Consolidated Statements of Inco
Consolidated Statements of Income (USD $) | |||
In Millions, except Per Share data | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Revenue | 2826.2 | 3115.3 | 2632.9 |
Costs and expenses | |||
Costs of sales and services | 1943.6 | 2134.4 | 1830.1 |
Selling, general and administrative expenses | 322.3 | 336.8 | 315.3 |
Research and development expenses | 92.8 | 93.8 | 94.6 |
Restructuring and other charges (income) | 132.8 | 49.6 | 164.9 |
Total costs and expenses | 2491.5 | 2614.6 | 2404.9 |
Income from continuing operations before equity in (earnings) loss of affiliates, interest income and expense, loss on extinguishment of debt and income taxes | 334.7 | 500.7 | 228 |
Equity in (earnings) loss of affiliates | -2.3 | -3.1 | -2.5 |
Interest income | -0.2 | (1) | -2.3 |
Interest expense | 27.2 | 32.9 | 37.2 |
Loss on extinguishment of debt | 0 | 0 | 0.3 |
Income from continuing operations before income taxes | 310 | 471.9 | 195.3 |
Provision for income taxes | 53 | 125.4 | 29 |
Income from continuing operations | 257 | 346.5 | 166.3 |
Discontinued operations, net of income taxes | -18.2 | -24.9 | -24.3 |
Net income | 238.8 | 321.6 | 142 |
Less: Net income attributable to noncontrolling interests | 10.3 | 17 | 9.6 |
Net income attributable to FMC stockholders | 228.5 | 304.6 | 132.4 |
Amounts attributable to FMC stockholders: | |||
Continuing operations, net of income taxes | 246.7 | 329.5 | 156.7 |
Discontinued operations, net of income taxes | -18.2 | -24.9 | -24.3 |
Net income attributable to FMC stockholders | 228.5 | 304.6 | 132.4 |
Basic earnings (loss) per common share attributable to FMC stockholders: | |||
Continuing operations | 3.4 | 4.44 | 2.06 |
Discontinued operations | -0.25 | -0.34 | -0.32 |
Net income | 3.15 | 4.1 | 1.74 |
Diluted earnings (loss) per common share attributable to FMC stockholders: | |||
Continuing operations | 3.37 | 4.35 | 2.02 |
Discontinued operations | -0.25 | -0.33 | -0.31 |
Net income | 3.12 | 4.02 | 1.71 |
Consolidated Balance Sheets
Consolidated Balance Sheets (USD $) | ||
In Millions | Dec. 31, 2009
| Dec. 31, 2008
|
Current assets | ||
Cash and cash equivalents | 76.6 | 52.4 |
Trade receivables, net of allowance | 749.6 | 687.7 |
Inventories | 350.5 | 380.8 |
Prepaid and other current assets | 138 | 135 |
Deferred income taxes | 173 | 176.9 |
Total current assets | 1487.7 | 1432.8 |
Investments | 22.4 | 20.6 |
Property, plant and equipment, net | 964.5 | 939.2 |
Goodwill | 209.5 | 197 |
Other assets | 211.4 | 160.7 |
Deferred income taxes | 240.7 | 243.6 |
Total assets | 3136.2 | 2993.9 |
Current liabilities | ||
Short-term debt | 33.4 | 28.6 |
Current portion of long-term debt | 22.5 | 2.1 |
Accounts payable, trade and other | 290.5 | 372.3 |
Accrued and other liabilities | 180.8 | 188.8 |
Accrued payroll | 52.2 | 58.6 |
Accrued customer rebates | 67.3 | 53.6 |
Guarantees of vendor financing | 49.5 | 20.3 |
Accrued pension and other postretirement benefits, current | 9.4 | 10.2 |
Income taxes | 3.6 | 24.6 |
Total current liabilities | 709.2 | 759.1 |
Long-term debt, less current portion | 588 | 592.9 |
Accrued pension and other postretirement benefits, long-term | 364.8 | 366.1 |
Environmental liabilities, continuing and discontinued | 167 | 158.8 |
Reserve for discontinued operations | 41.7 | 37.5 |
Other long-term liabilities | 132.4 | 113.1 |
Equity | ||
Preferred stock | 0 | 0 |
Common stock | 9.3 | 9.3 |
Capital in excess of par value of common stock | 388.6 | 395.5 |
Retained earnings | 1716.9 | 1524.7 |
Accumulated other comprehensive income (loss) | -279.2 | -276.1 |
Treasury stock, common | -759.2 | -750.5 |
Total FMC stockholders' equity | 1076.4 | 902.9 |
Noncontrolling interests | 56.7 | 63.5 |
Total equity | 1133.1 | 966.4 |
Total liabilities and equity | 3136.2 | 2993.9 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Paranthetical Infromation) (USD $) | ||
In Millions, except Share data | Dec. 31, 2009
| Dec. 31, 2008
|
Consolidated Balance Sheets (Paranthetical Information) | ||
Allowance for doubtful accounts receivable, current | 18.2 | 16.3 |
Preferred stock, par value | $0 | $0 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | 0.1 | 0.1 |
Common stock, shares authorized | 130,000,000 | 130,000,000 |
Common stock, shares issued | 92,991,896 | 92,991,896 |
Treasury stock, shares | 20,473,016 | 20,481,937 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (USD $) | |||
In Millions | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Cash provided (required) by operating activities of continuing operations: | |||
Net income | 238.8 | 321.6 | $142 |
Discontinued operations | 18.2 | 24.9 | 24.3 |
Income from continuing operations | 257 | 346.5 | 166.3 |
Adjustments to reconcile income from continuing operations to cash provided (required) by operating activities of continuing operations: | |||
Depreciation and amortization | 127.2 | 124.2 | 133.7 |
Restructuring and other charges (income) | 132.8 | 49.6 | 164.9 |
Equity in (earnings) loss of affiliates | -2.3 | -3.1 | -2.5 |
Deferred income taxes | 49.9 | 96.9 | 6.5 |
Loss on extinguishment of debt | 0 | 0 | 0.3 |
Other | 47.1 | 25.8 | 6.8 |
Changes in operating assets and liabilities, net of effect of acquisitions and divestitures: | |||
Trade receivables, net | -59.3 | (99) | -48.6 |
Guarantees of vendor financing | 29.2 | -9.4 | 4.1 |
Inventories | 20.2 | -91.6 | -39.6 |
Other current assets and other assets | -24.9 | (43) | (16) |
Accounts payable | -71.5 | 52 | 10.5 |
Accrued payroll, other current liabilities and other liabilities | -2.7 | -10.4 | -0.6 |
Income taxes | (21) | 0.6 | 9.1 |
Accrued pension and other postretirement benefits, net | -93.4 | -46.8 | -42.1 |
Environmental spending, continuing, net of recoveries | -7.4 | -13.6 | -8.3 |
Restructuring and other spending | -37.4 | -21.3 | -29.8 |
Cash provided (required) by operating activities | 343.5 | 357.4 | 314.7 |
Cash provided (required) by operating activities of discontinued operations: | |||
Environmental spending, discontinued, net of recoveries | -22.1 | -32.2 | -22.4 |
Payments of other discontinued reserves | -19.9 | -17.6 | -22.7 |
Cash provided (required) by operating activities of discontinued operations | (42) | -49.8 | -45.1 |
Cash provided (required) by investing activities: | |||
Capital expenditures | -161.2 | -174.8 | -115.4 |
Proceeds from disposal of property, plant, and equipment | 3.9 | 5.7 | 5.6 |
Proceeds from sale of Princeton property | 0 | 59.4 | 0 |
Proceeds from sale of sodium sulfate assets | 3.9 | 16.7 | 0 |
Acquisitions, net of cash acquired | -34.3 | -90.6 | 0 |
Distributions from Astaris | 0 | 0 | 4.4 |
Other investing activities | (13) | -8.1 | -15.2 |
Cash provided (required) by investing activities | -200.7 | -191.7 | -120.6 |
Cash provided (required) by financing activities: | |||
Net borrowings (repayments) under committed credit facilities | -369.2 | 191.8 | (42) |
Increase (decrease) in other short-term debt | -5.1 | -17.7 | -5.1 |
Proceeds from borrowings of long-term debt | 379.1 | 0 | 0 |
Financing fees | -2.6 | 0 | -0.7 |
Repayments of long-term Debt | -3.5 | -90.9 | -53.9 |
Distributions to noncontrolling interests | -13.4 | -12.5 | -10.2 |
Dividends paid | -36.3 | -34.4 | -29.7 |
Issuances of common stock, net | 10.2 | 13.1 | 14.6 |
Repurchases of common stock | -36.6 | -186.9 | -116.4 |
Other financing activities | -0.4 | 0 | 0 |
Cash provided (required) by financing activities | -77.8 | -137.5 | -243.4 |
Effect of exchange rate changes on cash and cash equivalents | 1.2 | -1.5 | 4.4 |
Increase (decrease) in cash and cash equivalents | 24.2 | -23.1 | (90) |
Cash and cash equivalents, beginning of period | 52.4 | 75.5 | 165.5 |
Cash and cash equivalents, end of period | 76.6 | 52.4 | 75.5 |
1_Consolidated Statements of Ca
Consolidated Statements of Cash Flows (Paranthetical Information) (USD $) | |||
In Millions | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Consolidated Statements of Cash Flows (Paranthetical Information) | |||
Cash paid for interest | 28.1 | 37.8 | 31.3 |
Income taxes paid, net of refunds | 24.1 | $24 | 16.4 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity (USD $) | |||||||
In Millions | Common Stock, $0.10 Par Value
| Capital In Excess of Par
| Retained Earnings
| Accumulated Other Comprehensive Income (Loss)
| Treasury Stock
| Non-controlling Interest
| Total
|
Total equity, beginning balance at Dec. 31, 2006 | 9.3 | 426.3 | 1157.1 | -57.1 | -525.4 | $59 | 1069.2 |
Net income | 132.4 | 9.6 | 142 | ||||
Stock compensation plans | -18.8 | 37.3 | 18.5 | ||||
Shares for benefit plan trust | -0.3 | -0.3 | |||||
Reclassification adjustments for losses (gains) included in net income, net | 17.6 | 17.6 | |||||
Net unrealized pension and other benefit actuarial gains/(losses) and prior service cost credits, net | -2.6 | -2.6 | |||||
Net deferral of hedging gains (losses) and other, net | -1.4 | -1.4 | |||||
