EX-99 2 cnhi-interimreportq32019.htm EXHIBIT 99 Exhibit

Exhibit 99.1

a02reportonoperationsa01.jpg
 
 
 





Interim Report
for the period ended September 30, 2019


Third Quarter 2019









CONTENTS
BOARD OF DIRECTORS AND AUDITOR
INTERIM REPORT ON OPERATIONS
GENERAL
RESULTS OF OPERATIONS
CONDENSED STATEMENT OF FINANCIAL POSITION BY ACTIVITY
LIQUIDITY AND CAPITAL RESOURCES
2019 U.S. GAAP OUTLOOK
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AT SEPTEMBER 30, 2019
Condensed Consolidated Income Statement
Condensed Consolidated Statement of Comprehensive Income
Condensed Consolidated Statement of Financial Position
Condensed Consolidated Statement of Cash Flows
Condensed Consolidated Statement of Changes in Equity
Notes
 
 



















Also available at www.cnhindustrial.com

CNH Industrial N.V.
Corporate Seat: Amsterdam, the Netherlands
Principal Office: 25 St. James’s Street, London, SW1A 1HA, United Kingdom
Share Capital: €17,608,744.72 (as of September 30, 2019)
Amsterdam Chamber of Commerce: reg. no. 56532474


Contents 1



BOARD OF DIRECTORS AND
AUDITOR
BOARD OF DIRECTORS
Chairperson
Suzanne Heywood
Chief Executive Officer
Hubertus Mühlhäuser
Directors(a)
Léo W. Houle(2)(3)(*)
John Lanaway(1)(**)
Alessandro Nasi(2)(3)(b) 
Silke C. Scheiber(1)(**)
Lorenzo Simonelli(1)(**)(b)  
Jacqueline A. Tammenoms Bakker(2)(3)(**)(c) 
Jacques Theurillat(1)(**)
INDEPENDENT AUDITOR
Ernst & Young Accountants LLP

(1)    Member of the Audit Committee
(2)    Member of the Governance and Sustainability Committee
(3)    Member of the Compensation Committee
(*)
Independent Director and Senior Non-Executive Director
(**)
Independent Director
(a)     Ms. Mina Gerowin, Mr. Peter Kalantzis and Mr. Guido Tabellini members of the Board until April 12, 2019.
Mr. Alessandro Nasi and Mr. Lorenzo Simonelli members of the Board since April 12, 2019.
(b)     Member of the relevant Committee/s since April 12, 2019.
(c)     Member of the Compensation Committee since April 12, 2019.

Disclaimer
All statements other than statements of historical fact contained in this filing, including statements regarding our competitive strengths; business strategy; future financial position or operating results; budgets; projections with respect to revenue, income, earnings (or loss) per share, capital expenditures, dividends, capital structure or other financial items; costs; and plans and objectives of management regarding operations and products, are forward-looking statements. These statements may include terminology such as “may”, “will”, “expect”, “could”, “should”, “intend”, “estimate”, “anticipate”, “believe”, “outlook”, “continue”, “remain”, “on track”, “design”, “target”, “objective”, “goal”, “forecast”, “projection”, “prospects”, “plan”, or similar terminology. Forward-looking statements are not guarantees of future performance. Rather, they are based on current views and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside our control and are difficult to predict. If any of these risks and uncertainties materialize or other assumptions underlying any of the forward-looking statements prove to be incorrect, the actual results or developments may differ materially from any future results or developments expressed or implied by the forward-looking statements.
Factors, risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements include, among others: the many interrelated factors that affect consumer confidence and worldwide demand for capital goods and capital goods-related products; general economic conditions in each of our markets; changes in government policies regarding banking, monetary and fiscal policy; legislation, particularly relating to capital goods-related issues such as agriculture, the environment, debt relief and subsidy program policies, trade and commerce and infrastructure development; government policies on international trade and investment, including sanctions, import quotas, capital controls and tariffs; actions of competitors in the various industries in which we compete; development and use of new technologies and technological difficulties; the interpretation of, or adoption of new, compliance requirements with respect to engine emissions, safety or other aspects of our products; production difficulties, including capacity and supply constraints and excess inventory levels; labor relations; interest rates and currency exchange rates; inflation and deflation; energy prices; prices for agricultural commodities; housing starts and other construction activity; our ability to obtain financing or to refinance existing debt; a decline in the price of used vehicles; the resolution of pending litigation and investigations on a wide range of topics, including dealer and supplier litigation, follow-on private litigation in various jurisdictions after the settlement of the EU antitrust investigation announced on July 19, 2016, intellectual property rights disputes, product warranty and defective product claims, and emissions and/or fuel economy regulatory and contractual issues; the Company’s pension plans and other post-employment obligations; political and civil unrest; volatility and deterioration of capital and financial markets, including possible effects of “Brexit”, terror attacks in Europe and elsewhere; our ability to achieve the targets set out in the Strategic Business Plan announced on September 3, 2019 at our Capital Markets Day event; our ability to successfully implement the planned spin-off of the Company's On-Highway business; and other similar risks and uncertainties and our success in managing the risks involved in the foregoing. Further information concerning factors, risks, and uncertainties that could materially affect CNH Industrial’s financial results is included in CNH Industrial N.V.’s EU Annual Report at December 31, 2018, prepared in accordance with EU-IFRS and in its annual report on Form 20-F for the year ended December 31, 2018, prepared in accordance with U.S. GAAP. Investors should refer to and consider the incorporated information on risks, factors, and uncertainties in addition to the information presented here.
Forward-looking statements are based upon assumptions relating to the factors described in this filing, which are sometimes based upon estimates and data received from third parties. Such estimates and data are often revised. Our actual results could differ materially from those anticipated in such forward-looking statements. Forward-looking statements speak only as of the date on which such statements are made, and we undertake no obligation to update or revise publicly our forward-looking statements.
Further information concerning CNH Industrial and its businesses, including factors that potentially could materially affect CNH Industrial’s financial results, is included in CNH Industrial’s reports and filings with the U.S. Securities and Exchange Commission (“SEC”), the Autoriteit Financiële Markten (“AFM”) and Commissione Nazionale per le Società e la Borsa (“CONSOB”).
All future written and oral forward-looking statements by CNH Industrial or persons acting on the behalf of CNH Industrial are expressly qualified in their entirety by the cautionary statements contained herein or referred to above.


