EBITDA $ 1,533 $ 1,063 $ 1,163 Corporate and Other expenses (excluding items below) (220 ) (184 ) (143 ) Interest expense, net (185 ) (210 ) (208 ) Depreciation and amortization (317 ) (320 ) (311 ) Non-operating pension and other post-retirement employee benefit income (cost) (1) 9 1 (368 ) Exchange gains (losses), net 3 (26 ) (2 ) Restructuring, asset-related, and other charges (2) (6 ) (80 ) (87 ) Loss on extinguishment of debt (21 ) (22 ) — Gain on sales of assets and businesses (3,4) 115 8 10 Natural disasters and catastrophic events (5) (21 ) — — Transaction costs (4 ) (2 ) (3 ) Qualified spend recovery (6) 20 — — Legal and environmental charges (7,8) (230 ) (49 ) (175 ) Income (loss) before income taxes $ 676 $ 179 $ (124 ) (1) The year ended December 31, 2019 includes a $380 settlement loss related to a significant portion of the Company’s Netherlands pension plan, specific to the vested pension benefits of the inactive participants. Refer to “Note 27 – Long-term Employee Benefits” for further details. (2) Includes restructuring, asset-related, and other charges, which are discussed in further detail in “Note 7 – Restructuring, Asset-related, and Other Charges”. (3) The year ended December 31, 2021 includes a net pre-tax gain on sale of $112 associated with the sale of the Company’s Mining Solutions business of its Chemical Solutions segment which is further discussed in “Note 4 – Acquisitions and Divestitures”. (4) The year ended December 31, 2020 includes a gain of $6 associated with the sale of the Company’s Oakley, California site, (5) Natural disasters and catastrophic events pertains to the total cost of plant repairs and utility charges in excess of historical averages caused by Winter Storm Uri. (6) Qualified spend recovery represents costs and expenses that were previously excluded from Adjusted EBITDA, reimbursable by DuPont and/or Corteva as part of the Company's cost-sharing agreement under the terms of the MOU which is discussed in further detail in "Note 22 – Commitments and Contingent Liabilities". (7) Legal charges pertains to litigation settlements, PFOA drinking water treatment accruals, and other legal charges. The year ended December 31, 2020 includes $29 of charges in connection with the Company’s portion of the costs to settle PFOA multi-district litigation in Ohio. Refer to “Note 22 – Commitments and Contingent Liabilities” for further details. (8) In 2021, environmental charges pertains to management’s assessment of estimated liabilities associated with certain non-recurring environmental remediation expenses at various sites. For the year ended December 31, 2021, environmental charges include $169 related to the construction of the barrier wall, operation of the groundwater extraction and treatment system, and long-term enhancements to the old outfall treatment system at Fayetteville. In 2020 and 2019, environmental charges pertains to management’s assessment of estimated liabilities associated with on-site remediation, off-site groundwater remediation, and toxicity studies related to Fayetteville. The year ended December 31, 2019 includes $168 in additional charges related to the approved final Consent Order associated with certain matters at Fayetteville. Refer to “Note 22 – Commitments and Contingent Liabilities” for further details. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 30. Subsequent Events On January 28, 2022, the Company entered into an agreement to sell its former Aniline business for a purchase price of $15, subject to customary closing conditions. The sale of the site is expected to close in the first quarter of 2022. In 2020, the Company ceased Aniline production at the Pascagoula, Mississippi manufacturing plant. As a result, during the year ended December 31, 2020, the Company recorded an impairment and other restructuring charges which are further discussed in “Note 7 – Restructuring, Asset Related and Other Charges”. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Preparation of Financial Statements | Preparation of Financial Statements The consolidated financial statements have been prepared in conformity with GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Management’s estimates are based on historical experiences, facts, and circumstances available at the time and various other assumptions that management believes are reasonable. Actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Chemours and its subsidiaries, as well as entities in which a controlling interest is maintained. For those consolidated subsidiaries in which the Company’s ownership is less than 100%, the outside shareholders’ interests are shown as non-controlling interests. Investments in companies in which Chemours, directly or indirectly, owns 20% to 50% of the voting stock, or has the ability to exercise significant influence over the operating and financial policies of the investee, are accounted for using the equity method of accounting. As a result, Chemours’ share of the earnings or losses of such equity affiliates is included in the consolidated statements of operations, and Chemours’ share of such equity affiliates’ equity is included in the consolidated balance sheets. The Company assesses the requirements related to the consolidation of any variable interest entity (“VIE”), including a qualitative assessment of power and economics that considers which entity has the power to direct the activities that most significantly impact the VIE’s economic performance, and has the right to receive any benefits or the obligation to absorb any losses of the VIE. No such VIE was consolidated by the Company for the periods presented. All intercompany accounts and transactions were eliminated in the preparation of the accompanying consolidated financial statements. |
Revenue Recognition | Revenue Recognition Chemours recognizes revenue using a five-step model, resulting in revenue being recognized as performance obligations within a contract have been satisfied. The steps within that model include: (i) identifying the existence of a contract with a customer; (ii) identifying the performance obligations within the contract; (iii) determining the contract’s transaction price; (iv) allocating the transaction price to the contract’s performance obligations; and, (v) recognizing revenue as the contract’s performance obligations are satisfied. A contract with a customer exists when: (i) the Company enters into an enforceable agreement that defines each party’s rights regarding the goods or services to be transferred, and the related payment terms; (ii) the agreement has commercial substance; and, (iii) it is probable that the Company will collect the consideration to which it is entitled in the exchange. A performance obligation is a promise in a contract to transfer a distinct good or service, or a series of distinct goods or services, to a customer. The transaction price is the customary amount of consideration that the Company expects to be entitled to in exchange for a transfer of the promised goods or services to a customer, excluding any amounts collected by the Company on behalf of third parties (e.g., sales and use taxes). Judgment is required to apply the principles-based, five-step model for revenue recognition. Management is required to make certain estimates and assumptions about the Company’s contracts with its customers, including, among others, the nature and extent of its performance obligations, its transaction price amounts and any allocations thereof, the critical events which constitute satisfaction of its performance obligations, and when control of any promised goods or services is transferred to its customers. The Company’s revenue from contracts with customers is reflected in the consolidated statements of operations as net sales, the vast majority of which represents product sales that consist of a single performance obligation. Product sales to customers are made under a purchase order (“PO”), or in certain cases, in accordance with the terms of a master services agreement (“MSA”) or similar arrangement, which documents the rights and obligations of each party to the contract. When a customer submits a PO for product or requests product under an MSA, a contract for a specific quantity of distinct goods at a specified price is created, and the Company’s performance obligation under the contract is satisfied when control of the product is transferred to the customer, which is indicated by shipment of the product and the transfer of title and the risk of loss to the customer. Revenue is recognized on consignment sales when control transfers to the customer, generally at the point of customer usage of the product. The transaction price for product sales is generally the amount specified in the PO or in the request under an MSA; however, as is common in Chemours’ industry, the Company offers variable consideration in the form of rebates, volume discounts, early payment discounts, pricing based on formulas or indices, price matching, and guarantees to certain customers. Such amounts are included in the Company’s estimated transaction price using either the expected value method or the most-likely amount, depending on the nature of the variable consideration included in the contract. The Company regularly assesses its customers’ creditworthiness, and product sales are made based on established credit limits. Payment terms for the Company’s invoices are typically less than 90 days. The Company also licenses the right to access certain of its trademarks to customers under specified terms and conditions in certain arrangements, which is recognized as a component of net sales in the consolidated statements of operations. Under such arrangements, the Company may receive a royalty payment for a trademark license that is entered into on a stand-alone basis or incorporated into an overall product sales arrangement. Royalty income is generally based on customer sales and recognized under the sales-based exception as the customer sale occurs. When minimum guaranteed royalty amounts are included in the transaction price, the Company recognizes royalty income ratably over the license period for the minimum amount. When there is no consideration specified for the use of the Company’s trademark, the entire transaction price is recognized in connection with the transfer of control of product. Royalty income resulting from the right to use the Company’s technology is considered outside the scope of revenue recognition under GAAP as it is not a part of the Company’s ongoing major or central activities, and is recognized as a component of other income (expense), net in the consolidated statements of operations in accordance with agreed-upon terms at the point or points in time that performance obligations are satisfied. Consistent with the fact that the vast majority of the Company’s payment terms are less than 90 days from the point at which control of the promised goods or services is transferred, no adjustments have been made for the effects of a significant financing component. Additionally, the Company has elected to recognize the incremental costs associated with obtaining contracts as an expense when incurred if the amortization period of the assets that the Company would have recognized is one year or less. Amounts billed to customers for shipping and handling fees are considered a fulfillment cost and are included in net sales, and the costs incurred by the Company for the delivery of goods are classified as a component of the cost of goods sold in the consolidated statements of operations. |
Research and Development Expense | Research and Development Expense Research and development (“R&D”) costs are expensed as incurred. R&D expenses include costs (primarily consisting of employee costs, materials, contract services, research agreements, and other external spend) relating to the discovery and development of new products, enhancement of existing products, and regulatory approval of new and existing products. |
Provision for (Benefit from) Income Taxes | Provision for (Benefit from) Income Taxes The provision for (benefit from) income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for (benefit from) income taxes represents income taxes paid or payable for the current year, plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax bases of Chemours’ assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. The Company’s deferred tax assets and liabilities are presented on a net basis by jurisdictional filing group. Net deferred tax assets are presented as a component of other assets, while net deferred tax liabilities are presented as a component of deferred income taxes on the Company’s consolidated balance sheets. Valuation allowances are recorded to reduce deferred tax assets when it is more-likely-than-not that a tax benefit will not be realized. Chemours recognizes income tax positions that meet the more-likely-than-not threshold and accrues any interest related to unrecognized income tax positions in the provision for (benefit from) income taxes in the consolidated statements of operations. The Company also recognizes income tax-related penalties in the provision for (benefit from) income taxes. |
Earnings Per Share | Earnings Per Share Chemours presents both basic earnings per share and diluted earnings per share. Basic earnings per share excludes dilution and is computed by dividing the total net income (loss) attributable to Chemours by the weighted-average number of shares outstanding for the period. Diluted earnings per share reflects the dilution that could occur if the Company’s outstanding stock-based compensation awards, including any unvested restricted shares, were vested and exercised, thereby resulting in the issuance of common stock as determined under the treasury stock method. In periods where the Company incurs a net loss, stock-based compensation awards are excluded from the calculation of earnings per share as their inclusion would have an anti-dilutive effect. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents generally include cash, time deposits, or highly liquid investments with maturities of three months or less at the time of acquisition. |
Accounts and Notes Receivable and Allowance for Doubtful Accounts | Accounts and Notes Receivable and Allowance for Doubtful Accounts Accounts and notes receivables are recognized net of an allowance for doubtful accounts. The allowance for doubtful accounts reflects the best estimate of losses inherent in Chemours’ accounts and notes receivable portfolio, which is determined by assessing expected credit losses on the basis of historical experience, specific allowances for known troubled accounts, and other available evidence. Accounts and notes receivable are written off when management determines that they are uncollectible. |
Inventories | Inventories Chemours’ inventories are valued at the lower of cost or market or net realizable value, where applicable. Cost of inventories held at substantially all U.S. locations are determined using the last-in, first-out (“LIFO”) method, while cost of inventories held outside the U.S. are determined using the average cost method. The elements of cost in inventories include raw materials, direct labor, and manufacturing overhead. Stores and supplies are valued at the lower of cost or net realizable value, and cost is generally determined by the average cost method. |
Property, Plant and Equipment | Property, Plant, and Equipment Property, plant, and equipment is carried at cost and is depreciated using the straight-line method. Substantially all equipment and buildings are depreciated over useful lives ranging from 15 to 25 years. Capitalizable costs associated with computer software for internal use are amortized on a straight-line basis over five to seven years. When assets are surrendered, retired, sold, or otherwise disposed of, their gross carrying values and related accumulated depreciation are removed from the consolidated balance sheets and are included in the determination of any gain or loss on such disposals. Repair and maintenance costs that materially add to the value of the asset or prolong its useful life are capitalized and depreciated based on their extension to the asset’s useful life. Capitalized repair and maintenance costs are recorded on the consolidated balance sheets as a component of other assets. |
Impairment of Long-Lived Assets | Impairment of Long-lived Assets Chemours evaluates the carrying value of its long-lived assets to be held and used when events or changes in circumstances indicate the carrying value may not be recoverable. For the purposes of recognition or measurement of an impairment charge, the assessment is performed on the asset or asset group at the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. To determine the level at which the assessment is performed, Chemours considers factors such as revenue dependency, shared costs, and the extent of vertical integration. The carrying value of a long-lived asset is considered impaired when the total projected undiscounted cash flows from the use and eventual disposition of the asset or asset group are separately identifiable and are less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. The fair value methodology used is an estimate of fair market value, which is made based on prices of similar assets or other valuation methodologies, including present value techniques. Long-lived assets to be disposed of by means other than sale are classified as held for use until their disposal. Long-lived assets to be disposed of by sale are classified as held for sale and are reported at the lower of carrying amount or fair market value, less the estimated cost to sell. Depreciation is discontinued for any long-lived assets classified as held for sale. Assets and Liabilities Held for Sale The Company classifies long-lived assets or disposal groups as held for sale in the period when the following held for sale criteria are met: (i) the Company commits to a plan to sell; (ii) the long-lived asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such long-lived assets or disposal groups; (iii) an active program to locate a buyer and other actions required to complete the plan to sell have been initiated; (iv) the sale is probable within one year; (v) the asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Long-lived assets and disposal groups classified as held for sale are measured at the lower of their carrying amount or fair value less costs to sell. The Company ceases depreciation, amortization, and interest for a disposal group upon it being classified as held for sale. |
Leases | Leases The Company’s lease assets and lease liabilities are recognized on the lease commencement date in an amount that represents the present value of future lease payments. Operating leases are included in operating lease right-of-use assets, other accrued liabilities, and operating lease liabilities on the Company’s consolidated balance sheets. Finance leases are included in property, plant, and equipment, net, short-term and current maturities of long-term debt, and long-term debt, net, on the Company’s consolidated balance sheets. The Company’s incremental borrowing rate, which is based on information available at the adoption date of January 1, 2019 for existing leases and the commencement date for leases commencing after the adoption date, is used to determine the present value of lease payments. The Company combines lease components with non-lease components for most classes of assets, except for certain manufacturing facilities or when the non-lease component is significant to the lease component. The Company does not recognize leases with an initial term of 12 months or less on its consolidated balance sheets and will recognize those lease payments in the consolidated statements of operations on a straight-line basis over the lease term. Certain leases contain variable payments which are based on usage or operating costs, such as utilities and maintenance. These payments are not included in the measurement of the right-of-use asset or lease liability due to the uncertainty of the payment amount and are recorded as lease expense in the period incurred. Leases with the options to extend their term or terminate early are reflected in the lease term when it is reasonably certain that the Company will exercise such options. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The excess of the purchase price over the estimated fair value of the net assets acquired in a business combination, including any identified intangible assets, is recorded as goodwill. Chemours tests its goodwill for impairment at least annually on October 1; however, these tests are performed more frequently when events or changes in circumstances indicate that the asset may be impaired. Goodwill is evaluated for impairment at the reporting unit level, which is defined as an operating segment, or one level below an operating segment. A reporting unit is the level at which discrete financial information is available and reviewed by business management on a regular basis. An impairment exists when the carrying value of a reporting unit exceeds its fair value. The amount of impairment loss recognized in the consolidated statements of operations is equal to the excess of a reporting unit’s carrying value over its fair value, which is limited to the total amount of goodwill allocated to the reporting unit. Chemours has the option to first qualitatively assess whether it is more-likely-than-not that an impairment exists for a reporting unit. Such qualitative factors include, among other things, prevailing macroeconomic conditions, industry and market conditions, changes in costs associated with raw materials, labor, or other inputs, the Company’s overall financial performance, and certain other entity-specific events that impact Chemours’ reporting units. When performing a quantitative test, the Company weights the results of an income-based valuation technique, the discounted cash flows method, and a market-based valuation technique, the guideline public companies method, to determine its reporting units’ fair values. |
Investments in Affiliates | Investments in Affiliates The Company uses the equity method of accounting for its investments in and earnings of affiliates. The Company considers whether the fair value of any of its equity method investments has declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. If the Company considers any such decline to be other than temporary, based on various factors, a write-down would be recorded to the estimated fair value. |
Restricted Cash and Restricted Cash Equivalents | Restricted Cash and Restricted Cash Equivalents The Company classifies cash and cash equivalents that are legally or contractually restricted for withdrawal or usage as restricted cash and restricted cash equivalents. Chemours restricted cash and restricted cash equivalents includes cash and cash equivalents deposited in an escrow account as per the terms of the Company’s Memorandum of Understanding (“MOU”) agreement which is further discussed in “Note 22 – Commitments and Contingent Liabilities”. |
Environmental Liabilities and Expenditures | Environmental Liabilities and Expenditures Chemours accrues for environmental remediation matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Where the available information is only sufficient to establish a range of probable liability, and no point within the range is more likely than any other, the lower end of the range has been used. Estimated liabilities are determined based on existing remediation laws and technologies and the Company’s planned remedial responses, which are derived from environmental studies, sampling, testing, and analyses Environmental liabilities and expenditures include claims for matters that are liabilities of EID and its subsidiaries, which Chemours may be required to indemnify pursuant to the Separation-related agreements executed prior to the Separation. These accrued liabilities are undiscounted and do not include claims against third parties. Costs related to environmental remediation are charged to expense in the period that the associated liability is accrued and are reflected as a component of the cost of goods sold for on-site remediation costs or as a component of selling, general, and administrative expense for off-site remediation costs in the consolidated statements of operations. Other environmental costs are also charged to expense in the period incurred, unless they extend the useful life of the property, increase the property’s capacity, and/or reduce or prevent contamination from future operations, in which case they are capitalized and amortized. Pursuant to the binding MOU entered into between Chemours, DuPont, Corteva, and EID, as further discussed in “Note 22 – Commitments and Contingent Liabilities”, costs specific to potential future legacy per- and polyfluoroalkyl substances (“PFAS”) liabilities are subject to a cost-sharing arrangement between the parties. Any recoveries of Qualified Spend (as further described in “Note 22 – Commitments and Contingent Liabilities” and as defined in the MOU) from DuPont and/or Corteva under the cost-sharing arrangement will be recognized as an offset to the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when realizable. Any Qualified Spend incurred by DuPont and/or Corteva under the cost-sharing arrangement will be recognized in the Company’s cost of goods sold or selling, general, and administrative expense, as applicable, when the amounts of such costs are probable and estimable. |
Asset Retirement Obligations | Asset Retirement Obligations Chemours records its asset retirement obligations at their fair value at the time the liability is incurred. Fair value is measured using the expected future cash outflows discounted at Chemours’ credit-adjusted, risk-free interest rate, which is considered to be a Level 3 input within the fair value hierarchy. Accretion expense is recognized as an operating expense within the cost of goods sold in the consolidated statements of operations, using the credit-adjusted, risk-free interest rate in effect when the liability was recognized. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset and are depreciated over the estimated remaining useful life of the asset, generally for periods ranging from two to 25 years. |
Insurance | Insurance Chemours insures for certain risks where permitted by law or regulation, including workers’ compensation, vehicle liability, and employee-related benefits. Liabilities associated with these risks are estimated in part by considering any historical claims experience, demographic factors, and other actuarial assumptions. For certain other risks, the Company uses a combination of third-party insurance and self-insurance, reflecting its comprehensive review of relevant risks. A receivable for an insurance recovery is generally recognized when the loss has occurred and collection is considered probable. |
Litigation | Litigation Chemours accrues for litigation matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Where the available information is only sufficient to establish a range of probable liability, and no point within the range is more likely than any other, the lower end of the range has been used. When a material loss contingency is reasonably possible, but not probable, the Company does not record a liability, but instead discloses the nature of the matter and an estimate of the loss or range of loss, to the extent such estimate can be made. Litigation-related liabilities and expenditures included in the consolidated financial statements include legal matters that are liabilities of EID and its subsidiaries, which Chemours may be required to indemnify pursuant to the Separation-related agreements executed prior to the Separation. Legal costs, such as outside counsel fees and expenses, are charged to expense in the period that services are rendered. |