Foreign currency translation adjustments | 33.6 | 33.6 | |||||
Dividends | -30.9 | -30.9 | |||||
Adjustment to initially apply new U.S. tax accounting guidance as of January 1, 2007 | -2.8 | -2.8 | |||||
Repurchases of common stock | (110) | (110) | |||||
Distributions to noncontrolling interests | -10.2 | -10.2 | |||||
Total equity, ending balance at Dec. 31, 2007 | 9.3 | 407.5 | 1255.8 | -9.9 | -598.4 | 58.4 | 1122.7 |
Net income | 304.6 | 17 | 321.6 | ||||
Stock compensation plans | (12) | 34.1 | 22.1 | ||||
Shares for benefit plan trust | (1) | (1) | |||||
Reclassification adjustments for losses (gains) included in net income, net | 0.9 | 0.9 | |||||
Net unrealized pension and other benefit actuarial gains/(losses) and prior service cost credits, net | -190.9 | -190.9 | |||||
Net deferral of hedging gains (losses) and other, net | -31.7 | -31.7 | |||||
Foreign currency translation adjustments | -44.5 | 0.6 | -43.9 | ||||
Dividends | -35.7 | -35.7 | |||||
Repurchases of common stock | -185.2 | -185.2 | |||||
Distributions to noncontrolling interests | -12.5 | -12.5 | |||||
Total equity, ending balance at Dec. 31, 2008 | 9.3 | 395.5 | 1524.7 | -276.1 | -750.5 | 63.5 | 966.4 |
Net income | 228.5 | 10.3 | 238.8 | ||||
Stock compensation plans | -7.3 | 26.9 | 19.6 | ||||
Shares for benefit plan trust | -0.6 | -0.6 | |||||
Reclassification adjustments for losses (gains) included in net income, net | 25.4 | 25.4 | |||||
Net unrealized pension and other benefit actuarial gains/(losses) and prior service cost credits, net | -53.5 | -53.5 | |||||
Net deferral of hedging gains (losses) and other, net | 7.6 | 7.6 | |||||
Acquisition of noncontrolling interest | 0.4 | -3.2 | -2.8 | ||||
Foreign currency translation adjustments | 17.4 | -0.5 | 16.9 | ||||
Dividends | -36.3 | -36.3 | |||||
Repurchases of common stock | (35) | (35) | |||||
Distributions to noncontrolling interests | -13.4 | -13.4 | |||||
Total equity, ending balance at Dec. 31, 2009 | 9.3 | 388.6 | 1716.9 | -279.2 | -759.2 | 56.7 | 1133.1 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity (Paranthetical Information) (USD $) | |||
In Millions | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Consolidated Statements of Changes in Equity (Paranthetical Information) | |||
Reclassification adjustment for losses (gains) included in net income, tax expense (benefit) | 16.2 | 1.7 | 11.4 |
Net unrealized pension and other benefit actuarial gains/(losses) and prior service cost credits, tax expense (benefit) | -28.6 | -116.6 | -2.7 |
Net deferral of hedging gains (losses) and other, tax expense (benefit) | $3 | -17.8 | -1.2 |
Dividends per share | 0.5 | 0.48 | 0.405 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income (USD $) | |||
In Millions | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Consolidated Statement of Comprehensive Income | |||
Net income | 238.8 | 321.6 | $142 |
Reclassification adjustments for losses (gains) included in net income, net | 25.4 | 0.9 | 17.6 |
Foreign currency translation adjustments | 16.9 | -43.9 | 33.6 |
Net deferral of hedging gains (losses) and other, net | 7.6 | -31.7 | -1.4 |
Net unrealized pension and other benefit actuarial gains/(losses) and prior service cost credits, net | -53.5 | -190.9 | -2.6 |
Comprehensive income | 235.2 | 56 | 189.2 |
Less: Comprehensive income attributable to the noncontrolling interest | 9.8 | 17.6 | 9.6 |
Comprehensive income attributable to FMC stockholders | 225.4 | 38.4 | 179.6 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Paranthetical Information) (USD $) | |||
In Millions | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Consolidated Statements of Comprehensive Income (Paranthetical Information) | |||
Reclassification adjustment for losses (gains) included in net income, tax expense (benefit) | 16.2 | 1.7 | 11.4 |
Principal Accounting Policies a
Principal Accounting Policies and Related Financial Information | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Principal Accounting Policies and Related Financial Information | |
Principal Accounting Policies and Related Financial Information | NOTE1 PRINCIPAL ACCOUNTING POLICIES AND RELATED FINANCIAL INFORMATION Nature of operations.We are a diversified chemical company serving agricultural, industrial and consumer markets globally with innovative solutions, applications and quality products. We operate in three business segments: Agricultural Products, Specialty Chemicals and Industrial Chemicals. Agricultural Products provides crop protection and pest control products for worldwide markets. Specialty Chemicals includes food ingredients that are used to enhance structure, texture and taste; pharmaceutical additives for binding and disintegrant use; and lithium specialties for pharmaceutical synthesis, specialty polymers and energy storage. Industrial Chemicals encompasses a wide range of inorganic materials in which we possess market and technology leadership, including soda ash, phosphorus and peroxygens (hydrogen peroxide and active oxidants) in both North America and in Europe through our subsidiary, FMC Foret, S.A. (Foret). Basis of consolidation and basis of presentation.The accompanying consolidated financial statements of FMC Corporation and its subsidiaries were prepared in accordance with accounting principles generally accepted in the United States of America. Our consolidated financial statements include the accounts of FMC and all entities that we directly or indirectly control. All significant intercompany accounts and transactions are eliminated in consolidation. We have evaluated all subsequent events for recognition or disclosure through February 22, 2010, the date of filing of this 10-K. Estimates and assumptions.In preparing the financial statements in conformity with U.S. generally accepted accounting principles (GAAP) we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results are likely to differ from those estimates, but we do not believe such differences will materially affect our financial position, results of operations or cash flows. Cash equivalents.We consider investments in all liquid debt instruments with original maturities of three months or less to be cash equivalents. Investments.Investments in companies in which our ownership interest is 50 percent or less and in which we exercise significant influence over operating and financial policies are accounted for using the equity method. Under the equity method, original investments are recorded at cost and adjusted by our share of undistributed earnings and losses of these investments. Majority owned investments in which our control is restricted are also accounted for using the equity method. All other investments are carried at their fair values or at cost, as appropriate. We are party to several joint venture investments throughout the world, which individually and in the aggregate are not significant to our financial results. Inventories.Inventories are stated at the lower of cost or market value. Inventory costs include those costs directly attri |
Recently Issued and Adopted Acc
Recently Issued and Adopted Accounting Pronouncements | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Recently Issued and Adopted Accounting Pronouncements | |
Recently Issued and Adopted Accounting Pronoucements | NOTE 2 RECENTLY ISSUED AND ADOPTED ACCOUNTING PRONOUNCEMENTS New accounting guidance The FASB Accounting Standards Codification In June 2009, the Financial Accounting Standards Board (FASB) established the FASB Accounting Standards Codification (Codification) as the source of authoritative GAAP recognized by the FASB. The Codification was effective for financial statements for interim or annual reporting periods ending after September 15, 2009. This guidance did not change GAAP therefore it did not have an impact on our consolidated financial statements. References within this note and throughout our financial statements to authoritative guidance issued by the FASB are in reference to the codification. Variable Interest Entities In June 2009, the FASB amended guidance regarding the consolidation of variable interest entities, by altering how a company determines when an entity that is insufficiently capitalized or not controlled through voting should be consolidated. A company has to determine whether it should consolidate an entity based upon the entity's purpose and design and the parent company's ability to direct the entity's actions. We are required to adopt this guidance starting on January 1, 2010. Early adoption is prohibited. We have evaluated this guidance and do not believe it will have an effect on our consolidated financial statements upon adoption. Accounting for Transfers of Financial Assets In June 2009, the FASB amended its guidance on accounting for transfers of financial assets. This amended literature will require entities to provide more information about