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Item 6. EXHIBITS

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Item 6. EXHIBITS

Exhibit NumberDescription
2.1Separation and Distribution Agreement by and among DuPont Inc., Dow Inc. and Corteva, Inc. (incorporated by reference to Exhibit No. 2.1 to Amendment 3 to Corteva’s Registration Statement on Form 10 (Commission file number 001-38710), filed on April 16, 2019).
3.1Amended and Restated Certificate of Incorporation of Corteva, Inc. (incorporated by reference to Exhibit No. 3.1 to Corteva’s Current Report on Form 8-K (Commission file number 001-38710), filed on June 3, 2019).
3.2Amended and Restated Bylaws of Corteva, Inc. (incorporated by reference to Exhibit No. 3.1 to Corteva’s Current Report on Form 8-K (Commission file number 001-38710), filed on October 10, 2019).
3.3Amended and Restated Certificate of Incorporation of E.I. du Pont de Nemours and Company (incorporated by reference to Exhibit 3.1 to E.I. du Pont de Nemours and Company’s Current Report on Form 8-K (Commission file number 1-815) dated September 1, 2017).
3.4Amended and Restated Bylaws of E.I. du Pont de Nemours and Company (incorporated by reference to Exhibit 3.2 to E.I. du Pont de Nemours and Company's Current Report on Form 8-K (Commission file number 1-815) dated September 1, 2017).
4Corteva agrees to provide the Commission, on request, copies of instruments defining the rights of holders of long-term debt of Corteva and its subsidiaries.
31.1Rule 13a-14(a)/15d-14(a) Certification of the company’s and EID’s Principal Executive Officer.
31.2Rule 13a-14(a)/15d-14(a) Certification of the company’s and EID’s Principal Financial Officer.
32.1Section 1350 Certification of the company’s and EID’s Principal Executive Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.
32.2Section 1350 Certification of the company’s and EID’s Principal Financial Officer. The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File – The Cover Page XBRL tags are embedded within the Inline XBRL document (included in Exhibit 101.INS)

SIGNATURE

Corteva, Inc.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CORTEVA, INC.
(Registrant)
Date:November 4, 2021
By:/s/ Brian Titus
Brian Titus
Vice President, Controller
(Principal Accounting Officer)

E. I. du Pont de Nemours and Company

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

E. I. du Pont de Nemours and Company
(Registrant)
Date:November 4, 2021
By:/s/ Brian Titus
Brian Titus
Vice President, Controller
(Principal Accounting Officer)

CONSOLIDATED FINANCIAL STATEMENTS OF E. I. DU PONT DE NEMOURS AND COMPANY

E. I. du Pont de Nemours and Company

Consolidated Statements of Operations (Unaudited)

Three Months Ended September 30,Nine Months Ended September 30,
(In millions, except per share amounts)2021202020212020
Net sales$2,371$1,863$12,176$11,010
Cost of goods sold1,5581,2976,9886,395
Research and development expense297284871837
Selling, general and administrative expenses6725972,4032,319
Amortization of intangibles180162543501
Restructuring and asset related charges - net2649261298
Other income - net378301,013120
Interest expense193061117
(Loss) income from continuing operations before income taxes(3)(526)2,062663
(Benefit from) Provision for income taxes on continuing operations(30)(122)42568
Income (loss) from continuing operations after income taxes27(404)1,637595
(Loss) income from discontinued operations after income taxes(4)—(59)1
Net income (loss)23(404)1,578596
Net (loss) income attributable to noncontrolling interests(1)——11
Net income (loss) attributable to E. I. du Pont de Nemours and Company$24$(404)$1,578$585

See Notes to the Interim Consolidated Financial Statements beginning on page 77.

E. I. du Pont de Nemours and Company

Consolidated Statements of Comprehensive (Loss) Income (Unaudited)

Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2021202020212020
Net income (loss)$23$(404)$1,578$596
Other comprehensive (loss) income - net of tax:
Cumulative translation adjustments(264)68(424)(507)
Adjustments to pension benefit plans10—26(6)
Adjustments to other benefit plans(157)1(474)3
Unrealized gain on investments——10—
Derivative instruments11(20)107(16)
Total other comprehensive (loss) income(400)49(755)(526)
Comprehensive (loss) income(377)(355)82370
Comprehensive (loss) income attributable to noncontrolling interests - net of tax(1)——11
Comprehensive (loss) income attributable to E. I. du Pont de Nemours and Company$(376)$(355)$823$59

See Notes to the Interim Consolidated Financial Statements beginning on page 77.