Board of Directors and Auditor 2



INTERIM REPORT ON OPERATIONS
(Unaudited)
GENERAL
CNH Industrial N.V. (the “Company” and collectively with its subsidiaries, “CNH Industrial” or the “CNH Industrial Group” or the “Group”) is incorporated in, and under the laws of, the Netherlands and has its corporate seat in Amsterdam, the Netherlands, and its principal office in London, England, United Kingdom. The Company was formed by the business combination transaction, completed on September 29, 2013, between Fiat Industrial S.p.A. (“Fiat Industrial”) and its majority owned subsidiary CNH Global N.V. (“CNH Global”). Unless otherwise indicated or the context otherwise requires, the terms “we”, “us” and “our” refer to CNH Industrial N.V. together with its subsidiaries.
CNH Industrial reports quarterly and annual consolidated financial results in accordance with accounting standards generally accepted in the United States (“U.S. GAAP”) for U.S. Securities and Exchange Commission (“SEC”) reporting purposes, and in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and adopted by the European Union (“EU-IFRS”) for European listing proposes and for Dutch law requirements. The reconciliation from EU-IFRS figures to U.S. GAAP is presented, on a voluntary basis, in the Notes to the Interim Condensed Consolidated Financial Statements.
Financial information included in this Interim Report has been prepared in accordance with EU-IFRS. This Interim Report is prepared using the U.S. dollar as the presentation currency, and with segment reporting based on the following five operating segments:
Agriculture designs, manufactures and distributes a full line of farm machinery and implements, including two-wheel and four-wheel drive tractors, crawler tractors (Quadtrac®), combines, cotton pickers, grape and sugar cane harvesters, hay and forage equipment, planting and seeding equipment, soil preparation and cultivation implements and material handling equipment. Agricultural equipment is sold under the New Holland Agriculture and Case IH brands, as well as the STEYR, Kongskilde, Överum, and JF brands in Europe and the Miller brand, primarily in North America and Australia.
Construction designs, manufactures and distributes a full line of construction equipment including excavators, crawler dozers, graders, wheel loaders, backhoe loaders, skid steer loaders, compact track loaders, and telehandlers. Construction equipment is sold under the CASE Construction Equipment and New Holland Construction brands.
Commercial and Specialty Vehicles designs, manufactures and distributes a full range of light, medium, and heavy vehicles for the transportation and distribution of goods under the IVECO brand, commuter buses and touring coaches under the IVECO BUS (previously Iveco Irisbus) and Heuliez Bus brands, quarry and mining equipment under the IVECO ASTRA brand, firefighting vehicles under the Magirus brand, and vehicles for civil defense and peace-keeping missions under the Iveco Defence Vehicles brand.
Powertrain designs, manufactures and distributes a range of engines, transmission systems and axles for on- and off-road applications, as well as for marine and power generation under the FPT Industrial brand.
Financial Services offers a range of financial services to dealers and customers. Financial Services provides and administers retail financing to customers for the purchase or lease of new and used industrial equipment or vehicles and other equipment sold by CNH Industrial dealers. In addition, Financial Services provides wholesale financing to CNH Industrial dealers. Wholesale financing consists primarily of floor plan financing and allows the dealers to purchase and maintain a representative inventory of products. Financial Services also provides trade receivables factoring services to CNH Industrial companies.
Certain financial information in this report has been presented by geographic area. Starting from the first quarter of 2019, the composition of CNH Industrial's regions has been revised as follows: (1) North America; (2) Europe; (3) South America and (4) Rest of World. The geographic designations have the following meanings:
North America (formerly NAFTA): United States, Canada and Mexico;
Europe: member countries of the European Union, European Free Trade Association, Ukraine, and Balkans, formerly included in EMEA;
South America (formerly LATAM): Central and South America, and the Caribbean Islands; and
Rest of World: Continental Asia (including Turkey and Russia), Oceania and member countries of the Commonwealth of Independent States (excluding Ukraine), formerly included in APAC, and African continent and Middle East, formerly included in EMEA.
This Interim Report is unaudited.