sales of securitized financial assets and similar transactions, particularly if the seller retains some risk to the assets. This guidance eliminates the concept of a qualifying special-purpose entity, changes the requirements for the de-recognition of financial assets, and requires sellers of the assets to make additional disclosures. We are required to adopt this guidance starting in on January 1, 2010. Early adoption is prohibited. We have evaluated this guidance and do not believe it will have an effect on our consolidated financial statements upon adoption. Accounting guidance adopted in 2009 Disclosures about Postretirement Benefit Plan Assets In December 2008, the FASB issued authoritative guidance on an employer's disclosures about plan assets of a defined benefit pension or other postretirement plan. The literature requires additional disclosure regarding how investment allocation decisions are made, additional information about major categories of plan assets, including concentrations of risk and fair-value measurements, and the fair-value techniques and inputs used to measure plan assets. We adopted this guidance beginning with our 2009 Form 10-K. See Note 13 for adoption of this guidance. Subsequent Events In May 2009, the FASB issued authoritative guidance on subsequent events. This guidance establishes the accounting and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. This guidance requires the disclosure of the date through which an |
Acquisitions
Acquisitions | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Acquisitions | |
Acquisitions | Note 3: Acquisitions 2009 Acquisitions In February 2009, we acquired the CB Professional Products line of insect control products from Waterbury Companies, Inc. and in June 2009, we acquired the proprietary fungicide Benalaxyl from Isagro S.p.A. Both of these acquisitions are being integrated into our Agricultural Products Group and fit our strategic goal of offering an expanded product portfolio in focus markets and geographic segments. The CB Professional Products line provides a comprehensive set of solutions to pest management professionals primarily in the United States. Benalaxyl is a highly effective systematic fungicide and is registered in more than 50 countries with the majority of sales expected in the European Union and Latin America. The combined purchase price for both acquisitions was approximately $34million. The results of operations of the above acquisitions have been included in the Agricultural Products segment since their acquisition dates of February and June 2009, respectively. The CB acquisition included intangible assets of $12.1million (primarily customer relationships and trade names) and inventory of $1.7million. Approximately $1.0 million of the purchase price was accrued as contingent consideration.The Benalaxyl acquisition totaled $20.0 million and consisted of registration rights and trademarks. The acquired intangible assets from these acquisitions that are subject to amortization, primarily customer relationships, registration rights and developed formulations, have useful lives ranging from 5 to 20 years. Pro forma revenue, net income and earnings per share information related to these acquisitions are not presented because its impact on these measures in our consolidated statements of income is not significant. 2008 Acquisitions During the third quarter of 2008, we acquired the two businesses described below for approximately $97 million. We paid $89.7 million in cash for these two businesses which represents the purchase price of approximately $97 million less cash acquired. The final purchase price includes working capital adjustments incurred in 2009. The businesses were integrated into our Specialty Chemicals segments BioPolymer Division. In August 2008, we acquired the hydrocolloids ingredients business of International Specialty Products Inc. (ISP) based in Girvan, Scotland. This acquisition is intended to strengthen our position in hydrocolloids and enhance service to the global customers in food, pharmaceutical and specialty industries. Under the agreement, we acquired ISPs alginates and food blends business (other than ISPs Germinal blending business based in Brazil), including ISPs Girvan, Scotland, manufacturing facility and employees. The results of operations of the ISP business have been included in the Specialty Chemicals segment since the acquisition date of August 18, 2008. In September 2008, we acquired shares and assets comprising the food ingredients business of the CoLiving Group. The acquisition is intended to enhance our position in supplying specialty hydrocolloid products and services to the rapidly growing food ingredients market in China. The results |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | Note 4: Goodwill and Intangible Assets The changes in the carrying amount of goodwill by business segment for the years ended December31, 2009 and December 31, 2008 are presented in the table below: (in Millions) Agricultural Products Specialty Chemicals Industrial Chemicals Total Balance, December 31, 2007 $2.7 $176.9 $ 0.6 $180.2 Acquisitions - 22.7 - 22.7 Foreign Currency Adjustments - (5.9) - (5.9) Balance, December 31, 2008 $2.7 $193.7 $ 0.6 $197.0 Acquisitions 0.1 - - 0.1 Purchase Price Allocation Adjustments (See Note 3) - 8.4 - 8.4 Foreign Currency Adjustments - 4.0 - 4.0 Balance, December 31, 2009 $2.8 $206.1 $0.6 $209.5 Acquisitions for the year ended December 31, 2009, related to the CB Professional Products acquisition and acquisitions for the year ended December31, 2008, relate to the ISP and CoLiving acquisitions. These acquisitions are described in Note 3. Our indefinite life intangible assets totaled $2.4 million at December 31, 2009. We did not have any indefinite life intangible assets at December 31, 2008. The indefinite life intangible assets consist of trade names acquired as part of the CB Professional Products acquisition in our Agricultural Products segment as discussed in Note 3. Our definite life intangible assets totaled $55.1 million and $26.9 million at December 31, 2009 and 2008, respectively. At December 31, 2009, these definite life intangibles were allocated among our business segments as follows: $35.6 million in Agricultural Products, $18.5 million in Specialty Chemicals and $1.0 million in Industrial Chemicals. Definite life intangible assets consist primarily of patents, customer relationships, access and registration rights, industry licenses, developed formulations and other intangibles and are included in Other assets in the consolidated balance sheets. The increase in definite life intangibles during the year ended December 31, 2009, was due to the intangible assets acquired in connection with the acquisitions described in Note 3. Amortization was not significant in the periods presented. The estimated amortization expense for each of the five years ended December 31, 2010 to 2014 is also not significant. |
Inventories
Inventories | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Inventories | |
Inventories | NOTE5: INVENTORIES The current replacement cost of inventories exceeded their recorded values by $165.3 million at December31, 2009 and $150.0 million at December31, 2008. Approximately 36 percent of inventories in 2009 and approximately 34 percent of inventories in 2008 are recorded on the LIFO basis. In 2009 and 2008, approximately 64 percent and 66 percent, respectively, of inventories are determined on a FIFO basis. Inventories consisted of the following: December31, 2009 2008 (in Millions) Finished goods and work in process...... $214.6 $249.7 Raw materials.............................................. 135.9 131.1 Net inventory............................................... $350.5 $380.8 |
Property, Plant and Equipment
Property, Plant and Equipment | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Property, Plant and Equipment | |
Property, Plant and Equipment | NOTE 6: PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following: December31, 2009 2008 (in Millions) Land and land improvements................................ $140.9 $136.8 Mineral rights............................................................ 31.4 33.8 Buildings..................................................................... 349.9 313.5 Machinery and equipment....................................... 2,132.9 2,037.6 Construction in progress.......................................... 94.7 119.8 Total cost.................................................................... 2,749.8 2,641.5 Accumulated depreciation........................................ 1,785.3 1,702.3 Property, plant and equipment, net......................... $ 964.5 $ 939.2 Depreciation expense was $108.4 million, $106.1 million, and $113.8 million in 2009, 2008 and 2007, respectively. |
Restructuring and Other Charges
