A-1
Corteva, Inc.
Consolidated Statements of Operations
(Dollars in millions, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
| | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2022 | | 2021 | | 2022 | | 2021 |
Net sales | $ | 2,777 | | | $ | 2,371 | | | $ | 13,630 | | | $ | 12,176 | |
Cost of goods sold | 1,879 | | | 1,558 | | | 7,926 | | | 6,988 | |
Research and development expense | 312 | | | 297 | | | 876 | | | 871 | |
Selling, general and administrative expenses | 657 | | | 672 | | | 2,409 | | | 2,403 | |
Amortization of intangibles | 178 | | | 180 | | | 536 | | | 543 | |
Restructuring and asset related charges - net | 152 | | | 26 | | | 300 | | | 261 | |
| | | | | | | |
| | | | | | | |
Other income - net | 23 | | | 378 | | | 89 | | | 1,013 | |
| | | | | | | |
Interest expense | 18 | | | 8 | | | 43 | | | 22 | |
Income (loss) from continuing operations before income taxes | (396) | | | 8 | | | 1,629 | | | 2,101 | |
Provision for (benefit from) income taxes on continuing operations | (74) | | | (28) | | | 372 | | | 434 | |
Income (loss) from continuing operations after income taxes | (322) | | | 36 | | | 1,257 | | | 1,667 | |
Income (loss) from discontinued operations after income taxes | (6) | | | (4) | | | (46) | | | (59) | |
| | | | | | | |
Net income (loss) | (328) | | | 32 | | | 1,211 | | | 1,608 | |
| | | | | | | |
Net income (loss) attributable to noncontrolling interests | 3 | | | 2 | | | 9 | | | 8 | |
| | | | | | | |
Net income (loss) attributable to Corteva | $ | (331) | | | $ | 30 | | | $ | 1,202 | | | $ | 1,600 | |
| | | | | | | |
Basic earnings (loss) per share of common stock: | | | | | | | |
Basic earnings (loss) per share of common stock from continuing operations | $ | (0.45) | | | $ | 0.05 | | | $ | 1.73 | | | $ | 2.25 | |
Basic earnings (loss) per share of common stock from discontinued operations | (0.01) | | | (0.01) | | | (0.06) | | | (0.08) | |
Basic earnings (loss) per share of common stock | $ | (0.46) | | | $ | 0.04 | | | $ | 1.67 | | | $ | 2.17 | |
| | | | | | | |
Diluted earnings (loss) per share of common stock: | | | | | | | |
Diluted earnings (loss) per share of common stock from continuing operations | $ | (0.45) | | | $ | 0.05 | | | $ | 1.72 | | | $ | 2.23 | |
Diluted earnings (loss) per share of common stock from discontinued operations | (0.01) | | | (0.01) | | | (0.06) | | | (0.08) | |
Diluted earnings (loss) per share of common stock | $ | (0.46) | | | $ | 0.04 | | | $ | 1.66 | | | $ | 2.15 | |
| | | | | | | |
Average number of shares outstanding used in earnings (loss) per share (EPS) calculation (in millions) | | | | | | | |
Basic | 718.7 | | 733.8 | | 722.8 | | 738.1 |
Diluted | 718.7 | | 739.5 | | 726.4 | | 744.0 |
A-2
Corteva, Inc.
Consolidated Balance Sheets
(Dollars in millions, except share amounts)
| | | | | | | | | | | | | | | | | | | | |
| | September 30, 2022 | | December 31, 2021 | | September 30, 2021 |
Assets | | | | | | |
Current assets | | | | | | |
Cash and cash equivalents | | $ | 2,199 | | | $ | 4,459 | | | $ | 2,779 | |
Marketable securities | | 119 | | | 86 | | | 103 | |
Accounts and notes receivable – net | | 6,273 | | | 4,811 | | | 5,818 | |
Inventories | | 5,415 | | | 5,180 | | | 4,417 | |
Other current assets | | 1,039 | | | 1,010 | | | 1,029 | |
| | | | | | |
Total current assets | | 15,045 | | | 15,546 | | | 14,146 | |
Investment in nonconsolidated affiliates | | 91 | | | 76 | | | 67 | |
Property, plant and equipment | | 8,444 | | | 8,364 | | | 8,270 | |
Less: Accumulated depreciation | | 4,259 | | | 4,035 | | | 3,960 | |
Net property, plant and equipment | | 4,185 | | | 4,329 | | | 4,310 | |
Goodwill | | 9,791 | | | 10,107 | | | 10,130 | |
Other intangible assets | | 9,461 | | | 10,044 | | | 10,225 | |
Deferred income taxes | | 407 | | | 438 | | | 448 | |
| | | | | | |
Other assets | | 1,671 | | | 1,804 | | | 1,796 | |
| | | | | | |
Total Assets | | $ | 40,651 | | | $ | 42,344 | | | $ | 41,122 | |
| | | | | | |
Liabilities and Equity | | | | | | |
Current liabilities | | | | | | |
Short-term borrowings and finance lease obligations | | $ | 1,576 | | | $ | 17 | | | $ | 1,372 | |
