Freeport-McMoRan 10-Q 2022-06-30
Filed 2022-08-05. 7 sections, 399K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2022
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number: 001-11307-01

Freeport-McMoRan Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 74-2480931 | |||||||
| (State or other jurisdiction of | (I.R.S. Employer Identification No.) | |||||||
| incorporation or organization) |
| 333 North Central Avenue | ||||||||||||||||||||
| Phoenix | AZ | 85004-2189 | ||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) |
(602) 366-8100
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Common Stock, par value $0.10 per share | FCX | The New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☑ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☑ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☑ | Accelerated filer | ☐ | ||||||||
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ | ||||||||
| 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☑ No
On July 29, 2022, there were issued and outstanding 1,429,270,314 shares of the registrant’s common stock, par value $0.10 per share.
Freeport-McMoRan Inc.
TABLE OF CONTENTS
Part I.FINANCIAL INFORMATION
Item 1. Financial Statements.
Freeport-McMoRan Inc.
CONSOLIDATED BALANCE SHEETS (Unaudited)
| June 30, 2022 | December 31, 2021 | ||||||||||
| (In millions) | |||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 9,492 | $ | 8,068 | |||||||
| Trade accounts receivable | 977 | 1,168 | |||||||||
| Income and other tax receivables | 435 | 574 | |||||||||
| Inventories: | |||||||||||
| Materials and supplies, net | 1,776 | 1,669 | |||||||||
| Mill and leach stockpiles | 1,387 | 1,170 | |||||||||
| Product | 1,507 | 1,658 | |||||||||
| Other current assets | 608 | 523 | |||||||||
| Total current assets | 16,182 | 14,830 | |||||||||
| Property, plant, equipment and mine development costs, net | 31,200 | 30,345 | |||||||||
| Long-term mill and leach stockpiles | 1,230 | 1,387 | |||||||||
| Other assets | 1,501 | 1,460 | |||||||||
| Total assets | $ | 50,113 | $ | 48,022 | |||||||
| LIABILITIES AND EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable and accrued liabilities | $ | 3,853 | $ | 3,495 | |||||||
| Current portion of debt | 1,038 | 372 | |||||||||
| Accrued income taxes | 507 | 1,541 | |||||||||
| Current portion of environmental and asset retirement obligations | 317 | 264 | |||||||||
| Dividends payable | 217 | 220 | |||||||||
| Total current liabilities | 5,932 | 5,892 | |||||||||
| Long-term debt, less current portion | 10,054 | 9,078 | |||||||||
| Deferred income taxes | 4,297 | 4,234 | |||||||||
| Environmental and asset retirement obligations, less current portion | 4,170 | 4,116 | |||||||||
| Other liabilities | 1,613 | 1,683 | |||||||||
| Total liabilities | 26,066 | 25,003 | |||||||||
| Equity: | |||||||||||
| Stockholders’ equity: | |||||||||||
| Common stock | 161 | 160 | |||||||||
| Capital in excess of par value | 25,661 | 25,875 | |||||||||
| Accumulated deficit | (5,008) | (7,375) | |||||||||
| Accumulated other comprehensive loss | (386) | (388) | |||||||||
| Common stock held in treasury | (5,539) | (4,292) | |||||||||
| Total stockholders’ equity | 14,889 | 13,980 | |||||||||
| Noncontrolling interests | 9,158 | 9,039 | |||||||||
| Total equity | 24,047 | 23,019 | |||||||||
| Total liabilities and equity | $ | 50,113 | $ | 48,022 |
The accompanying notes are an integral part of these consolidated financial statements.
Freeport-McMoRan Inc.
