filings.toolsFreeport-McMoRan (FCX) 10-K/A risk factor changes: FY2021 vs FY2014
The 2021-12-31 10-K/A against the 2014-12-31 one, compared heading by heading and sentence by sentence. One of these filings carries no fiscal year tag, so its year is the calendar year of the period end.
All filing items98 rewritten217 added101 removed9 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: the parser did not find an Item 1A in both filings.
- Sentence by sentence, 217 added, 101 removed, 98 rewritten and 9 unchanged across 2 items that differ.
Sentences by item
2 items, with every count and a link to each item that changed
| Item | Added | Removed | Rewritten | Unchanged |
|---|---|---|---|---|
| Cover and table of contents | 25 | 19 | 42 | 5 |
| Item 15. Exhibits, Financial Statement Schedules. | 192 | 82 | 56 | 4 |
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2014. Sentences that are wholly new or wholly gone are labelled rather than marked.
Cover and table of contents
42 rewritten, 25 added, 19 removed, 5 unchanged
[removed: | UNITED STATES | | |][added: UNITED STATES]
[removed: | SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION | | |][added: COMMISSION]
[removed: | Washington,] [added: Washington,] D.C. [removed: 20549 | | |][added: 20549]
[removed: | FORM 10-K/A (Amendment] [added: (Amendment] No. [removed: 1) | | |][added: 1)]
[removed: | (Mark One) | | |][added: (Mark one)]
| [removed: \[X\] ANNUAL] [added: ☒ | | | ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] | | |
[removed: | For] [added: For] the fiscal year ended December 31, [removed: 2014 | | |][added: 2021]
| [removed: \[ \] TRANSITION] [added: ☐ | | | TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] | | |
[removed: | For] [added: For] the transition period from [removed: | | to |][added: to]
[removed: | Commission File Number: 001-11307-01 | | |][added: Commission file number: 001-11307-01]
[removed: ][added: ]
[removed: | Freeport-McMoRan Inc. |][added: Freeport-McMoRan Inc.]
[removed: |] (Exact name of registrant as specified in its charter) [removed: |]
| [removed: Delaware] [added: Delaware] | [removed: 74-2480931] | [added: | | | | 74-2480931 | | |]
| (State or other jurisdiction of [removed: incorporation or organization)] | [added: | | | | |] (I.R.S. Employer Identification No.) | [added: | |]
| [removed: 333] [added: 333] North Central [removed: Avenue] [added: Avenue] | | [added: | | | | | | | | | | | | | | | | | | |]
| [removed: Phoenix, Arizona] [added: Phoenix] | [removed: 85004-2189] | [added: | | | | Arizona | | | | | | | | | | | | 85004-2189 | | |]
| (Address of principal executive offices) | [added: | | | | | | | | | | | | | | | | |] (Zip Code) | [added: | |]
[removed: | (602) 366-8100 | |][added: (602) 366-8100]
[removed: | (Registrant's] [added: (Registrant’s] telephone number, including area code) [removed: | |]
[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]
| Title of each class | | [added: | Trading Symbol(s) | | |] Name of each exchange on which registered | [added: | |]
| Common Stock, par value $0.10 per share | | [added: | FCX | | | The] New York Stock Exchange | [added: | |]
[removed: Securities] [added: Securities] registered pursuant to Section 12(g) of the Act: [removed: None][added: None]
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act [removed: þ] [added: ☑] Yes [removed: ¨] [added: ☐] No
[removed: ¨] [added: ☐] Yes [removed: þ] [added: ☑] No
[removed: þ] [added: ☑] Yes [removed: ¨] [added: ☐] No
Indicate by check mark whether the registrant has submitted electronically [removed: and posted on its corporate Web site, if any,] every Interactive Data File required to be submitted [removed: and posted] pursuant to Rule 405 of Regulation S-T [removed: (§ 232.405 of this chapter)] during the preceding 12 months (or for such shorter period that the registrant was required to submit [removed: and post] such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated [removed: filer or] [added: filer,] a smaller reporting [added: company, or an emerging growth] company.
See the definitions of “large accelerated filer,” “accelerated [removed: filer” and] [added: filer,”] “smaller reporting [added: company,” and “emerging growth] company” in Rule 12b-2 of the Exchange Act.
[removed: þ Large accelerated filer ¨ Accelerated filer ¨] [added: |] Non-accelerated filer [removed: ¨] [added: | | | ☐ | | |] Smaller reporting company [added: | | | ☐ | | |]
The aggregate market value of common stock held by non-affiliates of the registrant was [removed: $21.8 billion on February 20, 2015, and $37.3] [added: $48.6] billion on June 30, [removed: 2014.][added: 2021.]