Accounts payable | | 4,140 | | | 4,126 | | | 3,512 | |
Income taxes payable | | 227 | | | 146 | | | 95 | |
Deferred revenue | | 860 | | | 3,201 | | | 692 | |
Accrued and other current liabilities | | 2,115 | | | 2,068 | | | 2,134 | |
| | | | | | |
Total current liabilities | | 8,918 | | | 9,558 | | | 7,805 | |
Long-term debt | | 1,277 | | | 1,100 | | | 1,101 | |
Other noncurrent liabilities | | | | | | |
Deferred income tax liabilities | | 1,123 | | | 1,220 | | | 930 | |
Pension and other post employment benefits - noncurrent | | 2,628 | | | 3,124 | | | 4,583 | |
Other noncurrent obligations | | 1,621 | | | 1,719 | | | 1,724 | |
| | | | | | |
Total noncurrent liabilities | | 6,649 | | | 7,163 | | | 8,338 | |
| | | | | | |
Commitments and contingent liabilities | | | | | | |
| | | | | | |
Stockholders' equity | | | | | | |
Common stock, $0.01 par value; 1,666,667,000 shares authorized; issued at September 30, 2022 - 716,225,000; December 31, 2021 - 726,527,000; and September 30, 2021 - 730,267,000 | | 7 | | | 7 | | | 7 | |
Additional paid-in capital | | 27,815 | | | 27,751 | | | 27,712 | |
Retained earnings | | 614 | | | 524 | | | 666 | |
Accumulated other comprehensive income (loss) | | (3,592) | | | (2,898) | | | (3,645) | |
Total Corteva stockholders' equity | | 24,844 | | | 25,384 | | | 24,740 | |
Noncontrolling interests | | 240 | | | 239 | | | 239 | |
Total equity | | 25,084 | | | 25,623 | | | 24,979 | |
Total Liabilities and Equity | | $ | 40,651 | | | $ | 42,344 | | | $ | 41,122 | |
A-3
Corteva, Inc.
Consolidated Statement of Cash Flows
(Dollars in millions, except per share amounts)
| | | | | | | | | | | |
| Nine Months Ended September 30, |
| 2022 | | 2021 |
Operating activities | | | |
| | | |
Net income (loss) | $ | 1,211 | | | $ | 1,608 | |
Adjustments to reconcile net income (loss) to cash provided by (used for) operating activities: | | | |
Depreciation and amortization | 919 | | | 926 | |
Provision for (benefit from) deferred income tax | (149) | | | 151 | |
Net periodic pension and OPEB benefit, net | (155) | | | (959) | |
Pension and OPEB contributions | (147) | | | (202) | |
Net (gain) loss on sales of property, businesses, consolidated companies, and investments | (17) | | | (1) | |
Restructuring and asset related charges - net | 300 | | | 261 | |
| | | |
| | | |
| | | |
Other net loss | 181 | | | 117 | |
Changes in assets and liabilities, net | | | |
Accounts and notes receivable | (1,814) | | | (1,116) | |
Inventories | (466) | | | 375 | |
Accounts payable | 202 | | | (41) | |
Deferred revenue | (2,311) | | | (1,945) | |
Other assets and liabilities | 100 | | | 7 | |
Cash provided by (used for) operating activities | (2,146) | | | (819) | |
Investing activities | | | |
Capital expenditures | (460) | | | (413) | |
Proceeds from sales of property, businesses, and consolidated companies - net of cash divested | 46 | | | 53 | |
| | | |
Investments in and loans to nonconsolidated affiliates | (9) | | | (3) | |
| | | |
Purchases of investments | (314) | | | (147) | |
Proceeds from sales and maturities of investments | 274 | | | 310 | |
Other investing activities, net | 24 | | | (1) | |
Cash provided by (used for) investing activities | (439) | | | (201) | |
Financing activities | | | |
Net change in borrowings (less than 90 days) | 777 | | | 949 | |
Proceeds from debt | 1,335 | | | 419 | |
Payments on debt | (355) | | | (1) | |
Repurchase of common stock | (800) | | | (750) | |
Proceeds from exercise of stock options | 66 | | | 71 | |
Dividends paid to stockholders | (311) | | | (295) | |
| | | |
| | | |
| | | |
| | | |
| | | |
Other financing activities, net | (49) | | | (28) | |
Cash provided by (used for) financing activities | 663 | | | 365 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash equivalents | (295) | | | (78) | |
| | | |
Increase (decrease) in cash, cash equivalents and restricted cash equivalents | (2,217) | | | (733) | |
Cash, cash equivalents and restricted cash equivalents at beginning of period | 4,836 | | | 3,873 | |
Cash, cash equivalents and restricted cash equivalents at end of period | $ | 2,619 | | | $ | 3,140 | |
A-4
Corteva, Inc.