Restructuring and Other Charges (Income) | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Restructuring and Other Charges (Income) | |
Restructuring and Other Charges (Income) | NOTE7: RESTRUCTURING AND OTHER CHARGES (INCOME) Our restructuring and other charges (income) are comprised of restructuring, asset impairments and other charges (income). Our restructuring and other charges (income) are comprised of the following: Year Ended December31, 2009 2008 2007 (in Millions) Baltimore Phase Out.................................................... $1.8 $31.5 $104.9 Jacksonville Phase Out.............................................. - 5.6 - Alginates Restructuring............................................. 13.3 - - Bayport Butyllithium Shutdown............................... 7.5 - - Bromborough Lithium Metal Production Shutdown.. 7.4 - - Barcelona Facility Shutdown...................................... 25.8 - - Foret Asset Abandonments....................................... - - 12.2 Santa Clara Shutdown.................................................. 6.7 - - Other Items.................................................................... 19.0 15.1 7.9 Restructuring charges and asset impairments .... $ 81.5 $ 52.2 $ 125.0 Princeton Property Sale................................................. (2.3) (29.0) - Sodium Sulfate Assets Sale.......................................... (1.0) (3.6) - Legal Settlements............................................................ 29.9 10.0 24.3 Environmental Charges at Operating Sites (see Note 10) . 20.2 16.2 10.2 Other, net........................................................................... 4.5 3.8 5.4 Other charges (income), net ........................................... $51.3 $(2.6) $ 39.9 Total Restructuring and Other Charges $132.8 $49.6 $ 164.9 RESTRUCTURING CHARGES AND ASSET IMPAIRMENTS Agricultural Products Baltimore Phase Out In June 2007, we made the decision to phase out operations of our Baltimore, Maryland facility in our Agricultural Products segment. Our decision was consistent with our strategy to maintain globally cost-competitive manufacturing positions by sourcing raw materials, intermediates and finished products in lower-cost manufacturing locations. We ceased production at this facility in the second quarter of 2008. We recorded charges totaling $1.8 million during the year ended December 31, 2009, which consisted of (i) demolition costs of $1.2 million and (ii) other shutdown costs of $0.6 million. We recorded charges totaling $31.5 million during the year ended December 31, 2008. These charges consisted of (i) accelerated depreciation on fixed assets of $27.0 million, (ii) severance and employee benefits of $1.4 million, and (iii) other shutdown charges of $3.1 million. We recorded charges totaling $104.9 million during the year ended December 31, 2007, which consisted of (i) plant and equipment impairment charges and accelerated depreciation on fixed assets of $98.7 million, and (ii) severance and employee benefits |
Asset Retirement Obligations
Asset Retirement Obligations | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Asset Retirement Obligations | |
Asset Retirement Obligation | NOTE8: ASSET RETIREMENT OBLIGATIONS We have mining operations in Green River, Wyoming for our soda ash business as well as mining operations in our lithium operations. We have legal reclamation obligations related to these facilities upon closure of the mines. Additionally, we have obligations at the majority of our manufacturing facilities in the event of a permanent plant shutdown. Certain of these obligations are recorded in our environmental reserves described in Note 10. For certain asset retirement obligations (AROs) not already accrued, we have calculated the fair value of these AROs and concluded that the present value of these obligations was immaterial at December 31, 2009.We have also determined that the liability for certain other AROs cannot currently be calculated as the settlement dates are not reasonably estimable. We will recognize the liability for these AROs when sufficient information exists to estimate a range of potential settlement dates. The changes in the carrying amounts of AROs for the years ended December31, 2009 and 2008 are as follows. (in Millions) Balance at December31, 2007............................................................................................. $15.1 Acceleration due to facility shutdowns (1)...................................................................... 5.2 Additional ARO liability (2) ............................................................................................... 3.6 Accretion expense................................................................................................................ 0.4 Payments................................................................................................................................ (16.6) Balance at December31, 2008............................................................................................. $7.7 Acceleration due to facility shutdowns (1)...................................................................... 1.7 Additional ARO liability (2) ............................................................................................... 1.0 Accretion expense................................................................................................................ 0.4 Payments................................................................................................................................ (5.7) Balance at December31, 2009........................................................................................... $15.1 (1) This increase in 2008 was primarily associated with our decision to phase out operations at our Baltimore facility and our Jacksonville facility and in 2009, our Barcelona, Bromborough and Bayport facilities. As a result of these decisions, the estimated settlement dates associated with asset retirement obligations at the facilities were accelerated, resulting in an increase to the liability and an increase to capitalized asset retirement costs. The capitalized asset retirement costs were depreciated on an accelerated basis over the period that we |
Discontinued Operations
Discontinued Operations | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Discontinued Operations | |
Discontinued Operations | NOTE9: DISCONTINUED OPERATIONS Our discontinued operations represent adjustments to retained liabilities primarily related to operations discontinued between 1976 and 2001. The primary liabilities retained include environmental liabilities, other post-retirement benefit liabilities, self-insurance and long-term obligations related to legal proceedings. Our discontinued operations comprised the following: Year Ended December31, 2009 2008 2007 (in Millions) Adjustment for workers compensation, product liability, and other postretirement benefits related to previously discontinued operations (net of income tax expense of $0.2 million, $0.2 million and $0.4 million for 2009, 2008 and 2007, respectively).............. $ 0.5 $ 0.1 $ 1.1 Provision for environmental liabilities and legal reserves and expenses related to previously discontinued operations (net of income tax benefit of $11.4 million, $15.2 million and $15.4 million in 2009, 2008 and 2007, respectively)..... (18.7) (25.0) (25.4) Discontinued operations, net of income taxes... $ (18.2) $ (24.9) $ (24.3) Year Ended December 31, 2009 For the year ended December 31, 2009, we recorded a $30.1 million ($18.7 million after-tax) charge to discontinued operations related primarily to environmental issues and legal reserves and expenses. Environmental charges of $7.1 million ($4.4 million after-tax) relate primarily to a provision increase for environmental issues at our Front Royal and Middleport sites as well as for operating and maintenance activities partially offset by recoveries. See the table showing our environmental reserves in Note 10. We also recorded increases to legal reserves and expenses in the amount of $23.0 million ($14.3 million after-tax). Year Ended December 31, 2008 For the year ended December 31, 2008, we recorded a $40.2 million ($25.0 million after-tax) charge to discontinued operations related primarily to environmental issues and legal reserves and expenses. Environmental charges of $21.0 million ($13.0 million after-tax) relate primarily to a provision to increase reserves for environmental issues at our Front Royal and Middleport sites as well as operating and maintenance activity. We also recorded increases to legal reserves and expenses in the amount of $19.2 million ($12.0 million after-tax). Year Ended December 31, 2007 During 2007, we recorded a $40.8 million ($25.4 million after-tax) charge to discontinued operations related primarily to environmental issues and legal reserves and expenses. Environmental charges of $21.1 million ($13.1 million after-tax) relate primarily to a provision to increase reserves for environmental issues at our Middleport, Front Royal and Modesto sites. We also recorded increases to legal reserves and expenses in the amount of $19.7 million ($12.3 million after-tax). Reserve for Discontinued Operations at December 31, 2009 and 2008 The reserve for discontinued operations totaled $41.7 million and $37.5 million at December31, 2009 and 2008, respectively. The liability at December31, 2009, was comprised of $7.3 million for wo |