[removed: DOCUMENTS] [added: DOCUMENTS] INCORPORATED BY [removed: REFERENCE][added: REFERENCE]
| Portions of [removed: our] [added: the registrant’s] proxy statement for [removed: our 2015] [added: its 2022] annual meeting of stockholders are incorporated by reference into Part III [removed: (Items 10, 11, 12, 13 and 14)] of this report. | | | [removed: | |]
[removed: EXPLANATORY NOTE][added: EXPLANATORY NOTE]
Freeport-McMoRan Inc. (FCX) is filing this Amendment No. 1 (this Amendment) to its Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2014,] [added: 2021,] previously filed with the Securities and Exchange Commission (SEC) on February [removed: 27, 2015] [added: 15, 2022] (the Original Filing), for the sole purpose of filing [removed: revised redacted] [added: corrected] versions of Exhibits [removed: 10.23] [added: 96.2] and [removed: 10.24, reflecting changes to FCX’s confidential treatment request with respect to certain portions] [added: 96.3, which inadvertently contained the incorrect versions] of [removed: these exhibits.][added: Tables 11.3 and 11.4 in Exhibit 96.2 and Figures 3.1 and 15.1 in Exhibit 96.3.]
Accordingly, Exhibits [removed: 10.23] [added: 96.2] and [removed: 10.24] [added: 96.3] to this Amendment supersede and replace in their entirety Exhibits [removed: 10.23] [added: 96.2] and [removed: 10.24] [added: 96.3] to the Original Filing.
[removed: In addition, as required by] [added: Pursuant to] Rule 12b-15 under the Securities and Exchange Act of 1934, as amended, [removed: new] [added: this Amendment also includes as exhibits the] certifications by [removed: the company’s] [added: FCX’s] principal executive officer and principal financial officer required in accordance with Rule [removed: 13a-14(a) are being filed as exhibits to this Amendment;] [added: 13a-14(a);] however, paragraphs 3, 4 and 5 of the certifications have been omitted because this Amendment does not contain any financial statements nor does it contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K.
This Amendment does not reflect [added: or purport to reflect any information or] events occurring after the date of the Original Filing nor does it modify or update the disclosures contained in the Original Filing that may be affected by subsequent events.
Accordingly, this Amendment should be read in conjunction with the Original Filing and [removed: our] [added: FCX’s] other filings made with the SEC subsequent to the filing of the Original Filing.
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OR
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| incorporation or organization) | | | | | | | | |
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☑ Yes ☐ No
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| Large accelerated filer | | | ☑ | | | Accelerated filer | | | ☐ | | |
| | | | | | | Emerging growth company | | | ☐ | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
☐ Yes ☑ No
Common stock issued and outstanding was 1,454,781,055 shares on January 31, 2022.
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| Auditor Firm PCAOB ID No.: | | | 42 | | | Auditor Name: | | | Ernst & Young LLP | | | Auditor Location: | | | Phoenix, Arizona | | |
Except as described above, this Amendment does not amend, update or change any other items or disclosures contained in the Original Filing.
10-K/A 1 form10-kxa.htm FORM 10-K/A
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| OR | | |
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
Common stock issued and outstanding was 1,039,863,035 shares on February 20, 2015, and 1,038,896,868 shares on June 30, 2014.
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Except as described above, no other changes have been made to the Original Filing.
FREEPORT-McMoRan INC.
| TABLE OF CONTENTS | |
| | Page |
| Item 15. Exhibits, Financial Statement Schedules | 1 |
| Signatures | S-1 |
| Exhibit Index | E-1 |
An excerpt. Shown here: 40 of 42 rewritten, all 25 added and all 19 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2021 filing and the FY2014 filing.
Item 15. Exhibits, Financial Statement Schedules.
56 rewritten, 192 added, 82 removed, 4 unchanged
[removed: SIGNATURES][added: SIGNATURES]
Pursuant to the requirements of Section 13 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, on [removed: June 12, 2015.][added: February 18, 2022.]
[removed: | FREEPORT-McMoRan INC. | | | | | |][added: Freeport-McMoRan Inc.]