Consolidated Segment Information
(Dollars in millions, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
SEGMENT NET SALES - SEED | | 2022 | | 2021 | | 2022 | | 2021 |
Corn | | $ | 469 | | | $ | 437 | | | $ | 4,621 | | | $ | 4,505 | |
Soybean | | 205 | | | 157 | | | 1,685 | | | 1,494 | |
Other oilseeds | | 124 | | | 94 | | | 647 | | | 661 | |
Other | | 64 | | | 50 | | | 380 | | | 350 | |
Seed | | $ | 862 | | | $ | 738 | | | $ | 7,333 | | | $ | 7,010 | |
| | | | | | | | |
| | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
SEGMENT NET SALES - CROP PROTECTION | | 2022 | | 2021 | | 2022 | | 2021 |
Herbicides | | $ | 1,043 | | | $ | 782 | | | $ | 3,472 | | | $ | 2,737 | |
Insecticides | | 363 | | | 416 | | | 1,275 | | | 1,261 | |
Fungicides | | 421 | | | 339 | | | 1,173 | | | 911 | |
Other | | 88 | | | 96 | | | 377 | | | 257 | |
Crop Protection | | $ | 1,915 | | | $ | 1,633 | | | $ | 6,297 | | | $ | 5,166 | |
| | | | | | | | |
| | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
GEOGRAPHIC NET SALES - SEED | | 2022 | | 2021 | | 2022 | | 2021 |
North America 1 | | $ | 218 | | | $ | 168 | | | $ | 4,637 | | | $ | 4,482 | |
EMEA 2 | | 157 | | | 153 | | | 1,442 | | | 1,398 | |
Latin America | | 383 | | | 334 | | | 912 | | | 842 | |
Asia Pacific | | 104 | | | 83 | | | 342 | | | 288 | |
Rest of World 3 | | 644 | | | 570 | | | 2,696 | | | 2,528 | |
Net Sales | | $ | 862 | | | $ | 738 | | | $ | 7,333 | | | $ | 7,010 | |
| | | | | | | | |
| | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
GEOGRAPHIC NET SALES - CROP PROTECTION | | 2022 | | 2021 | | 2022 | | 2021 |
North America 1 | | $ | 521 | | | $ | 422 | | | $ | 2,185 | | | $ | 1,693 | |
EMEA 2 | | 297 | | | 237 | | | 1,452 | | | 1,304 | |
Latin America | | 898 | | | 763 | | | 1,852 | | | 1,361 | |
Asia Pacific | | 199 | | | 211 | | | 808 | | | 808 | |
Rest of World 3 | | 1,394 | | | 1,211 | | | 4,112 | | | 3,473 | |
Net Sales | | $ | 1,915 | | | $ | 1,633 | | | $ | 6,297 | | | $ | 5,166 | |
| | | | | | | | |
1. Reflects U.S. & Canada | | | | | | | | |
2. Reflects Europe, Middle East, and Africa | | | | | | | | |
3. Reflects EMEA, Latin America, and Asia Pacific | | | | | | | | |
A-5
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2022 | | 2022 |
Net Sales (GAAP) | | $ | 2,777 | | | $ | 13,630 | |
Less: Impacts from Currency and Portfolio | | (104) | | | (443) | |
Organic Sales (Non-GAAP) | | $ | 2,881 | | | $ | 14,073 | |
| | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
OPERATING EBITDA | | 2022 | | 2021 | | 2022 | | 2021 |
Seed | | $ | (224) | | | $ | (217) | | | $ | 1,585 | | | $ | 1,523 | |
Crop Protection | | 352 | | | 206 | | | 1,352 | | | 897 | |
Corporate Expenses | | (32) | | | (40) | | | (83) | | | (106) | |
Operating EBITDA (Non-GAAP) | | $ | 96 | | | $ | (51) | | | $ | 2,854 | | | $ | 2,314 | |
| | | | | | | | |
RECONCILIATION OF INCOME (LOSS) FROM CONTINUING OPERATIONS AFTER INCOME TAXES TO OPERATING EBITDA | | Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2022 | | 2021 | | 2022 | | 2021 |
Income (loss) from continuing operations after income taxes (GAAP) | | $ | (322) | | | $ | 36 | | | $ | 1,257 | | | $ | 1,667 | |
Provision for (benefit from) income taxes on continuing operations | | (74) | | | (28) | | | 372 | | | 434 | |
Income (loss) from continuing operations before income taxes (GAAP) | | (396) | | | 8 | | | 1,629 | | | 2,101 | |
Depreciation and amortization | | 310 | | | 309 | | | 919 | | | 926 | |
Interest income | | (36) | | | (19) | | | (75) | | | (58) | |
Interest expense | | 18 | | | 8 | | | 43 | | | 22 | |
Exchange (gains) losses1 | | 13 | | | (2) | | | 96 | | | 47 | |
Non-operating (benefits) costs2 | | (9) | | | (315) | | | (134) | | | (941) | |
| | | | | | | | |
Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges | | (6) | | | (19) | | | (3) | | | 3 | |
Significant items (benefit) charge3 | | 202 | | | (21) | | | 379 | | | 214 | |
| | | | | | | | |
Operating EBITDA (Non-GAAP) | | $ | 96 | | | $ | (51) | | | $ | 2,854 | | | $ | 2,314 | |
1.Refer to page A-15 for pre-tax and after tax impacts of exchange (gains) losses.