Environmental
Environmental | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Environmental | |
Environmental | NOTE10:ENVIRONMENTAL We are subject to various federal, state, local and foreign environmental laws and regulations that govern emissions of air pollutants, discharges of water pollutants, and the manufacture, storage, handling and disposal of hazardous substances, hazardous wastes and other toxic materials and remediation of contaminated sites. We are also subject to liabilities arising under Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and similar state laws that impose responsibility on persons who arranged for the disposal of hazardous substances, and on current and previous owners and operators of a facility for the clean-up of hazardous substances released from the facility into the environment. We are also subject to liabilities under RCRA and analogous state laws that require owners and operators of facilities that have treated, stored or disposed of hazardous waste pursuant to a RCRA permit to follow certain waste management practices and to clean up releases of hazardous substances into the environment associated with past or present practices. In addition, when deemed appropriate, we enter certain sites with potential liability into voluntary remediation compliance programs, which are also subject to guidelines that require owners and operators, current and previous, to clean up releases of hazardous substances into the environment associated with past or present practices. We have been named a Potentially Responsible Party (PRP) at 31 sites on the federal governments National Priorities List (NPL), at which our potential liability has not yet been settled. In addition, we received notice from the EPA or other regulatory agencies that we may be a PRP, or PRP equivalent, at other sites, including 39 sites at which we have determined that it is reasonably possible that we have an environmental liability. In cooperation with appropriate government agencies, we are currently participating in, or have participated in, a Remedial Investigation/Feasibility Study (RI/FS) or its equivalent at most of the identified sites, with the status of each investigation varying from site to site. At certain sites, a RI/FS has only recently begun, providing limited information, if any, relating to cost estimates, timing, or the involvement of other PRPs; whereas, at other sites, the studies are complete, remedial action plans have been chosen, or a Record of Decision (ROD) has been issued. Environmental liabilities consist of obligations relating to waste handling and the remediation and/or study of sites at which we are alleged to have released or disposed of hazardous substances. These sites include current operations, previously operated sites, and sites associated with discontinued operations. We have provided reserves for potential environmental obligations that we consider probable and for which a reasonable estimate of the obligation can be made. Accordingly, total reserves of $204.2 million and $194.2 million, respectively, before recoveries, were recorded at December31, 2009 and 2008. The long-term portion of these reserves is included in Environmental liabilities, continuing and discontinued on th |
Income Taxes
Income Taxes | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Income Taxes | |
Income Taxes | NOTE11: INCOME TAXES Domestic and foreign components of income from continuing operations before income taxes are shown below: Year Ended December31, 2009 2008 2007 (in Millions) Domestic....................................................................................... $275.9 $331.8 $136.1 Foreign......................................................................................... 34.1 140.1 59.2 Total............................................................................................. $310.0 $471.9 $195.3 The provision (benefit) for income taxes attributable to income from continuing operations consisted of: Year Ended December31, 2009 2008 2007 (in Millions) Current: Federal.............................................................................................. $ $ (1.2) $ Foreign............................................................................................... 3.1 29.7 22.5 State................................................................................................... Total current................................................................................................. 3.1 28.5 22.5 Total deferred............................................................................................... 49.9 96.9 6.5 Total............................................................................................................. $53.0 $125.4 $29.0 Total income tax provisions (benefits) were allocated as follows: Year Ended December31, 2009 2008 2007 (in Millions) Continuing operations........................................................................ $ 53.0 $ 125.4 $ 29.0 Discontinued operations....................................................................... (11.2) (15.0) (15.0) Items charged directly to equity......................................................... (9.4) (132.7) 10.2 Total.......................................................................................................... $ 32.4 $ (22.3) $ 24.2 Significant components of the deferred income tax provision (benefit) attributable to income from continuing operations before income taxes are as follows: Year Ended December31, 2009 2008 2007 (in Millions) Deferred tax (exclusive of valuation allowance)......................................... $ 68.1 $ 97.8 $ 22.9 Increase (decrease) in the valuation allowance for deferred tax assets. (18.2) (0.9) (16.4) Deferred income tax provision .................................................................. $ 49.9 $96.9 $ 6.5 Significant components of our deferred tax assets and liabilities were attributable to: December31, 2009 2008 (in Millions) Reserves for discontinued operations, environmental and restructuring..... $112.9 $95.3 Accrued pension and other postretirement benefits..................... |
Debt
Debt | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Debt | |
Debt | NOTE 12:DEBT Debt maturing within one year: Debt maturing within one year consists of the following: December31, 2009 2008 (in Millions) Short-term debt............................................................. $33.4 $28.6 Current portion of long-term debt.................................. 22.5 2.1 Total debt maturing within one year............................... $ 55.9 $ 30.7 Weighted average interest rates for short-term debt outstanding at year-end.. 10.1% 17.0% Short-term debt consisted of foreign credit lines at December31, 2009 and 2008. We often provide parent-company guarantees to lending institutions providing credit to our foreign subsidiaries. Long-term debt: Long-term debt consists of the following: December31, 2009 December31, InterestRate Percentage Maturity Date 2009 2008 (in Millions) Pollution control and industrial revenue bonds (less unamortized discounts of $0.3 million, at December 31, 2009 and 2008).... 0.2-7.0% 2010-2035 $198.4 $189.4 Debentures (less unamortized discount of $0.1 million at December 31, 2009 and 2008) 7.8% 2011 45.4 45.4 Senior notes (less unamortized discount of $1.0 million). 5.2% 2019 299.0 - European credit agreement........................... 0.8-5.6% 2010 - 157.2 Domestic credit agreement........................... 0.5-3.3% 2012 - 203.0 Foreign debt.................................................... 0.0-9.0% 2010-2013 67.7 - Total long-term debt................................ 610.5 595.0 Less: debt maturing within one year......... 22.5 2.1 Total long-term debt, less current portion.... $588.0 $592.9 At December31, 2009, we had no borrowings compared to $157.2 million at December 31, 2008, in U.S. dollar equivalent revolving credit facility borrowings under the European Credit Agreement, resulting in available funds of $315.4 million and $150.2 million, respectively. We had no borrowings under our Domestic Credit Agreement at December 31, 2009 compared to $203.0 million of borrowings at December 31, 2008. Letters of credit outstanding under the Domestic Credit Agreement totaled $153.2 million and $151.5 million at December 31, 2009 and December31, 2008, respectively. As such, available funds under the Domestic Credit Agreement were $446.8 million and $245.5 million at December 31, 2009 and 2008, respectively. Maturities of long-term debt Maturities of long-term debt outstanding, excluding discounts, at December31, 2009 are $22.5 million in 2010, $97.2 million in 2011, $0 million in 2012, $2.7 million in 2013, $36.5 million in 2014 and $453.0 million thereafter. Covenants Among other restrictions, the Domestic Credit Agreement and the European Credit Agreement contain financial covenants applicable to FMC and its consolidated subsidiaries related to leverage (measured as the ratio of debt to adjusted earnings) and interest coverage (measured as the ratio of adjusted earnings to interest expens |