E. I. du Pont de Nemours and Company

Consolidated Balance Sheets (Unaudited)

(In millions, except share amounts)September 30, 2021December 31, 2020September 30, 2020
Assets
Current assets
Cash and cash equivalents$2,779$3,526$2,768
Marketable securities103269152
Accounts and notes receivable - net5,8184,9265,627
Inventories4,4174,8824,374
Other current assets1,0291,1651,167
Total current assets14,14614,76814,088
Investment in nonconsolidated affiliates676662
Property, plant and equipment8,2708,2537,985
Less: Accumulated depreciation3,9603,8573,712
Net property, plant and equipment4,3104,3964,273
Goodwill10,13010,26910,110
Other intangible assets10,22510,74710,914
Deferred income taxes448464289
Other assets1,7961,9391,954
Total Assets$41,122$42,649$41,690
Liabilities and Equity
Current liabilities
Short-term borrowings and finance lease obligations$1,372$3$2,142
Accounts payable3,5123,6152,994
Income taxes payable95123168
Deferred revenue6922,662402
Accrued and other current liabilities2,1472,1482,050
Total current liabilities7,8188,5517,756
Long-term debt1,1011,1021,102
Long-term debt - Related party2,4433,4593,712
Other Noncurrent Liabilities
Deferred income tax liabilities930893740
Pension and other post employment benefits - noncurrent4,5835,1765,904
Other noncurrent obligations1,7241,8671,864
Total noncurrent liabilities10,78112,49713,322
Commitments and contingent liabilities
Stockholders’ equity
Preferred stock, without par value – cumulative; 23,000,000 shares authorized; issued at September 30, 2021, December 31, 2020, and September 30, 2020:
$4.50 Series – 1,673,000 shares (callable at $120)169169169
$3.50 Series – 700,000 shares (callable at $102)707070
Common stock, $0.30 par value; 1,800,000,000 shares authorized; 200 issued at September 30, 2021, December 31, 2020, and September 30, 2020———
Additional paid-in capital24,15824,04923,995
Retained earnings1,771203173
Accumulated other comprehensive loss(3,645)(2,890)(3,796)
Total E. I. du Pont de Nemours and Company stockholders’ equity22,52321,60120,611
Noncontrolling interests——1
Total equity22,52321,60120,612
Total Liabilities and Equity$41,122$42,649$41,690

See Notes to the Interim Consolidated Financial Statements beginning on page 77.

E. I. du Pont de Nemours and Company

Consolidated Statements of Cash Flows (Unaudited)

Nine Months Ended September 30,
(In millions)20212020
Operating activities
Net income$1,578$596
Adjustments to reconcile net income to cash used for operating activities:
Depreciation and amortization926868
Provision for (benefit from) deferred income tax151(153)
Net periodic pension and OPEB benefit, net(959)(255)
Pension and OPEB contributions(202)(222)
Net (gain) loss on sales of property, businesses, consolidated companies, and investments(1)29
Restructuring and asset related charges - net261298
Other net loss117240
Changes in assets and liabilities, net
Accounts and notes receivable(1,116)(619)
Inventories375481
Accounts payable(41)(629)
Deferred revenue(1,945)(2,169)
Other assets and liabilities18252
Cash used for operating activities(838)(1,283)
Investing activities
Capital expenditures(413)(301)
Proceeds from sales of property, businesses, and consolidated companies - net of cash divested5322
Investments in and loans to nonconsolidated affiliates(3)(1)
Purchases of investments(147)(656)
Proceeds from sales and maturities of investments310498
Other investing activities - net(1)(7)
Cash used for investing activities(201)(445)
Financing activities
Net change in borrowings (less than 90 days)9491,582
Proceeds from related party debt3167
Payments on related party debt(1,047)(376)
Proceeds from debt4192,434
Payments on debt(1)(879)
Proceeds from exercise of stock options7119
Payment for acquisition of subsidiary's interest from the non-controlling interest—(60)
Other financing activities(38)(46)
Cash provided by financing activities3842,741
Effect of exchange rate changes on cash, cash equivalents and restricted cash equivalents(78)(64)
(Decrease) / increase in cash, cash equivalents and restricted cash equivalents(733)949
Cash, cash equivalents and restricted cash equivalents at beginning of period3,8732,173
Cash, cash equivalents and restricted cash equivalents at end of period$3,140$3,122

See Notes to the Interim Consolidated Financial Statements beginning on page 77.