| | | [removed: Filed] | | | | [added: Filed | | | | | | | | | | | |]
| [added: Exhibit] | | [removed: with this] | [removed: Incorporated] [added: | | | with this | | | Incorporated] by [removed: Reference] [added: Reference] | | | [added: | | | | | |]
| [removed: Exhibit Number] [added: Number] | [removed: Exhibit Title] | [removed: Form 10-K/A] | [removed: Form] [added: Exhibit Title] | [removed: File No.] | [removed: Date Filed] | [added: Form 10-K/A | | | Form | | | File No. | | | Date Filed | | |]
| [removed: 2.1] [added: [2.1](http://www.sec.gov/Archives/edgar/data/78066/000095012306014346/y27419aexv2w1.htm)] | [added: | |] Agreement and Plan of Merger dated as of November 18, 2006, by and among FCX, Phelps Dodge Corporation and Panther Acquisition Corporation. | | [added: | | | |] 8-K | [removed: 333-139252] | [added: | 001-11307-01 | | |] 11/20/2006 | [added: | |]
| [removed: 2.4] [added: [2.2](http://www.sec.gov/Archives/edgar/data/831259/000083125914000051/q314exhibit21.htm)] | [added: | |] Stock Purchase Agreement, dated as of October 6, 2014, among LMC Candelaria SpA, LMC Ojos del Salado SpA and Freeport Minerals Corporation. | | [added: | | | |] 10-Q | [added: | |] 001-11307-01 | [added: | |] 11/7/2014 | [added: | |]
| [removed: 4.1] [added: [4.2](http://www.sec.gov/Archives/edgar/data/831259/000119312512054868/d299177dex41.htm)] | [added: | |] Indenture dated as of February 13, 2012, between FCX and U.S. Bank National Association, as Trustee (relating to the [removed: 2.15% Senior Notes due 2017, the 3.55% Senior Notes due 2022, the 2.30% Senior Notes due 2017, the 4.00% Senior Notes due 2021, the] 4.55% Senior Notes due [removed: 2024,] [added: 2024] and the 5.40% Senior Notes due 2034). | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [added: | |] 2/13/2012 | [added: | |]
| [removed: 4.2] [added: [4.4](http://www.sec.gov/Archives/edgar/data/831259/000119312514413217/d816899dex45.htm)] | [removed: Second] [added: | | Seventh] Supplemental Indenture dated as of [removed: February 13, 2012,] [added: November 14, 2014] between FCX and U.S. Bank National Association, as Trustee (relating to the [removed: 2.15%] [added: 4.55%] Senior Notes due [removed: 2017).] [added: 2024).] | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [removed: 2/13/2012] | [added: | 11/14/2014 | | |]
| [removed: 4.3] [added: [4.3](http://www.sec.gov/Archives/edgar/data/831259/000119312513245147/d541301dex42.htm)] | [removed: Third] [added: | | Fourth] Supplemental Indenture dated as of [removed: February 13, 2012,] [added: May 31, 2013,] between FCX and U.S. Bank National Association, as Trustee (relating to the [removed: 3.55%] [added: 4.55%] Senior Notes due [removed: 2022).] [added: 2024 and the 5.40% Senior Notes due 2034).] | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [removed: 2/13/2012] | [added: | 6/3/2013 | | |]
| [removed: 4.5] [added: [4.5](http://www.sec.gov/Archives/edgar/data/831259/000119312514413217/d816899dex46.htm)] | [removed: Fifth] [added: | | Eighth] Supplemental Indenture dated as of November 14, 2014 [removed: among FCX, Freeport-McMoRan Oil & Gas LLC] [added: between FCX] and U.S. Bank National Association, as Trustee (relating to the [removed: 2.30%] [added: 5.40%] Senior Notes due [removed: 2017).] [added: 2034).] | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [added: | |] 11/14/2014 | [added: | |]
| [removed: 4.9] [added: [4.6](http://www.sec.gov/Archives/edgar/data/831259/000095010313001617/dp36826_0401.htm)] | [added: | |] Indenture dated as of March 7, 2013, between FCX and U.S. Bank National Association, as Trustee (relating to the [removed: 2.375% Senior Notes due 2018, the 3.100% Senior Notes due 2020, the] 3.875% Senior Notes due [removed: 2023,] [added: 2023] and the 5.450% Senior Notes due 2043). | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [added: | |] 3/7/2013 | [added: | |]
| [removed: 4.10] [added: [4.7](http://www.sec.gov/Archives/edgar/data/831259/000119312513245147/d541301dex43.htm)] | [added: | |] Supplemental Indenture dated as of May 31, 2013, [removed: among FCX, Freeport-McMoRan Oil & Gas LLC] [added: between FCX] and U.S. Bank National Association, as Trustee (relating to the [removed: 2.375% Senior Notes due 2018, the 3.100% Senior Notes due 2020, the] 3.875% Senior Notes due [removed: 2023,] [added: 2023] and the 5.450% Senior Notes due 2043). | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [added: | |] 6/3/2013 | [added: | |]