Pensions and Other Postretireme
Pensions and Other Postretirement Benefits | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Pensions and Other Postretirement Benefits | |
Pension and Other Postretirement Benefits | NOTE13:PENSIONS AND OTHER POSTRETIREMENT BENEFITS The funded status of our U.S. qualified and nonqualified defined benefit pension plans, our United Kingdom, Ireland and Norway defined benefit pension plans, plus our U.S. other postretirement healthcare and life insurance benefit plans for continuing operations, together with the associated balances and net periodic benefit cost recognized in our consolidated financial statements as of December 31, are shown in the tables below. We are required to recognize in our consolidated balance sheets the overfunded and underfunded status of our defined benefit postretirement plans. The overfunded or underfunded status is defined as the difference between the fair value of plan assets and the projected benefit obligation. We are also required to recognize as a component of other comprehensive income the actuarial gains and losses and the prior service costs and credits that arise during the period. The following table summarizes the weighted-average assumptions used and components of our defined benefit postretirement plans. The following tables also reflect a measurement date of December31: Pensions Other Benefits (1) December31, 2009 2008 2009 2008 (in Millions) Following are the weighted average assumptions used to determine the benefit obligations at December 31: Discount Rate 5.90% 7.00% 5.90% 7.00% Rate of compensation increase 4.20% 4.20% - - Accumulated benefit obligation: Plans with unfunded accumulated benefit obligation................. $1,046.7 $884.9 $ - $ - Change in projected benefit obligation Projected benefit obligation at January1............................................................ $944.0 $960.9 $ 40.0 $43.6 Service cost............................................................. 16.7 18.2 0.2 0.2 Interest cost............................................................. 64.2 61.8 2.6 2.7 Actuarial loss (gain) ............................................... 128.7 (27.5) 4.1 (1.8) Amendments........................................................... 0.7 - - - Foreign currency exchange rate changes........... 7.0 (13.3) - - Plan participants contributions........................... 0.2 0.5 5.5 4.7 Settlements................................................................ (3.0) (0.4) - - Other benefits........................................................... - 0.1 - - Curtailments............................................................ (1.7) - - - Benefits paid........................................................ (58.2) (56.3) (10.1) (9.4) Projected benefit obligation at December31...................................................... 1,098.6 944.0 42.3 40.0 Change in fair value of plan assets: Fair value of plan assets at January1........................................................... |
Share-Based Compensation
Share-Based Compensation | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Shared-Based Compensation | |
Shared-Based Compensation | NOTE14:SHARE-BASED COMPENSATION Stock Compensation Plans We have a share-based compensation plan, which has been approved by the stockholders, for certain employees, officers and directors. This plan is described below. FMC Corporation Incentive Compensation and Stock Plan The FMC Corporation Incentive Compensation and Stock Plan (the Plan) provides for the grant of a variety of cash and equity awards to officers, directors, employees and consultants, including stock options, restricted stock, performance units (including restricted stock units), stock appreciation rights, and multi-year management incentive awards payable partly in cash and partly in common stock. The Compensation and Organization Committee of the Board of Directors (the Committee), subject to the provisions of the Plan, approves financial targets, award grants, and the times and conditions for payment of awards to employees. The FMC Corporation Non-Employee Directors Compensation Policy (formerly the FMC Corporation Compensation Plan for Non-Employee Directors), administered by the Nominating and Corporate Governance Committee of the Board of Directors, sets forth the compensation to be paid to the directors, including awards (currently restricted stock units only) to be made to directors under the Plan. Stock options granted under the Plan may be incentive or nonqualified stock options. The exercise price for stock options may not be less than the fair market value of the stock at the date of grant. Awards granted under the Plan vest or become exercisable or payable at the time designated by the Committee, which has generally been three years from the date of grant. Incentive and nonqualified options granted under the Plan expire not later than 10 years from the grant date (15 years for grants prior to 1996). Under the Plan, awards of restricted stock and restricted stock units may be made to selected employees. The awards vest over periods designated by the Committee, which has generally been three years, with payment conditional upon continued employment. Compensation cost is recognized over the vesting periods based on the market value of the stock on the date of the award. Restricted stock units granted to directors under the Plan vest immediately if granted as part of or in lieu of the annual retainer; other restricted stock units granted to directors vest at the Annual Meeting of Shareholders in the calendar year following the May 1 annual grant date. The total number of shares of common stock under the Plan is 14.4 million, which is in addition to the shares available from predecessor plans. Cancellations (through expiration, forfeiture, tax withholding or otherwise) of outstanding awards increase the shares available for future awards or grants. As of December 31, 2009, we had a total of approximately 4.1 million shares available for future grants of share-based awards. At December 31, 2009 and 2008, there were restricted stock units representing an aggregate of 35,828 shares and 165,009 shares of common stock, respectively, credited to the directors accounts. Stock Compensation We recognized a total of $11.2 million ($6.9 million af |
Equity
Equity | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Equity | |
Equity | NOTE15:EQUITY The following is a summary of our capital stock activity over the past three years: Common Stock Treasury Stock (Number of Shares in Thousands) December31, 2006........................................................ 92,992 16,356 Stock options and awards....................................... (1,132) Stock for employee benefit trust, net...................... (2) Repurchases of common stock, net...................... 2,640 December31, 2007.................................................... 92,992 17,862 Stock options and awards....................................... (920) Repurchases of common stock, net....................... 3,540 December31, 2008...................................................... 92,992 20,482 Stock options and awards........................................ (733) Repurchases of common stock, net........................ 724 December31, 2009...................................................... 92,992 20,473 At December31, 2009, 6.6million shares of FMC common stock were reserved for stock options and awards. Accumulated other comprehensive gain (loss) consisted of the following: December31, 2009 2008 (in Millions) Deferred (loss) gain on derivative contracts............................. $(0.1) $(31.7) Pension and other postretirement liability adjustment........... (289.8) (237.7) Foreign currency translation adjustments............................... 10.7 (6.7) Accumulated other comprehensive gain (loss).................... $(279.2) $(276.1) On January 21, 2010, we paid dividends aggregating $9.1 million to our shareholders of record as of December 31, 2009. This amount is included in Accrued and other liabilities on the consolidated balance sheets as of December 31, 2009. For the years ended December 31, 2009, 2008 and 2007, we paid $36.3 million, $34.4 million and $29.7 million in dividends, respectively. In April 2007, the Board of Directors authorized the repurchase of up to $250 million of our common stock. In October 2008, the Board authorized the repurchase of up to an additional $250 million of our common stock. Although the repurchase program does not include a specific timetable or price targets and may be suspended or terminated at any time, we expect that the program will be accomplished over the next two years. Shares may be purchased through open market or privately negotiated transactions at the discretion of management based on its evaluation of market conditions and other factors. During the twelve months ended December 31, 2009, we repurchased 684,681 shares under the publicly announced repurchase program for $35.0 million. The remaining dollar value of shares that may yet be purchased under this program was $189.8 million at December 31, 2009. We also reacquire shares from time to time from employees and non employee directors to pay taxes owedin connection with the vesting and exercise of awards under our equity compensation plans. |