Treasury Stock | Treasury Stock Chemours accounts for repurchases of the Company’s common stock as treasury stock using the cost method, whereby the entire cost of the acquired common stock is recorded as treasury stock. The cost of treasury stock re-issued is determined using the first-in, first-out (“FIFO”) method. |
Stock-based Compensation | Stock-based Compensation Chemours’ stock-based compensation consists of stock options, restricted stock units (“RSUs”), and performance share units (“PSUs”) awarded to employees and non-employee directors. Stock options and PSUs are measured at their fair value on the grant date or date of modification, as applicable. RSUs are measured at the stock price on the grant date or date of modification, as applicable. The Company recognizes compensation expense on a straight-line basis over the requisite service and/or performance period, as applicable. Forfeitures of awards are accounted as a reduction in stock-based compensation expense in the period such awards are forfeited. |
Financial Instruments | Financial Instruments In the ordinary course of business, Chemours enters into contractual arrangements to reduce its exposure to foreign currency and interest rate risks. The Company has established a financial risk management program, which currently includes four distinct risk management instruments: (i) foreign currency forward contracts, which are used to minimize the volatility in the Company’s earnings related to foreign exchange gains and losses resulting from remeasuring its monetary assets and liabilities that are denominated in non-functional currencies; (ii) foreign currency forward contracts, which are used to mitigate the risks associated with fluctuations in the euro against the U.S. dollar for forecasted U.S. dollar-denominated inventory purchases in certain of the Company’s international subsidiaries that use the euro as their functional currency; (iii) interest rate swaps, which are used to mitigate the volatility in the Company’s cash payments for interest due to fluctuations in LIBOR, as is applicable to the portion of the Company’s senior secured term loan facility denominated in U.S. dollars; and, (iv) euro-denominated debt, which is used to reduce the volatility in stockholders’ equity caused by changes in foreign currency exchange rates of the euro with respect to the U.S. dollar for certain of its international subsidiaries that use the euro as their functional currency. The Company’s financial risk management program reflects varying levels of exposure coverage and time horizons based on an assessment of risk. The program operates within Chemours’ financial risk management policies and guidelines, and the Company does not enter into derivative financial instruments for trading or speculative purposes. The Company’s foreign currency forward contracts that are used as a net monetary assets and liabilities hedge are not part of a cash flow hedge program or a fair value hedge program, and have not been designated as a hedge. For these instruments, all gains and losses resulting from the revaluation of derivative assets and liabilities are recognized in other income (expense), net in the consolidated statements of operations during the period in which they occur, and any such gains or losses are intended to be offset by any gains or losses on the underlying asset or liability. For the Company’s foreign currency forward contracts that have been designated under a cash flow hedge program, all gains and losses resulting from the revaluation of the derivative instruments are recognized as a component of accumulated other comprehensive loss on the consolidated balance sheets during the period in which they occur, and are reclassified to the cost of goods sold in the consolidated statements of operations during the period in which the underlying transactions affect earnings, or when it becomes probable that the forecasted transactions will not occur Financial instruments are reported on a gross basis on the consolidated balance sheets. |
Foreign Currency Translation | Foreign Currency Translation Chemours identifies its separate and distinct foreign entities and groups them into two categories: (i) extensions of the parent (U.S. dollar functional currency); and, (ii) self-contained (local functional currency). If a foreign entity does not align with either category, factors are evaluated, and a judgment is made to determine the functional currency. Chemours changes the functional currency of its separate and distinct foreign entities only when significant changes in economic facts and circumstances clearly indicate that the functional currency has changed. During the periods covered by the consolidated financial statements, part of Chemours’ business operated within foreign entities. For foreign entities where the U.S. dollar is the functional currency, all foreign currency-denominated asset and liability amounts are remeasured into U.S. dollars at end-of-period exchange rates, with the exception of inventories, prepaid expenses, property, plant, and equipment, goodwill, and other intangible assets. These aforementioned assets are remeasured at historical exchange rates. Foreign currency-denominated revenue and expense amounts are measured at exchange rates in effect during the period, with the exception of expenses related to any balance sheet amounts remeasured at historical exchange rates. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in other income (expense), net in the consolidated statements of operations in the period in which they occurred. For foreign entities where the local currency is the functional currency, assets and liabilities denominated in local currencies are translated into U.S. dollars at end-of-period exchange rates, and the resulting translation adjustments are reported as a component of accumulated other comprehensive loss on the consolidated balance sheets. Assets and liabilities denominated in currencies other than the functional currency are remeasured into the functional currency prior to translation into U.S. dollars, and the resulting exchange gains or losses are included in other income (expense), net in the consolidated statements of operations in the period in which they occurred. Revenues and expenses are translated into U.S. dollars at average exchange rates in effect during the period. |
Defined Benefit Plans | Defined Benefit Plans Chemours has defined benefit plans covering certain of its employees outside of the U.S. The benefits of these plans, which primarily relate to pension, are accrued over the employees’ service periods. The Company uses actuarial methods and assumptions in the valuation of its defined benefit obligations and the determination of any net periodic pension income or expense. Any differences between actual and expected results, or changes in the value of defined benefit obligations and plan assets, if any, are not recognized in earnings as they occur. Rather, they are systematically recognized over subsequent periods. |
Fair Value Measurement | Fair Value Measurement Fair value is defined as the exit price, the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. Under the accounting for fair value measurements and disclosures, a fair value hierarchy was established to prioritize the valuation inputs used to measure fair value. The hierarchy gives highest priority to unadjusted, quoted prices in active markets for identical assets and liabilities (i.e., Level 1 measurements) and lowest priority to unobservable inputs (i.e., Level 3 measurements). A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Chemours applies the following valuation hierarchy in measuring the fair values of its assets and liabilities: • Level 1 – Quoted prices in active markets for identical assets and liabilities; • Level 2 – Significant other observable inputs (e.g., quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable, such as interest rate and yield curves, and market-corroborated inputs); and, • Level 3 – Unobservable inputs for the asset or liability, which are valued based on management’s estimates of assumptions that market participants would use in pricing the asset or liability. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Guidance Issued and Not Yet Adopted Facilitation of the Effects of Reference Rate Reform on Financial Reporting In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In October 2021, the FASB issued ASU 2021-08, Business Combinations : Accounting for Contract Assets and Contract Liabilities from Contracts with Customers Disclosures by Business Entities About Government Assistance In November 2021, the FASB issued ASU 2021-10, Government Assistance : Disclosures by Business Entities About Government Assistance Recently Adopted Accounting Guidance Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes |
Net Sales (Tables)
Net Sales (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Disaggregation of Net Sales by Geographical Region and Segment and Product Group | The following table sets forth a disaggregation of the Company’s net sales by geographic region and segment and product group for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Net sales by geographic region (1) North America: Titanium Technologies $ 1,019 $ 776 $ 727 Thermal & Specialized Solutions 635 520 592 Advanced Performance Materials 494 407 512 Chemical Solutions 169 211 313 Total North America 2,317 1,914 2,144 Asia Pacific: Titanium Technologies 1,049 778 809 Thermal & Specialized Solutions 160 134 166 Advanced Performance Materials 595 450 507 Chemical Solutions 23 22 61 Total Asia Pacific 1,827 1,384 1,543 Europe, the Middle East, and Africa: Titanium Technologies 829 528 474 Thermal & Specialized Solutions 313 331 408 Advanced Performance Materials 254 202 258 Chemical Solutions 16 25 23 Total Europe, the Middle East, and Africa 1,412 1,086 1,163 Latin America (2): Titanium Technologies 458 320 335 Thermal & Specialized Solutions 149 120 152 Advanced Performance Materials 54 45 53 Chemical Solutions 128 100 136 Total Latin America 789 585 676 Total net sales $ 6,345 $ 4,969 $ 5,526 Net sales by segment and product group Titanium Technologies: Titanium dioxide and other minerals $ 3,355 $ 2,402 $ 2,345 Thermal & Specialized Solutions: Refrigerants 973 889 1,086 Foam, propellants, and other 284 216 232 Advanced Performance Materials: Fluoropolymers and advanced materials 1,397 1,104 1,330 Chemical Solutions: Mining solutions 237 203 268 Performance chemicals and intermediates 99 155 265 Total net sales $ 6,345 $ 4,969 $ 5,526 (1) Net sales are attributed to countries based on customer location. (2) Latin America includes Mexico. |
Summary of Contract Balances from Contracts with Customers | The following table sets forth the Company’s contract balances from contracts with customers at December 31, 2021 and 2020. December 31, 2021 2020 Contract assets: Accounts receivable - trade, net (Note 11) $ 644 $ 449 Contract liabilities: Deferred revenue (Note 19 & Note 21) $ 5 $ 12 Customer rebates (Note 19) 83 69 |
Research and Development Expe_2
Research and Development Expense (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Research And Development [Abstract] | |
Summary of R&D Expense by Segment | The following table sets forth the Company’s R&D expense by segment for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Titanium Technologies $ 36 $ 31 $ 29 Thermal & Specialized Solutions 20 18 17 Advanced Performance Materials 46 41 31 Chemical Solutions 2 2 2 Corporate and Other 3 1 1 Total research and development expense $ 107 $ 93 $ 80 |
Restructuring, Asset-Related,_2
Restructuring, Asset-Related, and Other Charges (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Restructuring Program | The following table sets forth the components of the Company’s restructuring, asset-related, and other charges for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Restructuring and other charges: Employee separation charges $ (2 ) $ 17 $ 21 Decommissioning and other charges 8 41 23 Total restructuring and other charges 6 58 44 Asset-related charges — 22 43 Total restructuring, asset-related, and other charges $ 6 $ 80 $ 87 The following table sets forth the impacts of the Company’s restructuring programs to segment earnings for the years ended December 31, 202 1 , 20 20 , and 201 9 . Year Ended December 31, 2021 2020 2019 Restructuring charges: Plant and product line closures: Chemical Solutions $ 13 $ 4 $ 2 Corporate and Other — 1 18 Total plant and product line closures 13 5 20 2017 Restructuring Program: Titanium Technologies — — 1 Thermal & Specialized Solutions — — 1 Advanced Performance Materials — — 1 Corporate and Other — (1 ) — Total 2017 Restructuring Program — (1 ) 3 2018 Restructuring Program: Corporate and Other — — (1 ) Total 2018 Restructuring Program — — (1 ) 2019 Restructuring Program: Titanium Technologies — — 5 Thermal & Specialized Solutions — 1 3 Advanced Performance Materials — 2 4 Chemical Solutions — — 1 Corporate and Other — — 9 Total 2019 Restructuring Program — 3 22 2020 Restructuring Program: Titanium Technologies — 3 — Thermal & Specialized Solutions — 1 — Advanced Performance Materials (1 ) 3 — Chemical Solutions — 1 — Corporate and Other — 5 — Total 2020 Restructuring Program (1 ) 13 — Total restructuring charges 12 20 44 Asset-related charges: Titanium Technologies — — 9 Advanced Performance Materials — 10 — Chemical Solutions — 8 34 Corporate and Other — 4 — Total asset-related charges — 22 43 Other charges: Titanium Technologies — 1 — Advanced Performance Materials 1 — — Chemical Solutions (7 ) 37 — Total other charges (6 ) 38 — Total restructuring, asset-related, and other charges $ 6 $ 80 $ 87 |
Schedule of Restructuring Charges | The following table sets forth the change in the Company’s employee separation-related liabilities associated with its restructuring programs for the years ended December 31, 2021 and 2020. Chemical Solutions Site Closures 2017 Restructuring Program 2019 Restructuring Program 2020 Restructuring Program Total Balance at January 1, 2020 $ — $ 1 $ 14 $ — $ 15 Charges (credits) to income 2 (1 ) 3 13 17 Payments — — (15 ) (10 ) (25 ) Balance at December 31, 2020 2 — 2 3 7 Credits to income (1 ) — — (1 ) (2 ) Payments — — (2 ) (2 ) (4 ) Balance at December 31, 2021 $ 1 $ — $ — $ — $ 1 |
Other Income (Expense), Net (Ta
Other Income (Expense), Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Income And Expenses [Abstract] | |
Components of Other Income (Expense) | The following table sets forth the components of the Company’s other income (expense), net for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Leasing, contract services, and miscellaneous income (1) $ 14 $ 20 $ 51 Royalty income (2) 22 18 16 Gain on sales of assets and businesses (3) 115 8 10 Exchange gains (losses), net (4) 3 (26 ) (2 ) Non-operating pension and other post-retirement employee benefit income (cost) (5) 9 1 (368 ) Total other income (expense), net $ 163 $ 21 $ (293 ) (1) Leasing, contract services, and miscellaneous income includes European Union fluorinated greenhouse gas quota authorization sales of $3, $3, and $41 (2) Royalty income for the years ended December 31, 2021, 2020, and 2019 is primarily from technology licensing. (3) For the year ended December 31, 2021, gain on sale includes a net pre-tax gain on sale of $112 associated with the sale of the Company’s Mining Solutions business of its Chemical Solutions segment which is further discussed in “Note 4 – Acquisitions and Divestitures”. For the year ended December 31, 2020, gain on sale includes a $6 gain associated with the sale of the Company’s Oakley, California site, which was contingent upon the completion of certain environmental remediation activities at the site. For the year ended December 31, 2019, gain on sale includes a non-cash gain of $9 recognized in connection with the Company’s sale of its Repauno, New Jersey site; that was previously deferred and subsequently realized after certain environmental obligations were fulfilled. (4) Exchange gains (losses), net includes gains and losses on the Company’s foreign currency forward contracts that have not been designated as a cash flow hedge. (5) Non-operating pension and other post-retirement employee benefit income (cost) represents the components of net periodic pension income (cost), excluding the service cost component. The year ended December 31, 2019 includes a $380 settlement loss related to a significant portion of the Company’s Netherlands pension plan, specific to the vested pension benefits of the inactive participants. Refer to “Note 27 – Long-term Employee Benefits” for further details. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Provision for (Benefit from) Income Taxes | The following table sets forth the components of the Company’s provision for (benefit from) income taxes for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Current tax expense (benefit): U.S. federal $ 60 $ 4 $ 13 U.S. state and local 12 1 (1 ) International 72 75 79 Total current tax expense 144 80 91 Deferred tax expense (benefit): U.S. federal (69 ) (86 ) (77 ) U.S. state and local (6 ) (12 ) (5 ) International (1 ) (22 ) (81 ) Total deferred tax benefit (76 ) (120 ) (163 ) Total provision for (benefit from) income taxes $ 68 $ (40 ) $ (72 ) |
Schedule of Deferred Tax Assets and Liabilities Components | The following table sets forth the components of the Company’s deferred tax assets and liabilities at December 31, 2021 and 2020. December 31, 2021 2020 Deferred tax assets: Environmental and other liabilities $ 162 $ 124 Employee related and benefit items 64 50 Other assets and accrual liabilities 101 43 Tax attribute carryforwards 91 141 Operating lease liability 56 60 Total deferred tax assets 474 418 Less: Valuation allowance (8 ) (24 ) Total deferred tax assets, net 466 394 Deferred tax liabilities: Property, plant, and equipment and intangible assets (244 ) (257 ) LIFO inventories (18 ) (12 ) Operating lease asset (53 ) (56 ) Other liabilities (30 ) (9 ) Total deferred tax liabilities (345 ) (334 ) Deferred tax assets, net $ 121 $ 60 |
Schedule of Effective Income Tax Rate | The following table sets forth an analysis of the Company’s effective tax rates for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 $ % $ % $ % Statutory U.S. federal income tax rate $ 142 21.0 % $ 38 21.0 % $ (26 ) 21.0 % State income taxes, net of federal benefit 3 0.4 % (11 ) (6.1 )% (7 ) 5.6 % Lower effective tax rate on international operations, net (19 ) (2.8 )% (34 ) (19.0 )% (28 ) 22.7 % Foreign-derived intangible income deduction (12 ) (1.8 )% — — % — — % Goodwill 10 1.5 % — — % — — % Depletion (7 ) (1.0 )% (6 ) (3.4 )% (5 ) 4.0 % Exchange gains (13 ) (1.9 )% — — % (7 ) 5.6 % Provision to return and other adjustments (11 ) (1.6 )% (37 ) (20.6 )% (4 ) 3.2 % Valuation allowance (16 ) (2.4 )% 13 7.3 % 8 (6.5 )% Stock-based compensation (4 ) (0.6 )% — — % (14 ) 11.4 % Executive compensation limitation 3 0.4 % 1 0.6 % 9 (7.3 )% R&D credit (6 ) (0.9 )% (7 ) (3.8 )% (6 ) 4.8 % Uncertain tax positions (3 ) (0.4 )% (1 ) (0.5 )% 7 (5.6 )% Other, net 1 0.2 % 4 2.2 % 1 (0.8 )% Total effective tax rate $ 68 10.1 % $ (40 ) (22.3 )% $ (72 ) 58.1 % |
Schedule of Income (Loss) before Income Taxes | The following table sets forth the Company’s income (loss) before income taxes for its U.S. and international operations for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 U.S. operations (including exports) $ 44 $ (136 ) $ (375 ) International operations 632 315 251 Total income (loss) before income taxes $ 676 $ 179 $ (124 ) |
Schedule of open tax years by significant jurisdiction | The following table sets forth the Company’s significant jurisdictions’ tax returns that are subject to examination by their respective taxing authorities for the open years listed. Jurisdiction Open Years China 2015 through 2021 India 2015 through 2021 Mexico 2015 through 2021 Netherlands 2017 through 2021 Singapore 2017 through 2021 Switzerland 2018 through 2021 Taiwan 2015 through 2021 U.S. 2017 through 2021 |
Schedule of Unrecognized Tax Benefits | The following table sets forth the change in the Company’s unrecognized tax benefits for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 7 $ 9 $ 2 Gross amounts of decreases in unrecognized tax benefits as a result of adjustments to tax provisions taken during the prior period (1 ) (2 ) — Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken during the current period — 1 7 Reduction to unrecognized tax benefits as a result of a lapse of the applicable statute of limitations (1 ) (1 ) — Balance at December 31, $ 5 $ 7 $ 9 Total unrecognized tax benefits, if recognized, that would impact the effective tax rate $ 4 $ 8 $ 9 Total amount of interest and penalties recognized in the consolidated statements of operations (1 ) 1 — Total amount of interest and penalties recognized in the consolidated balance sheets 1 1 — |
Summary of Deferred Tax Asset Valuation Allowance | The following table sets forth a rollforward of the Company’s deferred tax asset valuation allowance for the years ended December 31, 20 2 1 , 20 20 , and 201 9 . Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 24 $ 10 $ 2 Net charges to income tax expense — 14 8 Release of valuation allowance (16 ) — — Balance at December 31, $ 8 $ 24 $ 10 |
Earnings Per Share of Common _2
Earnings Per Share of Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the reconciliations of the numerators and denominators of the Company’s basic and diluted earnings per share calculations for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Numerator: Net income (loss) attributable to Chemours $ 608 $ 219 $ (52 ) Denominator: Weighted-average number of common shares outstanding - basic 164,943,575 164,681,827 164,816,839 Dilutive effect of the Company’s employee compensation plans (1) 3,754,864 1,664,702 — Weighted-average number of common shares outstanding - diluted (1) 168,698,439 166,346,529 164,816,839 Basic earnings (loss) per share of common stock $ 3.69 $ 1.33 $ (0.32 ) Diluted earnings (loss) per share of common stock (1) 3.60 1.32 (0.32 ) (1) In periods where the Company incurs a net loss, the impact of potentially dilutive securities is excluded from the calculation of earnings per share as its inclusion would have an anti-dilutive effect. |
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share | The following table sets forth the average number of stock options that were anti-dilutive and, therefore, were not included in the Company’s diluted earnings per share calculations for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Average number of stock options 1,500,577 3,839,845 2,206,609 |
Accounts and Notes Receivable_2
Accounts and Notes Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | The following table sets forth the components of the Company’s accounts and notes receivable, net at December 31, 2021 and 2020. December 31, 2021 2020 Accounts receivable - trade, net (1) $ 644 $ 449 VAT, GST, and other taxes (2) 41 49 Other receivables (3) 35 13 Total accounts and notes receivable, net $ 720 $ 511 (1) Accounts receivable - trade, net includes trade notes receivable of $17 and less than $1 and is net of allowances for doubtful accounts of $5 and $7 at December 31, 2021 and 2020, respectively. Such allowances are equal to the estimated uncollectible amounts. (2) Value added tax (“VAT”) and goods and services tax (“GST”) for various jurisdictions. (3) Other receivables consist of derivative instruments, advances and other deposits. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Net [Abstract] | |
Schedule of Inventories | The following table sets forth the components of the Company’s inventories at December 31, 2021 and 2020. December 31, 2021 2020 Finished products $ 704 $ 579 Semi-finished products 192 180 Raw materials, stores, and supplies 475 433 Inventories before LIFO adjustment 1,371 1,192 Less: Adjustment of inventories to LIFO basis (272 ) (253 ) Total inventories $ 1,099 $ 939 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Summary of Property, Plant, and Equipment, Net | The following table sets forth the components of the Company’s property, plant, and equipment, net at December 31, 2021 and 2020. December 31, 2021 2020 Equipment $ 7,559 $ 7,816 Buildings 1,168 1,198 Construction-in-progress 361 421 Land 108 111 Mineral rights 36 36 Property, plant, and equipment 9,232 9,582 Less: Accumulated depreciation (6,078 ) (6,108 ) Total property, plant, and equipment, net $ 3,154 $ 3,474 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Schedule of Lease Assets and Lease Liabilities and their Balance Sheet Locations | The following table sets forth the Company’s lease assets and lease liabilities and their balance sheet locations at December 31, 2021 and 2020. December 31, Balance Sheet Location 2021 2020 Lease assets: Operating lease right-of-use assets Operating lease right-of-use assets $ 227 $ 236 Finance lease assets Property, plant, and equipment, net (Note 13) 69 69 Total lease assets $ 296 $ 305 Lease liabilities: Current: Operating lease liabilities Other accrued liabilities (Note 19) $ 59 $ 57 Finance lease liabilities Short-term and current maturities of long-term debt (Note 20) 12 7 Total current lease liabilities 71 64 Non-current: Operating lease liabilities Operating lease liabilities 179 194 Finance lease liabilities Long-term debt, net (Note 20) 60 67 Total non-current lease liabilities 239 261 Total lease liabilities $ 310 $ 325 |
Schedule of Components of Company's Lease Cost | The following table sets forth the components of the Company’s lease cost for the years ended December 31, 2021, 2020 and 2019. Year Ended December 31, 2021 2020 2019 Operating lease cost $ 66 $ 88 $ 99 Short-term lease cost 7 5 5 Variable lease cost 21 20 16 Finance lease cost: Amortization of lease assets 12 8 5 Interest on lease liabilities 4 4 2 Total lease cost $ 110 $ 125 $ 127 |
Schedule of Cash Flows Related to Company's Leases | The following table sets forth the cash flows related to the Company’s leases for the years ended December 31, 2021, 2020 and 2019. Year Ended December 31, 2021 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 70 $ 91 $ 101 Operating cash flows from finance leases 4 4 2 Financing cash flows from finance leases 10 6 3 Non-cash lease liabilities activity: Leased assets obtained in exchange for new operating lease liabilities $ 45 $ 23 $ 48 Leased assets obtained in exchange for new finance lease liabilities 14 19 62 |
Schedule of Weighted-Average Terms and Weighted-Average Discount Rates For Company's Leases | The following table sets forth the weighted-average terms and weighted-average discount rates for the Company’s leases at December 31, 2021 and 2020. December 31, 2021 2020 Weighted-average remaining lease term (years): Operating leases 11.0 8.6 Finance leases 6.3 7.9 Weighted-average discount rate: Operating leases 5.30 % 5.00 % Finance leases 4.80 % 5.40 % |