| [removed: 4.18] [added: [4.8](http://www.sec.gov/Archives/edgar/data/78066/0000950153-97-000936.txt)] | [added: | |] Form of Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and The Chase Manhattan Bank, as Trustee (relating to the 7.125% Senior Notes due 2027, the 9.50% Senior Notes due [removed: 2031,] [added: 2031] and the 6.125% Senior Notes due 2034). | | [added: | | | |] S-3 | [added: | |] 333-36415 | [added: | |] 9/25/1997 | [added: | |]
| [removed: 4.19] [added: [4.9](http://www.sec.gov/Archives/edgar/data/78066/0000950153-97-001088.txt)] | [added: | |] Form of 7.125% Debenture due November 1, 2027 of Phelps Dodge Corporation issued on November 5, 1997, pursuant to the Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and The Chase Manhattan Bank, as Trustee (relating to the 7.125% Senior Notes due 2027). | | [added: | | | |] 8-K | [added: | |] 001-00082 | [added: | |] 11/3/1997 | [added: | |]
| [removed: 4.20] [added: [4.10](http://www.sec.gov/Archives/edgar/data/78066/000095012301503063/y49686ex4-2.txt)] | [added: | |] Form of 9.5% Note due June 1, 2031 of Phelps Dodge Corporation issued on May 30, 2001, pursuant to the Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and First Union National Bank, as successor Trustee (relating to the 9.50% Senior Notes due 2031). | | [added: | | | |] 8-K | [added: | |] 001-00082 | [added: | |] 5/30/2001 | [added: | |]
| [removed: 4.21] [added: [4.11](http://www.sec.gov/Archives/edgar/data/78066/000095015305000441/p70133exv4w11.txt)] | [added: | |] Form of 6.125% Note due March 15, 2034 of Phelps Dodge Corporation issued on March 4, 2004, pursuant to the Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and First Union National Bank, as successor Trustee (relating to the 6.125% Senior Notes due 2034). | | [removed: 10-K/A] | [added: | | | 10-K | | |] 001-00082 | [added: | |] 3/7/2005 | [added: | |]
| [removed: 10.7] [added: [10.1](http://www.sec.gov/Archives/edgar/data/831259/000083125901500022/exh103.txt)] | [added: | |] Concentrate Purchase and Sales Agreement dated effective December 11, 1996, between PT Freeport Indonesia and PT Smelting. | | [added: | | | |] S-3 | [added: | |] 333-72760 | [added: | |] 11/5/2001 | [added: | |]
| [removed: 10.8†] [added: [10.2](http://www.sec.gov/Archives/edgar/data/831259/000083125915000016/q414exhibit108.htm)] | [added: | |] Amendment No. 1, dated as of March 19, 1998, Amendment No. 2 dated as of December 1, 2000, Amendment No. 3 dated as of January 1, 2003, Amendment No. 4 dated as of May 10, 2004, Amendment No. 5 dated as of March 19, 2009, Amendment No. 6 dated as of January 1, 2011, and Amendment No. 7 dated as of October 29, 2012, to the Concentrate Purchase and Sales Agreement dated effective December 11, 1996, between PT Freeport Indonesia and PT Smelting. | | | | | [added: | 10-K | | | 001-11307-01 | | | 2/27/2015 | | |]
| [removed: 10.9†] [added: [10.7](http://www.sec.gov/Archives/edgar/data/831259/000083125915000016/q414exhibit109.htm)] | [added: | |] Third Amended and Restated Joint Venture and Shareholders Agreement dated as of December 11, 2003 among PT Freeport Indonesia, Mitsubishi Corporation, Nippon Mining & Metals Company, Limited and PT Smelting, as amended by the First Amendment dated as of September 30, 2005, and the Second Amendment dated as of April 30, 2008. | | | | | [added: | 10-K | | | 001-11307-01 | | | 2/27/2015 | | |]
| [removed: 10.10] [added: [10.8](http://www.sec.gov/Archives/edgar/data/78066/000095012305003414/y06968exv10w1.txt)] | [added: | |] Participation Agreement, dated as of March 16, 2005, among Phelps Dodge Corporation, Cyprus Amax Minerals Company, a Delaware corporation, Cyprus Metals Company, a Delaware corporation, Cyprus Climax Metals Company, a Delaware corporation, Sumitomo Corporation, a Japanese corporation, Summit Global Management, B.V., a Dutch corporation, Sumitomo Metal Mining Co., Ltd., a Japanese corporation, Compañia de Minas Buenaventura S.A.A., a Peruvian sociedad anonima abierta, and Sociedad Minera Cerro Verde S.A.A., a Peruvian sociedad anonima abierta. | | [added: | | | |] 8-K | [added: | |] 001-00082 | [added: | |] 3/22/2005 | [added: | |]
| [removed: 10.11] [added: [10.9](http://www.sec.gov/Archives/edgar/data/78066/000095012305007134/y09744exv10w1.txt)] | [added: | |] Shareholders Agreement, dated as of June 1, 2005, among Phelps Dodge Corporation, Cyprus Climax Metals Company, a Delaware corporation, Sumitomo Corporation, a Japanese corporation, Sumitomo Metal Mining Co., Ltd., a Japanese corporation, Summit Global Management B.V., a Dutch corporation, SMM Cerro Verde Netherlands, B.V., a Dutch corporation, Compañia de Minas Buenaventura S.A.A., a Peruvian sociedad anonima abierta, and Sociedad Minera Cerro Verde S.A.A., a Peruvian sociedad anonima abierta. | | [added: | | | |] 8-K | [added: | |] 001-00082 | [added: | |] 6/7/2005 | [added: | |]