Earnings Per Share
Earnings Per Share | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Earnings Per Share | |
Earnings Per Share | NOTE16:EARNINGS PER SHARE Earnings (loss) per common share (EPS) is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period on a basic and diluted basis. Our potentially dilutive securities include potential common shares related to our stock options, restricted stock and restricted stock units. Diluted earnings per share (Diluted EPS) considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an antidilutive effect. Diluted EPS excludes the impact of potential common shares related to our stock options in periods in which the option exercise price is greater than the average market price of our common stock for the period. There were 278,173 potential common shares excluded from Diluted EPS for the year ended December 31, 2009. There were no excluded potential common shares from Diluted EPS for the years ended December 31, 2008 and 2007. As discussed in Note 2, we adopted the new guidance related to determining whether instruments granted in share-based payment transactions are participating securities on January 1, 2009. Our non-vested restricted stock awards contain rights to receive non-forfeitable dividends, and thus, are participating securities requiring the two-class method of computing EPS. The two-class method determines EPS by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of shares of common stock outstanding for the period. In calculating the two-class method, undistributed earnings are allocated to both common shares and participating securities based on the weighted average shares outstanding during the period. Earnings applicable to common stock and common stock shares used in the calculation of basic and diluted earnings per share are as follows: Year Ended December31, 2009 2008 2007 (in Millions Except Share and Per Share Data) Earnings attributable to FMC stockholders: Income from continuing operations attributable to FMC stockholders................. $246.7 $ 329.5 $156.7 Discontinued operations, net of income taxes.............. (18.2) (24.9) (24.3) Net income........................................................................... $ 228.5 $304.6 $132.4 Less: Distributed and undistributed earnings allocable to restricted award holders (1.1) (1.5) (0.9) Net income allocable to common stockholder................. $227.4 $303.1 $ 131.5 Basic earnings per common share attributable to FMC stockholders Continuing operations........................................................ $ 3.40 $ 4.44 $ 2.06 Discontinued operations.................................................... (0.25) (0.34) (0.32) Net income............................................................................. $ 3.15 $ 4.10 $1.74 Diluted earnings per common share attributable to FMC stockholders Continuing oper |
Financial Instruments, Risk Man
Financial Instruments, Risk Management and Fair Value Measurements | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Financial Instruments, Risk Management and Fair Value Measurements | |
Financial Instruments, Risk Management and Fair Value Measurements | NOTE17:FINANCIAL INSTRUMENTS, RISK MANAGEMENT AND FAIR VALUE MEASUREMENTS Our financial instruments include cash and cash equivalents, trade receivables, other current assets, accounts payable, and amounts included in investments and accruals meeting the definition of financial instruments. These financial instruments are stated at their carrying value, which is a reasonable estimate of fair value. Financial Instrument Valuation Method Foreign Exchange Forward Contracts................................. Estimated amounts that would be received or paid to terminate the contracts at the reporting date based on current market prices for applicable currencies. Energy Forward and Option Contracts................................ Estimated amounts that would be received or paid to terminate the contracts at the reporting date based on quoted market prices for applicable commodities. Debt............................................................................................ Our estimates and information obtained from independent third parties using market data, such as bid/ask spreads for the last business day of the reporting period. The estimated fair value of the financial instruments in the above chart is based on estimated fair value amounts that have been determined using available market information and appropriate valuation methods. Accordingly, the estimates presented may not be indicative of the amounts that we would realize in a market exchange at settlement date and do not represent potential gains or losses on these agreements. The estimated fair values of foreign exchange forward contracts and energy forward and option contracts which is equivalent to their carrying amounts are included in the below tables under the Accounting for Derivative Instruments and Hedging Activities section. The estimated fair value of debt is $638.4 million and $566.0 million and the carrying amount is $643.9 million and $623.6 million as of December 31, 2009 and 2008, respectively. Use of Derivative Financial Instruments to Manage Risk We mitigate certain financial exposures, including currency risk, interest rate risk, and energy purchase exposures, through a program of risk management that includes the use of derivative financial instruments. We enter into foreign exchange contracts, including forward and purchased option contracts, to reduce the effects of fluctuating foreign currency exchange rates. We formally document all relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. This process includes relating derivatives that are designated as fair value or cash flow hedges to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions. We also formally assess both at the inception of the hedge and on an ongoing basis, whether each derivative is highly effective in offsetting changes in fair values or cash flows of the hedged item. If we determine that a derivative is not highly effective as a hedge, or if a derivative ceases to be a highly effectiv |
Commitments, Guarantees and Con
Commitments, Guarantees and Contingent Liabilities | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Commitments, Guarantees and Contingent Liabilities | |