Schedule of Company's Lease Liabilities' Maturities for Next Five Years and Thereafter | The following table sets forth the Company’s lease liabilities’ maturities for the next five years and thereafter. Operating Leases Finance Leases Total 2022 $ 61 $ 14 $ 75 2023 46 14 60 2024 37 13 50 2025 29 13 42 2026 25 13 38 Thereafter 93 19 112 Total lease payments 291 86 377 Less: Imputed interest (53 ) (14 ) (67 ) Present value of lease liabilities $ 238 $ 72 $ 310 |
Summary of Future Minimum Lease Payments Related to Chemours Discovery Hub Financing Obligation | The following table sets forth the Company’s minimum future payments due for the next five years and thereafter related to the Chemours Discovery Hub financing obligation . 2022 $ 6 2023 7 2024 7 2025 7 2026 7 Thereafter 147 Total payments $ 181 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table sets forth the changes in the carrying amount of the Company’s goodwill by segment for the years ended December 31, 2021 and 2020. Titanium Technologies Thermal & Specialized Solutions Advanced Performance Materials Chemical Solutions Total Balance at January 1, 2020 $ 13 $ 33 $ 56 $ 51 $ 153 Balance at December 31, 2020 13 33 56 51 153 Divestitures — — — (51 ) (51 ) Balance at December 31, 2021 $ 13 $ 33 $ 56 $ — $ 102 |
Schedule of Other Intangible Assets | The following table sets forth the gross carrying amounts and accumulated amortization of the Company’s other intangible assets by major class at December 31, 2021 and 2020. December 31, 2021 December 31, 2020 Cost Accumulated Amortization Net Cost Accumulated Amortization Net Customer lists $ 2 $ (2 ) $ — $ 9 $ (9 ) $ — Customer relationships 22 (16 ) 6 22 (12 ) 10 Patents 19 (19 ) — 19 (19 ) — Purchased trademarks — — — 5 (3 ) 2 Purchased and licensed technology 3 (3 ) — 3 (3 ) — Other (1) 10 (10 ) — 10 (8 ) 2 Total other intangible assets $ 56 $ (50 ) $ 6 $ 68 $ (54 ) $ 14 (1) Represents non-cash favorable supply contracts acquired in connection with the sale of the Sulfur business in 2016 based on the present value of the difference between their contractual cash flows and estimated cash flows had the contracts been executed at a determinable market price. These contract intangibles were amortized to cost of goods sold over the remaining life of the supply contracts through 2021. |
Investments in Affiliates (Tabl
Investments in Affiliates (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Schedule of Investments in Affiliates | The following table sets forth the jurisdiction, carrying value, and ownership percentages of the Company’s investments in affiliates at December 31, 2021 and 2020. December 31, 2021 December 31, 2020 Investee Jurisdiction Carrying Value Ownership Carrying Value Ownership Chemours-Mitsui Fluorochemicals Company, Ltd. Japan $ 98 50.0% $ 104 50.0% The Chemours Chenguang Fluoromaterials Company Limited China 33 50.0% 32 50.0% Changshu 3F Zhonghao New Chemical Materials Co., Ltd. China 38 10.0% 31 10.0% $ 169 $ 167 |
Schedule of Changes in Investments in Affiliates | The following table sets forth the changes in the Company’s investments in affiliates for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 167 $ 162 $ 160 Equity in earnings of affiliates 43 23 29 Dividends (30 ) (25 ) (28 ) Currency translation and other (11 ) 7 1 Balance at December 31, $ 169 $ 167 $ 162 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | The following table sets forth the components of the Company’s other assets at December 31, 2021 and 2020. December 31, 2021 2020 Capitalized repair and maintenance costs $ 195 $ 198 Pension assets (1) 55 79 Deferred income taxes 171 95 Miscellaneous 26 33 Total other assets $ 447 $ 405 (1) Pension assets represents the funded status of certain of the Company’s long-term employee benefit plans. |
Accounts Payable (Tables)
Accounts Payable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Schedule of Accounts Payable | The following table sets forth the components of the Company’s accounts payable at December 31, 2021 and 2020. December 31, 2021 2020 Trade payables $ 1,141 $ 820 VAT and other payables 21 24 Total accounts payable $ 1,162 $ 844 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Schedule of Other Accrued Liabilities | The following table sets forth the components of the Company’s other accrued liabilities at December 31, 2021 and 2020. December 31, 2021 2020 Employee separation costs $ 2 $ 7 Accrued litigation (1) 36 37 Asset retirement obligations (1) 14 13 Income taxes 43 64 Customer rebates 83 69 Deferred revenue 3 7 Accrued interest 17 18 Operating lease liabilities (2) 59 57 Miscellaneous (3) 68 103 Total other accrued liabilities $ 325 $ 375 (1) Represents the current portions of accrued litigation and asset retirement obligations, which are discussed further in “Note 22 – Commitments and Contingent Liabilities”. (2) Represents the current portion of operating lease liabilities, which are discussed further in “Note 14 – Leases”. (3) Miscellaneous primarily includes accruals related to utility expenses, property taxes, a workers compensation indemnification liability and other miscellaneous expenses. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Components of Debt | The following table sets forth the components of the Company’s debt at December 31, 2021 and 2020. December 31, 2021 2020 Senior secured term loans: Tranche B-2 U.S. dollar term loan due April 2025 $ 776 $ 875 Tranche B-2 euro term loan due April 2025 (€337 at December 31, 2021 and €340 at December 31, 2020) 381 417 Senior unsecured notes: 7.000% due May 2025 — 750 4.000% due May 2026 (€450 at December 31, 2021 and 2020) 510 551 5.375% due May 2027 500 500 5.750% due November 2028 800 800 4.625% due November 2029 650 — Finance lease liabilities 72 74 Financing obligation (1) 93 94 Total debt principal 3,782 4,061 Less: Unamortized issue discounts (5 ) (7 ) Less: Unamortized debt issuance costs (28 ) (28 ) Less: Short-term and current maturities of long-term debt (25 ) (21 ) Total long-term debt, net $ 3,724 $ 4,005 (1) At December 31, 2021 and 2020, financing obligation includes $93 and $94, respectively, in connection with the financed portion of the Chemours Discovery Hub. Refer to “Note 14 – Leases” for further details. |
Schedule of Debt Principal Maturities | The following table sets forth the Company’s debt principal maturities for the next five years and thereafter. 2022 $ 13 2023 13 2024 13 2025 1,118 2026 510 Thereafter 1,950 Total principal maturities on debt $ 3,617 |
Estimated Fair Values of Senior Debt Issues | The following table sets forth the estimated fair values of the Company’s senior debt issues, which are based on quotes received from third-party brokers, and are classified as Level 2 financial instruments in the fair value hierarchy. December 31, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Senior secured term loans: Tranche B-2 U.S. dollar term loan due April 2025 $ 776 $ 769 $ 875 $ 862 Tranche B-2 euro term loan due April 2025 (€337 at December 31, 2021 and €340 at December 31, 2020) 381 378 417 413 Senior unsecured notes: 7.000% due May 2025 — — 750 774 4.000% due May 2026 (€450 at December 31, 2021 and 2020) 510 518 551 551 5.375% due May 2027 500 538 500 536 5.750% due November 2028 800 846 800 821 4.625% due November 2029 650 645 — — Total senior debt principal 3,617 $ 3,694 3,893 $ 3,957 Less: Unamortized issue discounts (5 ) (7 ) Less: Unamortized debt issuance costs (28 ) (28 ) Total senior debt, net $ 3,584 $ 3,858 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Liabilities | The following table sets forth the components of the Company’s other liabilities at December 31, 2021 and 2020. December 31, 2021 2020 Employee-related costs (1) $ 94 $ 108 Accrued litigation (2) 50 51 Asset retirement obligations (2) 62 63 Deferred revenue 2 5 Miscellaneous (3) 61 68 Total other liabilities $ 269 $ 295 (1) Employee-related costs primarily represents liabilities associated with the Company’s long-term employee benefit plans. (2) Represents the long-term portions of accrued litigation and asset retirement obligations, which are discussed further in “Note 22 – Commitments and Contingent Liabilities”. (3) Miscellaneous primarily includes an accrued workers compensation indemnification liability of $32 and $37 at December 31, 2021 and 2020, respectively. |
Commitments and Contingent Li_2
Commitments and Contingent Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Asset Retirement Obligations | The following table sets forth the activity in the Company’s asset retirement obligations for the years ended December 31, 2021, 2020 and 2019. Year Ended December 31, 2021 2020 2019 Balance at January 1, $ 76 $ 76 $ 66 Obligations incurred or acquired — 12 5 Increase (decrease) in estimated cash outflows 1 (14 ) 4 Accretion expense 2 4 4 Settlements and payments (3 ) (2 ) (3 ) Balance at December 31, $ 76 $ 76 $ 76 Current portion $ 14 $ 13 $ 7 Non-current portion 62 63 69 |
Schedule of Components of Accrued Litigation | The following table sets forth the components of the Company’s accrued litigation at December 31, 2021 and 2020. December 31, 2021 2020 Asbestos $ 33 $ 34 PFOA (1) 23 50 All other matters (2) 30 4 Total accrued litigation $ 86 $ 88 (1) At December 31, 2020, PFOA includes $29 associated with the Company’s portion of the costs to settle PFOA multi-district litigation in Ohio, which was paid in 2021. (2) At December 31, 2021, all other matters includes $25, which was paid in January 2022, associated with the Company’s portion of the costs to enter into the Settlement Agreement, Limited Release, Waiver and Covenant Not to Sue reflecting Chemours, DuPont, Corteva, EID and the State of Delaware’s agreement to settle and fully resolve claims alleged against the companies. For information regarding this matter, refer to “PFAS” within this “Note 22 – Commitments and Contingent Liabilities”. |
Schedule of Current and Long-term Components of Accrued Litigation and Balance Sheet Locations | The following table sets forth the current and long-term components of the Company’s accrued litigation and their balance sheet locations at December 31, 2021 and 2020. December 31, Balance Sheet Location 2021 2020 Accrued Litigation: Current accrued litigation (1) Other accrued liabilities (Note 19) $ 36 $ 37 Long-term accrued litigation Other liabilities (Note 21) 50 51 Total accrued litigation $ 86 $ 88 (1) At |
Schedule of Environmental Remediation Liabilities | The following table sets forth the Company’s environmental remediation liabilities at December 31, 2021 and 2020 for the four sites that are deemed the most significant, together with the aggregate liabilities of the 69 other sites. December 31, 2021 2020 Chambers Works, Deepwater, New Jersey (1) $ 27 $ 20 Fayetteville Works, Fayetteville, North Carolina (2) 359 194 Pompton Lakes, New Jersey 42 42 USS Lead, East Chicago, Indiana (3) 24 12 All other sites 110 122 Total environmental remediation $ 562 $ 390 (1) In connection with ongoing discussions with EPA and NJ DEP relating to such remaining work as well as the scope of remedial programs and investigation relating to the Chambers Works site, in 2021, the Company recorded an adjustment of $7 related to the remediation estimate associated with certain areas of the site relating to historic industrial activity as well as ongoing remedial programs. (2) For more information on this matter refer to “Fayetteville Works, Fayetteville, North Carolina” within this “Note 22 – Commitments and Contingent Liabilities”. (3) The Company recorded $9 to resolve the claims asserted by EPA related to past indirect costs associated with the 2012 Record of Decision (“ROD”), as amended, and the 2014 agreement entered into with EPA and the State of Indiana. |
Schedule of Current and Long-term Components of Environmental Remediation Liabilities | The following table sets forth the current and long-term components of the Company’s environmental remediation liabilities at December 31, 2021 and 2020. December 31, 2021 2020 Current environmental remediation $ 173 $ 95 Long-term environmental remediation 389 295 Total environmental remediation $ 562 $ 390 |
Schedule of On-Site and Off-Site Components of Accrued Environmental Remediation Liabilities Related to PFAS | The following table sets forth the on-site and off-site components of the Company’s accrued environmental remediation liabilities related to PFAS at Fayetteville at December 31, 2021 and 2020. December 31, 2021 2020 On-site remediation $ 289 $ 140 Off-site groundwater remediation 70 54 Total Fayetteville environmental remediation $ 359 $ 194 |
Schedule of Current and Long-term Components of Accrued Environmental Remediation Liabilities | The following table sets forth the current and long-term components of the Company’s accrued environmental remediation liabilities related to PFAS at Fayetteville at December 31, 2021 and 2020. December 31, 2021 2020 Current environmental remediation $ 114 $ 39 Long-term environmental remediation 245 155 Total Fayetteville environmental remediation $ 359 $ 194 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders Equity Note [Abstract] | |
Schedule of Share Repurchase Activity | The following table sets forth the Company’s share repurchase activity under the 2018 Share Repurchase Program for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Total number of shares purchased 5,533,746 — 8,895,142 Total amount for shares purchased $ 177 $ — $ 322 Average price paid per share $ 31.99 $ — $ 36.24 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Weighted Average Assumptions of Stock Options | The following table sets forth the weighted-average assumptions used at the respective grant dates to determine the fair values of the Company’s stock option awards granted during the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Risk-free interest rate 0.91 % 0.94 % 2.53 % Expected term (years) 6.00 6.00 6.00 Volatility 63.85 % 53.18 % 48.05 % Dividend yield 4.16 % 6.93 % 2.81 % Fair value per stock option $ 9.78 $ 3.74 $ 13.66 |
Schedule of Stock Options Activity | The following table sets forth Chemours’ stock option activity for the years ended December 31, 2021, 2020, and 2019. Number of Shares (in Thousands) Weighted-average Exercise Price (per Share) Weighted-average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding, December 31, 2018 5,970 $ 18.45 4.80 $ 72,108 Granted 836 36.48 Exercised (590 ) 14.56 Forfeited (110 ) 39.06 Expired (50 ) 22.12 Outstanding, December 31, 2019 6,056 $ 20.92 4.71 $ 19,087 Granted 2,778 14.42 Exercised (1,124 ) 14.23 Forfeited (186 ) 23.84 Expired (165 ) 29.99 Outstanding, December 31, 2020 7,359 $ 19.21 6.21 $ 63,894 Granted 1,153 24.35 Exercised (1,376 ) 17.01 Forfeited (107 ) 20.62 Expired (62 ) 36.71 Outstanding, December 31, 2021 6,967 $ 20.32 6.60 $ 101,261 Exercisable, December 31, 2021 2,597 $ 26.60 5.63 $ 26,099 |
Schedule of Restricted Stock Units Activity | The following table sets forth non-vested RSUs at December 31, 2021, 2020, and 2019. Number of Shares (in Thousands) Weighted-average Grant Date Fair Value (per Share) Non-vested, December 31, 2018 247 $ 34.22 Granted 439 26.89 Vested (110 ) 24.98 Forfeited (30 ) 33.90 Non-vested, December 31, 2019 546 $ 29.95 Granted 585 17.01 Vested (161 ) 38.68 Forfeited (60 ) 25.78 Non-vested, December 31, 2020 910 $ 20.51 Granted 461 26.30 Vested (188 ) 24.33 Forfeited (24 ) 19.96 Non-vested, December 31, 2021 1,159 $ 22.20 |
Schedule of Performance Share Units Activity | The following table sets forth non-vested PSUs at 100% of target amounts at December 31, 2021, 2020, and 2019. Number of Shares (in Thousands) Weighted-average Grant Date Fair Value (per Share) Non-vested, December 31, 2018 1,107 $ 17.71 Granted 240 44.38 Vested (1) (761 ) 5.07 Forfeited (57 ) 43.35 Non-vested, December 31, 2019 529 $ 39.53 Granted 542 17.14 Vested (176 ) 35.84 Forfeited (51 ) 27.79 Non-vested, December 31, 2020 844 $ 29.05 Granted 309 27.42 Vested (122 ) 52.34 Forfeited (276 ) 23.26 Non-vested, December 31, 2021 755 $ 26.72 (1) During the year ended December 31, 2019, approximately 1,520,000 PSUs granted in 2016 to the Company’s key senior management employees vested, based on the attainment of certain performance- and market-based conditions. Of the 1,520,000 PSUs that vested during the year ended December 31, 2019, approximately 680,000 non-issued shares were cancelled to cover the employee portion of income taxes related to such awards. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table sets forth the changes and after-tax balances of the Company’s accumulated other comprehensive loss for the years ended December 31, 2021, 2020, and 2019. Net Investment Hedge Cash Flow Hedge Cumulative Translation Adjustment Defined Benefit Plans Total Balance at January 1, 2019 $ (25 ) $ 6 $ (233 ) $ (312 ) $ (564 ) Other comprehensive income (loss) 15 (4 ) 2 202 215 Balance at December 31, 2019 (10 ) 2 (231 ) (110 ) (349 ) Other comprehensive (loss) income (66 ) (10 ) 111 4 39 Balance at December 31, 2020 (76 ) (8 ) (120 ) (106 ) (310 ) Other comprehensive income (loss) 55 13 (116 ) (6 ) (54 ) Balance at December 31, 2021 $ (21 ) $ 5 $ (236 ) $ (112 ) $ (364 ) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets and Liabilities At Fair Value | The following table sets forth the fair value of the Company’s derivative assets and liabilities at December 31, 2021 and 2020. Fair Value Using Level 2 Inputs Balance Sheet Location December 31, 2021 December 31, 2020 Asset derivatives: Foreign currency forward contracts not designated as a hedging instrument Accounts and notes receivable, net (Note 11) $ 1 $ 4 Foreign currency forward contracts designated as a cash flow hedge Accounts and notes receivable, net (Note 11) 5 — Total asset derivatives $ 6 $ 4 Liability derivatives: Foreign currency forward contracts not designated as a hedging instrument Other accrued liabilities (Note 19) $ 1 $ 1 Foreign currency forward contracts designated as a cash flow hedge Other accrued liabilities (Note 19) — 4 Interest rate swaps designated as a cash flow hedge Other accrued liabilities (Note 19) — 3 Total liability derivatives $ 1 $ 8 |
Schedule of Pre-tax Charge Fair Value of Financial Instruments | The following table sets forth the pre-tax changes in fair value of the Company’s financial instruments for the years ended December 31, 2021, 2020, and 2019. Gain (Loss) Recognized In Accumulated Other Cost of Interest Other Income Comprehensive Year Ended December 31, Goods Sold Expense, Net (Expense), Net Loss 2021 Foreign currency forward contracts not designated as a hedging instrument $ — $ — $ (15 ) $ — Foreign currency forward contracts designated as a cash flow hedge (2 ) — — 10 Interest rate swaps designated as a cash flow hedge — (2 ) — 2 Euro-denominated debt designated as a net investment hedge — — — 73 2020 Foreign currency forward contracts not designated as a hedging instrument $ — $ — $ 29 $ — Foreign currency forward contracts designated as a cash flow hedge 3 — — (4 ) Interest rate swaps designated as a cash flow hedge — — — (4 ) Euro-denominated debt designated as a net investment hedge — — — (88 ) 2019 Foreign currency forward contracts not designated as a hedging instrument $ — $ — $ (2 ) $ — Foreign currency forward contracts designated as a cash flow hedge 10 — — 6 Euro-denominated debt designated as a net investment hedge — — — 20 |
Long-term Employee Benefits (Ta
Long-term Employee Benefits (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
General Discussion Of Pension And Other Postretirement Benefits [Abstract] | |
Schedules of Net Periodic Pension (Cost) Income | The following table sets forth the Company’s net periodic pension (cost) income and amounts recognized in other comprehensive income (loss) for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Service cost $ (15 ) $ (15 ) $ (13 ) Interest cost (5 ) (6 ) (17 ) Expected return on plan assets 20 17 48 Amortization of actuarial loss (7 ) (9 ) (18 ) Amortization of prior service gain 2 3 2 Settlement loss (1 ) (5 ) (383 ) Curtailment gain — 1 — Total net periodic pension cost $ (6 ) $ (14 ) $ (381 ) Net (loss) gain $ (22 ) $ 4 $ (144 ) Prior service (cost) benefit — (1 ) 5 Amortization of actuarial loss 7 9 18 Amortization of prior service gain (2 ) (3 ) (2 ) Settlement loss 1 5 383 Curtailment gain — 4 — Effect of foreign exchange rates 6 (9 ) 7 (Cost) benefit recognized in other comprehensive income (10 ) 9 267 Total changes in plan assets and benefit obligations recognized in other comprehensive income $ (16 ) $ (5 ) $ (114 ) |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) | The following table sets forth the pre-tax amounts recognized in accumulated other comprehensive loss at December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Net loss $ 148 $ 143 $ 151 Prior service credit (9 ) (12 ) (14 ) Total amount recognized in accumulated other comprehensive loss $ 139 $ 131 $ 137 |
Summary of Benefit Obligations and Fair Value of Plan Assets and Funded Status of Plan | The following table sets forth summarized information on the Company’s pension plans at December 31, 2021 and 2020. December 31, 2021 2020 Change in benefit obligation: Benefit obligation at beginning of year $ 584 $ 507 Service cost 15 15 Interest cost 5 6 Plan participants’ contributions 2 2 Actuarial loss 19 33 Benefits paid (4 ) (2 ) Settlements and transfers (11 ) (24 ) Currency translation (35 ) 47 Benefit obligation at end of year 575 584 Change in plan assets: Fair value of plan assets at beginning of year 604 500 Actual return on plan assets 17 55 Employer contributions 17 20 Plan participants’ contributions 2 2 Benefits paid (4 ) (2 ) Settlements and transfers (11 ) (21 ) Currency translation (40 ) 50 Fair value of plan assets at end of year 585 604 Total funded status at end of year $ 10 $ 20 |
Schedule of Amounts Recognized in the Consolidated Balance Sheet | The following table sets forth the net amounts recognized in the Company’s consolidated balance sheets at December 31, 2021 and 2020. December 31, 2021 2020 Non-current assets $ 55 $ 79 Current liabilities (1 ) (2 ) Non-current liabilities (44 ) (57 ) Total net amount recognized $ 10 $ 20 |
Schedule of Projected Benefit Obligations in Excess of Fair Value of Plan Assets | The following tables set forth information related to the Company’s pension plans with projected and accumulated benefit obligations in excess of the fair value of plan assets at December 31, 2021 and 2020. December 31, Pension plans with projected benefit obligation in excess of plan assets 2021 2020 Projected benefit obligation $ 142 $ 175 Accumulated benefit obligation 119 148 Fair value of plan assets 97 116 |
Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets | The following tables set forth information related to the Company’s pension plans with projected and accumulated benefit obligations in excess of the fair value of plan assets at December 31, 2021 and 2020. December 31, Pension plans with accumulated benefit obligation in excess of plan assets 2021 2020 Projected benefit obligation $ 142 $ 153 Accumulated benefit obligation 119 131 Fair value of plan assets 97 98 |
Schedule of Assumptions Used | The following tables set forth the assumptions that have been used to determine the Company’s benefit obligations and net benefit cost at December 31, 2021 and 2020. December 31, Weighted-average assumptions used to determine benefit obligations 2021 2020 Discount rate 1.4 % 1.0 % Rate of compensation increase (1) 3.4 % 2.5 % Interest crediting rate (2) 1.0 % 1.3 % (1) The rate of compensation increase represents the single annual effective salary increase that an average plan participant would receive during the participant’s entire career at Chemours. (2) The interest crediting rate, which is applicable only for account balance type plans, represents the single effective annual account balance increase that an average participant would receive during the participant’s entire career at Chemours. December 31, Weighted-average assumptions used to determine net benefit cost 2021 2020 Discount rate 1.0 % 1.4 % Rate of compensation increase (1) 2.5 % 2.5 % Expected return on plan assets 1.2 % 3.2 % (1) The rate of compensation increase represents the single annual effective salary increase that an average plan participant would receive during the participant’s entire career at Chemours. |
Schedule of Allocation of Plan Assets | The following table sets forth the weighted-average allocation for the Company’s pension plan assets at December 31, 2021 and 2020. December 31, 2021 2020 Cash and cash equivalents 8 % 7 % U.S. and non-U.S. equity securities 37 % 37 % Fixed income securities 55 % 56 % Total weighted-average allocation 100 % 100 % The following tables set forth the fair values of the Company’s pension assets by level within the fair value hierarchy at December 31, 2021 and 2020. Fair Value Measurements at December 31, 2021 Total Level 1 Level 2 Asset category: Debt - government issued $ 74 $ 10 $ 64 Debt - corporate issued 147 29 118 U.S. and non-U.S. equities 217 44 173 Derivatives - asset position 70 — 70 Cash and cash equivalents 46 46 — Other 3 — 3 Total pension assets at fair value 557 $ 129 $ 428 Pooled mortgage funds (1) 28 Total pension assets $ 585 (1) Pooled mortgage funds consist of funds that invest in residential mortgages. These funds generally allow for monthly redemption with 30 days' notice. Timing for redemption could be delayed based on the priority of our request and the availability of funds. Interests in these funds are valued using the net asset value ("NAV") per share practical expedient and are not classified in the fair value hierarchy. Fair Value Measurements at December 31, 2020 Total Level 1 Level 2 Asset category: Debt - government issued $ 60 $ 10 $ 50 Debt - corporate issued 158 42 116 U.S. and non-U.S. equities 220 33 187 Derivatives - asset position 93 — 93 Cash and cash equivalents 43 43 — Other 2 — 2 Total pension assets at fair value 576 $ 128 $ 448 Pooled mortgage funds (1) 28 Total pension assets $ 604 (1) Pooled mortgage funds consist of funds that invest in residential mortgages. These funds generally allow for monthly redemption with 30 days' notice. Timing for redemption could be delayed based on the priority of our request and the availability of funds. Interests in these funds are valued using the NAV per share practical expedient and are not classified in the fair value hierarchy. |
Schedule of Expected Benefit Payments | The following table sets forth the benefit payments that are expected to be paid by the plans over the next five years and the five years thereafter. 2022 $ 11 2023 11 2024 13 2025 14 2026 15 2027 to 2031 100 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Reconciliation of Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | The following table provides a reconciliation of cash and cash equivalents, as reported on the Company’s consolidated balance sheets, to cash, cash equivalents, restricted cash and restricted cash equivalents, as reported on the Company’s consolidated statements of cash flows. December 31, 2021 2020 Cash and cash equivalents $ 1,451 $ 1,105 Restricted cash and restricted cash equivalents (1) 100 — Cash, cash equivalents, restricted cash and restricted cash equivalents $ 1,551 $ 1,105 (1) Restricted cash and restricted cash equivalents balance includes cash and cash equivalents deposited in an escrow account as per the terms of the MOU, which is further discussed in “Note 22 – Commitments and Contingent Liabilities”. |
Geographic and Segment Inform_2