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| (In millions, except per share amounts) | |||||||||||||||||||||||
| Revenues | $ | 5,416 | $ | 5,748 | $ | 12,019 | $ | 10,598 | |||||||||||||||
| Cost of sales: | |||||||||||||||||||||||
| Production and delivery | 3,003 | 3,067 | 6,153 | 5,853 | |||||||||||||||||||
| Depreciation, depletion and amortization | 507 | 483 | 996 | 902 | |||||||||||||||||||
| Metals inventory adjustments | 18 | — | 18 | 1 | |||||||||||||||||||
| Total cost of sales | 3,528 | 3,550 | 7,167 | 6,756 | |||||||||||||||||||
| Selling, general and administrative expenses | 100 | 87 | 215 | 187 | |||||||||||||||||||
| Mining exploration and research expenses | 25 | 14 | 49 | 21 | |||||||||||||||||||
| Environmental obligations and shutdown costs | 29 | 33 | 45 | 38 | |||||||||||||||||||
| Net gain on sales of assets | (2) | (3) | (2) | (3) | |||||||||||||||||||
| Total costs and expenses | 3,680 | 3,681 | 7,474 | 6,999 | |||||||||||||||||||
| Operating income | 1,736 | 2,067 | 4,545 | 3,599 | |||||||||||||||||||
| Interest expense, net | (156) | (148) | (283) | (293) | |||||||||||||||||||
| Net gain on early extinguishment of debt | 8 | — | 8 | — | |||||||||||||||||||
| Other income, net | 11 | 9 | 42 | 20 | |||||||||||||||||||
| Income before income taxes and equity in affiliated companies’ net earnings | 1,599 | 1,928 | 4,312 | 3,326 | |||||||||||||||||||
| Provision for income taxes | (571) | (603) | (1,395) | (1,046) | |||||||||||||||||||
| Equity in affiliated companies’ net earnings | 10 | 6 | 25 | 4 | |||||||||||||||||||
| Net income | 1,038 | 1,331 | 2,942 | 2,284 | |||||||||||||||||||
| Net income attributable to noncontrolling interests | (198) | (248) | (575) | (483) | |||||||||||||||||||
| Net income attributable to common stockholders | $ | 840 | $ | 1,083 | $ | 2,367 | $ | 1,801 | |||||||||||||||
| Net income per share attributable to common stockholders: | |||||||||||||||||||||||
| Basic | $ | 0.58 | $ | 0.74 | $ | 1.63 | $ | 1.23 | |||||||||||||||
| Diluted | $ | 0.57 | $ | 0.73 | $ | 1.61 | $ | 1.21 | |||||||||||||||
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
In Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A), “we,” “us” and “our” refer to Freeport-McMoRan Inc. (FCX) and its consolidated subsidiaries. You should read this discussion in conjunction with our consolidated financial statements, the related MD&A and the discussion of our Business and Properties in our annual report on Form 10-K for the year ended December 31, 2021 (2021 Form 10-K), filed with the United States (U.S.) Securities and Exchange Commission (SEC). The results of operations reported and summarized below are not necessarily indicative of future operating results (refer to “Cautionary Statement” for further discussion). References to “Notes” are Notes included in our Notes to Consolidated Financial Statements (Unaudited). Throughout MD&A, all references to income or losses per share are on a diluted basis.
OVERVIEW
We are a leading international mining company with headquarters in Phoenix, Arizona. We operate large, long-lived, geographically diverse assets with significant proven and probable mineral reserves of copper, gold and molybdenum. We are one of the world’s largest publicly traded copper producers. Our portfolio of assets includes the Grasberg minerals district in Indonesia, one of the world’s largest copper and gold deposits; and significant mining operations in North America and South America, including the large-scale Morenci minerals district in Arizona and the Cerro Verde operation in Peru.
Our results for the first six months of 2022 reflect solid operating results, with strong margins and cash flow generation, despite the decline in copper prices that began in second-quarter 2022. We believe the actions we have taken in recent years to build a strong balance sheet, successfully expand low-cost operations, and maintain flexible growth options while maintaining sufficient liquidity will allow us to continue to execute our business plans in a prudent manner, despite current economic uncertainty, while preserving substantial future asset values. While we recognize the near-term volatility in our markets, we are optimistic about our portfolio of assets, our strong management and operating teams, and the long-term prospects for the copper markets we serve.
The London Metal Exchange (LME) copper settlement price averaged $4.43 per pound for the first six months of 2022 and reached a record high of $4.87 per pound in March 2022, supported by copper's increasingly important role in decarbonization technologies and limited mine supply. Beginning in second-quarter 2022, a series of macro-economic factors (concerns about the global economy, higher U.S. interest rates and currency exchange rates among other factors) led to a precipitous decline in copper prices. The LME copper settlement price declined from $4.69 per pound at March 31, 2022, to $3.74 per pound at June 30, 2022, and was $$3.54 per pound on July 29, 2022. Physical market fundamentals remain tight as evidenced by low levels of global exchange stocks. Our global customer base reports healthy demand for copper. We believe the outlook for copper fundamentals in the medium- and long-term remain favorable, with studies indicating that demand for copper may double in 15 years based on the global movement towards decarbonization. We also believe substantial new mine supply development will be required to meet the goals of the global energy transition, and current prices for copper are insufficient to support new mine supply development, which is expected to add to future supply deficits.
Our management team and global organization have substantial experience and success in executing under volatile market conditions. We believe we benefit from a diversified operations portfolio with an attractive cost structure, long-lived reserves, optionality in our project pipeline and a strong balance sheet and liquidity position.
We are closely monitoring market conditions and will adjust our operating plans to protect our liquidity and preserve our asset values, as necessary. We expect to maintain a strong balance sheet and liquidity position as we focus on building long-term value in our business, executing our operating plans safely, responsibly and efficiently, and prudently managing costs and capital expenditures.