E. I. du Pont de Nemours and Company

Consolidated Statements of Equity (Unaudited)

(In millions)Preferred StockCommon StockAdditional Paid-in Capital "APIC"(Accumulated Deficit) Retained EarningsAccum. Other Comp (Loss) IncomeNon-controlling InterestsTotal Equity
2020
Balance at January 1, 2020$239$—$23,958$(406)$(3,270)$7$20,528
Net income2508258
Other comprehensive loss(663)(663)
Preferred dividends ($4.50 Series - $1.125 per share, $3.50 Series - $0.875 per share)(2)(2)
Issuance of Corteva stock1414
Share-based compensation22
Other - net32(2)30
Balance at March 31, 2020$239$—$24,004$(158)$(3,933)$15$20,167
Net income7393742
Other comprehensive loss8888
Preferred dividends ($4.50 Series - $1.125 per share, $3.50 Series - $0.875 per share)(3)(3)
Issuance of Corteva stock33
Share-based compensation1919
Acquisition of a noncontrolling interest in consolidated subsidiaries(37)(15)(52)
Other - net(8)2(2)(8)
Balance at June 30, 2020$239$—$23,981$580$(3,845)$1$20,956
Net loss(404)(404)
Other comprehensive income4949
Preferred dividends ($4.50 Series - $1.125 per share, $3.50 Series - $0.875 per share)(2)(2)
Issuance of Corteva Stock22
Share-based compensation16(1)15
Other - net(4)(4)
Balance at September 30, 2020$239$—$23,995$173$(3,796)$1$20,612
(In millions)Preferred StockCommon StockAdditional Paid-in Capital "APIC"Retained Earnings (Accumulated Deficit)Accum. Other Comp (Loss) IncomeNon-controlling InterestsTotal Equity
2021
Balance at January 1, 2021$239$—$24,049$203$(2,890)$—$21,601
Net income5911592
Other comprehensive loss(477)(477)
Preferred dividends ($4.50 Series - $1.125 per share, $3.50 Series - $0.875 per share)(2)(2)
Issuance of Corteva stock3838
Other - net(4)(4)
Balance at March 31, 2021$239$—$24,083$792$(3,367)$1$21,748
Net income963963
Other comprehensive income122122
Preferred dividends ($4.50 Series - $1.125 per share, $3.50 Series - $0.875 per share)(3)(3)
Issuance of Corteva stock2828
Share-based compensation23(1)22
Other - net(3)1(2)
Balance at June 30, 2021$239$—$24,131$1,752$(3,245)$1$22,878
Net income (loss)24(1)23
Other comprehensive loss(400)(400)
Preferred dividends ($4.50 Series - $1.125 per share, $3.50 Series - $0.875 per share)(2)(2)
Issuance of Corteva stock55
Share-based compensation26(1)25
Other - net(4)(2)(6)
Balance at September 30, 2021$239$—$24,158$1,771$(3,645)$—$22,523

See Notes to the Interim Consolidated Financial Statements beginning on page 77.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

E. I. du Pont de Nemours and Company
Notes to the Consolidated Financial Statements (Unaudited)

Table of Contents

NotePage
1Basis of Presentation78
2Related Party Transactions79
3Segment Information79

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION

As a result of the Business Realignment and the Internal Reorganization, Corteva, Inc. owns 100% of the outstanding common stock of EID. EID is a subsidiary of Corteva, Inc. and continues to be a reporting company, subject to the requirements of the Exchange Act. The primary differences between Corteva, Inc. and EID are outlined below:

  • Preferred Stock - EID has preferred stock outstanding to third parties which is accounted for as a non-controlling interest at the Corteva, Inc. level. Each share of EID Preferred Stock - $4.50 Series and EID Preferred Stock - $3.50 Series issued and outstanding at the effective date of the Corteva Distribution remains issued and outstanding as to EID and was unaffected by the Corteva Distribution.

  • Related Party Loan - EID engaged in a series of debt redemptions during the second quarter of 2019 that were partially funded through an intercompany loan from Corteva, Inc. This was eliminated in consolidation at the Corteva, Inc. level but remains on EID's consolidated financial statements at the standalone level (including the associated interest).

  • Capital Structure** - At September 30, 2021, Corteva, Inc.'s capital structure consists of 730,267,000 issued shares of common stock, par value $0.01 per share.