Geographic and Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Net Sales and Property, Plant and Equipment, Net by Geographical Area | The following table sets forth the geographic locations of the Company’s net sales for the years ended and property, plant, and equipment, net as of December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Net Sales (1) Property, Plant, and Equipment, Net Net Sales (1) Property, Plant, and Equipment, Net Net Sales (1) Property, Plant, and Equipment, Net North America $ 2,317 $ 2,309 $ 1,914 $ 2,461 $ 2,144 $ 2,533 Asia Pacific 1,827 128 1,384 121 1,543 121 Europe, the Middle East, and Africa 1,412 322 1,086 324 1,163 294 Latin America (2) 789 395 585 568 676 611 Total $ 6,345 $ 3,154 $ 4,969 $ 3,474 $ 5,526 $ 3,559 (1) Net sales are attributed to countries based on customer location. (2) Latin America includes Mexico. |
Schedule of Segment Information | The following table sets forth certain summary financial information for the Company’s reportable segments as of, and for the years ended, December 31, 2021, 2020, and 2019. Year Ended December 31, Titanium Technologies Thermal & Specialized Solutions Advanced Performance Materials Chemical Solutions (1) Segment Total 2021 Net sales to external customers (2) $ 3,355 $ 1,257 $ 1,397 $ 336 $ 6,345 Adjusted EBITDA 809 412 261 51 1,533 Depreciation and amortization 126 59 86 16 287 Equity in earnings of affiliates — 15 28 — 43 Total assets 2,318 1,124 1,621 149 5,212 Investments in affiliates — 72 97 — 169 Purchases of property, plant, and equipment 104 26 103 39 272 2020 Net sales to external customers (2) $ 2,402 $ 1,105 $ 1,104 $ 358 $ 4,969 Adjusted EBITDA 510 354 126 73 1,063 Depreciation and amortization 128 53 88 21 290 Equity in earnings of affiliates — 6 17 — 23 Total assets 2,130 1,041 1,520 531 5,222 Investments in affiliates — 66 101 — 167 Purchases of property, plant, and equipment 89 28 109 25 251 2019 Net sales to external customers (2) $ 2,345 $ 1,318 $ 1,330 $ 533 $ 5,526 Adjusted EBITDA 505 398 180 80 1,163 Depreciation and amortization 121 52 84 22 279 Equity in earnings of affiliates — 11 18 — 29 Total assets 2,291 1,061 1,521 574 5,447 Investments in affiliates — 64 98 — 162 Purchases of property, plant, and equipment 121 32 169 40 362 (1) On July 26, 2021, the Company entered into the Mining Solutions Transaction which closed on December 1, 2021. For further information refer to “Note 4 – Acquisitions and Divestitures”. (2) Segment net sales to external customers are provided by product group in “Note 5 – Net Sales”. |
Summary of Reconciliation for Summary Financial Information for Reportable Segments | The following table sets forth a reconciliation for instances in which the above summary financial information for the Company’s reportable segments does not sum to consolidated amounts. Year Ended December 31, Segment Total Corporate and Other Total Consolidated 2021 Depreciation and amortization $ 287 $ 30 $ 317 Total assets 5,212 2,338 7,550 Purchases of property, plant, and equipment 272 5 277 2020 Depreciation and amortization $ 290 $ 30 $ 320 Total assets 5,222 1,860 7,082 Purchases of property, plant, and equipment 251 16 267 2019 Depreciation and amortization $ 279 $ 32 $ 311 Total assets 5,447 1,811 7,258 Purchases of property, plant, and equipment 362 119 481 |
Reconciliation of Segment Adjusted EBITDA from Segments to Consolidated Income (Loss) Before Income Taxes | The following table sets forth a reconciliation of Segment Adjusted EBITDA to the Company’s consolidated income (loss) before income taxes for the years ended December 31, 2021, 2020, and 2019. Year Ended December 31, 2021 2020 2019 Segment Adjusted EBITDA $ 1,533 $ 1,063 $ 1,163 Corporate and Other expenses (excluding items below) (220 ) (184 ) (143 ) Interest expense, net (185 ) (210 ) (208 ) Depreciation and amortization (317 ) (320 ) (311 ) Non-operating pension and other post-retirement employee benefit income (cost) (1) 9 1 (368 ) Exchange gains (losses), net 3 (26 ) (2 ) Restructuring, asset-related, and other charges (2) (6 ) (80 ) (87 ) Loss on extinguishment of debt (21 ) (22 ) — Gain on sales of assets and businesses (3,4) 115 8 10 Natural disasters and catastrophic events (5) (21 ) — — Transaction costs (4 ) (2 ) (3 ) Qualified spend recovery (6) 20 — — Legal and environmental charges (7,8) (230 ) (49 ) (175 ) Income (loss) before income taxes $ 676 $ 179 $ (124 ) (1) The year ended December 31, 2019 includes a $380 settlement loss related to a significant portion of the Company’s Netherlands pension plan, specific to the vested pension benefits of the inactive participants. Refer to “Note 27 – Long-term Employee Benefits” for further details. (2) Includes restructuring, asset-related, and other charges, which are discussed in further detail in “Note 7 – Restructuring, Asset-related, and Other Charges”. (3) The year ended December 31, 2021 includes a net pre-tax gain on sale of $112 associated with the sale of the Company’s Mining Solutions business of its Chemical Solutions segment which is further discussed in “Note 4 – Acquisitions and Divestitures”. (4) The year ended December 31, 2020 includes a gain of $6 associated with the sale of the Company’s Oakley, California site, (5) Natural disasters and catastrophic events pertains to the total cost of plant repairs and utility charges in excess of historical averages caused by Winter Storm Uri. (6) Qualified spend recovery represents costs and expenses that were previously excluded from Adjusted EBITDA, reimbursable by DuPont and/or Corteva as part of the Company's cost-sharing agreement under the terms of the MOU which is discussed in further detail in "Note 22 – Commitments and Contingent Liabilities". (7) Legal charges pertains to litigation settlements, PFOA drinking water treatment accruals, and other legal charges. The year ended December 31, 2020 includes $29 of charges in connection with the Company’s portion of the costs to settle PFOA multi-district litigation in Ohio. Refer to “Note 22 – Commitments and Contingent Liabilities” for further details. (8) In 2021, environmental charges pertains to management’s assessment of estimated liabilities associated with certain non-recurring environmental remediation expenses at various sites. For the year ended December 31, 2021, environmental charges include $169 related to the construction of the barrier wall, operation of the groundwater extraction and treatment system, and long-term enhancements to the old outfall treatment system at Fayetteville. In 2020 and 2019, environmental charges pertains to management’s assessment of estimated liabilities associated with on-site remediation, off-site groundwater remediation, and toxicity studies related to Fayetteville. The year ended December 31, 2019 includes $168 in additional charges related to the approved final Consent Order associated with certain matters at Fayetteville. Refer to “Note 22 – Commitments and Contingent Liabilities” for further details. |
Background and Description of_2
Background and Description of the Business - Narrative (Details) | 12 Months Ended |
Dec. 31, 2021segmentfacility | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | segment | 4 |
Number of facilities | 29 |
Operating Segments [Member] | |
Segment Reporting Information [Line Items] | |
Number of facilities | 3 |
Titanium Technologies [Member] | |
Segment Reporting Information [Line Items] | |
Number of facilities | 8 |
Thermal & Specialized Solutions [Member] | |
Segment Reporting Information [Line Items] | |
Number of facilities | 8 |
Advanced Performance Materials [Member] | |
Segment Reporting Information [Line Items] | |
Number of facilities | 10 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Narrative (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Summary Of Significant Accounting Policies [Line Items] | |
Change In Accounting Principle Accounting Standards Update Adopted | true |
Change In Accounting Principle Accounting Standards Update Adoption Date | Jan. 1, 2021 |
Change In Accounting Principle Accounting Standards Update Immaterial Effect | true |
Accounting Standards Update [Extensible Enumeration] | us-gaap:AccountingStandardsUpdate201912Member |
Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Intangible assets, useful life | 20 years |
Asset retirement costs estimated remaining useful life | 25 years |
Maximum [Member] | Equipment and Buildings [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful Life | 25 years |
Maximum [Member] | Software Development [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful Life | 7 years |
Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Intangible assets, useful life | 5 years |
Asset retirement costs estimated remaining useful life | 2 years |
Minimum [Member] | Equipment and Buildings [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful Life | 15 years |
Minimum [Member] | Software Development [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful Life | 5 years |
Consolidated Subsidiaries [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Voting stock ownership percentage | 50.00% |
Consolidated Subsidiaries [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Voting stock ownership percentage | 20.00% |
Consolidated Subsidiaries [Member] | Outside Shareholders [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Consolidated subsidiaries ownership percentage | 100.00% |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Narrative (Details) - USD ($) | Dec. 01, 2021 | Sep. 30, 2019 | Aug. 31, 2019 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 22, 2021 | Jul. 26, 2021 |
Acquisitions And Divestitures [Line Items] | |||||||||
Cash divested | $ 13,000,000 | ||||||||
Transaction costs | $ 4,000,000 | $ 2,000,000 | $ 3,000,000 | ||||||
Sale of asset to third party | 508,000,000 | 5,000,000 | 9,000,000 | ||||||
Goodwill | 102,000,000 | 153,000,000 | |||||||
Southern Ionics Minerals, LLC [Member] | |||||||||
Acquisitions And Divestitures [Line Items] | |||||||||
Estimated total consideration | $ 25,000,000 | ||||||||
Upfront payment | 10,000,000 | ||||||||
Installment payment | 10,000,000 | $ 10,000,000 | |||||||
Contingent considerations with estimated fair value | 5,000,000 | ||||||||
Goodwill | $ 0 | ||||||||
Southern Ionics Minerals, LLC [Member] | Maximum [Member] | |||||||||
Acquisitions And Divestitures [Line Items] | |||||||||
Acquisition-related expenses | 1,000,000 | ||||||||
Oakley Site [Member] | |||||||||
Acquisitions And Divestitures [Line Items] | |||||||||
Sale of asset to third party | $ 7,000,000 | ||||||||
Gain on sale of asset | 6,000,000 | ||||||||
Sale of asset to third party received amount | 4,000,000 | 3,000,000 | |||||||
Proceeds contingent upon the completion of certain environmental remediation activities | 3,000,000 | ||||||||
Environmental remediation liability | $ 10,000,000 | 3,000,000 | $ 4,000,000 | ||||||
Beaumont Land Sale [Member] | |||||||||
Acquisitions And Divestitures [Line Items] | |||||||||
Sale of business, purchase price consideration in cash | $ 17,000,000 | ||||||||
Assets held for sale | 0 | ||||||||
Liabilities held for sale | 0 | ||||||||
Mining Solutions [Member] | Chemical Solutions [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||||||||
Acquisitions And Divestitures [Line Items] | |||||||||
Sale of business, purchase price consideration in cash | $ 520,000,000 | ||||||||
Cash proceeds received | 508,000,000 | ||||||||
Pre-tax gain (loss) on sale | 112,000,000 | ||||||||
Transaction costs | $ 21,000,000 | ||||||||
Gain on sale of asset | $ 112,000,000 | ||||||||
Methylamines and Methylamides Business [Member] | |||||||||
Acquisitions And Divestitures [Line Items] | |||||||||
Pre-tax gain (loss) on sale | 2,000,000 | ||||||||
Maximum agreed loss on sale of business under asset purchase agreement | 2,000,000 | ||||||||
Cash proceeds received | 2,000,000 | ||||||||
Accelerated depreciation | $ 34,000,000 |
Net Sales - Summary of Disaggre
Net Sales - Summary of Disaggregation of Net Sales by Geographical Region and Segment and Product Group (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | $ 6,345 | $ 4,969 | $ 5,526 |
North America [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 2,317 | 1,914 | 2,144 |
Asia Pacific [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 1,827 | 1,384 | 1,543 |
Europe, the Middle East, and Africa [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 1,412 | 1,086 | 1,163 |
Latin America [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 789 | 585 | 676 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 6,345 | 4,969 | 5,526 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | North America [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 2,317 | 1,914 | 2,144 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | North America [Member] | Titanium Technologies [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 1,019 | 776 | 727 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | North America [Member] | Thermal & Specialized Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 635 | 520 | 592 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | North America [Member] | Advanced Performance Materials [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 494 | 407 | 512 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | North America [Member] | Chemical Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 169 | 211 | 313 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Asia Pacific [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 1,827 | 1,384 | 1,543 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Asia Pacific [Member] | Titanium Technologies [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 1,049 | 778 | 809 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Asia Pacific [Member] | Thermal & Specialized Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 160 | 134 | 166 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Asia Pacific [Member] | Advanced Performance Materials [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 595 | 450 | 507 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Asia Pacific [Member] | Chemical Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 23 | 22 | 61 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Europe, the Middle East, and Africa [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 1,412 | 1,086 | 1,163 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Europe, the Middle East, and Africa [Member] | Titanium Technologies [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 829 | 528 | 474 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Europe, the Middle East, and Africa [Member] | Thermal & Specialized Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 313 | 331 | 408 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Europe, the Middle East, and Africa [Member] | Advanced Performance Materials [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 254 | 202 | 258 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Europe, the Middle East, and Africa [Member] | Chemical Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 16 | 25 | 23 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Latin America [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 789 | 585 | 676 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Latin America [Member] | Titanium Technologies [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 458 | 320 | 335 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Latin America [Member] | Thermal & Specialized Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 149 | 120 | 152 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Latin America [Member] | Advanced Performance Materials [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 54 | 45 | 53 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Latin America [Member] | Chemical Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 128 | 100 | 136 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Titanium Dioxide and Other Minerals [Member] | Titanium Technologies [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 3,355 | 2,402 | 2,345 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Refrigerants [Member] | Thermal & Specialized Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 973 | 889 | 1,086 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Foam, Propellants, and Other [Member] | Thermal & Specialized Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 284 | 216 | 232 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Fluoropolymers and Advanced Materials [Member] | Advanced Performance Materials [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 1,397 | 1,104 | 1,330 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Mining Solutions [Member] | Chemical Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | 237 | 203 | 268 |
Topic 606 [Member] | Transferred at a Point in Time [Member] | Performance Chemicals and Intermediates [Member] | Chemical Solutions [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Disaggregation of Net Sales | $ 99 | $ 155 | $ 265 |
Net Sales - Summary of Contract
Net Sales - Summary of Contract Balances from Contracts with Customers (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Contract assets: | ||
Accounts receivable - trade, net | $ 644 | $ 449 |
Contract liabilities: | ||
Deferred revenue | 5 | 12 |
Customer rebates | $ 83 | $ 69 |
Net Sales - Narrative (Details)
Net Sales - Narrative (Details) - Topic 606 [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Disaggregation Of Revenue [Line Items] | |
Remaining performance obligations | $ 5 |
Revenue, practical expedient, financing component | true |
Net Sales - Narrative (Details1
Net Sales - Narrative (Details1) - Topic 606 [Member] | Dec. 31, 2021 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Percentage of remaining performance obligations as revenue | 92.00% |
Remaining performance obligations original expected period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Percentage of remaining performance obligations as revenue | 8.00% |
Remaining performance obligations original expected period | 1 year |
Research and Development Expe_3
Research and Development Expense - Summary of R&D Expense by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Research and Development [Line Items] | |||
Total research and development expense | $ 107 | $ 93 | $ 80 |
Thermal & Specialized Solutions [Member] | |||
Research and Development [Line Items] | |||
Total research and development expense | 20 | 18 | 17 |
Chemical Solutions [Member] | |||
Research and Development [Line Items] | |||
Total research and development expense | 2 | 2 | 2 |
Titanium Technologies [Member] | |||
Research and Development [Line Items] | |||
Total research and development expense | 36 | 31 | 29 |
Advanced Performance Materials [Member] | |||
Research and Development [Line Items] | |||
Total research and development expense | 46 | 41 | 31 |
Corporate and Other [Member] | |||
Research and Development [Line Items] | |||
Total research and development expense | $ 3 | $ 1 | $ 1 |
Restructuring, Asset-Related,_3
Restructuring, Asset-Related, and Other Charges - Schedule of Restructuring Program (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restructuring And Related Activities [Abstract] | |||
Employee separation charges | $ (2) | $ 17 | $ 21 |
Decommissioning and other charges | 8 | 41 | 23 |
Total restructuring and other charges | 6 | 58 | 44 |
Asset-related charges | 0 | 22 | 43 |
Total restructuring, asset-related, and other charges | $ 6 | $ 80 | $ 87 |
Restructuring, Asset-Related,_4
Restructuring, Asset-Related, and Other Charges - Schedule of Restructuring Programs to Segment (Details) - USD ($) $ in Millions | 12 Months Ended | 24 Months Ended | 30 Months Ended | 60 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | $ 12 | $ 20 | $ 44 | |||
Asset-related charges | 0 | 22 | 43 | |||
Total restructuring, asset-related, and other charges | 6 | 80 | 87 | |||
Plant and Product Line Closures [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 13 | 5 | 20 | |||
2017 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | (1) | 3 | $ 61 | ||
2018 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | (1) | |||
2019 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 3 | 22 | $ 25 | ||
2020 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | (1) | 13 | 0 | $ 12 | ||
Operating Segments [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other charges | (6) | 38 | 0 | |||
Operating Segments [Member] | Chemical Solutions [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Asset-related charges | 0 | 8 | 34 | |||
Other charges | (7) | 37 | 0 | |||
Operating Segments [Member] | Chemical Solutions [Member] | Plant and Product Line Closures [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 13 | 4 | 2 | |||
Operating Segments [Member] | Chemical Solutions [Member] | 2019 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | 1 | |||
Operating Segments [Member] | Chemical Solutions [Member] | 2020 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 1 | 0 | |||
Operating Segments [Member] | Titanium Technologies [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Asset-related charges | 0 | 0 | 9 | |||
Other charges | 0 | 1 | 0 | |||
Operating Segments [Member] | Titanium Technologies [Member] | 2017 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | 1 | |||
Operating Segments [Member] | Titanium Technologies [Member] | 2019 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | 5 | |||
Operating Segments [Member] | Titanium Technologies [Member] | 2020 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 3 | 0 | |||
Operating Segments [Member] | Thermal & Specialized Solutions [Member] | 2017 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | 1 | |||
Operating Segments [Member] | Thermal & Specialized Solutions [Member] | 2019 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 1 | 3 | |||
Operating Segments [Member] | Thermal & Specialized Solutions [Member] | 2020 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 1 | 0 | |||
Operating Segments [Member] | Advanced Performance Materials [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Asset-related charges | 0 | 10 | 0 | |||
Other charges | 1 | 0 | 0 | |||
Operating Segments [Member] | Advanced Performance Materials [Member] | 2017 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | 1 | |||
Operating Segments [Member] | Advanced Performance Materials [Member] | 2019 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 2 | 4 | |||
Operating Segments [Member] | Advanced Performance Materials [Member] | 2020 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | (1) | 3 | 0 | |||
Corporate and Other [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Asset-related charges | 0 | 4 | 0 | |||
Corporate and Other [Member] | Plant and Product Line Closures [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 1 | 18 | |||
Corporate and Other [Member] | 2017 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | (1) | 0 | |||
Corporate and Other [Member] | 2018 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | (1) | |||
Corporate and Other [Member] | 2019 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | 0 | 0 | 9 | |||
Corporate and Other [Member] | 2020 Restructuring Program [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring charges | $ 0 | $ 5 | $ 0 |
Restructuring, Asset-Related,_5
Restructuring, Asset-Related, and Other Charges - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | 24 Months Ended | 30 Months Ended | 48 Months Ended | 60 Months Ended | 75 Months Ended | ||||||
Mar. 31, 2022Employee | Dec. 31, 2017USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2021USD ($)Employee | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017Employee | Dec. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2022USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Asset-related charges | $ 0 | $ 22 | $ 43 | |||||||||||
Restructuring charges | 12 | 20 | 44 | |||||||||||
Environmental remediation liabilities | 269 | 71 | 200 | |||||||||||
Employee separation related liabilities | 1 | 7 | 15 | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 | ||||||
Severance costs | (2) | 17 | 21 | |||||||||||
2017 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | (1) | 3 | 61 | ||||||||||
Employee separation related liabilities | 0 | 0 | 1 | 0 | 0 | 0 | 0 | 0 | ||||||
2018 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 0 | (1) | |||||||||||
Severance costs | $ 5 | |||||||||||||
2019 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 3 | 22 | 25 | ||||||||||
Employee separation related liabilities | 0 | 2 | 14 | 0 | 0 | 0 | 0 | 0 | ||||||
2020 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | (1) | 13 | 0 | 12 | ||||||||||
Employee separation related liabilities | 0 | 3 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||
Plant and Product Line Closures [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 13 | 5 | 20 | |||||||||||
Corporate Function Efforts [Member] | 2017 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 3 | |||||||||||||
Voluntary Separation Program [Member] | 2017 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Payment of contract termination fees | $ 18 | |||||||||||||
Number of employees eliminated as a result of restructuring activities | Employee | 300 | |||||||||||||
Voluntary Separation Program One-Time Financial Incentives [Member] | 2017 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
One time financial incentives recognized over the period for participating employee to provide service | $ 9 | |||||||||||||
Methylamines and Methylamides Business [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Accelerated depreciation | 34 | |||||||||||||
Operating Segments [Member] | Methylamines and Methylamides Business [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Accelerated depreciation | 34 | |||||||||||||
Corporate and Other [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Asset-related charges | 0 | 4 | 0 | |||||||||||
Corporate and Other [Member] | 2017 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | (1) | 0 | |||||||||||
Corporate and Other [Member] | 2018 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 0 | (1) | |||||||||||
Corporate and Other [Member] | 2019 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 0 | 9 | |||||||||||
Corporate and Other [Member] | 2020 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 5 | 0 | |||||||||||
Corporate and Other [Member] | Plant and Product Line Closures [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 1 | 18 | |||||||||||
Corporate and Other [Member] | Deepwater, New Jersey [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 28 | |||||||||||||
Corporate and Other [Member] | Deepwater, New Jersey [Member] | Decommissioning Costs [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 1 | 18 | ||||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Asset-related charges | 0 | 8 | 34 | |||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | 2019 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 0 | 1 | |||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | 2020 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 1 | 0 | |||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | Plant and Product Line Closures [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 13 | 4 | 2 | |||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | Niagara Falls, NY [Member] | Decommissioning Costs [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 2 | 2 | 2 | |||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | Niagara Falls, NY [Member] | Additional Restructuring Charges [Member] | Forecast [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Additional restructuring charges expected to be incurred | $ 1 | |||||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | Niagara Falls, NY [Member] | Maximum [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 42 | |||||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | Pascagoula, Mississippi [Member] | Plant and Product Line Closures [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Asset-related charges | 10 | |||||||||||||