Net income attributable to common stock totaled $0.8 billion in second-quarter 2022, compared with $1.1 billion in second-quarter 2021, primarily reflecting lower copper prices and unfavorable adjustments to provisionally priced copper sales, partly offset by higher copper and gold sales volumes. Net income attributable to common stock totaled $2.4 billion for the first six months of 2022, compared with $1.8 billion for the first six months of 2021, primarily reflecting higher copper and gold sales volumes, partly offset by a higher provision for income taxes and lower copper prices. The results for the 2022 periods, compared with the 2021 periods, also reflect increased energy and other input costs. Refer to “Consolidated Results” for further discussion.
At June 30, 2022, we had consolidated debt of $11.1 billion and consolidated cash and cash equivalents of $9.5 billion, resulting in net debt of $1.6 billion ($1.0 billion excluding net debt for the Indonesia smelter projects). Refer to “Net Debt” for reconciliations of consolidated debt and consolidated cash and cash equivalents to net debt.
At June 30, 2022, we had $3.5 billion of availability under our revolving credit facility, and PT-FI and Cerro Verde have $1.3 billion and $350 million, respectively, of availability under their revolving credit facilities.
Refer to Note 5 and “Capital Resources and Liquidity” for further discussion.
OUTLOOK
Despite uncertain market conditions in the near-term, we continue to believe the medium- and long-term outlook for our business is positive, supported by limitations on supplies of copper and the expected requirements for copper in the world’s economy. Our financial results vary as a result of fluctuations in market prices primarily for copper, gold and, to a lesser extent, molybdenum, as well as other factors. World market prices for these commodities have fluctuated historically and are affected by numerous factors beyond our control. Copper prices, in particular, experienced a significant drop beginning in second-quarter 2022. Refer to “Markets” below and “Risk Factors” in Part I, Item 1A. of our 2021 Form 10-K for further discussion. Because we cannot control the prices of our products, the key measures that management focuses on in operating our business are sales volumes, unit net cash costs, operating cash flows and capital expenditures.
Consolidated Sales Volumes
Following are our projected consolidated sales volumes for the year 2022:
| Copper (millions of recoverable pounds): | |||||||||||||||||
| North America copper mines | 1,505 | ||||||||||||||||
| South America mining | 1,160 | ||||||||||||||||
| Indonesia mining | 1,549 | ||||||||||||||||
| Total | 4,214 | ||||||||||||||||
| Gold (millions of recoverable ounces) | 1.7 | ||||||||||||||||
| Molybdenum (millions of recoverable pounds) | 80 | a | |||||||||||||||
a.Projected molybdenum sales include 30 million pounds produced by our Molybdenum mines and 50 million pounds produced by our North America and South America copper mines.
Consolidated sales volumes in third-quarter 2022 are ex
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Item 3. Quantitative and Qualitative Disclosures About Market Risk.
There have been no material changes in our market risks during the six-month period ended June 30, 2022.
For additional information on market risks, refer to “Disclosures About Market Risks” included in Part II, Items 7. and 7A. of our 2021 Form 10-K. For projected sensitivities of our operating cash flow to changes in commodity prices, refer to “Outlook” in Part I, Item 2. of this quarterly report on Form 10-Q; for projected sensitivities of our provisionally priced copper sales to changes in commodity prices refer to “Consolidated Results – Revenues” in Part I, Item 2. of this quarterly report on Form 10-Q.
Item 4. Controls and Procedures.
(a)Evaluation of disclosure controls and procedures. Our chief executive officer and chief financial officer, with the participation of management, have evaluated the effectiveness of our “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this quarterly report on Form 10-Q. Based on their evaluation, they have concluded that our disclosure controls and procedures were effective as of June 30, 2022.
(b)Changes in internal control over financial reporting. There has been no change in our internal control over financial reporting that occurred during the quarter ended June 30, 2022, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Part II.OTHER INFORMATION
Item 1.Legal Proceedings.
We are involved in numerous legal proceedings that arise in the ordinary course of our business or are associated with environmental issues. We are also involved periodically in reviews, inquiries, investigations and other proceedings initiated by or involving government agencies, some of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief.
Management does not believe, based on currently available information, that the outcome of any legal proceeding reported in Part I, Item 3. “Legal Proceedings” and Note 12 of our 2021 Form 10-K, and Note 8 herein, will have a material adverse effect on our financial condition; although individual or cumulative outcomes could be material to our operating results for a particular period, depending on the nature and magnitude of the outcome and the operating results for the period.
There have been no material changes to legal proceedings previously disclosed in Part I, Item 3. “Legal Proceedings” and Note 12 of our 2021 Form 10-K. Refer to Note 8 for an update to our asbestos and talc claims.
Item 1A. Risk Factors.