The accompanying footnotes relate to EID only, and not to Corteva, Inc., and are presented to show differences between EID and Corteva, Inc.

For the footnotes listed below, refer to the following Corteva, Inc. footnotes:

  • Note 1 - Summary of Significant Accounting Policies - refer to page 10 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 2 - Recent Accounting Guidance - refer to page 10 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 3 - Divestitures and Other Transactions - refer to page 10 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 4 - Revenue - refer to page 11 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 5 - Restructuring and Asset Related Charges - Net - refer to page 14 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 6 - Supplementary Information - refer to page 16 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 7 - Income Taxes - refer to page 18 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 8 - Earnings Per Share of Common Stock - Not applicable for EID

  • Note 9 - Accounts and Notes Receivable - Net - refer to page 20 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 10 - Inventories - refer to page 21 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 11 - Other Intangible Assets - refer to page 21 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 12 - Short-Term Borrowings, Long-Term Debt and Available Credit Facilities - refer to page 22 of the Corteva, Inc. interim Consolidated Financial Statements. In addition, EID has a related party loan payable to Corteva, Inc.; refer to EID Note 2 - Related Party Transactions, below

  • Note 13 - Commitments and Contingent Liabilities - refer to page 23 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 14 - Stockholders' Equity - refer to page 29 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 15 - Pension Plans and Other Post Employment Benefits - refer to page 32 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 16 - Financial Instruments - refer to page 32 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 17 - Fair Value Measurements - refer to page 38 of the Corteva, Inc. interim Consolidated Financial Statements

  • Note 18 - Segment Information - Differences exist between Corteva, Inc. and EID; refer to EID Note 3 - Segment Information, below

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 2 - RELATED PARTY TRANSACTIONS

Transactions with Corteva

In the second quarter of 2019, EID entered into a related party revolving loan from Corteva, Inc., with a maturity date in 2024. As of September 30, 2021, December 31, 2020, and September 30, 2020, the outstanding related party loan balance was $2,443 million, $3,459 million, and $3,712 million respectively (which approximates fair value), with interest rates of 1.52%, 1.62%, and 1.80%, respectively, and is reflected as long-term debt - related party in EID's interim Consolidated Balance Sheets. Additionally, EID has incurred tax deductible interest expense of $11 million and $39 million for the three and nine months ended September 30, 2021, respectively, and $19 million and $82 million for the three and nine months ended September 30, 2020, respectively, associated with the related party loan from Corteva, Inc.

As of September 30, 2021, EID had payables to Corteva, Inc., of $61 million and $90 million included in accrued and other current liabilities and other noncurrent obligations, respectively, $92 million at December 31, 2020 included in both accrued and other current liabilities and other noncurrent obligations, respectively, and $110 million and $84 million at September 30, 2020, included in accrued and other current liabilities and other noncurrent obligations, respectively, in the interim Consolidated Balance Sheets related to Corteva's indemnification liabilities to Dow and DuPont per the Separation Agreements (refer to page 10 of the Corteva, Inc. interim Consolidated Financial Statements for further details of the Separation Agreements).

NOTE 3 - SEGMENT INFORMATION

There are no differences in reporting structure or segments between Corteva, Inc. and EID. In addition, there are no differences between Corteva, Inc. and EID segment net sales, segment operating EBITDA, segment assets, or significant items by segment; refer to page 39 of the Corteva, Inc. interim Consolidated Financial Statements for background information on the segments as well as further details regarding segment metrics. The tables below reconcile income from continuing operations after income taxes to segment operating EBITDA, as differences exist between Corteva, Inc. and EID.

Reconciliation to interim Consolidated Financial Statements

Income (loss) from continuing operations after income taxes to segment operating EBITDA (In millions)Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Income (loss) from continuing operations after income taxes$27$(404)$1,637$595
(Benefit from) provision for income taxes on continuing operations(30)(122)42568
Income (loss) from continuing operations before income taxes(3)(526)2,062663
Depreciation and amortization309285926868
Interest income(19)(11)(58)(38)
Interest expense193061117
Exchange (gains) losses - net(2)6747127
Non-operating benefits - net(315)(73)(941)(237)
Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges1(19)3
Significant items(21)49214351
Corporate expenses402710681
Segment operating EBITDA$(11)$(152)$2,420$1,932

1.Effective January 1, 2021, on a prospective basis, the company excludes net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting. For the three and six months ended September 30, 2020, the unrealized mark-to-market (loss) gain was $(8) million and $19 million, respectively.

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