Restructuring charges | 12 | |||||||||||||
Property, plant, and equipment and other asset impairments | 6 | |||||||||||||
Environmental remediation liabilities | $ 4 | |||||||||||||
Environmental remediation liabilities paid over a period | 16 years | |||||||||||||
Employee separation related liabilities | $ 1 | $ 2 | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 | |||||||
Number of employees eliminated as a result of restructuring activities | Employee | 20 | |||||||||||||
Chemical Solutions [Member] | Operating Segments [Member] | Pascagoula, Mississippi [Member] | Plant and Product Line Closures [Member] | Forecast [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Number of employees eliminated as a result of restructuring activities | Employee | 15 | |||||||||||||
Chemical Solutions [Member] | Mining Solutions [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Other charges | 37 | |||||||||||||
Gain loss on other charges | $ 9 | |||||||||||||
Chemical Solutions [Member] | Contract Termination Fees [Member] | Mining Solutions [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Other charges | 26 | |||||||||||||
Payment of contract termination fees | 26 | |||||||||||||
Chemical Solutions [Member] | Other Related Prepaid Costs [Member] | Mining Solutions [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Other charges | 11 | |||||||||||||
Chemical Solutions [Member] | Construction-in-Process [Member] | Mining Solutions [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Reversal of liability recorded | 22 | |||||||||||||
Chemical Solutions [Member] | Construction Resumes [Member] | Mining Solutions [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Other charges | 9 | |||||||||||||
Chemical Solutions [Member] | Impairment Charges [Member] | Mining Solutions [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Asset-related charges | 13 | |||||||||||||
Chemical Solutions [Member] | Freight Charges associated with Transportation of Impaired Assets [Member] | Mining Solutions [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Other charges | 2 | |||||||||||||
Titanium Technologies [Member] | Operating Segments [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Asset-related charges | 0 | 0 | 9 | |||||||||||
Accelerated depreciation | 9 | |||||||||||||
Titanium Technologies [Member] | Operating Segments [Member] | 2017 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 0 | 1 | |||||||||||
Titanium Technologies [Member] | Operating Segments [Member] | 2019 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 0 | 5 | |||||||||||
Titanium Technologies [Member] | Operating Segments [Member] | 2020 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 3 | 0 | |||||||||||
Advanced Performance Materials [Member] | Operating Segments [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Asset-related charges | 0 | 10 | 0 | |||||||||||
Advanced Performance Materials [Member] | Operating Segments [Member] | 2017 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 0 | 1 | |||||||||||
Advanced Performance Materials [Member] | Operating Segments [Member] | 2019 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | 0 | 2 | 4 | |||||||||||
Advanced Performance Materials [Member] | Operating Segments [Member] | 2020 Restructuring Program [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Restructuring charges | $ (1) | $ 3 | $ 0 |
Restructuring, Asset-Related,_6
Restructuring, Asset-Related, and Other Charges - Restructuring Program Schedule (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | $ 7 | $ 15 |
Charges (credits) to income | (2) | 17 |
Payments | (4) | (25) |
Restructuring reserve, ending | 1 | 7 |
Chemical Solutions Site Closures [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 2 | 0 |
Charges (credits) to income | (1) | 2 |
Payments | 0 | 0 |
Restructuring reserve, ending | 1 | 2 |
2017 Restructuring Program [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 0 | 1 |
Charges (credits) to income | 0 | (1) |
Payments | 0 | 0 |
Restructuring reserve, ending | 0 | 0 |
2019 Restructuring Program [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 2 | 14 |
Charges (credits) to income | 0 | 3 |
Payments | (2) | (15) |
Restructuring reserve, ending | 0 | 2 |
2020 Restructuring Program [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning | 3 | 0 |
Charges (credits) to income | (1) | 13 |
Payments | (2) | (10) |
Restructuring reserve, ending | $ 0 | $ 3 |
Other Income (Expense), Net - C
Other Income (Expense), Net - Components of Other Income (Expense) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Other Income And Expenses [Abstract] | |||
Leasing, contract services and miscellaneous income | $ 14 | $ 20 | $ 51 |
Royalty income | 22 | 18 | 16 |
Gain on sales of assets and businesses | 115 | 8 | 10 |
Exchange gains (losses), net | 3 | (26) | (2) |
Non-operating pension and other post-retirement employee benefit income (cost) | 9 | 1 | (368) |
Total other income (expense), net | $ 163 | $ 21 | $ (293) |
Other Income (Expense), Net -_2
Other Income (Expense), Net - Components of Other Income (Expense) (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Component of Other Income [Line Items] | |||
Leasing, contract services and miscellaneous income | $ 14 | $ 20 | $ 51 |
Settlement loss | 6 | 14 | 381 |
Netherlands Pension Plan [Member] | |||
Component of Other Income [Line Items] | |||
Settlement loss | 380 | ||
Mining Solutions [Member] | Chemical Solutions [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||
Component of Other Income [Line Items] | |||
Gain on sale of asset | 112 | ||
European Union [Member] | Fluorinated Greenhouse Gas [Member] | |||
Component of Other Income [Line Items] | |||
Leasing, contract services and miscellaneous income | $ 3 | 3 | 41 |
Oakley California Site [Member] | |||
Component of Other Income [Line Items] | |||
Gain on sale of asset | $ 6 | ||
Repauno, New Jersey Sites [Member] | |||
Component of Other Income [Line Items] | |||
Gain on sale of asset | $ 9 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current tax expense (benefit): | |||
U.S. federal | $ 60 | $ 4 | $ 13 |
U.S. state and local | 12 | 1 | (1) |
International | 72 | 75 | 79 |
Total current tax expense | 144 | 80 | 91 |
Deferred tax expense (benefit): | |||
U.S. federal | (69) | (86) | (77) |
U.S. state and local | (6) | (12) | (5) |
International | (1) | (22) | (81) |
Total deferred tax benefit | (76) | (120) | (163) |
Total provision for (benefit from) income taxes | $ 68 | $ (40) | $ (72) |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Environmental and other liabilities | $ 162 | $ 124 |
Employee related and benefit items | 64 | 50 |
Other assets and accrual liabilities | 101 | 43 |
Tax attribute carryforwards | 91 | 141 |
Operating lease liability | 56 | 60 |
Total deferred tax assets | 474 | 418 |
Less: Valuation allowance | (8) | (24) |
Total deferred tax assets, net | 466 | 394 |
Deferred tax liabilities: | ||
Property, plant, and equipment and intangible assets | (244) | (257) |
LIFO inventories | (18) | (12) |
Operating lease asset | (53) | (56) |
Other liabilities | (30) | (9) |
Total deferred tax liabilities | (345) | (334) |
Deferred tax assets, net | $ 121 | $ 60 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Statutory U.S. federal income tax rate | 21.00% | 21.00% | 21.00% |
State income taxes, net of federal benefit | 0.40% | (6.10%) | 5.60% |
Lower effective tax rate on international operations, net | (2.80%) | (19.00%) | 22.70% |
Foreign-derived intangible income deduction | (1.80%) | 0.00% | 0.00% |
Goodwill | 1.50% | 0.00% | 0.00% |
Depletion | (1.00%) | (3.40%) | 4.00% |
Exchange gains | (1.90%) | 0.00% | 5.60% |
Provision to return and other adjustments | (1.60%) | (20.60%) | 3.20% |
Valuation allowance | (2.40%) | 7.30% | (6.50%) |
Stock-based compensation | (0.60%) | 0.00% | 11.40% |
Executive compensation limitation | 0.40% | 0.60% | (7.30%) |
R&D credit | (0.90%) | (3.80%) | 4.80% |
Uncertain tax positions | (0.40%) | (0.50%) | (5.60%) |
Other, net | 0.20% | 2.20% | (0.80%) |
Total effective tax rate | 10.10% | (22.30%) | 58.10% |
Income Taxes - Effective Inco_2
Income Taxes - Effective Income Tax Reconciliation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Statutory U.S. federal income tax rate | $ 142 | $ 38 | $ (26) |
State income taxes, net of federal benefit | 3 | (11) | (7) |
Lower effective tax rate on international operations, net | (19) | (34) | (28) |
Foreign-derived intangible income deduction | (12) | ||
Goodwill | 10 | ||
Depletion | (7) | (6) | (5) |
Exchange gains | (13) | (7) | |
Provision to return and other adjustments | (11) | (37) | (4) |
Valuation allowance | (16) | 13 | 8 |
Stock-based compensation | (4) | (14) | |
Executive compensation limitation | 3 | 1 | 9 |
R&D credit | (6) | (7) | (6) |
Uncertain tax positions | (3) | (1) | 7 |
Other, net | 1 | 4 | 1 |
Total provision for (benefit from) income taxes | $ 68 | $ (40) | $ (72) |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income (Loss) Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
U.S. operations (including exports) | $ 44 | $ (136) | $ (375) |
International operations | 632 | 315 | 251 |
Income (loss) before income taxes | $ 676 | $ 179 | $ (124) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Tax Credit Carryforward [Line Items] | |||
Earnings and Profits (E&P) of foreign subsidiaries | $ 602 | ||
Change in valuation allowance | (16) | $ 13 | $ 8 |
R&D tax credits | 6 | 7 | $ 6 |
U.S State [Member] | Expiration Between Years 2036 To 2039 [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Tax loss carryforwards | 4 | ||
Foreign [Member] | Expiration Between Years 2026 to 2031 [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Tax loss carryforwards | 12 | ||
Foreign [Member] | Expiration Between Years 2025 to 2031 [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Tax credit carryforwards | 8 | ||
Foreign Subsidiary [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Change in valuation allowance | 12 | ||
Foreign Tax Credits [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Change in valuation allowance | 1 | $ 2 | |
Mexican Subsidiaries [Member] | Mining Solutions [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Deferred tax assets valuation allowance reversed | $ 16 |
Income Taxes - Summary of open
Income Taxes - Summary of open tax years by significant jurisdiction (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Non-U.S Jurisdiction [Member] | Earliest Tax Year [Member] | China [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2015 |
Non-U.S Jurisdiction [Member] | Earliest Tax Year [Member] | India [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2015 |
Non-U.S Jurisdiction [Member] | Earliest Tax Year [Member] | Mexico [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2015 |
Non-U.S Jurisdiction [Member] | Earliest Tax Year [Member] | Netherlands [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2017 |
Non-U.S Jurisdiction [Member] | Earliest Tax Year [Member] | Taiwan [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2015 |
Non-U.S Jurisdiction [Member] | Earliest Tax Year [Member] | Singapore [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2017 |
Non-U.S Jurisdiction [Member] | Earliest Tax Year [Member] | Switzerland [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2018 |
Non-U.S Jurisdiction [Member] | Latest Tax Year [Member] | China [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
Non-U.S Jurisdiction [Member] | Latest Tax Year [Member] | India [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
Non-U.S Jurisdiction [Member] | Latest Tax Year [Member] | Mexico [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
Non-U.S Jurisdiction [Member] | Latest Tax Year [Member] | Netherlands [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
Non-U.S Jurisdiction [Member] | Latest Tax Year [Member] | Taiwan [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
Non-U.S Jurisdiction [Member] | Latest Tax Year [Member] | Singapore [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
Non-U.S Jurisdiction [Member] | Latest Tax Year [Member] | Switzerland [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
U.S Federal [Member] | Earliest Tax Year [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2017 |
U.S Federal [Member] | Latest Tax Year [Member] | |
Income Tax Contingency [Line Items] | |
Tax years open to examination | 2021 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1, | $ 7 | $ 9 | $ 2 |
Gross amounts of decreases in unrecognized tax benefits as a result of adjustments to tax provisions taken during the prior period | (1) | (2) | 0 |
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken during the current period | 0 | 1 | 7 |
Reduction to unrecognized tax benefits as a result of a lapse of the applicable statute of limitations | (1) | (1) | 0 |
Balance at December 31, | 5 | 7 | 9 |
Total unrecognized tax benefits, if recognized, that would impact the effective tax rate | 4 | 8 | 9 |
Total amount of interest and penalties recognized in the consolidated statements of operations | (1) | 1 | 0 |
Total amount of interest and penalties recognized in the consolidated balance sheets | $ 1 | $ 1 | $ 0 |
Income Taxes - Summary of Valua
Income Taxes - Summary of Valuation Allowance (Details) - Valuation Allowance of Deferred Tax Assets [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at January 1, | $ 24 | $ 10 | $ 2 |
Net charges to income tax expense | 0 | 14 | 8 |
Release of valuation allowance | (16) | 0 | 0 |
Balance at December 31, | $ 8 | $ 24 | $ 10 |
Earnings Per Share of Common _3
Earnings Per Share of Common Stock - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: | |||
Net income (loss) attributable to Chemours | $ 608 | $ 219 | $ (52) |
Denominator: | |||
Weighted-average number of common shares outstanding - basic | 164,943,575 | 164,681,827 | 164,816,839 |
Dilutive effect of the Company’s employee compensation plans (1) | 3,754,864 | 1,664,702 | |
Weighted-average number of common shares outstanding - diluted | 168,698,439 | 166,346,529 | 164,816,839 |
Basic earnings (loss) per share of common stock | $ 3.69 | $ 1.33 | $ (0.32) |
Diluted earnings (loss) per share of common stock | $ 3.60 | $ 1.32 | $ (0.32) |
Earnings Per Share of Common _4
Earnings Per Share of Common Stock - Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Average number of stock options | 1,500,577 | 3,839,845 | 2,206,609 |
Accounts and Notes Receivable_3
Accounts and Notes Receivable, Net - Schedule of Accounts and Notes Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Accounts receivable - trade, net | $ 644 | $ 449 |
VAT, GST and other taxes | 41 | 49 |
Other receivables | 35 | 13 |
Total accounts and notes receivable, net | $ 720 | $ 511 |
Accounts and Notes Receivable_4
Accounts and Notes Receivable, Net - Schedule of Accounts and Notes Receivable (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Accounts Notes And Loans Receivable [Line Items] | ||
Accounts receivable - trade, net | $ 644 | $ 449 |
Allowance for doubtful accounts receivable | 5 | 7 |
Trade Notes Receivable [Member] | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Accounts receivable - trade, net | $ 17 | |
Trade Notes Receivable [Member] | Maximum [Member] | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Accounts receivable - trade, net | $ 1 |
Accounts and Notes Receivable_5
Accounts and Notes Receivable, Net - (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounts Notes And Loans Receivable [Line Items] | |||
Bad debt expense | $ 2 | $ 3 | |
Maximum [Member] | |||
Accounts Notes And Loans Receivable [Line Items] | |||
Bad debt expense | $ 1 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Net [Abstract] | ||
Finished products | $ 704 | $ 579 |
Semi-finished products | 192 | 180 |
Raw materials, stores, and supplies | 475 | 433 |
Inventories before LIFO adjustment | 1,371 | 1,192 |
Less: Adjustment of inventories to LIFO basis | (272) | (253) |
Total inventories | $ 1,099 | $ 939 |
Inventories - Narrative (Detail
Inventories - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Inventory [Line Items] | |||
Basic earnings (loss) per share of common stock | $ 3.69 | $ 1.33 | $ (0.32) |
Titanium Technologies [Member] | |||
Inventory [Line Items] | |||
Benefit to income (loss) from liquidation of LIFO inventory | $ 8 | ||
Basic earnings (loss) per share of common stock | $ 0.05 | ||
US [Member] | |||
Inventory [Line Items] | |||
LIFO inventory amount | $ 650 | $ 585 | |
Percentage of LIFO inventory | 47.00% | 49.00% |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment, Net - Summary of Property, Plant, and Equipment, Net (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Line Items] | |||
Property, plant, and equipment | $ 9,232 | $ 9,582 | |
Less: Accumulated depreciation | (6,078) | (6,108) | |
Property, plant, and equipment, net | 3,154 | 3,474 | $ 3,559 |
Equipment [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property, plant, and equipment | 7,559 | 7,816 | |
Building [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property, plant, and equipment | 1,168 | 1,198 | |
Construction-in-progress [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property, plant, and equipment | 361 | 421 | |
Land [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property, plant, and equipment | 108 | 111 | |
Mineral rights [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property, plant, and equipment | $ 36 | $ 36 |
Property, Plant, and Equipmen_4
Property, Plant, and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |||
Finance leased assets, gross | $ 95 | $ 86 | |
Interest capitalized | 5 | 4 | $ 10 |
Depreciation expense | $ 309 | $ 313 | $ 304 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Lessee Lease Description [Line Items] | |
Lease agreements initial terms | 12 months |
Maximum [Member] | |
Lessee Lease Description [Line Items] | |
Operating lease term of contract | 25 years |
Leases - Schedule of Lease Asse
Leases - Schedule of Lease Assets and Lease Liabilities and their Balance Sheet Locations (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Lease assets: | ||
Operating lease right-of-use assets | $ 227 | $ 236 |
Finance lease assets | $ 69 | $ 69 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property, Plant, and Equipment, Net | Property, Plant, and Equipment, Net |
Total lease assets | $ 296 | $ 305 |
Current: | ||
Operating lease liabilities | $ 59 | $ 57 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other accrued liabilities | Other accrued liabilities |
Finance lease liabilities | $ 12 | $ 7 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Short-term and current maturities of long-term debt | Short-term and current maturities of long-term debt |
Total current lease liabilities | $ 71 | $ 64 |
Non-current: | ||
Operating lease liabilities | 179 | 194 |
Finance lease liabilities | $ 60 | $ 67 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term debt, net | Long-term debt, net |
Total non-current lease liabilities | $ 239 | $ 261 |
Total lease liabilities | $ 310 | $ 325 |
Leases - Schedule of Components
Leases - Schedule of Components of Company's Lease Cost (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | |||
Operating lease cost | $ 66 | $ 88 | $ 99 |
Short-term lease cost | 7 | 5 | 5 |
Variable lease cost | 21 | 20 | 16 |
Amortization of lease assets | 12 | 8 | 5 |
Interest on lease liabilities | 4 | 4 | 2 |
Total lease cost | $ 110 | $ 125 | $ 127 |
Leases - Schedule of Cash Flows
Leases - Schedule of Cash Flows Related to Company's Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows from operating leases | $ 70 | $ 91 | $ 101 |
Operating cash flows from finance leases | 4 | 4 | 2 |
Financing cash flows from finance leases | 10 | 6 | 3 |
Non-cash lease liabilities activity: | |||
Leased assets obtained in exchange for new operating lease liabilities | 45 | 23 | 48 |
Leased assets obtained in exchange for new finance lease liabilities | $ 14 | $ 19 | $ 62 |
Leases - Schedule of Weighted-A
Leases - Schedule of Weighted-Average Terms and Weighted-Average Discount Rates For Company's Leases (Details) | Dec. 31, 2021 | Dec. 31, 2020 |
Weighted-average remaining lease term (years): | ||
Operating leases | 11 years | 8 years 7 months 6 days |
Finance leases | 6 years 3 months 18 days | 7 years 10 months 24 days |
Weighted-average discount rate: | ||
Operating leases | 5.30% | 5.00% |
Finance leases | 4.80% | 5.40% |
Leases - Schedule of Company's
Leases - Schedule of Company's Lease Liabilities' Maturities For Next Five Years and Thereafter (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
2022 | $ 61 | |
2023 | 46 | |
2024 | 37 | |
2025 | 29 | |
2026 | 25 | |
Thereafter | 93 | |
Total lease payments | 291 | |
Less: Imputed interest | (53) | |
Present value of lease liabilities | 238 | |
Finance Leases | ||
2022 | 14 | |
2023 | 14 | |
2024 | 13 | |
2025 | 13 | |
2026 | 13 | |
Thereafter | 19 | |
Total lease payments | 86 | |
Less: Imputed interest | (14) | |
Present value of lease liabilities | 72 | $ 74 |
Operating and Finance Leases, Total | ||
2022 | 75 | |
2023 | 60 | |
2024 | 50 | |
2025 | 42 | |
2026 | 38 | |
Thereafter | 112 | |
Total lease payments | 377 | |
Less: Imputed interest | (67) | |
Present value of lease liabilities | $ 310 |
Leases - Build-to-suit Lease Ob
Leases - Build-to-suit Lease Obligation - Narrative (Details) - Discovery Hub [Member] $ in Millions | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Oct. 31, 2017ft² |
Lessee Lease Description [Line Items] | |||
Build to suit lease area of land | ft² | 312,000 | ||
Build to suit lease liability reclassified as financing obligation | $ 93 | $ 94 | |
Build to suit lease asset capitalized in property, plant and equipment | $ 88 | $ 92 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments Related to Chemours Discovery Hub Financing Obligation (Detail) $ in Millions | Dec. 31, 2021USD ($) |
Lessee Lease Description [Line Items] | |
2022 | $ 14 |
2023 | 14 |
2024 | 13 |
2025 | 13 |
2026 | 13 |
Thereafter | 19 |
Total lease payments | 86 |
Discovery Hub [Member] | |
Lessee Lease Description [Line Items] | |
2022 | 6 |
2023 | 7 |
2024 | 7 |
2025 | 7 |
2026 | 7 |
Thereafter | 147 |
Total lease payments | $ 181 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets, Net - Schedule of Goodwill (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Roll Forward] | |||
Goodwill | $ 102,000,000 | $ 153,000,000 | |
Divestitures | 0 | ||
Operating Segments [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill | 102,000,000 | 153,000,000 | $ 153,000,000 |
Divestitures | (51,000,000) | ||
Titanium Technologies [Member] | Operating Segments [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill | 13,000,000 | 13,000,000 | 13,000,000 |
Thermal & Specialized Solutions [Member] | Operating Segments [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill | 33,000,000 | 33,000,000 | 33,000,000 |
Advanced Performance Materials [Member] | Operating Segments [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill | 56,000,000 | 56,000,000 | 56,000,000 |
Chemical Solutions [Member] | Operating Segments [Member] | |||
Goodwill [Roll Forward] | |||
Goodwill | $ 51,000,000 | $ 51,000,000 | |
Divestitures | $ (51,000,000) |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets, Net - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2021USD ($)segment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Goodwill and Other Intangible Assets | |||
Number of operating segments | segment | 4 | ||
Goodwill adjustments | $ 0 | ||
Goodwill transfers | 0 | ||
Goodwill impairments | $ 0 | 0 | |
Accumulated impairment losses included in goodwill | 4,000,000 | 4,000,000 | |
Amortization expense, 2022 | 5,000,000 | ||
Amortization expense, 2023 | 1,000,000 | ||
Amortization expense, 2024 | 0 | ||
Maximum [Member] | |||
Goodwill and Other Intangible Assets | |||
Amortization expense, 2025 | 0 | ||
Amortization expense, 2026 | $ 0 | ||
Useful life | 20 years | ||
Minimum [Member] | |||
Goodwill and Other Intangible Assets | |||
Useful life | 5 years | ||
Continuing Operations [Member] | |||
Goodwill and Other Intangible Assets | |||
Aggregate pre-tax amortization expense | $ 8,000,000 | $ 7,000,000 | $ 7,000,000 |
Mining Solutions [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||
Goodwill and Other Intangible Assets | |||
Goodwill allocated to disposal group | $ 51,000,000 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets, Net - Schedule of Other Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Cost | $ 56 | $ 68 | |
Accumulated Amortization | (50) | (54) | |
Net | 6 | 14 | |
Customer Lists [Member] | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Cost | 2 | 9 | |
Accumulated Amortization | (2) | (9) | |
Net | 0 | 0 | |
Customer Relationships [Member] | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Cost | 22 | 22 | |
Accumulated Amortization | (16) | (12) | |
Net | 6 | 10 | |
Patents [Member] | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Cost | 19 | 19 | |
Accumulated Amortization | (19) | (19) | |
Net | 0 | 0 | |
Purchased Trademarks [Member] | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Cost | 0 | 5 | |
Accumulated Amortization | 0 | (3) | |
Net | 0 | 2 | |
Purchased and Licensed Technology [Member] | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Cost | 3 | 3 | |
Accumulated Amortization | (3) | (3) | |
Net | 0 | 0 | |
Other [Member] | |||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |||
Cost | [1] | 10 | 10 |
Accumulated Amortization | [1] | (10) | (8) |
Net | [1] | $ 0 | $ 2 |
[1] | Represents non-cash favorable supply contracts acquired in connection with the sale of the Sulfur business in 2016 based on the present value of the difference between their contractual cash flows and estimated cash flows had the contracts been executed at a determinable market price. These contract intangibles were amortized to cost of goods sold over the remaining life of the supply contracts through 2021. |
Investments in Affiliates - Nar
Investments in Affiliates - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Equity Method Investee [Member] | |||
Investments in Affiliates | |||
Net sales | $ 144 | $ 98 | $ 135 |
Purchases | $ 180 | $ 133 | $ 249 |
Consolidated Subsidiaries [Member] | Minimum [Member] | |||
Investments in Affiliates | |||
Voting stock ownership percentage | 20.00% | ||
Consolidated Subsidiaries [Member] | Maximum [Member] | |||
Investments in Affiliates | |||
Voting stock ownership percentage | 50.00% |
Investments in Affiliates - Sch
Investments in Affiliates - Schedule of Investments in Affiliates (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Investments in Affiliates | ||||
Investments in affiliates | $ 169 | $ 167 | $ 162 | $ 160 |
Chemours-Mitsui Fluorochemicals Company, Ltd. [Member] | Japan [Member] | ||||
Investments in Affiliates | ||||
Investments in affiliates | $ 98 | $ 104 | ||