2.Non-operating (benefits) costs consists of non-operating pension and other post-employment benefit (OPEB) (benefits) costs, tax indemnification adjustments, and environmental remediation and legal costs associated with legacy businesses and sites of Historical DuPont. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense.
3.Refer to page A-10 for pre-tax and after tax impacts of significant items.
A-6
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
PRICE - VOLUME - CURRENCY ANALYSIS |
REGION | | |
| Q3 2022 vs. Q3 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
North America | $ | 149 | | 25 | % | $ | 157 | | 27 | % | 13 | % | 14 | % | (1) | % | (1) | % |
EMEA | 64 | | 16 | % | 129 | | 33 | % | 10 | % | 23 | % | (17) | % | — | % |
Latin America | 184 | | 17 | % | 194 | | 18 | % | 16 | % | 2 | % | (1) | % | — | % |
Asia Pacific | 9 | | 3 | % | 30 | | 10 | % | 7 | % | 3 | % | (7) | % | — | % |
Rest of World | 257 | | 14 | % | 353 | | 20 | % | 13 | % | 7 | % | (6) | % | — | % |
Total | $ | 406 | | 17 | % | $ | 510 | | 22 | % | 13 | % | 9 | % | (4) | % | (1) | % |
| | | | | | | | |
SEED | | | | | | | | |
| Q3 2022 vs. Q3 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
North America | $ | 50 | | 30 | % | $ | 52 | | 31 | % | 3 | % | 28 | % | (1) | % | — | % |
EMEA | 4 | | 3 | % | 25 | | 16 | % | 7 | % | 9 | % | (13) | % | — | % |
Latin America | 49 | | 15 | % | 51 | | 15 | % | 14 | % | 1 | % | — | % | — | % |
Asia Pacific | 21 | | 25 | % | 27 | | 33 | % | 12 | % | 21 | % | (8) | % | — | % |
Rest of World | 74 | | 13 | % | 103 | | 18 | % | 12 | % | 6 | % | (5) | % | — | % |
Total | $ | 124 | | 17 | % | $ | 155 | | 21 | % | 10 | % | 11 | % | (4) | % | — | % |
| | | | | | | | |
CROP PROTECTION |
| Q3 2022 vs. Q3 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
North America | $ | 99 | | 23 | % | $ | 105 | | 25 | % | 17 | % | 8 | % | (1) | % | (1) | % |
EMEA | 60 | | 25 | % | 104 | | 44 | % | 12 | % | 32 | % | (19) | % | — | % |
Latin America | 135 | | 18 | % | 143 | | 19 | % | 17 | % | 2 | % | (1) | % | — | % |
Asia Pacific | (12) | | (6) | % | 3 | | 1 | % | 5 | % | (4) | % | (6) | % | (1) | % |
Rest of World | 183 | | 15 | % | 250 | | 21 | % | 14 | % | 7 | % | (6) | % | — | % |
Total | $ | 282 | | 17 | % | $ | 355 | | 22 | % | 15 | % | 7 | % | (4) | % | (1) | % |
A-7
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
SEED PRODUCT LINE | | | | | | | |
| Q3 2022 vs. Q3 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
Corn | $ | 32 | | 7 | % | $ | 47 | | 11 | % | 5 | % | 6 | % | (4) | % | — | % |
Soybeans | 48 | | 31 | % | 49 | | 31 | % | 28 | % | 3 | % | — | % | — | % |
Other oilseeds | 30 | | 32 | % | 43 | | 46 | % | 7 | % | 39 | % | (14) | % | — | % |
Other | 14 | | 28 | % | 16 | | 32 | % | (2) | % | 34 | % | (4) | % | — | % |
Total | $ | 124 | | 17 | % | $ | 155 | | 21 | % | 10 | % | 11 | % | (4) | % | — | % |
| | | | | | | | |
CROP PROTECTION PRODUCT LINE |
| Q3 2022 vs. Q3 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
Herbicides | $ | 261 | | 33 | % | $ | 299 | | 38 | % | 22 | % | 16 | % | (5) | % | — | % |
Insecticides | (53) | | (13) | % | (32) | | (8) | % | 6 | % | (14) | % | (4) | % | (1) | % |
Fungicides | 82 | | 24 | % | 92 | | 27 | % | 11 | % | 16 | % | (3) | % | — | % |
Other | (8) | | (8) | % | (4) | | (4) | % | 3 | % | (7) | % | (4) | % | — | % |
Total | $ | 282 | | 17 | % | $ | 355 | | 22 | % | 15 | % | 7 | % | (4) | % | (1) | % |
1.Organic sales is defined as price and volume and excludes currency and portfolio impacts.