There have been no material changes to our risk factors previously disclosed in Part I, Item 1A. “Risk Factors” of our 2021 Form 10-K.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.
There were no unregistered sales of equity securities during the three months ended June 30, 2022.
The following table sets forth information with respect to shares of FCX common stock purchased by us during the three months ended June 30, 2022, and the approximate dollar value of shares that may yet be purchased pursuant to our share repurchase program:
| Period | (a) Total Number of Shares Purchased | (b) Average Price Paid Per Share | (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programsa | (d) Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programsa | ||||||||||||||||||||||
| April 1-30, 2022 | 2,668,891 | $ | 46.85 | 2,668,891 | $ | 1,846,078,689 | ||||||||||||||||||||
| May 1-31, 2022 | 5,581,338 | $ | 37.64 | 5,581,338 | $ | 1,636,023,901 | ||||||||||||||||||||
| June 1-30, 2022 | 8,863,479 | $ | 34.91 | 8,863,479 | $ | 1,326,563,372 | ||||||||||||||||||||
| Total | 17,113,708 | $ | 37.66 | 17,113,708 |
a.On November 1, 2021, our Board approved a share repurchase program authorizing repurchases of up to $3.0 billion of our common stock. On July 19, 2022, our Board authorized an increase in the share repurchase program from up to $3.0 billion to up to $5.0 billion. The share repurchase program does not obligate us to acquire any specific amount of shares and does not have an expiration date.
Item 4.Mine Safety Disclosures.
The safety and health of all employees is our highest priority. Management believes that safety and health considerations are integral to, and compatible with, all other functions in the organization and that proper safety and health management will enhance production and reduce costs. Our approach towards the safety and health of our workforce is to continuously improve performance through implementing robust management systems and providing adequate training, safety incentive and occupational health programs. The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95.1 to this quarterly report on Form 10-Q.
Item 6. Exhibits.
| Filed | |||||||||||||||||
| Exhibit | with this | Incorporated by Reference | |||||||||||||||
| Number | Exhibit Title | Form 10-Q | Form | File No. | Date Filed | ||||||||||||
| 2.1* | PT-FI Divestment Agreement dated as of September 27, 2018 among FCX, International Support LLC, PT Freeport Indonesia, PT Indocopper Investama and PT Indonesia Asahan Aluminium (Persero). | 10-Q | 001-11307-01 | 11/9/2018 | |||||||||||||
| 2.2 | Supplemental and Amendment Agreement to the PT-FI Divestment Agreement, dated December 21, 2018, among FCX, PT Freeport Indonesia, PT Indonesia Papua Metal Dan Mineral (f/k/a PT Indocopper Investama), PT Indonesia Asahan Aluminium (Persero) and International Support LLC. | 10-K | 001-11307-01 | 2/15/2019 | |||||||||||||
| 3.1 | Amended and Restated Certificate of Incorporation of FCX, effective as of June 8, 2016. | 8-K | 001-11307-01 | 6/9/2016 | |||||||||||||
| 3.2 | Amended and Restated By-Laws of FCX, effective as of June 3, 2020. | 8-K | 001-11307-01 | 6/3/2020 | |||||||||||||
| 15.1 | Letter from Ernst & Young LLP regarding unaudited interim financial statements. | X | |||||||||||||||
| 22.1 | List of Subsidiary Guarantors and Subsidiary Issuers of Guaranteed Securities. | 10-K | 001-11307-01 | 2/15/2022 | |||||||||||||
| 31.1 | Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d – 14(a). | X | |||||||||||||||
| 31.2 | Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d – 14(a). | X | |||||||||||||||
| 32.1 | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350. | X | |||||||||||||||
| 32.2 | Certification of Principal Financial Officer pursuant to 18 U.S.C Section 1350. | X | |||||||||||||||
| 95.1 | Mine Safety and Health Administration Safety Data. | X | |||||||||||||||
| 101.INS | XBRL Instance Document- the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | |||||||||||||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema. | X | |||||||||||||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase. | X | |||||||||||||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase. | X | |||||||||||||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase. | X | |||||||||||||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase. | X | |||||||||||||||
| 104 | The cover page from this Quarterly Report on Form 10-Q, formatted in Inline XBRL. | X |
- The registrant agrees to furnish supplementally to the Securities and Exchange Commission (SEC) a copy of any omitted schedule or exhibit upon the request of the SEC in accordance with Item 601(a)(5) of Regulation S-K.
SIGNATURE
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.
| Freeport-McMoRan Inc. | ||||||||
| By: | /s/ Ellie L. Mikes | |||||||
| Ellie L. Mikes | ||||||||
| Vice President and Chief Accounting Officer | ||||||||
| (authorized signatory | ||||||||
| and Principal Accounting Officer) |
Date: August 5, 2022
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