Ownership | 50.00% | 50.00% | ||
The Chemours Chenguang Fluoromaterials Company Limited [Member] | China [Member] | ||||
Investments in Affiliates | ||||
Investments in affiliates | $ 33 | $ 32 | ||
Ownership | 50.00% | 50.00% | ||
Changshu 3F Zhonghao New Chemical Materials Co., Ltd. [Member] | China [Member] | ||||
Investments in Affiliates | ||||
Investments in affiliates | $ 38 | $ 31 | ||
Ownership | 10.00% | 10.00% |
Investments in Affiliates - S_2
Investments in Affiliates - Schedule of Changes in Investments in Affiliates (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |||
Beginning Balance | $ 167 | $ 162 | $ 160 |
Equity in earnings of affiliates | 43 | 23 | 29 |
Dividends | (30) | (25) | (28) |
Currency translation and other | (11) | 7 | 1 |
Ending Balance | $ 169 | $ 167 | $ 162 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Capitalized repair and maintenance costs | $ 195 | $ 198 |
Pension assets | 55 | 79 |
Deferred income taxes | 171 | 95 |
Miscellaneous | 26 | 33 |
Total other assets | $ 447 | $ 405 |
Accounts Payable - Schedule of
Accounts Payable - Schedule of Accounts Payable (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Payables And Accruals [Abstract] | ||
Trade payables | $ 1,141 | $ 820 |
VAT and other payables | 21 | 24 |
Total accounts payable | $ 1,162 | $ 844 |
Other Accrued Liabilities - Sch
Other Accrued Liabilities - Schedule of Other Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities, Current [Abstract] | |||
Employee separation costs | $ 2 | $ 7 | |
Accrued litigation | 36 | 37 | |
Asset retirement obligations | 14 | 13 | $ 7 |
Income taxes | 43 | 64 | |
Customer rebates | 83 | 69 | |
Deferred revenue | 3 | 7 | |
Accrued interest | 17 | 18 | |
Operating lease liabilities | 59 | 57 | |
Miscellaneous | 68 | 103 | |
Total other accrued liabilities | $ 325 | $ 375 |
Debt - Components of Debt (Deta
Debt - Components of Debt (Details) € in Millions, $ in Millions | Dec. 31, 2021USD ($) | Dec. 31, 2021EUR (€) | Aug. 18, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020EUR (€) |
Debt Instrument [Line Items] | |||||
Finance lease liabilities | $ 72 | $ 74 | |||
Financing obligation | 93 | 94 | |||
Total debt principal | 3,782 | 4,061 | |||
Less: Unamortized issue discounts | (5) | (7) | |||
Less: Unamortized debt issuance costs | (28) | (28) | |||
Less: Short-term and current maturities of long-term debt | (25) | (21) | |||
Total long-term debt, net | 3,724 | 4,005 | |||
Senior Secured Tranche B-2 U.S Dollar Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 776 | 875 | |||
Senior Secured Tranche B-2 Euro Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 381 | € 337 | 417 | € 340 | |
7.000% Senior Unsecured Notes Due May 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 750 | ||||
4.000% Senior Unsecured Notes Due May 2026 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 510 | € 450 | 551 | € 450 | |
5.375% Senior Unsecured Notes Due May 2027 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 500 | 500 | |||
5.750% Senior Unsecured Notes Due November 2028 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 800 | $ 800 | |||
4.625% Senior Unsecured Notes Due November 2029 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 650 | $ 650 |
Debt - Components of Debt (Pare
Debt - Components of Debt (Parenthetical) (Details) € in Millions, $ in Millions | Dec. 31, 2021USD ($) | Dec. 31, 2021EUR (€) | Aug. 18, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020EUR (€) |
Debt Instrument [Line Items] | |||||
Financing obligation | $ 93 | $ 94 | |||
Senior Secured Tranche B-2 Euro Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 381 | € 337 | 417 | € 340 | |
7.000% Senior Unsecured Notes Due May 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 750 | ||||
Debt instrument interest rate | 7.00% | 7.00% | |||
4.000% Senior Unsecured Notes Due May 2026 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 510 | € 450 | $ 551 | € 450 | |
Debt instrument interest rate | 4.00% | 4.00% | 4.00% | 4.00% | |
5.375% Senior Unsecured Notes Due May 2027 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 500 | $ 500 | |||
Debt instrument interest rate | 5.375% | 5.375% | 5.375% | 5.375% | |
5.750% Senior Unsecured Notes Due November 2028 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 800 | $ 800 | |||
Debt instrument interest rate | 5.75% | 5.75% | 5.75% | 5.75% | |
4.625% Senior Unsecured Notes Due November 2029 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 650 | $ 650 | |||
Debt instrument interest rate | 4.625% | 4.625% | 4.625% |
Debt - Senior Secured Credit Fa
Debt - Senior Secured Credit Facilities - Narrative (Details) | Oct. 07, 2021USD ($) | Apr. 08, 2020USD ($) | Apr. 03, 2018USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Apr. 03, 2023 | Apr. 03, 2018EUR (€) |
Line of Credit Facility [Line Items] | ||||||||||
Revolving credit facility borrowed amount | $ 0 | $ 300,000,000 | $ 150,000,000 | |||||||
Repayment of outstanding borrowings | $ 0 | 300,000,000 | 150,000,000 | |||||||
Senior Secured Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument term | 5 years | |||||||||
Line of credit facility, maximum borrowing capacity | $ 900,000,000 | $ 800,000,000 | ||||||||
Debt instrument description | The Credit Agreement is subject to a springing maturity in the event that the senior secured term loans due April 2025 and the senior unsecured notes due in May 2026 are not redeemed, repaid, modified, and/or refinanced within the 91-day period prior to their maturity date. | |||||||||
Debt instrument maturity date | Oct. 7, 2026 | |||||||||
Variable rate | 0.25% | |||||||||
Commitment fee percentage | 0.15% | |||||||||
Revolving credit facility borrowed amount | $ 300,000,000 | $ 150,000,000 | ||||||||
Repayment of outstanding borrowings | $ 150,000,000 | |||||||||
Long-term debt | $ 0 | 0 | ||||||||
Letters of credit outstanding | $ 107,000,000 | 102,000,000 | ||||||||
Senior Secured Revolving Credit Facility [Member] | Domestic Subsidiary [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Collateral as percentage of common stock | 100.00% | |||||||||
Senior Secured Revolving Credit Facility [Member] | Foreign Subsidiary [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Collateral as percentage of common stock | 65.00% | |||||||||
Senior Secured Revolving Credit Facility [Member] | Maximum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Commitment fee percentage | 0.25% | |||||||||
Senior Secured Revolving Credit Facility [Member] | Minimum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Commitment fee percentage | 0.10% | |||||||||
Senior Secured Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.25% | |||||||||
Senior Secured Revolving Credit Facility [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.00% | |||||||||
Senior Secured Revolving Credit Facility [Member] | Euro Interbank Offered Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 2.00% | |||||||||
Senior Secured Term Loan Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument term | 7 years | |||||||||
Debt instrument maturity date | Apr. 3, 2025 | |||||||||
Term loan repayments | $ 13,000,000 | $ 13,000,000 | $ 13,000,000 | |||||||
Debt instrument, repurchase aggregate principal amount | 37,000,000 | |||||||||
Debt instrument optional prepayment | $ 54,000,000 | |||||||||
Euro Term Loan [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | € | € 350,000,000 | |||||||||
Line of credit facility, maturity date | Apr. 3, 2025 | |||||||||
Effective interest rates on senior secured term loan | 2.50% | |||||||||
Euro Term Loan [Member] | Euro Interbank Offered Rate [Member] | Maximum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 2.00% | |||||||||
Euro Term Loan [Member] | Euro Interbank Offered Rate [Member] | Minimum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.50% | |||||||||
Dollar Term Loan | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maturity date | Apr. 3, 2025 | |||||||||
Effective interest rates on senior secured term loan | 1.90% | |||||||||
Dollar Term Loan | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.75% | |||||||||
Dollar Term Loan | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.00% | |||||||||
Dollar Term Loan | Base Rate [Member] | Maximum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.00% | |||||||||
Dollar Term Loan | Base Rate [Member] | Minimum [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.75% | |||||||||
Revolving Credit Facility [Member] | Forecast [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum net leverage ratio | 2.00% | |||||||||
4.000% Senior Unsecured Notes Due May 2026 [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument maturity date | May 31, 2026 |
Debt - Senior Unsecured Notes -
Debt - Senior Unsecured Notes - Narrative (Details) | Aug. 18, 2021USD ($) | Aug. 04, 2021$ / shares | Nov. 27, 2020USD ($) | Nov. 12, 2020$ / shares | Jun. 06, 2018EUR (€) | May 23, 2017USD ($) | May 12, 2015USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2021EUR (€) | Aug. 20, 2021USD ($) | Dec. 31, 2020EUR (€) | Dec. 01, 2020USD ($) | Jun. 06, 2018USD ($) | Jun. 06, 2018EUR (€) | May 12, 2015EUR (€) |
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument net issue discount | $ 5,000,000 | $ 7,000,000 | ||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed in event of change of control | 101.00% | |||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed | 100.00% | |||||||||||||||||
Loss on extinguishment of debt | (21,000,000) | (22,000,000) | $ 0 | |||||||||||||||
Debt instrument redemption price percentage of principal amount with net cash proceeds | 35.00% | |||||||||||||||||
Debt instrument redemption price percentage of principal amount excluding redemption date | 104.625% | |||||||||||||||||
First MDL Settlement [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Settlement payments | $ 335,000,000 | |||||||||||||||||
4.000% Senior Unsecured Notes Due May 2026 [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 510,000,000 | $ 551,000,000 | € 450,000,000 | € 450,000,000 | ||||||||||||||
Debt instrument interest rate | 4.00% | 4.00% | 4.00% | 4.00% | ||||||||||||||
Debt instrument maturity date | May 31, 2026 | |||||||||||||||||
5.750% Senior Unsecured Notes Due November 2028 [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 800,000,000 | $ 800,000,000 | ||||||||||||||||
Debt instrument interest rate | 5.75% | 5.75% | 5.75% | 5.75% | ||||||||||||||
4.625% Senior Unsecured Notes Due November 2029 [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 650,000,000 | $ 650,000,000 | ||||||||||||||||
Debt instrument interest rate | 4.625% | 4.625% | 4.625% | |||||||||||||||
Net proceeds from issuance of long term debt | $ 642,000,000 | |||||||||||||||||
Underwriting fees and other related expenses | 8,000,000 | |||||||||||||||||
Obligation threshold for debt to become guaranteed | 100,000,000 | |||||||||||||||||
7.000% Senior Unsecured Notes Due May 2025 [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 750,000,000 | |||||||||||||||||
Debt instrument interest rate | 7.00% | 7.00% | ||||||||||||||||
Loss on extinguishment of debt | $ 20,000,000 | |||||||||||||||||
Tender offer aggregate purchase price | $ 782,000,000 | |||||||||||||||||
Tender offer early participation premium | 18,000,000 | |||||||||||||||||
Tender offer accrued interest | $ 14,000,000 | |||||||||||||||||
Debt instrument purchased or redeemed remaining aggregate principal amount | $ 750,000,000 | |||||||||||||||||
7.000% Senior Unsecured Notes Due May 2025 [Member] | Tender Offer Purchase Price One [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Tender offer purchase price per share | $ / shares | $ 1,025 | |||||||||||||||||
Tender offer principal amount price per share | 1,000.00 | |||||||||||||||||
Tender offer expiration date | Aug. 17, 2021 | |||||||||||||||||
7.000% Senior Unsecured Notes Due May 2025 [Member] | Tender Offer Purchase Price Two [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Tender offer purchase price per share | $ / shares | $ 995 | |||||||||||||||||
Tender offer principal amount price per share | 1,000.00 | |||||||||||||||||
Tender offer expiration date | Aug. 31, 2021 | |||||||||||||||||
Senior unsecured notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 2,503,000,000 | |||||||||||||||||
Senior unsecured notes, payment terms | The Original Notes required payment of principal at maturity and payments of interest semi-annually in cash and in arrears on May 15 and November 15 of each year. | |||||||||||||||||
Senior unsecured notes [Member] | 2026 Euro Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Net proceeds from offering | € | € 445,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | Redemption of 2023 Euro Notes and Issuance of 2026 Euro Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Loss on extinguishment of debt | $ 35,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | 2028 Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Net proceeds from offering | $ 790,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | Redemption of 2023 Dollar Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Loss on extinguishment of debt | $ 22,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | Dollar Tender Offer [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Tender offer aggregate purchase price | $ 926,000,000 | |||||||||||||||||
Tender offer early participation premium | 16,000,000 | |||||||||||||||||
Tender offer accrued interest | $ 2,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | 6.625% Senior Notes Due May 2023 [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, face amount | $ 1,350,000,000 | |||||||||||||||||
Debt instrument interest rate | 6.625% | 6.625% | ||||||||||||||||
Debt instrument maturity date | May 31, 2023 | |||||||||||||||||
Debt instrument outstanding amount | 908,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | 6.625% Senior Notes Due May 2023 [Member] | 2028 Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument outstanding amount | $ 908,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | 6.625% Senior Notes Due May 2023 [Member] | Dollar Tender Offer [Member] | Tender Offer Purchase Price One [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Tender offer purchase price per share | $ / shares | $ 1,017.94 | |||||||||||||||||
Tender offer principal amount price per share | 1,000.00 | |||||||||||||||||
Tender offer expiration date | Nov. 25, 2020 | |||||||||||||||||
Senior unsecured notes [Member] | 6.625% Senior Notes Due May 2023 [Member] | Dollar Tender Offer [Member] | Tender Offer Purchase Price Two [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Tender offer purchase price per share | $ / shares | $ 987.94 | |||||||||||||||||
Tender offer principal amount price per share | 1,000.00 | |||||||||||||||||
Tender offer expiration date | Dec. 10, 2020 | |||||||||||||||||
Senior unsecured notes [Member] | 2025 Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, face amount | $ 750,000,000 | |||||||||||||||||
Debt instrument interest rate | 7.00% | 7.00% | ||||||||||||||||
Debt instrument maturity date | May 31, 2025 | |||||||||||||||||
Debt instrument outstanding amount | $ 750,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | Senior Notes 6.125% Due May 2023 [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, face amount | € | € 360,000,000 | |||||||||||||||||
Debt instrument interest rate | 6.125% | 6.125% | ||||||||||||||||
Debt instrument maturity date | May 31, 2023 | |||||||||||||||||
Debt instrument outstanding amount | $ 250,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | 2027 Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term debt | $ 500,000,000 | |||||||||||||||||
Debt instrument interest rate | 5.375% | |||||||||||||||||
Net proceeds from issuance of long term debt | $ 489,000,000 | |||||||||||||||||
Debt instrument net issue discount | 5,000,000 | |||||||||||||||||
Underwriting fees and other related expenses | 6,000,000 | |||||||||||||||||
Obligation threshold for debt to become guaranteed | $ 100,000,000 | |||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed in event of change of control | 101.00% | |||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed | 100.00% | |||||||||||||||||
Senior unsecured notes [Member] | 4.000% Senior Unsecured Notes Due May 2026 [Member] | 2026 Euro Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, face amount | € | € 450,000,000 | |||||||||||||||||
Debt instrument interest rate | 4.00% | 4.00% | ||||||||||||||||
Debt instrument maturity date | May 31, 2026 | |||||||||||||||||
Senior unsecured notes, payment terms | The 2026 Euro Notes require payment of principal at maturity and payments of interest semi-annually in cash and in arrears on May 15 and November 15 of each year. | |||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed in event of change of control | 101.00% | 101.00% | ||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed | 100.00% | |||||||||||||||||
Debt instrument redemption price percentage of principal amount with net cash proceeds | 35.00% | 35.00% | ||||||||||||||||
Debt instrument redemption price percentage of principal amount excluding redemption date | 104.00% | 104.00% | ||||||||||||||||
Senior unsecured notes [Member] | 4.000% Senior Unsecured Notes Due May 2026 [Member] | Minimum [Member] | 2026 Euro Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Obligation threshold for debt to become guaranteed | $ 100,000,000 | |||||||||||||||||
Senior unsecured notes [Member] | 5.750% Senior Unsecured Notes Due November 2028 [Member] | 2028 Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, face amount | $ 800,000,000 | |||||||||||||||||
Debt instrument interest rate | 5.75% | |||||||||||||||||
Debt instrument maturity date | Nov. 30, 2028 | |||||||||||||||||
Senior unsecured notes, payment terms | The 2028 Notes require payment of principal at maturity and interest semi-annually in cash and in arrears on May 15 and November 15 of each year. | |||||||||||||||||
Underwriting fees and other related expenses | $ 10,000,000 | |||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed in event of change of control | 101.00% | |||||||||||||||||
Repurchase price obligation, percentage of principal amount redeemed | 100.00% | |||||||||||||||||
Debt instrument redemption price percentage of principal amount with net cash proceeds | 35.00% | |||||||||||||||||
Debt instrument redemption price percentage of principal amount excluding redemption date | 105.75% | |||||||||||||||||
Senior unsecured notes [Member] | 5.750% Senior Unsecured Notes Due November 2028 [Member] | Minimum [Member] | 2028 Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Obligation threshold for debt to become guaranteed | $ 100,000,000 |
Debt - Accounts Receivable Secu
Debt - Accounts Receivable Securitization Facility - Narrative (Details) - USD ($) | Mar. 05, 2021 | Mar. 09, 2020 | Jul. 12, 2019 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Line of Credit Facility [Line Items] | |||||||
Net repayments of securitization | $ 0 | $ 122,000,000 | $ 18,000,000 | ||||
Proceeds from accounts receivable securitization facility | 0 | 12,000,000 | $ 128,000,000 | ||||
Securitization Facility [Member] | Special Purpose Entity [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 125,000,000 | ||||||
Increase in borrowing capacity | $ 200,000,000 | ||||||
Net repayments of securitization | $ 110,000,000 | ||||||
Receivable from securitization facility | $ 125,000,000 | 76,000,000 | 33,000,000 | ||||
Percentage of fair value of sales receivables | 100.00% | ||||||
Percentage of fair value on additional purchases of receivables | 100.00% | ||||||
Proceeds from accounts receivable securitization facility | 1,364,000,000 | 932,000,000 | |||||
Accounts receivable from securitization, amount derecognized | 1,389,000,000 | 932,000,000 | |||||
Fees associated with securitization facility | $ 3,000,000 | $ 2,000,000 | |||||
Securitization Facility [Member] | Special Purpose Entity [Member] | Minimum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Increase in borrowing capacity | $ 125,000,000 | ||||||
Securitization Facility [Member] | Special Purpose Entity [Member] | Maximum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Increase in borrowing capacity | $ 150,000,000 |
Debt - Other - Narrative (Detai
Debt - Other - Narrative (Details) - Financing Arrangement [Member] - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Line of Credit Facility [Line Items] | ||
Funds borrowed for insurance premiums | $ 16 | $ 11 |
Repayments to financing company | $ 16 | $ 5 |
Debt - Maturities and Fair Valu
Debt - Maturities and Fair Value - Narrative (Details) - Senior Secured Revolving Credit Facility [Member] | Apr. 03, 2018 |
Debt Instrument [Line Items] | |
Percentage per annum for quarterly principal payments | 1.00% |
Additional principal repayment, percentage of excess cash flow, stepdown level one | 25.00% |
Additional principal repayment, percentage of excess cash flow, stepdown level two | 0.00% |
Target leverage ratio one | 3.50 |
Target leverage ratio two | 1 |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Additional principal repayment, percentage of excess cash flows | 50.00% |
Debt - Schedule of Debt Princip
Debt - Schedule of Debt Principal Maturities (Details) - Senior Debt [Member] $ in Millions | Dec. 31, 2021USD ($) |
Debt Instrument [Line Items] | |
2022 | $ 13 |
2023 | 13 |
2024 | 13 |
2025 | 1,118 |
2026 | 510 |
Thereafter | 1,950 |
Total principal maturities on debt | $ 3,617 |
Debt - Estimated Fair Values of
Debt - Estimated Fair Values of Senior Debt Issues (Details) € in Millions, $ in Millions | Dec. 31, 2021USD ($) | Dec. 31, 2021EUR (€) | Aug. 18, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020EUR (€) |
Debt Instrument [Line Items] | |||||
Less: Unamortized issue discounts | $ (5) | $ (7) | |||
Less: Unamortized debt issuance costs | (28) | (28) | |||
Senior Secured Tranche B-2 U.S Dollar Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 776 | 875 | |||
Senior Secured Tranche B-2 Euro Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 381 | € 337 | 417 | € 340 | |
7.000% Senior Unsecured Notes Due May 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 750 | ||||
4.000% Senior Unsecured Notes Due May 2026 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 510 | € 450 | 551 | € 450 | |
5.750% Senior Unsecured Notes Due November 2028 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 800 | 800 | |||
5.375% Senior Unsecured Notes Due May 2027 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 500 | 500 | |||
4.625% Senior Unsecured Notes Due November 2029 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 650 | $ 650 | |||
Level 2 [Member] | |||||
Debt Instrument [Line Items] | |||||
December 31, 2021 | 3,617 | 3,893 | |||
December 31, 2021 | 3,694 | 3,957 | |||
Total senior debt, Carrying Value | 3,617 | 3,893 | |||
Less: Unamortized issue discounts | (5) | (7) | |||
Less: Unamortized debt issuance costs | (28) | (28) | |||
Long-term debt | 3,584 | 3,858 | |||
Level 2 [Member] | Senior Secured Tranche B-2 U.S Dollar Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 776 | 875 | |||
Long-term debt, Fair Value | 769 | 862 | |||
Level 2 [Member] | Senior Secured Tranche B-2 Euro Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 381 | 417 | |||
Long-term debt, Fair Value | 378 | 413 | |||
Level 2 [Member] | 7.000% Senior Unsecured Notes Due May 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 750 | ||||
Long-term debt, Fair Value | 774 | ||||
Level 2 [Member] | 4.000% Senior Unsecured Notes Due May 2026 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 510 | 551 | |||
Long-term debt, Fair Value | 518 | 551 | |||
Level 2 [Member] | 5.750% Senior Unsecured Notes Due November 2028 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 800 | 800 | |||
Long-term debt, Fair Value | 846 | 821 | |||
Level 2 [Member] | 5.375% Senior Unsecured Notes Due May 2027 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 500 | 500 | |||
Long-term debt, Fair Value | 538 | $ 536 | |||
Level 2 [Member] | 4.625% Senior Unsecured Notes Due November 2029 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, Carrying Value | 650 | ||||
Long-term debt, Fair Value | $ 645 |
Debt - Estimated Fair Values _2
Debt - Estimated Fair Values of Senior Debt Issues (Parenthetical) (Details) € in Millions, $ in Millions | Dec. 31, 2021USD ($) | Dec. 31, 2021EUR (€) | Aug. 18, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020EUR (€) |
7.000% Senior Unsecured Notes Due May 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 750 | ||||
Debt instrument interest rate | 7.00% | 7.00% | |||
4.000% Senior Unsecured Notes Due May 2026 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 510 | € 450 | $ 551 | € 450 | |
Debt instrument interest rate | 4.00% | 4.00% | 4.00% | 4.00% | |
5.750% Senior Unsecured Notes Due November 2028 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 800 | $ 800 | |||
Debt instrument interest rate | 5.75% | 5.75% | 5.75% | 5.75% | |
4.625% Senior Unsecured Notes Due November 2029 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 650 | $ 650 | |||
Debt instrument interest rate | 4.625% | 4.625% | 4.625% | ||
5.375% Senior Unsecured Notes Due May 2027 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 500 | $ 500 | |||
Debt instrument interest rate | 5.375% | 5.375% | 5.375% | 5.375% | |
Senior Secured Tranche B-2 Euro Term Loan Due April 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 381 | € 337 | $ 417 | € 340 |
Other Liabilities - Schedule of
Other Liabilities - Schedule of Other Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Other Liabilities Noncurrent [Abstract] | |||
Employee-related costs | $ 94 | $ 108 | |
Accrued litigation | 50 | 51 | |
Asset retirement obligations | 62 | 63 | $ 69 |
Deferred revenue | 2 | 5 | |
Miscellaneous | 61 | 68 | |
Total other liabilities | $ 269 | $ 295 |
Other Liabilities - Schedule _2
Other Liabilities - Schedule of Other Liabilities (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Other Liabilities Noncurrent [Abstract] | ||
Accrued workers compensation indemnification liability | $ 32 | $ 37 |
Commitments and Contingent Li_3
Commitments and Contingent Liabilities - Summary of Asset Retirement Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Balance at January 1, | $ 76 | $ 76 | $ 66 |
Obligations incurred or acquired | 12 | 5 | |
Increase (decrease) in estimated cash outflows | 1 | (14) | 4 |
Accretion expense | 2 | 4 | 4 |
Settlements and payments | (3) | (2) | (3) |
Balance at December 31, | 76 | 76 | 76 |
Current portion | 14 | 13 | 7 |
Non-current portion | $ 62 | $ 63 | $ 69 |
Commitments and Contingent Li_4
Commitments and Contingent Liabilities - Schedule of Components of Accrued Litigation (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | |
Loss Contingencies [Line Items] | |||
Accrued litigation | $ 86 | $ 88 | |
Asbestos [Member] | |||
Loss Contingencies [Line Items] | |||
Accrued litigation | 33 | 34 | |
PFOA [Member] | |||
Loss Contingencies [Line Items] | |||
Accrued litigation | [1] | 23 | 50 |
All Other Matters [Member] | |||
Loss Contingencies [Line Items] | |||
Accrued litigation | [2] | $ 30 | $ 4 |
[1] | At December 31, 2020, PFOA includes $29 associated with the Company’s portion of the costs to settle PFOA multi-district litigation in Ohio, which was paid in 2021. | ||