A-8
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
PRICE - VOLUME - CURRENCY ANALYSIS |
REGION | | |
| Nine Months 2022 vs. Nine Months 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
North America | $ | 647 | | 10 | % | $ | 663 | | 11 | % | 9 | % | 2 | % | (1) | % | — | % |
EMEA | 192 | | 7 | % | 562 | | 21 | % | 9 | % | 12 | % | (14) | % | — | % |
Latin America | 561 | | 25 | % | 538 | | 24 | % | 14 | % | 10 | % | 1 | % | — | % |
Asia Pacific | 54 | | 5 | % | 134 | | 12 | % | 6 | % | 6 | % | (5) | % | (2) | % |
Rest of World | 807 | | 13 | % | 1,234 | | 21 | % | 11 | % | 10 | % | (7) | % | (1) | % |
Total | $ | 1,454 | | 12 | % | $ | 1,897 | | 16 | % | 10 | % | 6 | % | (4) | % | — | % |
| | | | | | | | |
SEED | | | | | | | | |
| Nine Months 2022 vs. Nine Months 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
North America | $ | 155 | | 3 | % | $ | 161 | | 4 | % | 6 | % | (2) | % | (1) | % | — | % |
EMEA | 44 | | 3 | % | 234 | | 17 | % | 12 | % | 5 | % | (14) | % | — | % |
Latin America | 70 | | 8 | % | 76 | | 9 | % | 8 | % | 1 | % | (1) | % | — | % |
Asia Pacific | 54 | | 19 | % | 77 | | 27 | % | 12 | % | 15 | % | (8) | % | — | % |
Rest of World | 168 | | 7 | % | 387 | | 15 | % | 10 | % | 5 | % | (8) | % | — | % |
Total | $ | 323 | | 5 | % | $ | 548 | | 8 | % | 7 | % | 1 | % | (3) | % | — | % |
| | | | | | | | |
CROP PROTECTION |
| Nine Months 2022 vs. Nine Months 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
North America | $ | 492 | | 29 | % | $ | 502 | | 30 | % | 18 | % | 12 | % | (1) | % | — | % |
EMEA | 148 | | 11 | % | 328 | | 25 | % | 7 | % | 18 | % | (14) | % | — | % |
Latin America | 491 | | 36 | % | 462 | | 34 | % | 18 | % | 16 | % | 2 | % | — | % |
Asia Pacific | — | | — | % | 57 | | 7 | % | 5 | % | 2 | % | (4) | % | (3) | % |
Rest of World | 639 | | 18 | % | 847 | | 24 | % | 10 | % | 14 | % | (5) | % | (1) | % |
Total | $ | 1,131 | | 22 | % | $ | 1,349 | | 26 | % | 13 | % | 13 | % | (4) | % | — | % |
A-9
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
SEED PRODUCT LINE | | | | | | | |
| Nine Months 2022 vs. Nine Months 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
Corn | $ | 116 | | 3 | % | $ | 260 | | 6 | % | 7 | % | (1) | % | (3) | % | — | % |
Soybeans | 191 | | 13 | % | 197 | | 13 | % | 9 | % | 4 | % | — | % | — | % |
Other oilseeds | (14) | | (2) | % | 49 | | 7 | % | 7 | % | — | % | (9) | % | — | % |
Other | 30 | | 9 | % | 42 | | 12 | % | 3 | % | 9 | % | (3) | % | — | % |
Total | $ | 323 | | 5 | % | $ | 548 | | 8 | % | 7 | % | 1 | % | (3) | % | — | % |
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CROP PROTECTION PRODUCT LINE |
| Nine Months 2022 vs. Nine Months 2021 | Percent Change Due To: |
| Net Sales Change (GAAP) | Organic Change 1 (Non-GAAP) | Price & | | | Portfolio / |
| $ | % | $ | % | Product Mix | Volume | Currency | Other |
Herbicides | $ | 735 | | 27 | % | $ | 823 | | 30 | % | 18 | % | 12 | % | (3) | % | — | % |
Insecticides | 14 | | 1 | % | 80 | | 6 | % | 7 | % | (1) | % | (5) | % | — | % |
Fungicides | 262 | | 29 | % | 318 | | 35 | % | 8 | % | 27 | % | (3) | % | (3) | % |
Other | 120 | | 47 | % | 128 | | 50 | % | 9 | % | 41 | % | (3) | % | — | % |
Total | $ | 1,131 | | 22 | % | $ | 1,349 | | 26 | % | 13 | % | 13 | % | (4) | % | — | % |
1.Organic sales is defined as price and volume and excludes currency and portfolio impacts.
A-10
Corteva, Inc.
