Corning 10-Q 2022-03-31

Filed 2022-04-29. 1 sections, 139K characters. Original on sec.gov · Markdown · JSON

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

☐	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: 1-3247

CORNING INCORPORATED

(Exact name of registrant as specified in its charter)

	New York		16-0393470
	(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

	One Riverfront Plaza, Corning, New York		14831
	(Address of principal executive offices)		(Zip Code)

607-974-9000

(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		GLW		New York Stock Exchange (NYSE)

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, 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 pursuant to Section 13(a) of the Exchange Act.

	Yes	☐		No	☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

	Yes	☐		No	☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

	Class		Outstanding as of April 22, 2022
	Corning’s Common Stock, $0.50 par value per share		844,612,498 shares

INDEX

PART I – FINANCIAL INFORMATION
	Page
Item 1. Financial Statements

Consolidated Statements of Income (Unaudited) for the three months ended March 31, 2022 and 2021	3

Consolidated Statements of Comprehensive Income (Unaudited) for the three months ended March 31, 2022 and 2021	4

Consolidated Balance Sheets at March 31, 2022 (Unaudited) and December 31, 2021	5

Consolidated Statements of Cash Flows (Unaudited) for the three months ended March 31, 2022 and 2021	6

Consolidated Statements of Changes to Shareholders’ Equity (Unaudited) for the three months ended March 31, 2022 and 2021	7

Notes to Consolidated Financial Statements (Unaudited)	8

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	23

Item 3. Quantitative and Qualitative Disclosures About Market Risk	40

Item 4. Controls and Procedures	40

PART II – OTHER INFORMATION

Item 1. Legal Proceedings	41

Item 1A. Risk Factors	41

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	42

Item 6. Exhibits	43

Signatures	44

CORNING INCORPORATED AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited; in millions, except per share amounts)

	Three months ended
	March 31,
	2022			2021
Net sales	$	3,680		$	3,290
Cost of sales		2,397			2,134

Gross margin		1,283			1,156

Operating expenses:
Selling, general and administrative expenses		434			400
Research, development and engineering expenses		248			222
Amortization of purchased intangibles		31			32

Operating income		570			502

Interest income		3			3
Interest expense		(71	)		(77	)
Translated earnings contract gain, net (Note 10)		129			272
Other income, net		130			125

Income before income taxes		761			825
Provision for income taxes (Note 3)		(180	)		(226	)

Net income attributable to Corning Incorporated	$	581		$	599

Earnings per common share available to common shareholders:
Basic (Note 4)	$	0.69		$	0.75
Diluted (Note 4)	$	0.68		$	0.67

The accompanying notes are an integral part of these consolidated financial statements.

‎

CORNING INCORPORATED AND SUBSIDIARY COMPANIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited; in millions)

	Three months ended
	March 31,
	2022			2021
Net income attributable to Corning Incorporated	$	581		$	599

Foreign currency translation adjustments and other		(200	)		(363	)
Unamortized losses and prior service costs for postretirement benefit plans		(1	)
Net unrealized gains on designated hedges		14			11
Other comprehensive loss, net of tax		(187	)		(352	)

Comprehensive income attributable to Corning Incorporated	$	394		$	247

The accompanying notes are an integral part of these consolidated financial statements.

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