[2] | At December 31, 2021, all other matters includes $25, which was paid in January 2022, associated with the Company’s portion of the costs to enter into the Settlement Agreement, Limited Release, Waiver and Covenant Not to Sue reflecting Chemours, DuPont, Corteva, EID and the State of Delaware’s agreement to settle and fully resolve claims alleged against the companies. For information regarding this matter, refer to “PFAS” within this “Note 22 – Commitments and Contingent Liabilities”. |
Commitments and Contingent Li_5
Commitments and Contingent Liabilities - Schedule of Components of Accrued Litigation (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Loss Contingencies [Line Items] | ||
Accrued litigation | $ 86 | $ 88 |
PFOA Multi District Litigation in Ohio [Member] | ||
Loss Contingencies [Line Items] | ||
Accrued litigation | $ 29 | |
PFAS Natural Resource Damages Matters [Member] | Chemours, DuPont, Corteva, EID [Member] | State of Delaware [Member] | ||
Loss Contingencies [Line Items] | ||
Accrued litigation | $ 25 |
Commitments and Contingent Li_6
Commitments and Contingent Liabilities - Schedule of Current and Long-term Components of Accrued Litigation and Balance Sheet Locations (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | |
Accrued Litigation: | |||
Current accrued litigation | $ 36 | $ 37 | |
Long-term accrued litigation | 50 | 51 | |
Total accrued litigation | 86 | 88 | |
Other Accrued Liabilities [Member] | |||
Accrued Litigation: | |||
Current accrued litigation | [1] | 36 | 37 |
Other Liabilities [Member] | |||
Accrued Litigation: | |||
Long-term accrued litigation | $ 50 | $ 51 | |
[1] | At |
Commitments and Contingent Li_7
Commitments and Contingent Liabilities - Schedule of Current and Long-term Components of Accrued Litigation and Balance Sheet Locations (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Loss Contingencies [Line Items] | ||
Accrued litigation | $ 36 | $ 37 |
PFAS Natural Resource Damages Matters [Member] | Chemours, DuPont, Corteva, EID [Member] | State of Delaware [Member] | ||
Loss Contingencies [Line Items] | ||
Accrued litigation | $ 25 | |
PFOA Multi District Litigation in Ohio [Member] | ||
Loss Contingencies [Line Items] | ||
Accrued litigation | $ 29 |
Commitments and Contingent Li_8
Commitments and Contingent Liabilities - Litigation - Narrative (Details) | Jul. 13, 2021USD ($) | May 23, 2017USD ($) | Jan. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Jan. 31, 2021USD ($)plaintiff | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($)lawsuit | Mar. 31, 2017USD ($)lawsuit | Dec. 31, 2021USD ($)lawsuitwater_district | Dec. 31, 2020USD ($)lawsuitSupplier | Dec. 31, 2004resident | Oct. 31, 2020lawsuit | Sep. 30, 2020lawsuit |
Loss Contingencies [Line Items] | |||||||||||||
Aggregate amount of qualified spend | $ 4,000,000,000 | ||||||||||||
Accrual balance | 86,000,000 | $ 88,000,000 | |||||||||||
Number of long island water suppliers filed lawsuits | Supplier | 13 | ||||||||||||
Maximum [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency, potential additional loss | 660,000,000 | ||||||||||||
Funding for medical monitoring program [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Escrow deposit disbursements | $ 1,700,000 | ||||||||||||
First MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Date of agreement month and year | 2017-03 | ||||||||||||
Total settlement amount | $ 670,700,000 | ||||||||||||
Settlement payments | $ 335,000,000 | ||||||||||||
PFOA After First MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of individual plaintiffs | plaintiff | 96 | ||||||||||||
PFOA Second MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency expected settlement amount | $ 83,000,000 | ||||||||||||
Loss contingency accrual period decrease | $ 250,000 | ||||||||||||
Asbestos Issue [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Lawsuits alleging personal injury - Filed | lawsuit | 1,000 | 1,100 | |||||||||||
Accrual balance | $ 33,000,000 | $ 34,000,000 | |||||||||||
Benzene Related Illness [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Lawsuits alleging illness | lawsuit | 19 | 17 | |||||||||||
PFOA Matters [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Accrual balance | $ 23,000,000 | $ 21,000,000 | |||||||||||
Number of lawsuits filed | lawsuit | 2 | 3 | |||||||||||
PFOA Matters [Member] | Maximum [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Period of payments | 5 years | ||||||||||||
PFOA Matters: Drinking Water Actions [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Accrual balance | $ 23,000,000 | $ 21,000,000 | |||||||||||
Binding settlement agreement, class size | resident | 80,000 | ||||||||||||
Number of water districts Company must provide treatment | water_district | 6 | ||||||||||||
PFOA Matters: Drinking Water Actions [Member] | Funding for medical monitoring program [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency, potential additional loss | $ 235,000,000 | ||||||||||||
PFOA Matters: Additional Actions [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Lawsuits alleging personal injury - Filed | lawsuit | 3,500 | ||||||||||||
Compensatory and Emotional Distress Damages [Member] | PFOA Second MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency damages awarded value | $ 40,000,000 | ||||||||||||
Du Pont | PFOA Second MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency expected settlement amount | 27,000,000 | ||||||||||||
Consortium Damages [Member] | PFOA Second MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency damages awarded value | $ 10,000,000 | ||||||||||||
EID [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Lawsuits alleging illness | lawsuit | 40 | ||||||||||||
EID [Member] | Business Seeking to Recover Losses [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Lawsuits alleging illness | lawsuit | 2 | ||||||||||||
PFAS Contamination, Including PFOA and PFOS [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of lawsuits filed | lawsuit | 8 | ||||||||||||
PFAS and Other Chemicals Exposure [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of lawsuits filed | lawsuit | 6 | ||||||||||||
Compensatory and Punitive Damages [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of lawsuits filed | lawsuit | 2 | ||||||||||||
Allegations of Personal Injury [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of lawsuits filed | lawsuit | 4 | ||||||||||||
Injunctive Relief and Compensatory and Punitive Damages [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Number of southern California public water systems filed lawsuit | lawsuit | 11 | ||||||||||||
PFAS Matters [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Settlement paid | $ 13,000,000 | ||||||||||||
Number of lawsuits filed | lawsuit | 4 | ||||||||||||
Demanding amount to cover the cost of preparation of natural resource damage assessment plan and access to related documents | $ 100,000 | ||||||||||||
New Jersey Department of Environmental Protection Directives and Litigation [Member] | Subsequent Event [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Environmental remediation activities amount | $ 943,000,000 | ||||||||||||
Chemours [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Expenditures subject to cost-sharing as qualified spend | $ 100,000,000 | ||||||||||||
Qualified recovery amount received | 36,000,000 | ||||||||||||
Chemours [Member] | PFOA Second MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency expected settlement amount | 29,000,000 | ||||||||||||
Corteva [Member] | PFOA Second MDL Settlement [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss contingency expected settlement amount | 27,000,000 | ||||||||||||
Chemours, DuPont, Corteva, EID [Member] | PFAS Natural Resource Damages Matters [Member] | State of Delaware [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Accrual balance | 25,000,000 | ||||||||||||
Chemours, DuPont, Corteva, EID [Member] | PFAS Natural Resource Damages Matters [Member] | Subsequent Event [Member] | State of Delaware [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Settlement paid | 50,000,000 | ||||||||||||
Chemours, DuPont, Corteva, EID [Member] | PFAS Natural Resource Damages Matters [Member] | Minimum [Member] | Another State [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Settlement payments | $ 50,000,000 | ||||||||||||
Chemours, DuPont, Corteva, EID [Member] | PFAS Natural Resource Damages Matters [Member] | One Or More Supplemental Payment Directly To Trust | Maximum [Member] | Another State [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Settlement payments | $ 25,000,000 | ||||||||||||
Memorandum of Understanding [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Aggregate amount of qualified spend | 4,000,000,000 | ||||||||||||
Memorandum of Understanding [Member] | PFAS Liabilities [Member] | Restricted Cash And Restricted Cash Equivalents | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Escrow deposit | $ 100,000,000 | ||||||||||||
Memorandum of Understanding [Member] | Minimum Balance on December 31, 2028 [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Escrow deposit | 700,000,000 | ||||||||||||
Memorandum of Understanding [Member] | Before January 2026 [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Minimum settlement amount required to allow withdrawals from escrow account | 125,000,000 | ||||||||||||
Memorandum of Understanding [Member] | Starting in January 2026 [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Minimum amount of qualified spend required to allow withdrawals from escrow account | $ 200,000,000 | ||||||||||||
Memorandum of Understanding [Member] | Chemours [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Percentage of escrow deposits contribution to restore escrow balance to 700 | 50.00% | ||||||||||||
Memorandum of Understanding [Member] | Chemours [Member] | PFAS Natural Resource Damages Matters [Member] | Subsequent Event [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Settlement paid | 25,000,000 | ||||||||||||
Memorandum of Understanding [Member] | Chemours [Member] | No Later Than Each of September 30, 2021 and September 30, 2022 [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Escrow deposit | $ 100,000,000 | ||||||||||||
Memorandum of Understanding [Member] | Chemours [Member] | No Later Than September 30 of Each Subsequent Year Through and Including 2028 [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Escrow deposit | $ 50,000,000 | ||||||||||||
Memorandum of Understanding [Member] | DuPont and Corteva [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Percentage of escrow deposits contribution to restore escrow balance to 700 | 50.00% | ||||||||||||
Memorandum of Understanding [Member] | DuPont and Corteva [Member] | PFAS Natural Resource Damages Matters [Member] | Subsequent Event [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Settlement paid | $ 25,000,000 | ||||||||||||
Memorandum of Understanding [Member] | DuPont and Corteva [Member] | No Later Than Each of September 30, 2021 and September 30, 2022 [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Escrow deposit | $ 100,000,000 | ||||||||||||
Memorandum of Understanding [Member] | DuPont and Corteva [Member] | No Later Than September 30 of Each Subsequent Year Through and Including 2028 [Member] | PFAS Liabilities [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Escrow deposit | $ 50,000,000 |
Commitments and Contingent Li_9
Commitments and Contingent Liabilities - Schedule of Environmental Remediation Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | |
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | $ 562 | $ 390 | |
Chambers Works, Deepwater, New Jersey [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | [1] | 27 | 20 |
Fayetteville Works, Fayetteville, North Carolina [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | [2] | 359 | 194 |
Pompton Lakes, New Jersey [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | 42 | 42 | |
USS Lead, East Chicago, Indiana [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | [3] | 24 | 12 |
All other sites [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | $ 110 | $ 122 | |
[1] | In connection with ongoing discussions with EPA and NJ DEP relating to such remaining work as well as the scope of remedial programs and investigation relating to the Chambers Works site, in 2021, the Company recorded an adjustment of $7 related to the remediation estimate associated with certain areas of the site relating to historic industrial activity as well as ongoing remedial programs. | ||
[2] | For more information on this matter refer to “Fayetteville Works, Fayetteville, North Carolina” within this “Note 22 – Commitments and Contingent Liabilities”. | ||
[3] | The Company recorded $9 to resolve the claims asserted by EPA related to past indirect costs associated with the 2012 Record of Decision (“ROD”), as amended, and the 2014 agreement entered into with EPA and the State of Indiana. |
Commitments and Contingent L_10
Commitments and Contingent Liabilities - Schedule of Environmental Remediation Liabilities (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2021 | |
Environmental Remediation [Line Items] | ||
Adjustments related to remediation estimate | $ 11 | |
On-site Surface Water and Groundwater Remediation [Member] | ||
Environmental Remediation [Line Items] | ||
Additional accrued environmental remediation | $ 64 | |
Chambers Works, Deepwater, New Jersey [Member] | ||
Environmental Remediation [Line Items] | ||
Adjustments related to remediation estimate | 7 | |
USS Lead, East Chicago, Indiana [Member] | ||
Environmental Remediation [Line Items] | ||
Additional accrued environmental to resolve claim asserted | $ 9 |
Commitments and Contingent L_11
Commitments and Contingent Liabilities - Schedule of Current and Long-term Components of Environmental Remediation Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Commitments And Contingencies Disclosure [Abstract] | ||
Current environmental remediation | $ 173 | $ 95 |
Long-term environmental remediation | 389 | 295 |
Total environmental remediation | $ 562 | $ 390 |
Commitments and Contingent L_12
Commitments and Contingent Liabilities - Environmental - Narrative (Details) $ in Thousands | Sep. 15, 2021 | Oct. 31, 2021USD ($)CivilPenalty | Mar. 31, 2019USD ($)lawsuit | Mar. 31, 2022 | Jun. 30, 2021USD ($) | Dec. 31, 2021USD ($)lawsuitOwner | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Oct. 31, 2020lawsuit | Sep. 30, 2020lawsuit |
Environmental Remediation [Line Items] | ||||||||||
Environmental remediation expense | $ 269,000 | $ 71,000 | $ 200,000 | |||||||
Adjustments related to remediation estimate | $ 11,000 | |||||||||
Number of days to address conditional approval of design of barrier wall and groundwater extraction and treatment system | 45 days | |||||||||
Number of civil penalty assessments for violation to reduce facility-wide annual emissions of GenX compounds | CivilPenalty | 2 | |||||||||
Amount of civil penalty assessed for violation to reduce facility-wide annual emissions of GenX compounds | $ 300 | |||||||||
Maximum percentage of indemnification on purchase price | 15.00% | |||||||||
Obligation related to indemnification | $ 0 | |||||||||
Indemnification expiration period | 2026-12 | |||||||||
Off-Site Replacement Drinking Water Supplies and Toxicity Studies [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Estimated disbursements amount | $ 59,000 | |||||||||
Disbursements period | 20 years | |||||||||
Off-site Replacement Drinking Water Supplies [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Accrued for operation, maintenance, and monitoring period | 20 years | |||||||||
Accrual for environmental remediation activities | $ 59,000 | 54,000 | ||||||||
On-site Surface Water and Groundwater Remediation [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Accrual for environmental remediation activities | $ 64,000 | |||||||||
Accrual for environmental remediation activities per year | $ 3,000 | |||||||||
Estimated operation period | 20 years | |||||||||
Estimated cost of remediation | 289,000 | 140,000 | ||||||||
Addendum specified penalties | 150 | |||||||||
Addendum specified additional penalties per week | $ 20 | |||||||||
OM&M projected paid period | 20 years | |||||||||
On-site Surface Water and Groundwater Remediation [Member] | Forecast [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Expected percentage of completion engineering design | 90.00% | |||||||||
On-site Surface Water and Groundwater Remediation [Member] | Construction of Barrier Wall and Groundwater Treatment Facility [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Accrual for environmental remediation activities | $ 49,000 | |||||||||
Upper range of cost estimates | $ 305,000 | $ 111,000 | ||||||||
Cost estimates already accrued | 170,000 | |||||||||
Estimated cost of remediation | $ 30,000 | |||||||||
On-site Surface Water and Groundwater Remediation [Member] | Groundwater Extraction And Treatment System | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Accrued for operation, maintenance, and monitoring period | 20 years | |||||||||
Adjustments related to remediation estimate | $ 60,000 | |||||||||
Estimated operation starting year | 2023 | |||||||||
PFAS Matters [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Civil penalty and investigative costs | $ 13,000 | |||||||||
Percentage of efficiency to control PFAS | 99.999% | |||||||||
Number of lawsuits filed | lawsuit | 4 | |||||||||
PFAS Matters [Member] | Fayetteville Works, Fayetteville, North Carolina [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Percentage of efficiency to control PFAS | 99.99% | |||||||||
Reduction of PFAS maximum period | 2 years | |||||||||
Percentage of baseline | 75.00% | |||||||||
Compensatory and Punitive Damages [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Number of private well owners seeking for damages | Owner | 1,300 | |||||||||
Number of lawsuits filed | lawsuit | 2 | |||||||||
PFOA [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Number of lawsuits filed | lawsuit | 2 | 3 | ||||||||
Minimum [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Average time frame of disbursements of environmental site remediation | 15 years | |||||||||
Maximum [Member] | ||||||||||
Environmental Remediation [Line Items] | ||||||||||
Average time frame of disbursements of environmental site remediation | 20 years | |||||||||
Loss contingency, potential additional loss | $ 660,000 |
Commitments and Contingent - Sc
Commitments and Contingent - Schedule of Components of Accrued Environmental Remediation Liabilities Related to PFAS (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | |
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | $ 562 | $ 390 | |
Fayetteville Works, Fayetteville, North Carolina [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | [1] | 359 | 194 |
Fayetteville Works, Fayetteville, North Carolina [Member] | On-site Remediation [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | 289 | 140 | |
Fayetteville Works, Fayetteville, North Carolina [Member] | Off-site Groundwater Remediation [Member] | |||
Environmental Remediation [Line Items] | |||
Accrued environmental remediation | $ 70 | $ 54 | |
[1] | For more information on this matter refer to “Fayetteville Works, Fayetteville, North Carolina” within this “Note 22 – Commitments and Contingent Liabilities”. |
Commitments and Contingent L_13
Commitments and Contingent Liabilities - Schedule of Current and Long-term Components of Accrued Environmental Remediation Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | |
Environmental Remediation [Line Items] | |||
Current environmental remediation | $ 173 | $ 95 | |
Long-term environmental remediation | 389 | 295 | |
Total environmental remediation | 562 | 390 | |
Fayetteville Works, Fayetteville, North Carolina [Member] | |||
Environmental Remediation [Line Items] | |||
Current environmental remediation | 114 | 39 | |
Long-term environmental remediation | 245 | 155 | |
Total environmental remediation | [1] | $ 359 | $ 194 |
[1] | For more information on this matter refer to “Fayetteville Works, Fayetteville, North Carolina” within this “Note 22 – Commitments and Contingent Liabilities”. |
Equity - Narrative (Details)
Equity - Narrative (Details) - 2018 Share Repurchase Program [Member] - Common Stock [Member] - USD ($) | 12 Months Ended | 41 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2021 | Feb. 13, 2019 | Aug. 01, 2018 | |
Equity Class Of Treasury Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ 1,000,000,000 | $ 750,000,000 | |||
Stock repurchase program effective date | Aug. 1, 2018 | ||||
Stock repurchase program expiration date | Dec. 31, 2020 | ||||
Stock repurchase program extended expiration date | Dec. 31, 2022 | ||||
Total number of shares purchased | 5,533,746 | 8,895,142 | 20,779,745 | ||
Total amount for shares purchased | $ 177,000,000 | $ 322,000,000 | $ 749,000,000 | ||
Average price paid per share | $ 31.99 | $ 36.24 | $ 36.05 | ||
Remaining available amount of common stock under the share repurchase program | $ 251,000,000 | $ 251,000,000 | |||
Maximum [Member] | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ 750,000,000 |
Equity - Schedule of Share Repu
Equity - Schedule of Share Repurchase Activity (Details) - 2018 Share Repurchase Program [Member] - Common Stock [Member] - USD ($) | 12 Months Ended | 41 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2021 | |
Equity Class Of Treasury Stock [Line Items] | |||
Total number of shares purchased | 5,533,746 | 8,895,142 | 20,779,745 |
Total amount for shares purchased | $ 177,000,000 | $ 322,000,000 | $ 749,000,000 |
Average price paid per share | $ 31.99 | $ 36.24 | $ 36.05 |
Stock-based Compensation - Narr
Stock-based Compensation - Narrative (Details) $ / shares in Units, $ in Millions | Jan. 26, 2017Periodshares | Dec. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2021USD ($)shares | Apr. 28, 2021shares | Dec. 31, 2017shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ | $ 34 | $ 16 | $ 19 | ||||
Stock Option [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ | $ 10 | $ 9 | $ 9 | ||||
Expiration period | 10 years | 10 years | 10 years | ||||
Stock-based compensation award vesting period | 3 years | 3 years | 3 years | ||||
Total intrinsic value of options exercised | $ | $ 23 | $ 12 | $ 2 | ||||
Unrecognized stock-based compensation expense related to stock options | $ | $ 8 | $ 8 | |||||
Unrecognized stock-based compensation expense period for recognition | 1 year 9 months 21 days | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ | $ 12 | $ 7 | $ 7 | ||||
Stock-based compensation award vesting period | 3 years | ||||||
Unrecognized stock-based compensation expense period for recognition | 1 year 25 days | ||||||
Shares issued upon conversion of equity award | 1 | 1 | |||||
Unrecognized compensation cost related to equity awards other than options | $ | $ 5 | $ 5 | |||||
Weighted-average fair value at grant date (in dollars per share) | $ / shares | $ 26.30 | $ 17.01 | $ 26.89 | ||||
Performance Share Units [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ | $ 12 | $ 3 | |||||
Stock-based compensation award vesting period | 3 years | ||||||
Shares issued upon conversion of equity award | 1 | 1 | |||||
Percentage of target award available for grant | 100.00% | 100.00% | 100.00% | ||||
Weighted-average fair value at grant date (in dollars per share) | $ / shares | $ 27.42 | $ 17.14 | $ 44.38 | ||||
Number of additional shares to be awarded | 840,000 | ||||||
Number of common stock shares reserved for issuance | 7,000,000 | ||||||
Consecutive offering periods | 12 months | ||||||
Number of purchase periods in offer period | Period | 2 | ||||||
Percentage of common stock discount rate equal to the fair value | 95.00% | ||||||
Stock purchased under employee stock purchase plan, Shares | 268,000 | ||||||
Stock purchased under employee stock purchase plan, Value | $ | $ 6 | ||||||
Performance Share Units [Member] | Minimum [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Percentage of target award available for grant | 0.00% | ||||||
Performance Share Units [Member] | Maximum [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Percentage of target award available for grant | 250.00% | ||||||
Stock-based compensation expense (benefit) | $ | $ (1) | ||||||
Chemours Equity and Incentive Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Shares authorized for grants (in shares) | 19,000,000 | ||||||
Shares reserved for grants (in shares) | 0 | ||||||
Amendment and Restatement of Equity Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Shares authorized for grants (in shares) | 22,050,000 | ||||||
Shares reserved for grants (in shares) | 11,800,000 | 11,800,000 | 3,050,000 | ||||
Chemours Company Equity and Incentive Plan (the "Prior Plan") [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Shares issued upon conversion of equity stock option awards granted | 1 | ||||||
Shares issued upon conversion of equity stock other than option awards granted | 1.5 |
Stock-based Compensation - Weig
Stock-based Compensation - Weighted Average Assumptions of Stock Option (Details) - Stock Option [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Risk-free interest rate | 0.91% | 0.94% | 2.53% |
Expected term (years) | 6 years | 6 years | 6 years |
Volatility | 63.85% | 53.18% | 48.05% |
Dividend yield | 4.16% | 6.93% | 2.81% |
Fair value per stock option | $ 9.78 | $ 3.74 | $ 13.66 |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock Option Activity (Details) - Stock Option [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Outstanding, beginning balance, shares | 7,359 | 6,056 | 5,970 | |
Granted, shares | 1,153 | 2,778 | 836 | |
Exercised, shares | (1,376) | (1,124) | (590) | |
Forfeited, shares | (107) | (186) | (110) | |
Expired, shares | (62) | (165) | (50) | |
Outstanding, ending balance, shares | 6,967 | 7,359 | 6,056 | 5,970 |
Exercisable, shares | 2,597 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Outstanding, weighted average exercise price, beginning balance (in dollars per share) | $ 19.21 | $ 20.92 | $ 18.45 | |
Granted, weighted average exercise price (in dollars per share) | 24.35 | 14.42 | 36.48 | |
Exercised, weighted average exercise price (in dollars per share) | 17.01 | 14.23 | 14.56 | |
Forfeited, weighted average exercise price (in dollars per share) | 20.62 | 23.84 | 39.06 | |
Expired, weighted average exercise price (in dollars per share) | 36.71 | 29.99 | 22.12 | |
Outstanding, weighted average exercise price, ending balance (in dollars per share) | 20.32 | $ 19.21 | $ 20.92 | $ 18.45 |
Exercisable, weighted average exercise price (in dollars per share) | $ 26.60 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Options outstanding, weighted average remaining contractual term | 6 years 7 months 6 days | 6 years 2 months 15 days | 4 years 8 months 15 days | 4 years 9 months 18 days |
Options exercisable, weighted average remaining contractual term | 5 years 7 months 17 days | |||
Options outstanding, aggregate intrinsic value | $ 101,261 | $ 63,894 | $ 19,087 | $ 72,108 |
Options exercisable, aggregate intrinsic value | $ 26,099 |
Stock-based Compensation - Rest
Stock-based Compensation - Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Non-vested, beginning balance, shares | 910 | 546 | 247 |
Granted, shares | 461 | 585 | 439 |
Vested, shares | (188) | (161) | (110) |
Forfeited, shares | (24) | (60) | (30) |
Non-vested, ending balance, shares | 1,159 | 910 | 546 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Non-vested, weighted average grant date fair value, beginning balance (in dollars per share) | $ 20.51 | $ 29.95 | $ 34.22 |