Significant Items
(Dollars in millions, except per share amounts)
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SIGNIFICANT ITEMS BY SEGMENT (PRE-TAX) | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2022 | | 2021 | | 2022 | | 2021 |
Seed | $ | (94) | | | $ | 38 | | | $ | (237) | | | $ | (98) | |
Crop Protection | (42) | | | (8) | | | (59) | | | (51) | |
Corporate | (66) | | | (9) | | | (83) | | | (65) | |
Total significant items before income taxes | $ | (202) | | | $ | 21 | | | $ | (379) | | | $ | (214) | |
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SIGNIFICANT ITEMS - PRE-TAX, AFTER TAX, AND EPS IMPACTS | | | | | | | | |
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| | Pre-tax | | After tax8 | | ($ Per Share) |
| | 2022 | | 2021 | | 2022 | | 2021 | | 2022 | | 2021 |
1st Quarter | | | | | | | | | | | |
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Restructuring and asset related charges, net 1 | $ | (5) | | | $ | (100) | | | $ | (3) | | | $ | (77) | | | $ | — | | | $ | (0.10) | |
Estimated settlement expense 2 | (17) | | | — | | | (13) | | | — | | | (0.02) | | | — | |
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1st Quarter — Total | $ | (22) | | | $ | (100) | | | $ | (16) | | | $ | (77) | | | $ | (0.02) | | | $ | (0.10) | |
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2nd Quarter | | | | | | | | | | | |
Restructuring and asset related charges, net 1 | $ | (143) | | | $ | (135) | | | $ | (116) | | | $ | (107) | | | $ | (0.16) | | | $ | (0.14) | |
Inventory write-offs 3 | (1) | | | — | | | (1) | | | — | | | — | | | — | |
Loss on exit of non-strategic asset 3 | (5) | | | — | | | (4) | | | — | | | (0.01) | | | — | |
Settlement costs associated with Russia Exit 3 | (6) | | | — | | | (6) | | | — | | | (0.01) | | | — | |
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2nd Quarter — Total | $ | (155) | | | $ | (135) | | | $ | (127) | | | $ | (107) | | | $ | (0.18) | | | $ | (0.14) | |
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3rd Quarter | | | | | | | | | | | |
Restructuring and asset related charges, net 1 | $ | (152) | | | $ | (26) | | | $ | (126) | | | $ | (18) | | | $ | (0.18) | | | $ | (0.03) | |
Estimated settlement expense 2 | (40) | | | — | | | (30) | | | — | | | (0.04) | | | — | |
Inventory write-offs 3 | (32) | | | — | | | (24) | | | — | | | (0.03) | | | — | |
Settlement cost associated with Russia Exit 3 | (2) | | | — | | | (2) | | | — | | | — | | | — | |
Gain on sale of business 3 | 15 | | | — | | | 10 | | | — | | | 0.01 | | | — | |
Equity securities mark-to-market gain 4 | — | | | 47 | | | — | | | 35 | | | — | | | 0.05 | |
Employee Retention Credit 5 | 9 | | | — | | | 7 | | | — | | | 0.01 | | | — | |
Income tax items 6 | — | | | — | | | 55 | | | — | | | 0.08 | | | — | |
3rd Quarter - Total | $ | (202) | | | $ | 21 | | | $ | (110) | | | $ | 17 | | | $ | (0.15) | | | $ | 0.02 | |
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Year-to-date Total 7 | $ | (379) | | | $ | (214) | | | $ | (253) | | | $ | (167) | | | $ | (0.35) | | | $ | (0.22) | |
1.Third, second and first quarter 2022 includes restructuring and asset related benefits (charges) of $(152), $(143) and $(5), respectively. The charges primarily relate to a $(145), and $(56) charge for the third and second quarter, respectively, associated with the 2022 Restructuring Actions and a $(5), $(93), and $(6) charge for the third, second and first quarter, respectively, related to non-cash accelerated prepaid royalty amortization expense related to non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits.
Third, second and first quarter 2021 included restructuring and asset related benefits (charges) of $(26), $(135) and $(100), respectively. The charges primarily relate to a $(17), $(21) and $(89) charge, respectively, associated with the 2021 Restructuring Actions and a $(5), $(112) and $(7) charge, respectively, related to non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits.
2.Third and first quarter 2022 included a $(40) and $(17) charge, respectively, for estimated Lorsban® related reserves.
3.Third quarter 2022 includes a benefit (charge) of $(32), $15 and $(2) associated with activities related to 2022 Restructuring Actions consisting of inventory write-offs, gain on the sale of a business, and settlement costs associated with the Russia Exit, respectively. Second quarter 2022 includes a $(1), $(5) and $(6) charge associated with activities related to the 2022 Restructuring Actions consisting
A-11
Corteva, Inc.
Significant Items
(Dollars in millions, except per share amounts)
of inventory write-offs associated with the Russia Exit, loss on the exit of a non-strategic asset and settlement costs associated with the Russia Exit, respectively.
4.Third quarter 2021 included a benefit relating to a $47 mark-to-market gain on equity securities.
5.Third quarter 2022 includes a pre-tax benefit of $9 relating to an adjustment due to a change in estimate related to the Employee Retention Credit that the Company earned pursuant to the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act as enhanced by the Consolidated Appropriations Act (“CAA”) and American Rescue Plan Act (“ARPA”), which was initially recognized in the fourth quarter 2021.
6.Third quarter 2022 includes a tax benefit of $55 relating to the establishment of deferred taxes due to the impact of a change in a U.S. legal entity's tax characterization.
7.Earnings per share for the year may not equal the sum of quarterly earnings per share due to the changes in average share calculations.
8.Unless specifically addressed in the notes above, the income tax effect on significant items was calculated based upon the enacted laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.