| [removed: 10.27*] [added: [10.14](http://www.sec.gov/Archives/edgar/data/831259/000083125913000075/fcxexhibit101.htm)*] | [added: | |] Letter Agreement dated as of December 19, 2013, by and between FCX and Richard C. Adkerson. | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [added: | |] 12/23/2013 | [added: | |]
| [removed: 10.29*] [added: [10.16](http://www.sec.gov/Archives/edgar/data/831259/000083125909000018/ex10-32.htm)*] | [added: | |] Amended and Restated Executive Employment Agreement dated effective as of December 2, 2008, between FCX and [removed: James R. Moffett.] [added: Kathleen L. Quirk.] | | [removed: 10-K/A] | [added: | | | 10-K | | |] 001-11307-01 | [added: | |] 2/26/2009 | [added: | |]
| [removed: 10.32*] [added: [10.17](http://www.sec.gov/Archives/edgar/data/831259/000083125911000029/ex10-2.htm)*] | [added: | | Amendment to] Amended and Restated Executive Employment Agreement dated [removed: effective as of] December 2, 2008, [added: by and] between FCX and Kathleen L. [removed: Quirk.] [added: Quirk, dated April 27, 2011.] | | [removed: 10-K/A] | [added: | | | 8-K | | |] 001-11307-01 | [removed: 2/26/2009] | [added: | 4/29/2011 | | |]
| [removed: 10.35*] [added: [10.19](http://www.sec.gov/Archives/edgar/data/831259/000083125907000021/exhibit10_1.htm)*] | [added: | |] FCX Supplemental Executive Retirement Plan, as amended and restated. | | [added: | | | |] 8-K | [added: | |] 001-11307-01 | [added: | |] 2/5/2007 | [added: | |]
| [removed: 10.36*] [added: [10.20](http://www.sec.gov/Archives/edgar/data/831259/000083125908000055/ex10-38.htm)*] | [added: | |] FCX [added: 1996] Supplemental Executive Capital Accumulation Plan. | | [added: | | | |] 10-Q | [added: | |] 001-11307-01 | [added: | |] 5/12/2008 | [added: | |]
| [removed: 10.37*] [added: [10.21](http://www.sec.gov/Archives/edgar/data/831259/000083125908000055/ex10-39.htm)*] | [added: | |] FCX [added: 1996] Supplemental Executive Capital Accumulation Plan Amendment One. | | [added: | | | |] 10-Q | [added: | |] 001-11307-01 | [added: | |] 5/12/2008 | [added: | |]
| [removed: 10.38*] [added: [10.22](http://www.sec.gov/Archives/edgar/data/831259/000083125909000018/ex10-38.htm)*] | [added: | |] FCX [added: 1996] Supplemental Executive Capital Accumulation Plan Amendment Two. | | [removed: 10-K/A] | [added: | | | 10-K | | |] 001-11307-01 | [added: | |] 2/26/2009 | [added: | |]
| [removed: 10.41*†] [added: [10.25](http://www.sec.gov/Archives/edgar/data/831259/000083125915000016/q414exhibit1041.htm)*] | [added: | |] FCX 2005 Supplemental Executive Capital Accumulation Plan, as amended and restated effective January 1, 2015. | | | | | [added: | 10-K | | | 001-11307-01 | | | 2/27/2015 | | |]
| [removed: 10.43*] [added: [10.30](http://www.sec.gov/Archives/edgar/data/831259/000083125907000072/exhibit10_30.htm)*] | [added: | |] FCX [removed: Amended and Restated 1999] [added: 2003] Stock Incentive Plan, as amended and restated. | | [added: | | | |] 10-Q | [added: | |] 001-11307-01 | [added: | |] 5/10/2007 | [added: | |]
| [removed: 10.46*] [added: [10.31](http://www.sec.gov/Archives/edgar/data/831259/000083125910000048/ex10-3.htm)*] | [added: | |] FCX 2004 Director Compensation Plan, as amended and restated. | | [added: | | | |] 10-Q | [added: | |] 001-11307-01 | [added: | |] 8/6/2010 | [added: | |]
| [removed: 10.47*] [added: [10.32](http://www.sec.gov/Archives/edgar/data/831259/000083125914000006/q413exhibit1039.htm)*] | [added: | |] FCX Amended and Restated 2006 Stock Incentive Plan. | | [removed: 10-K/A] | [added: | | | 10-K | | |] 001-11307-01 | [added: | |] 2/27/2014 | [added: | |]
| [removed: 10.48*] [added: [10.34](http://www.sec.gov/Archives/edgar/data/831259/000083125910000041/ex10-2.htm)*] | [added: | |] Form of Notice of Grant of Nonqualified Stock Options [removed: for grants under the FCX 1999] [added: and Restricted] Stock [removed: Incentive Plan,] [added: Units under] the [removed: 2003] [added: 2006] Stock Incentive Plan [added: (for grants made to non-management directors] and [removed: the 2006 Stock Incentive Plan.] [added: advisory directors).] | | [removed: 10-K/A] | [added: | | | 8-K | | |] 001-11307-01 | [removed: 2/29/2008] | [added: | 6/14/2010 | | |]
| [removed: 10.49*] [added: [10.36](http://www.sec.gov/Archives/edgar/data/831259/000083125917000012/q416exhibit1055.htm)*] | [added: | |] Form of Notice of Grant of [removed: Nonqualified Stock Options and] Restricted Stock Units [removed: under the 2006 Stock Incentive Plan] (for grants made to non-management [removed: directors and advisory] directors). | | [removed: 8-K] | [added: | | | 10-K | | |] 001-11307-01 | [removed: 6/14/2010] | [added: | 2/24/2017 | | |]