Granted, weighted average grant date fair value (in dollars per share) | 26.30 | 17.01 | 26.89 |
Vested, weighted average grant date fair value (in dollars per share) | 24.33 | 38.68 | 24.98 |
Forfeited, weighted average grant date fair value (in dollars per share) | 19.96 | 25.78 | 33.90 |
Non-vested, weighted average grant date fair value, ending balance (in dollars per share) | $ 22.20 | $ 20.51 | $ 29.95 |
Stock-based Compensation - Perf
Stock-based Compensation - Performance Share Units Activity (Details) - Performance Share Units [Member] - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Non-vested, beginning balance, shares | 844 | 529 | 1,107 |
Granted, shares | 309 | 542 | 240 |
Vested, shares | (122) | (176) | (761) |
Forfeited, shares | (276) | (51) | (57) |
Non-vested, ending balance, shares | 755 | 844 | 529 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Non-vested, weighted average grant date fair value, beginning balance (in dollars per share) | $ 29.05 | $ 39.53 | $ 17.71 |
Granted, weighted average grant date fair value (in dollars per share) | 27.42 | 17.14 | 44.38 |
Vested, weighted average grant date fair value (in dollars per share) | 52.34 | 35.84 | 5.07 |
Forfeited, weighted average grant date fair value (in dollars per share) | 23.26 | 27.79 | 43.35 |
Non-vested, weighted average grant date fair value, ending balance (in dollars per share) | $ 26.72 | $ 29.05 | $ 39.53 |
Stock-based Compensation - Pe_2
Stock-based Compensation - Performance Share Units Activity (Parenthetical) (Details) - Performance Share Units [Member] - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares vested | 122,000 | 176,000 | 761,000 |
Number of non-issued shares cancelled | 276,000 | 51,000 | 57,000 |
Chemours Company Equity and Incentive Plan (the "Prior Plan") [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares vested | 1,520,000 | ||
Number of non-issued shares cancelled | 680,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | $ 813 | ||
Other comprehensive (loss) income | (54) | $ 39 | $ 215 |
Ending Balance | 1,081 | 813 | |
Net Investment Hedge [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (76) | (10) | (25) |
Other comprehensive (loss) income | 55 | (66) | 15 |
Ending Balance | (21) | (76) | (10) |
Cash Flow Hedge [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (8) | 2 | 6 |
Other comprehensive (loss) income | 13 | (10) | (4) |
Ending Balance | 5 | (8) | 2 |
Currency Translation Adjustment [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (120) | (231) | (233) |
Other comprehensive (loss) income | (116) | 111 | 2 |
Ending Balance | (236) | (120) | (231) |
Defined Benefit Plans [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (106) | (110) | (312) |
Other comprehensive (loss) income | (6) | 4 | 202 |
Ending Balance | (112) | (106) | (110) |
Accumulated Other Comprehensive (Loss) Income [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (310) | (349) | (564) |
Other comprehensive (loss) income | (54) | 39 | 215 |
Ending Balance | $ (364) | $ (310) | $ (349) |
Financial Instruments - Narrati
Financial Instruments - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2021USD ($)contractInterestRateSwap | Dec. 31, 2020USD ($)contract | Dec. 31, 2019USD ($) | |
Derivative [Line Items] | |||
Recognized gains (losses) on derivative cash flow hedge, pre-tax | $ 12,000,000 | $ (8,000,000) | $ 6,000,000 |
Designated as Hedging Instrument [Member] | Net Investment Hedge [Member] | |||
Derivative [Line Items] | |||
Recognized gain (loss) on derivative, pre-tax | 73,000,000 | (88,000,000) | 20,000,000 |
Reclassification on derivative, pre-tax | $ 0 | $ 0 | 0 |
Foreign currency forward contracts [Member] | |||
Derivative [Line Items] | |||
Number of forward exchange currency contracts | contract | 12 | 25 | |
Derivative notional value | $ 254,000,000 | $ 688,000,000 | |
Average maturity period of derivative contract | 1 month | 1 month | |
Foreign currency forward contracts [Member] | Not Designated as Hedging Instrument [Member] | Other Income (Expense), Net [Member] | |||
Derivative [Line Items] | |||
Derivative gains (losses) | $ (15,000,000) | $ 29,000,000 | (2,000,000) |
Gain (loss) reclassification to cost of goods sold on derivative cash flow hedge | $ (15,000,000) | $ 29,000,000 | (2,000,000) |
Foreign currency forward contracts [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | |||
Derivative [Line Items] | |||
Number of forward exchange currency contracts | contract | 175 | 144 | |
Derivative notional value | $ 195,000,000 | $ 101,000,000 | |
Average maturity period of derivative contract | 4 months | 4 months | |
Recognized gains (losses) on derivative cash flow hedge, pre-tax | $ 10,000,000 | $ (4,000,000) | 6,000,000 |
Derivative cash flow hedge loss from accumulated other comprehensive loss to cost of goods sold to be reclassified with in twelve months | 7,000,000 | ||
Foreign currency forward contracts [Member] | Designated as Hedging Instrument [Member] | Cost of Goods Sold [Member] | Cash Flow Hedge [Member] | |||
Derivative [Line Items] | |||
Gain (loss) reclassification to cost of goods sold on derivative cash flow hedge | (2,000,000) | 3,000,000 | $ 10,000,000 |
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | |||
Derivative [Line Items] | |||
Derivative notional value | $ 400,000,000 | ||
Number of interest rate swaps | InterestRateSwap | 3 | ||
Interest rate swaps maturity date | Mar. 31, 2023 | ||
Recognized gain (loss) on derivative, pre-tax | $ 2,000,000 | $ (4,000,000) | |
Period expects to reclassify of net loss from accumulated other comprehensive loss to interest expense, net | 12 months | ||
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | Maximum [Member] | |||
Derivative [Line Items] | |||
Amount expects to reclassify of net loss from accumulated other comprehensive loss to interest expense, net | $ (1,000,000) | ||
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | Senior Secured Term Loan Facility [Member] | |||
Derivative [Line Items] | |||
Variable interest | 1.75% | ||
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Senior Secured Term Loan Facility [Member] | |||
Derivative [Line Items] | |||
Variable interest | 0.00% | ||
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | Base Rate [Member] | Maximum [Member] | Senior Secured Term Loan Facility [Member] | |||
Derivative [Line Items] | |||
Variable interest | 0.75% | ||
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | Base Rate [Member] | Minimum [Member] | Senior Secured Term Loan Facility [Member] | |||
Derivative [Line Items] | |||
Variable interest | 1.00% | ||
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Interest Expense, Net [Member] | Cash Flow Hedge [Member] | |||
Derivative [Line Items] | |||
Reclassification on derivative, pre-tax | $ (2,000,000) | ||
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Interest Expense, Net [Member] | Cash Flow Hedge [Member] | Maximum [Member] | |||
Derivative [Line Items] | |||
Reclassification on derivative, pre-tax | $ (1,000,000) |
Financial Instruments - Schedul
Financial Instruments - Schedule of Derivative Assets and Liabilities At Fair Value (Details) - Fair Value, Measurements, Recurring [Member] - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | $ 1 | $ 8 |
Foreign currency forward contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 6 | 4 |
Not Designated as Hedging Instrument [Member] | Accounts and notes receivable - trade, net [Member] | Foreign currency forward contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 1 | 4 |
Not Designated as Hedging Instrument [Member] | Other accrued liabilities [Member] | Foreign currency forward contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | 1 | 1 |
Designated as Hedging Instrument [Member] | Accounts and notes receivable - trade, net [Member] | Foreign currency forward contracts [Member] | Cash Flow Hedge [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | $ 5 | |
Designated as Hedging Instrument [Member] | Other accrued liabilities [Member] | Foreign currency forward contracts [Member] | Cash Flow Hedge [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | 4 | |
Designated as Hedging Instrument [Member] | Other accrued liabilities [Member] | Interest Rate Swaps [Member] | Cash Flow Hedge [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | $ 3 |
Financial Instruments - Sched_2
Financial Instruments - Schedule of Pre-tax Charge Fair Value of Financial Instruments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Derivatives, Fair Value [Line Items] | |||
Gain (Loss) Recognized In Accumulated Other Comprehensive Income (Loss) | $ 73 | $ (88) | $ 20 |
Foreign currency forward contracts [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Gain (Loss) Recognized In Accumulated Other Comprehensive Income (Loss) | 10 | (4) | 6 |
Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Gain (Loss) Recognized In Accumulated Other Comprehensive Income (Loss) | 2 | (4) | |
Euro Denominated Debt [Member] | Designated as Hedging Instrument [Member] | Net Investment Hedge [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Gain (Loss) Recognized In Accumulated Other Comprehensive Income (Loss) | 73 | (88) | 20 |
Cost of Goods Sold [Member] | Foreign currency forward contracts [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Gain (loss) reclassification to cost of goods sold on derivative cash flow hedge | (2) | 3 | 10 |
Interest Expense, Net [Member] | Interest Rate Swaps [Member] | Designated as Hedging Instrument [Member] | Cash Flow Hedge [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Gain (loss) reclassification to cost of goods sold on derivative cash flow hedge | (2) | ||
Other Income (Expense), Net [Member] | Foreign currency forward contracts [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Gain (loss) reclassification to cost of goods sold on derivative cash flow hedge | $ (15) | $ 29 | $ (2) |
Long-term Employee Benefits (Na
Long-term Employee Benefits (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Employer base salary based on age and service | $ 0.1 | |||
Decrease to net pension assets | $ 158 | |||
Net periodic pension cost | 6 | $ 14 | 381 | |
Employer contributions during period | 28 | $ 27 | 34 | |
Netherlands Pension Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension benefits | 932 | |||
Net periodic pension cost | $ 380 | |||
Defined benefit plan loss results to increase in inflation and indexation rates | (40) | |||
Defined benefit plan loss partially offset by gain related to global increases in discount rates | 32 | |||
Global Pension Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit plan net actuarial loss | (19) | |||
Defined benefit plan loss relates to rise in the average rate of global compensation increases | (11) | |||
Defined benefit plan loss due to volatile equity and bond performance | $ (3) | |||
Minimum [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Employees with guaranteed annual contribution ranging | 1.00% | |||
Maximum [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Employees with guaranteed annual contribution ranging | 3.00% | |||
Chemours [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Employer matching contribution percent of match | 100.00% | |||
Employer matching contribution percent of employees' gross pay | 6.00% |
Long-term Employee Benefits (Sc
Long-term Employee Benefits (Schedule of Net Periodic Pension (Cost) Income and Amounts Recognized in Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Total net periodic pension cost | $ (6) | $ (14) | $ (381) |
Net (loss) gain | 22 | (4) | 144 |
Prior service (cost) benefit, pre-tax | (1) | 5 | |
Amortization of actuarial loss, pre-tax | 7 | 9 | 18 |
Amortization of prior service gain | (2) | (3) | (2) |
Curtailment gain | 4 | ||
Effect of foreign exchange rates | 6 | (9) | 7 |
(Cost) benefit recognized in other comprehensive income | (10) | 9 | 267 |
Pension Plan [Member] | Foreign [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | (15) | (15) | (13) |
Interest cost | (5) | (6) | (17) |
Expected return on plan assets | 20 | 17 | 48 |
Amortization of actuarial loss | (7) | (9) | (18) |
Amortization of prior service gain | 2 | 3 | 2 |
Settlement loss | (1) | (5) | (383) |
Curtailment gain | 1 | ||
Total net periodic pension cost | (6) | (14) | (381) |
Net (loss) gain | (22) | 4 | (144) |
Prior service (cost) benefit, pre-tax | (1) | 5 | |
Amortization of actuarial loss, pre-tax | 7 | 9 | 18 |
Amortization of prior service gain | (2) | (3) | (2) |
Settlement loss | 1 | 5 | 383 |
Curtailment gain | 4 | ||
Effect of foreign exchange rates | 6 | (9) | 7 |
(Cost) benefit recognized in other comprehensive income | (10) | 9 | 267 |
Total changes in plan assets and benefit obligations recognized in other comprehensive income | $ (16) | $ (5) | $ (114) |
Long-term Employee Benefits (Am
Long-term Employee Benefits (Amounts Recognized in Accumulated Other Comprehensive Loss) (Details) - Pension Plan [Member] - Foreign [Member] - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Net loss | $ 148 | $ 143 | $ 151 |
Prior service credit | (9) | (12) | (14) |
Total amount recognized in accumulated other comprehensive loss | $ 139 | $ 131 | $ 137 |
Long-term Employee Benefits (Ch
Long-term Employee Benefits (Change in Benefit Obligation and Plan Assets) (Details) - Pension Plan [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Employer contributions | $ 17 | $ 20 | $ 19 |
Foreign [Member] | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation at beginning of year | 584 | 507 | |
Service cost | 15 | 15 | 13 |
Interest cost | 5 | 6 | 17 |
Plan participants’ contributions | 2 | 2 | |
Actuarial loss | 19 | 33 | |
Benefits paid | (4) | (2) | |
Settlements and transfers | (11) | (24) | |
Currency translation | (35) | 47 | |
Benefit obligation at end of year | 575 | 584 | 507 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Fair value of plan assets at beginning of year | 604 | 500 | |
Actual return on plan assets | 17 | 55 | |
Employer contributions | 17 | 20 | |
Plan participants’ contributions | 2 | 2 | |
Benefits paid | (4) | (2) | |
Settlements and transfers | (11) | (21) | |
Currency translation | (40) | 50 | |
Fair value of plan assets at end of year | 585 | 604 | $ 500 |
Total funded status at end of year | $ 10 | $ 20 |
Long-term Employee Benefits (_2
Long-term Employee Benefits (Amounts Recognized in Balance Sheet) (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current assets | $ 55 | $ 79 |
The accumulated benefit obligation for all pension plans | 493 | 513 |
Pension Plan [Member] | Foreign [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Non-current assets | 55 | 79 |
Current liabilities | (1) | (2) |
Non-current liabilities | (44) | (57) |
Total net amount recognized | $ 10 | $ 20 |
Long-term Employee Benefits (Su
Long-term Employee Benefits (Summary of Projected Benefit Obligations and Accumulated Benefit Obligations in Excess of Plan Assets) (Details) - Pension Plan [Member] - Foreign [Member] - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Pension plans with projected benefit obligation in excess of plan assets | ||
Projected benefit obligation | $ 142 | $ 175 |
Accumulated benefit obligation | 119 | 148 |
Fair value of plan assets | 97 | 116 |
Pension plans with accumulated benefit obligation in excess of plan assets | ||
Projected benefit obligation | 142 | 153 |
Accumulated benefit obligation | 119 | 131 |
Fair value of plan assets | $ 97 | $ 98 |
Long-term Employee Benefits (As
Long-term Employee Benefits (Assumptions) (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | ||
Discount rate | 1.40% | 1.00% |
Rate of compensation increase | 3.40% | 2.50% |
Interest crediting rate | 1.00% | 1.30% |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | ||
Discount rate | 1.00% | 1.40% |
Rate of compensation increase | 2.50% | 2.50% |
Expected return on plan assets | 1.20% | 3.20% |
Long-term Employee Benefits (Pl
Long-term Employee Benefits (Plan Assets) (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Defined Benefit Plan Disclosure [Line Items] | |||
Total weighted-average allocation | 100.00% | 100.00% | |
Pension Plan [Member] | Foreign [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets | $ 585 | $ 604 | $ 500 |
Pension Plan [Member] | Foreign [Member] | Cash and Cash Equivalents [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total weighted-average allocation | 8.00% | 7.00% | |
Total pension assets at fair value | $ 46 | $ 43 | |
Pension Plan [Member] | Foreign [Member] | Cash and Cash Equivalents [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 46 | 43 | |
Pension Plan [Member] | Foreign [Member] | Cash and Cash Equivalents [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | $ 0 | $ 0 | |
Pension Plan [Member] | Foreign [Member] | Equity securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total weighted-average allocation | 37.00% | 37.00% | |
Total pension assets at fair value | $ 217 | $ 220 | |
Pension Plan [Member] | Foreign [Member] | Equity securities [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 44 | 33 | |
Pension Plan [Member] | Foreign [Member] | Equity securities [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | $ 173 | $ 187 | |
Pension Plan [Member] | Foreign [Member] | Fixed Income Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total weighted-average allocation | 55.00% | 56.00% | |
Pension Plan [Member] | Foreign [Member] | Total Pension Assets at Fair Value [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets | $ 557 | $ 576 | |
Pension Plan [Member] | Foreign [Member] | Total Pension Assets at Fair Value [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets | 129 | 128 | |
Pension Plan [Member] | Foreign [Member] | Total Pension Assets at Fair Value [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets | 428 | 448 | |
Pension Plan [Member] | Foreign [Member] | Pooled Mortgage Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets | 28 | 28 | |
Pension Plan [Member] | Foreign [Member] | Government Issued [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 74 | 60 | |
Pension Plan [Member] | Foreign [Member] | Government Issued [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 10 | 10 | |
Pension Plan [Member] | Foreign [Member] | Government Issued [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 64 | 50 | |
Pension Plan [Member] | Foreign [Member] | Corporate Issued [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 147 | 158 | |
Pension Plan [Member] | Foreign [Member] | Corporate Issued [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 29 | 42 | |
Pension Plan [Member] | Foreign [Member] | Corporate Issued [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 118 | 116 | |
Pension Plan [Member] | Foreign [Member] | Derivative Financial Instruments, Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 70 | 93 | |
Pension Plan [Member] | Foreign [Member] | Derivative Financial Instruments, Assets | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 0 | 0 | |
Pension Plan [Member] | Foreign [Member] | Derivative Financial Instruments, Assets | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 70 | 93 | |
Pension Plan [Member] | Foreign [Member] | Other Plan Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 3 | 2 | |
Pension Plan [Member] | Foreign [Member] | Other Plan Assets | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | 0 | 0 | |
Pension Plan [Member] | Foreign [Member] | Other Plan Assets | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total pension assets at fair value | $ 3 | $ 2 |
Long-term Employee Benefits (Ca
Long-term Employee Benefits (Cash Flows Defined Benefit Plans) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract] | |||
2022 | $ 11 | ||
2023 | 11 | ||
2024 | 13 | ||
2025 | 14 | ||
2026 | 15 | ||
2027 to 2031 | 100 | ||
Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions by employer | 17 | $ 20 | $ 19 |
Estimated future employer contributions in next fiscal year | $ 12 |
Supplemental Cash Flow inform_3
Supplemental Cash Flow information - Reconciliation of Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |||||
Cash and cash equivalents | $ 1,451 | $ 1,105 | |||
Restricted cash and restricted cash equivalents | [1] | 100 | |||
Cash, cash equivalents, restricted cash and restricted cash equivalents | $ 1,551 | $ 1,105 | $ 943 | $ 1,201 | |
[1] | Restricted cash and restricted cash equivalents balance includes cash and cash equivalents deposited in an escrow account as per the terms of the MOU, which is further discussed in “Note 22 – Commitments and Contingent Liabilities”. |
Geographic and Segment Inform_3
Geographic and Segment Information - Schedule of Net Sales and Property, Plant and Equipment, Net by Geographical Area (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Net Sales | $ 6,345 | $ 4,969 | $ 5,526 |
Property, Plant, and Equipment, Net | 3,154 | 3,474 | 3,559 |
North America [Member] | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Net Sales | 2,317 | 1,914 | 2,144 |
Property, Plant, and Equipment, Net | 2,309 | 2,461 | 2,533 |
Asia Pacific [Member] | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Net Sales | 1,827 | 1,384 | 1,543 |
Property, Plant, and Equipment, Net | 128 | 121 | 121 |
Europe, the Middle East, and Africa [Member] | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Net Sales | 1,412 | 1,086 | 1,163 |
Property, Plant, and Equipment, Net | 322 | 324 | 294 |
Latin America [Member] | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Net Sales | 789 | 585 | 676 |
Property, Plant, and Equipment, Net | $ 395 | $ 568 | $ 611 |
Geographic and Segment Inform_4
Geographic and Segment Information - Narrative (Details) | 12 Months Ended |
Dec. 31, 2021segment | |
Segments Geographical Areas [Abstract] | |
Number of reportable segments | 4 |
Geographic and Segment Inform_5
Geographic and Segment Information - Schedule of Segment Information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 6,345 | $ 4,969 | $ 5,526 | |
Adjusted EBITDA | 1,533 | 1,063 | 1,163 | |
Depreciation and amortization | 317 | 320 | 311 | |
Equity in earnings of affiliates | 43 | 23 | 29 | |
Total assets | 7,550 | 7,082 | 7,258 | |
Investments in affiliates | 169 | 167 | 162 | $ 160 |
Purchases of property, plant, and equipment | 277 | 267 | 481 | |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 6,345 | 4,969 | 5,526 | |
Adjusted EBITDA | 1,533 | 1,063 | 1,163 | |
Depreciation and amortization | 287 | 290 | 279 | |
Equity in earnings of affiliates | 43 | 23 | 29 | |
Total assets | 5,212 | 5,222 | 5,447 | |
Investments in affiliates | 169 | 167 | 162 | |
Purchases of property, plant, and equipment | 272 | 251 | 362 | |
Operating Segments [Member] | Titanium Technologies [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 3,355 | 2,402 | 2,345 | |
Adjusted EBITDA | 809 | 510 | 505 | |
Depreciation and amortization | 126 | 128 | 121 | |
Total assets | 2,318 | 2,130 | 2,291 | |
Purchases of property, plant, and equipment | 104 | 89 | 121 | |
Operating Segments [Member] | Thermal & Specialized Solutions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,257 | 1,105 | 1,318 | |
Adjusted EBITDA | 412 | 354 | 398 | |
Depreciation and amortization | 59 | 53 | 52 | |
Equity in earnings of affiliates | 15 | 6 | 11 | |
Total assets | 1,124 | 1,041 | 1,061 | |
Investments in affiliates | 72 | 66 | 64 | |
Purchases of property, plant, and equipment | 26 | 28 | 32 | |
Operating Segments [Member] | Advanced Performance Materials [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,397 | 1,104 | 1,330 | |
Adjusted EBITDA | 261 | 126 | 180 | |
Depreciation and amortization | 86 | 88 | 84 | |
Equity in earnings of affiliates | 28 | 17 | 18 | |
Total assets | 1,621 | 1,520 | 1,521 | |
Investments in affiliates | 97 | 101 | 98 | |
Purchases of property, plant, and equipment | 103 | 109 | 169 | |
Operating Segments [Member] | Chemical Solutions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 336 | 358 | 533 | |
Adjusted EBITDA | 51 | 73 | 80 | |
Depreciation and amortization | 16 | 21 | 22 | |
Total assets | 149 | 531 | 574 | |
Purchases of property, plant, and equipment | $ 39 | $ 25 | $ 40 |
Geographic and Segment Inform_6
Geographic and Segment Information - Summary of Reconciliation for Summary Financial Information for Reportable Segments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | $ 317 | $ 320 | $ 311 |
Total assets | 7,550 | 7,082 | 7,258 |
Purchases of property, plant, and equipment | 277 | 267 | 481 |
Segment Total [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 287 | 290 | 279 |
Total assets | 5,212 | 5,222 | 5,447 |
Purchases of property, plant, and equipment | 272 | 251 | 362 |
Corporate and Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Depreciation and amortization | 30 | 30 | 32 |
Total assets | 2,338 | 1,860 | 1,811 |
Purchases of property, plant, and equipment | $ 5 | $ 16 | $ 119 |
Geographic and Segment Inform_7
Geographic and Segment Information - Reconciliation of Segment Adjusted EBITDA from Segments to Consolidated Income (Loss) Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting [Abstract] | |||
Segment Adjusted EBITDA | $ 1,533 | $ 1,063 | $ 1,163 |
Corporate and Other expenses (excluding items below) | (220) | (184) | (143) |
Interest expense, net | (185) | (210) | (208) |
Depreciation and amortization | (317) | (320) | (311) |
Non-operating pension and other post-retirement employee benefit income (cost) | 9 | 1 | (368) |
Exchange gains (losses), net | 3 | (26) | (2) |
Restructuring, asset-related, and other charges | (6) | (80) | (87) |
Loss on extinguishment of debt | (21) | (22) | 0 |
Gain on sales of assets and businesses | 115 | 8 | 10 |
Natural disasters and catastrophic events | (21) | ||
Transaction costs | (4) | (2) | (3) |
Qualified spend recovery | 20 | ||
Legal and environmental charges | (230) | (49) | (175) |
Income (loss) before income taxes | $ 676 | $ 179 | $ (124) |
Geographic and Segment Inform_8
Geographic and Segment Information - Reconciliation of Segment Adjusted EBITDA from Segments to Consolidated Income (Loss) Before Income Taxes (Details) (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Legal charges | $ 230 | $ 49 | $ 175 |
PFOA Multi District Litigation in Ohio [Member] | |||
Segment Reporting Information [Line Items] | |||
Legal charges | 29 | ||
GenX and Other Perfluorinated and Polyfluorinated Compounds [Member] | |||
Segment Reporting Information [Line Items] | |||
Legal charges | 168 | ||
Construction of Barrier Wall and Operation of Groundwater Extraction and Treatment System [Member] | |||
Segment Reporting Information [Line Items] | |||
Legal charges | 169 | ||
Oakley California Site [Member] | |||
Segment Reporting Information [Line Items] | |||
Gain on sale of asset | $ 6 | ||
Repauno, New Jersey Sites [Member] | |||
Segment Reporting Information [Line Items] | |||
Gain on sale of asset | 9 | ||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Mining Solutions [Member] | Chemical Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Gain on sale of asset | $ 112 | ||
Netherlands Pension Plan [Member] | |||
Segment Reporting Information [Line Items] | |||
Settlement loss | $ 380 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) $ in Millions | Jan. 28, 2022USD ($) |
Subsequent Event [Member] | Former Aniline Business [Member] | |
Subsequent Event [Line Items] | |
Purchase price | $ 15 |