A-12
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)
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Operating Earnings (Loss) Per Share (Non-GAAP) | | | | | | | | |
Operating earnings (loss) per share is defined as earnings (loss) per share from continuing operations – diluted, excluding non-operating (benefits) costs, amortization of intangibles (existing as of Separation), net unrealized gain or loss from mark-to-market activity on certain foreign currency derivative instruments that do not qualify for hedge accounting, and significant items. |
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| | Three Months Ended September 30, |
| | 2022 | | 2021 | | 2022 | | 2021 |
| | $ | | $ | | EPS (diluted) | | EPS (diluted) |
Net income (loss) from continuing operations attributable to Corteva (GAAP) | | $ | (325) | | | $ | 34 | | | $ | (0.45) | | | $ | 0.05 | |
Less: Non-operating benefits (costs), after tax 1 | | 4 | | | 242 | | | — | | | 0.33 | |
Less: Amortization of intangibles (existing as of Separation), after tax | | (137) | | | (140) | | | (0.19) | | | (0.18) | |
Less: Mark-to-market gains (losses) on certain foreign currency contracts not designated as hedges, after tax | | 4 | | | 15 | | | 0.01 | | | 0.02 | |
Less: Significant items benefit (charge), after tax | | (110) | | | 17 | | | (0.15) | | | 0.02 | |
Operating Earnings (Loss) (Non-GAAP) | | $ | (86) | | | $ | (100) | | | $ | (0.12) | | | $ | (0.14) | |
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| | Nine Months Ended September 30, |
| | 2022 | | 2021 | | 2022 | | 2021 |
| | $ | | $ | | EPS (diluted) | | EPS (diluted) |
Net income from continuing operations attributable to Corteva (GAAP) | | $ | 1,248 | | | $ | 1,659 | | | $ | 1.72 | | | $ | 2.23 | |
Less: Non-operating benefits - net, after tax 1 | | 96 | | | 716 | | | 0.13 | | | 0.96 | |
Less: Amortization of intangibles (existing as of Separation), after tax | | (414) | | | (423) | | | (0.57) | | | (0.57) | |
Less: Mark-to-market losses on certain foreign currency contracts not designated as hedges, after tax | | 2 | | | (2) | | | 0.01 | | | — | |
Less: Significant items benefit (charge), after tax | | (253) | | | (167) | | | (0.35) | | | (0.22) | |
Operating Earnings (Non-GAAP) | | $ | 1,817 | | | $ | 1,535 | | | $ | 2.50 | | | $ | 2.06 | |
1.Non-operating benefits (costs) consists of non-operating pension and other post-employment benefit (OPEB) benefits (costs), tax indemnification adjustments, and environmental remediation and legal costs associated with legacy businesses and sites of Historical DuPont. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense.
A-13
Corteva, Inc.
Operating EBITDA to Operating Earnings (Loss) Per Share
(Dollars in millions, except per share amounts)
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Operating EBITDA to Operating Earnings (Loss) Per Share | | | | | | |
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| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2022 | | 2021 | | 2022 | | 2021 |
Operating EBITDA (Non-GAAP)1 | | $ | 96 | | | $ | (51) | | | $ | 2,854 | | | $ | 2,314 | |
Depreciation | | (132) | | | (129) | | | (383) | | | (383) | |
Amortization of intangibles (post Separation) | | (1) | | | — | | | (3) | | | — | |
Interest Income | | 36 | | | 19 | | | 75 | | | 58 | |
Interest Expense | | (18) | | | (8) | | | (43) | | | (22) | |
(Provision for) benefit from income taxes on continuing operations before significant items, non-operating benefits (costs), amortization of intangibles (existing as of Separation), mark-to-market gains (losses) on certain foreign currency contracts not designated as hedges, and exchange gains (losses) (Non-GAAP)1 | | 4 | | | 74 | | | (512) | | | (366) | |
Base income tax rate from continuing operations (Non-GAAP)1 | | 21.1 | % | | 43.8 | % | | 20.5 | % | | 18.6 | % |
Exchange gains (losses), after tax2 | | (68) | | | (3) | | | (162) | | | (58) | |
Net (income) loss attributable to non-controlling interests | | (3) | | | (2) | | | (9) | | | (8) | |
Operating Earnings (Loss) (Non-GAAP)1 | | $ | (86) | | | $ | (100) | | | $ | 1,817 | | | $ | 1,535 | |
Diluted Shares (in millions) | | 718.7 | | | 739.5 | | | 726.4 | | | 744.0 | |
Operating Earnings (Loss) Per Share (Non-GAAP)1 | | $ | (0.12) | | | $ | (0.14) | | | $ | 2.50 | | | $ | 2.06 | |