| [removed: 10.51*] [added: [10.39](http://www.sec.gov/Archives/edgar/data/831259/000083125918000008/q417exhibit1051.htm)*] | [added: | |] Form of Nonqualified Stock Options Grant Agreement (effective February [removed: 2012).] [added: 2018).] | | [removed: 10-K/A] | [added: | | | 10-K | | |] 001-11307-01 | [removed: 2/27/2012] | [added: | 2/20/2018 | | |]
| [removed: 10.52*] [added: [10.40](http://www.sec.gov/Archives/edgar/data/831259/000083125918000008/q417exhibit1052.htm)*] | [added: | |] Form of Restricted Stock Unit Agreement (effective February [removed: 2012).] [added: 2018).] | | [removed: 10-K/A] | [added: | | | 10-K | | |] 001-11307-01 | [removed: 2/27/2012] | [added: | 2/20/2018 | | |]
| [removed: 10.54*] [added: [10.35](http://www.sec.gov/Archives/edgar/data/831259/000083125914000006/q413exhibit1051.htm)*] | [added: | |] Form of Nonqualified Stock Options Grant Agreement under the FCX stock incentive plans (effective February 2014). | | [removed: 10-K/A] | [added: | | | 10-K | | |] 001-11307-01 | [added: | |] 2/27/2014 | [added: | |]
| [removed: 10.56*] [added: [10.37](http://www.sec.gov/Archives/edgar/data/831259/000083125918000008/q417exhibit1050.htm)*] | [added: | |] Form of Performance Share Unit Agreement (effective February [removed: 2014).] [added: 2018).] | | [removed: 8-K] | [added: | | | 10-K | | |] 001-11307-01 | [removed: 3/3/2014] | [added: | 2/20/2018 | | |]
(a)(1).
Financial Statements.
The consolidated statements of operations, comprehensive income (loss), cash flows and equity, and the consolidated balance sheets are included as part of Item 8.
“Financial Statements and Supplementary Data.”
(a)(2).
Financial Statement Schedules.
The following financial statement schedule is presented below.
Schedule II - Valuation and Qualifying Accounts
Schedules other than the one above have been omitted since they are either not required, not applicable or the required information is included in the financial statements or notes thereto.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
We have audited the consolidated financial statements of Freeport-McMoRan Inc. (the Company) as of December 31, 2021 and 2020, for each of the three years in the period ended December 31, 2021, and have issued our report thereon dated February 15, 2022 included elsewhere in this Form 10-K.
Our audits of the consolidated financial statements included the financial statement schedule listed in Item 15 (a)(2) of this Form 10-K (the “schedule”).
This schedule is the responsibility of the Company’s management.
Our responsibility is to express an opinion on the Company’s schedule based on our audits.
In our opinion, the schedule presents fairly, in all material respects, the information set forth therein when considered in conjunction with the consolidated financial statements.
/s/ Ernst & Young LLP
Phoenix, Arizona
February 15, 2022
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (In millions)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | Additions (Deductions) | | | | | | | | | | | | | | | | | | | | |
| | | | | | | Balance at | | | | | | Charged to | | | | | | Charged to | | | | | | Other | | | | | | Balance at | | |
| | | | | | | Beginning of | | | | | | Costs and | | | | | | Other | | | | | | (Deductions) | | | | | | End of | | |
| | | | | | | Year | | | | | | Expense | | | | | | Accounts | | | | | | Additions | | | | | | Year | | |
| Reserves and allowances deducted | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| from asset accounts: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| *Valuation allowance for deferred tax assets* | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, 2021 | | | | | | $ | 4,732 | | | | | $ | (596) | | a | | | $ | (49) | | b | | | $ | — | | | | | $ | 4,087 | |
| Year Ended December 31, 2020 | | | | | | 4,576 | | | | | | 200 | | | c | | | (16) | | | b | | | (28) | | | d | | | 4,732 | | |
| Year Ended December 31, 2019 | | | | | | 4,507 | | | | | | 50 | | | e | | | 19 | | | b | | | — | | | | | | 4,576 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Reserves for non-income taxes: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, 2021 | | | | | | $ | 82 | | | | | $ | 18 | | | | | $ | — | | | | | $ | (41) | | f | | | $ | 59 | |
| Year Ended December 31, 2020 | | | | | | 58 | | | | | | 21 | | | | | | (1) | | | | | | 4 | | | f | | | 82 | | |
Reference is made to the Exhibit Index beginning on page E-1 hereof.