Commitments, Guarantees and Contingent Liabilities | NOTE18:COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES We lease office space, plants and facilities, and various types of manufacturing, data processing and transportation equipment. Leases of real estate generally provide for our payment of property taxes, insurance and repairs. Capital leases are not significant. Rent expense under operating leases amounted to $18.9 million, $15.8 million and $15.1 million in 2009, 2008 and 2007, respectively. Rent expense is net of credits (received for the use of leased transportation assets) of $19.8 million, $24.3 million and $24.7 million in 2009, 2008 and 2007, respectively. Minimum future rentals under noncancelable leases are estimated to be payable as follows: $23.2 million in 2010, $21.7 million in 2011, $18.6 million in 2012, $18.6 million in 2013, $17.4 million in 2014 and $45.0 million thereafter. Minimum future rentals for transportation assets included above aggregated approximately $96.3 million, against which we expect to continue to receive credits to substantially defray our rental expense. Our minimum commitments under our take-or-pay purchase obligations associated with the sourcing of materials and energy total approximately $90.9 million. Since the majority of our minimum obligations under these contracts are over the life of the contract as opposed to a year-by-year basis, we are unable to determine the periods in which these obligations could be payable under these contracts. However, we intend to fulfill the obligations associated with these contracts through our purchases associated with the normal course of business. The following table provides the estimated undiscounted amount of potential future payments for each major group of guarantees: December31,2009 (in Millions) Guarantees: Guarantees of vendor financing........................................................... $ 49.5 Foreign equity method investment and other debt guarantees....... 5.8 Total......................................................................................................................... $ 55.3 Other Commitments We provide guarantees to financial institutions on behalf of certain Agricultural Products customers, principally in Brazil, for their seasonal borrowing. The total of these guarantees was $49.5 million and $20.3 million at December 31, 2009 and December 31, 2008, respectively, and are recorded on the consolidated balance sheets for each date as Guarantees of vendor financing. We guarantee repayment of some of the borrowings of certain foreign affiliates accounted for using the equity method for investments. We also guarantee the repayment of the borrowing of a minority partner in a foreign affiliate that we consolidate in our financial statements. As of December 31, 2009, these guarantees had maximum potential payments of $5.8 million, compared to $6.8 million at December 31, 2008. In connection with our property and asset sales and divestitures, we have agreed to indemnify the buyer for certain liabilities, including environmental contamination and taxes that occurred prior to the date of sale. Our indemnificati |
Business Segment and Geographic
Business Segment and Geographic Data | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Business Segment and Geographic Data | |
Business Segment and Geographic Data | NOTE19:BUSINESS SEGMENT AND GEOGRAPHIC DATA Year Ended December31, 2009 2008 2007 (in Millions) Revenue Agricultural Products...................................................... $1,051.6 $ 1,058.7 $ 889.7 Specialty Chemicals........................................................ 753.1 764.5 659.5 Industrial Chemicals......................................................... 1,026.7 1,296.9 1,087.1 Eliminations....................................................................... (5.2) (4.8) (3.4) Total................................................................................... $ 2,826.2 $3,115.3 $2,632.9 Income from continuing operations before income taxes Agricultural Products.................................................................. 289.0 245.2 207.0 Specialty Chemicals.................................................................... 159.6 152.0 142.7 Industrial Chemicals.................................................................... 89.7 201.4 92.5 Eliminations.................................................................................... (0.1) (0.1) -- Segment operating profit (1)................................................... 538.2 598.5 442.2 Corporate...................................................................................... (44.1) (49.8) (52.3) Other income (expense), net.................................................... (27.5) (8.6) (12.0) Operating profit before the items listed below......................... 466.6 540.1 377.9 Interest expense, net.................................................................. (27.0) (31.9) (34.9) Restructuring and other income (charges) (2) (132.8) (49.6) (164.9) Impairment of Perorsa joint venture (3) -- (1.4) -- Purchase accounting inventory fair value impact and other related inventory adjustments (4) (7.1) (2.3) -- LIFO inventory correction adjustment (5) -- -- 6.1 Gain from Astaris joint venture (6) -- -- 0.4 Noncontrolling interest associated with restructuring and other income (charges) (7) -- -- 1.4 Loss on extinguishment of debt (8)...................................... -- -- (0.3) Provision for income taxes........................................................ (53.0) (125.4) (29.0) Discontinued operations, net of income taxes......................... (18.2) (24.9) (24.3) Net income attributable to FMC stockholders.......................... $228.5 $304.6 $132.4 Business segment results are presented net of noncontrolling interests, reflecting only FMCs share of earnings. The corporate line primarily includes staff expenses, while other income and expense, net consists of all other corporate items, including LIFO inventory adjustments and pension income or expense. (1) Results for all |
Quarterly Financial Information
Quarterly Financial Information (Unaudited) | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Quarterly Financial Information (Unaudited) | |
Quarterly Financial Information (Unaudited) | NOTE20:QUARTERLY FINANCIAL INFORMATION (UNAUDITED) 2009 2008 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q (in Millions, Except Share and Per Share Data) Revenue..................... $ 690.5 $ 700.3 $ 713.3 $ 722.1 $750.2 $806.6 $820.8 $737.7 Gross Profit................ 236.6 223.0 203.3 219.7 251.0 270.2 240.0 219.7 Income from continuing operations before equity in (earnings) loss of affiliates, net interest income and expense and income taxes.......................... 114.0 97.2 68.0 55.5 153.8 146.5 119.1 81.3 Income from continuing operations (1).. 75.3 76.9 35.5 69.3 103.2 96.0 90.6 56.7 Discontinued operations, net of income taxes... (4.4) (5.2) (6.1) (2.5) (6.4) (7.8) (5.9) (4.8) Net income.............. 70.9 71.7 29.4 66.8 96.8 88.2 84.7 51.9 Less: Net income attributable to FMC stockholders.... 1.8 2.4 1.4 4.7 2.9 3.8 4.7 5.6 Net income attributable to FMC stockholders..... $ 69.1 $ 69.3 $ 28.0 $ 62.1 $ 93.9 $ 84.4 $ 80.0 $ 46.3 Amounts attributable to FMC stockholders: Continuing operations, net of income taxes....... $73.5 $74.5 $34.1 $64.6 $100.3 $92.2 $ 85.9 $51.1 Discontinued operations, net of income taxes.... (4.4) (5.2) (6.1) (2.5) (6.4) (7.8) (5.9) (4.8) Net income.... $69.1 $69.3 $28.0 $62.1 $ 93.9 $84.4 $ 80.0 $46.3 Basic earnings (loss) per common share attributable to FMC stockholders: Continuing operations. $1.01 $1.02 $0.47 $ 0.89 $ 1.34 $ 1.23 $ 1.15 $0.70 Discontinued operations...... (0.06) (0.07) (0.08) (0.03) (0.09) (0.10) (0.08) (0.07) Basic net income per common share (2). $0.95 $0.95 $0.39 $ 0.86 $ 1.25 $ 1.13 $ 1.07 $0.63 Diluted earnings (loss) per common share attributable to FMC stockholders: Continuing operations $1.00 $1.01 $0.46 $ 0.88 $ 1.31 $ 1.20 $ 1.13 $ 0.69 Discontinued operations (0.06) (0.07) (0.08) (0.03) (0.08) (0.10) (0.08) (0.06) Diluted net income per common share(2). $0.94 $0.94 $0.38 $ 0.85 $ 1.23 $ 1.10 $ 1.05 $0.63 Weighted average shares outstanding: Basic.......... 72.3 72.2 72.1 72.1 74.6 74.6 74.2 72.8 Diluted......... 73.4 73.4 73.1 73.2 76.6 76.5 76.0 74.0 1. In the fourth quarter of 2009, our results were unfavorably impacted by $47.9 million ($30.6 million after-tax) of restructuring and other charges (income). In the fourth quarter of 2008, our results were unfavorably impacted by $31.6 million ($19.1 million after-tax) of restructuring and other charges (income) (See Note 7). 2. The sum of quarterly earnings per common share may differ f |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts and Reserves | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Schedule II - Valulation and Qualifying Accounts and Reserves | |
Schedule II - Valuation and Qualifying Accounts and Reserves | SCHEDULE IIVALUATION AND QUALIFYING ACCOUNTS AND RESERVES FOR YEARS ENDED DECEMBER 31, 2009, 2008 and 2007 Description Balance, Beginning of Year Provision /(benefit) Write-offs(1) Balance, Endof Year (in Millions) December31, 2009 Reserve for doubtful accounts. $16.3 $5.8 $(3.9) $18.2 Deferred tax valuation allowance.. $55.3 $(18.2) $ $37.1 December31, 2008 Reserve for doubtful accounts..... $18.0 $3.1 $(4.8) $16.3 Deferred tax valuation allowance.. $65.1 $(9.8) $ $55.3 December31, 2007 Reserve for doubtful accounts...... $13.5 $4.9 $(0.4) $18.0 Deferred tax valuation allowance... $81.5 $(16.4) $ $65.1 1) Write-offs are net of recoveries. |
Document Information
Document Information | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Document Information | |
Document Type | 10-K |
Amendment Flag | false |
Document Period End Date | 2009-12-31 |
Entity Information
Entity Information (USD $) | ||
12 Months Ended
Dec. 31, 2009 | Jun. 30, 2009
| |
Entity Information | ||
Entity Registrant Name | FMC Corporation | |
Entity Central Index Key | 0000037785 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Public Float | $3,397,400,707 | |
Entity Common Stock, Shares Outstanding | 72,518,880 |