1. Refer to pages A-5 through A-9 and A-12 for Non-GAAP reconciliations.
2. Refer to page A-15 for pre-tax and after tax impacts of exchange gains (losses).
A-14
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)
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Reconciliation of Base Income Tax Rate to Effective Income Tax Rate |
Base income tax rate is defined as the effective income tax rate less the effect of exchange gains (losses), significant items, amortization of intangibles (existing as of Separation), mark-to-market gains on certain foreign currency contracts not designated as hedges, and non-operating (benefits) costs. |
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| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2022 | | 2021 | | 2022 | | 2021 |
Income (loss) from continuing operations before income taxes (GAAP) | $ | (396) | | | $ | 8 | | | $ | 1,629 | | | $ | 2,101 | |
Add: Significant items (benefit) charge 1 | 202 | | | (21) | | | 379 | | | 214 | |
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Non-operating (benefits) costs | (9) | | | (315) | | | (134) | | | (941) | |
Amortization of intangibles (existing as of Separation) | 177 | | | 180 | | | 533 | | | 543 | |
Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges | (6) | | | (19) | | | (3) | | | 3 | |
Less: Exchange gains (losses)2 | (13) | | | 2 | | | (96) | | | (47) | |
Income (loss) from continuing operations before income taxes, significant items, non-operating (benefits) costs, amortization of intangibles (existing as of Separation), mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges, and exchange gains (losses) (Non-GAAP) | $ | (19) | | | $ | (169) | | | $ | 2,500 | | | $ | 1,967 | |
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Provision for (benefit from) income taxes on continuing operations (GAAP) | $ | (74) | | | $ | (28) | | | $ | 372 | | | $ | 434 | |
Add: Tax benefits on significant items (benefit) charge1 | 92 | | | (4) | | | 126 | | | 47 | |
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Tax expenses on non-operating (benefits) costs | (5) | | | (73) | | | (38) | | | (225) | |
Tax benefits on amortization of intangibles (existing as of Separation) | 40 | | | 40 | | | 119 | | | 120 | |
Tax benefits on mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges | (2) | | | (4) | | | (1) | | | 1 | |
Tax benefits on exchange gains (losses)2 | (55) | | | (5) | | | (66) | | | (11) | |
Provision for (benefit from) income taxes on continuing operations before significant items, non-operating (benefits) costs, amortization of intangibles (existing as of Separation), mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges, and exchange gains (losses) (Non-GAAP) | $ | (4) | | | $ | (74) | | | $ | 512 | | | $ | 366 | |
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Effective income tax rate (GAAP) | 18.7 | % | | (350.0) | % | | 22.8 | % | | 20.7 | % |
Significant items, non-operating (benefits) costs, amortization of intangibles (existing as of Separation), and mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges effect | (222.5) | % | | 393.9 | % | | 1.3 | % | | (1.1) | % |
Tax rate from continuing operations before significant items, non-operating (benefits) costs, amortization of intangibles (existing as of Separation), and mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges | (203.8) | % | | 43.9 | % | | 24.1 | % | | 19.6 | % |
Exchange gains (losses), net effect2 | 224.9 | % | | (0.1) | % | | (3.6) | % | | (1.0) | % |
Base income tax rate from continuing operations (Non-GAAP) | 21.1 | % | | 43.8 | % | | 20.5 | % | | 18.6 | % |
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1. See page A-10 for further detail on the Significant Items. |
2. See page A-15 for further details of exchange gains (losses). |
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A-15
Corteva, Inc.
(Dollars in millions, except per share amounts)
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Exchange Gains (Losses) | | | | | | | | |
The Company routinely uses foreign currency exchange contracts to offset its net exposures, by currency, related to the foreign currency-denominated monetary assets and liabilities. The objective of this program is to maintain an approximately balanced position in foreign currencies in order to minimize, on an after-tax basis, the effects of exchange rate changes on net monetary asset positions. The hedging program gains (losses) are largely taxable (tax deductible) in the United States (U.S.), whereas the offsetting exchange gains (losses) on the remeasurement of the net monetary asset positions are often not taxable (tax deductible) in their local jurisdictions. The net pre-tax exchange gains (losses) are recorded in other income - net and the related tax impact is recorded in provision for (benefit from) income taxes on continuing operations in the Consolidated Statements of Operations. |
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| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2022 | | 2021 | | 2022 | | 2021 |
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Subsidiary Monetary Position Gain (Loss) | | | | | | | | |
Pre-tax exchange gains (losses) | | $ | (80) | | | $ | (32) | | | $ | (120) | | | $ | (47) | |
Local tax (expenses) benefits | | (40) | | | 3 | | | (61) | | | (11) | |
Net after tax impact from subsidiary exchange gains (losses) | | $ | (120) | | | $ | (29) | | | $ | (181) | | | $ | (58) | |
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Hedging Program Gain (Loss) | | | | | | | | |
Pre-tax exchange gains (losses) | | $ | 67 | | | $ | 34 | | | $ | 24 | | | $ | — | |
Tax (expenses) benefits | | (15) | | | (8) | | | (5) | | | — | |
Net after tax impact from hedging program exchange gains (losses) | | $ | 52 | | | $ | 26 | | | $ | 19 | | | $ | — | |
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Total Exchange Gain (Loss) | | | | | | | | |
Pre-tax exchange gains (losses) | | $ | (13) | | | $ | 2 | | | $ | (96) | | | $ | (47) | |
Tax (expenses) benefits | | (55) | | | (5) | | | (66) | | | (11) | |
Net after tax exchange gains (losses) | | $ | (68) | | | $ | (3) | | | $ | (162) | | | $ | (58) | |
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As shown above, the "Total Exchange Gain (Loss)" is the sum of the "Subsidiary Monetary Position Gain (Loss)" and the "Hedging Program Gain (Loss)." |
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