By: /s/ Richard C.
Adkerson
Richard C.
Vice Chairman of the Board, President and
Chief Executive Officer
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| EXHIBIT INDEX | | | | | |
| 2.2 | Agreement and Plan of Merger by and among Plains Exploration & Production Company, FCX and IMONC LLC, dated as of December 5, 2012. | | 8-K | 001-11307-01 | 12/6/2012 |
| 2.3 | Agreement and Plan of Merger by and among McMoRan Exploration Co., FCX and INAVN Corp., dated as of December 5, 2012. | | 8-K | 001-11307-01 | 12/6/2012 |
| 3.1 | Composite Certificate of Incorporation of FCX. | | 10-Q | 001-11307-01 | 8/8/2014 |
| 3.2 | Composite By-Laws of FCX, as of July 14, 2014. | | 8-K | 001-11307-01 | 7/2/2014 |
| 4.4 | Fourth Supplemental Indenture dated as of May 31, 2013, among FCX, Freeport-McMoRan Oil & Gas LLC and U.S. Bank National Association, as Trustee (relating to the 2.15% Senior Notes due 2017, the 3.55% Senior Notes due 2022, the 2.30% Senior Notes due 2017, the 4.00% Senior Notes due 2021, the 4.55% Senior Notes due 2024, and the 5.40% Senior Notes due 2034). | | 8-K | 001-11307-01 | 6/3/2013 |
| 4.6 | Sixth Supplemental Indenture dated as of November 14, 2014 among FCX, Freeport-McMoRan Oil & Gas LLC and U.S. Bank National Association, as Trustee (relating to the 4.00% Senior Notes due 2021). | | 8-K | 001-11307-01 | 11/14/2014 |
| 4.7 | Seventh Supplemental Indenture dated as of November 14, 2014 among FCX, Freeport-McMoRan Oil & Gas LLC and U.S. Bank National Association, as Trustee. (relating to the 4.55% Senior Notes due 2024). | | 8-K | 001-11307-01 | 11/14/2014 |
| 4.8 | Eighth Supplemental Indenture dated as of November 14, 2014 among FCX, Freeport-McMoRan Oil & Gas LLC and U.S. Bank National Association, as Trustee (relating to the 5.40% Senior Notes due 2034). | | 8-K | 001-11307-01 | 11/14/2014 |
E-1
| 4.11 | Indenture dated as of March 13, 2007, among Plains Exploration & Production Company, the Subsidiary Guarantors parties thereto, and Wells Fargo Bank, N.A., as Trustee (relating to the 6.625% Senior Notes due 2021, the 6.75% Senior Notes due 2022, the 6.125% Senior Notes due 2019, the 6.5% Senior Notes due 2020, and the 6.875% Senior Notes due 2023). | | 8-K | 001-31470 | 3/13/2007 |
| 4.12 | Twelfth Supplemental Indenture dated as of March 29, 2011 to the Indenture dated as of March 13, 2007, among Plains Exploration & Production Company, the Subsidiary Guarantors parties thereto and Wells Fargo Bank, N.A., as Trustee (relating to the 6.625% Senior Notes due 2021). | | 8-K | 001-31470 | 3/29/2011 |
| 4.13 | Thirteenth Supplemental Indenture dated as of November 21, 2011 to the Indenture dated as of March 13, 2007, among Plains Exploration & Production Company, the Subsidiary Guarantors parties thereto and Wells Fargo Bank, N.A., as Trustee (relating to the 6.75% Senior Notes due 2022). | | 8-K | 001-31470 | 11/22/2011 |
| 4.14 | Fourteenth Supplemental Indenture dated as of April 27, 2012 to the Indenture dated as of March 13, 2007, among Plains Exploration & Production Company, the Subsidiary Guarantors parties thereto and Wells Fargo Bank, N.A., as Trustee (relating to the 6.125% Senior Notes due 2019). | | 8-K | 001-31470 | 4/27/2012 |
| 4.15 | Sixteenth Supplemental Indenture dated as of October 26, 2012 to the Indenture dated as of March 13, 2007, among Plains Exploration & Production Company, the Subsidiary Guarantors parties thereto and Wells Fargo Bank, N.A., as Trustee (relating to the 6.5% Senior Notes due 2020). | | 8-K | 001-31470 | 10/26/2012 |
| 4.16 | Seventeenth Supplemental Indenture dated as of October 26, 2012 to the Indenture dated as of March 13, 2007, among Plains Exploration & Production Company, the Subsidiary Guarantors parties thereto and Wells Fargo Bank, N.A., as Trustee (relating to the 6.875% Senior Notes due 2023). | | 8-K | 001-31470 | 10/26/2012 |
| 4.17 | Eighteenth Supplemental Indenture dated as of May 31, 2013 to the Indenture dated as of March 13, 2007, among Freeport-McMoRan Oil & Gas LLC, as Successor Issuer, FCX Oil & Gas Inc., as Co-Issuer, FCX, as Parent Guarantor, Plains Exploration & Production Company, as Original Issuer, and Wells Fargo Bank, N.A., as Trustee (relating to the 6.625% Senior Notes due 2021, the 6.75% Senior Notes due 2022, the 6.125% Senior Notes due 2019, the 6.5% Senior Notes due 2020, and the 6.875% Senior Notes due 2023). | | 8-K | 001-11307-01 | 6/3/2013 |
E-2
| 10.1 | Contract of Work dated December 30, 1991, between the Government of the Republic of Indonesia and PT Freeport Indonesia. | | S-3 | 333-72760 | 11/5/2001 |
| 10.2 | Memorandum of Understanding dated as of July 25, 2014, between the Directorate General of Mineral and Coal, the Ministry of Energy and Mineral Resources and PT Freeport Indonesia on Adjustment of the Contract of Work. | | 8-K | 001-11307-01 | 7/8/2014 |
| 10.3† | Extension dated as of January 23, 2015, to Memorandum of Understanding Between the Government of the Republic of Indonesia and PT Freeport Indonesia dated as of July 25, 2014. | | | | |
| 10.4 | Participation Agreement dated as of October 11, 1996, between PT Freeport Indonesia and P.T. RTZ-CRA Indonesia (a subsidiary of Rio Tinto PLC) with respect to a certain contract of work. | | S-3 | 333-72760 | 11/5/2001 |
| 10.5† | First Amendment dated April 30, 1999, Second Amendment dated February 22, 2006, Third Amendment dated October 7, 2009, Fourth Amendment dated November 14, 2013, and Fifth Amendment dated August 4, 2014, to the Participation Agreement dated as of October 11, 1996, between PT Freeport Indonesia and P.T. Rio Tinto Indonesia (formerly P.T. RTZ-CRA Indonesia). | | | | |
| 10.6 | Agreement dated as of October 11, 1996, to Amend and Restate Trust Agreement among PT Freeport Indonesia, FCX, the RTZ Corporation PLC (now Rio Tinto PLC), P.T. RTZ-CRA Indonesia, RTZ Indonesian Finance Limited and First Trust of New York, National Association, and The Chase Manhattan Bank, as Administrative Agent, JAA Security Agent and Security Agent. | | 8-K | 001-09916 | 11/13/1996 |
E-3
| 10.13 | Amended and Restated Mining Convention dated as of September 28, 2005, among the Democratic Republic of Congo, La Générale des Carrières et des Mines, Lundin Holdings Ltd. (now TF Holdings Limited) and Tenke Fungurume Mining S.A.R.L. | | 8-K | 001-11307-01 | 9/2/2008 |
| 10.14 | Addendum No.1 to the Amended and Restated Mining Convention dated as of September 28, 2005, among the Democratic Republic of Congo, La Générale des Carrières et des Mines, TF Holdings Limited and Tenke Fungurume Mining S.A.R.L., dated as of December 11, 2010 | | 10-Q | 001-11307-01 | 5/6/2011 |
| 10.15 | Amended and Restated Shareholders Agreement dated as of September 28, 2005, by and between La Générale des Carrières et des Mines and Lundin Holdings Ltd. (now TF Holdings Limited) and its subsidiaries. | | 8-K | 001-11307-01 | 9/2/2008 |
| 10.16 | Addendum No.1 to the Amended and Restated Shareholders Agreement dated as of September 28, 2005, among La Générale des Carrières et des Mines and TF Holdings Limited, Chui Ltd., Faru Ltd., Mboko Ltd., Tembo Ltd., and Tenke Fungurume Mining S.A.R.L., dated as of December 11, 2010. | | 10-Q | 001-11307-01 | 5/6/2011 |
E-4
| 10.17 | Term Loan Agreement dated as of February 14, 2013, among FCX, And Freeport-McMoRan Oil & Gas LLC, as borroweres, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A., as syndication agent, HSBC Bank USA, National Association, Mizuho Corporate Bank, Ltd., Sumitomo Mitsui Banking Corporation, The Bank of Nova Scotia and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as co-documentation agents, and each of the lenders party thereto. | | 8-K | 001-11307-01 | 2/15/2013 |
| 10.18† | First Amendment dated as of February 27, 2015, to Term Loan Agreement dated as of February 14, 2013, among FCX and Freeport-McMoRan Oil & Gas LLC, as borrowers, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A., as syndication agent, HSBC Bank USA, National Association, Mizuho Corporate Bank, Ltd., Sumitomo Mitsui Banking Corporation, The Bank of Nova Scotia and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as co-documentation agents, and each of the lenders party thereto. | | | | |
An excerpt. Shown here: 40 of 56 rewritten, 40 of 192 added and 40 of 82 removed. The counts are complete. For every sentence, read Item 15. Exhibits, Financial Statement Schedules. in the FY2021 filing and the FY2014 filing.