Interim Report on Operations 3



Alternative performance measures (or “Non-GAAP financial measures”)
We monitor our operations through the use of several non-GAAP financial measures. We believe that these non-GAAP financial measures provide useful and relevant information regarding our operating results and enhance the readers' ability to assess CNH Industrial’s financial performance and financial position. Management uses these non-GAAP financial measures to identify operational trends, as well as make decisions regarding future spending, resource allocations and other operational decisions as they provide additional transparency with respect to our core operations. These non-GAAP financial measures have no standardized meaning under EU-IFRS and are unlikely to be comparable to other similarly titled measures used by other companies and are not intended to be substitutes for measures of financial performance and financial position as prepared in accordance with EU-IFRS.
Our non-GAAP financial measures are defined as follows:
Adjusted EBIT under EU-IFRS: is defined as profit/(loss) before taxes, financial income/(expense) of Industrial Activities, restructuring costs, and certain non-recurring items. In particular, non-recurring items are specifically disclosed items that management considers to be rare or discrete events that are infrequent in nature and not reflective of on-going operational activities.
Adjusted EBITDA under EU-IFRS: is defined as Adjusted EBIT plus depreciation and amortization (including on assets sold under operating leases and assets sold under buy-back commitments).
Adjusted EBIT under U.S. GAAP: is derived from financial information prepared in accordance with U.S. GAAP and is defined as net income (loss) before income taxes, interest expenses of Industrial Activities, net, restructuring expenses, the finance and non-service component of pension and other post-employment benefit costs, foreign exchange gains/(losses), and certain non-recurring items.
Adjusted EBITDA under U.S. GAAP: is derived from financial information prepared in accordance with U.S. GAAP and is defined as Adjusted EBIT plus depreciation and amortization (including on assets sold under operating leases and assets sold under buy-back commitments).
Adjusted Net Income (Loss) under U.S. GAAP: is derived from financial information prepared in accordance with U.S. GAAP and is defined as net income (loss), less restructuring charges and non-recurring items, after tax.
Adjusted Diluted EPS under U.S. GAAP: is derived from financial information prepared in accordance with U.S. GAAP and is computed by dividing Adjusted Net Income (loss) attributable to CNH Industrial N.V. by a weighted-average number of common shares outstanding during the period that takes into consideration potential common shares outstanding deriving from the CNH Industrial share-based payment awards, when inclusion is not anti-dilutive. When we provide guidance for adjusted diluted EPS, we do not provide guidance on a earnings per share basis because the GAAP measure will include potentially significant items that have not yet occurred and are difficult to predict with reasonable certainty prior to year-end.
Net Debt and Net Debt of Industrial Activities under EU-IFRS: Net Debt is defined as total debt plus other financial liabilities, net of cash and cash equivalents, current securities and other financial assets. We provide the reconciliation of Net Debt to Total Debt, which is the most directly comparable GAAP financial measure included in our consolidated statement of financial position. Due to different sources of cash flows used for the repayment of the debt between Industrial Activities and Financial Services (by cash from operations for Industrial Activities and by collection of financing receivables for Financial Services), management separately evaluates the cash flow performance of Industrial Activities using Net Debt of Industrial Activities.
Net Debt and Net Debt of Industrial Activities under U.S. GAAP: are derived from financial information prepared in accordance with U.S. GAAP. Net Debt under U.S. GAAP is defined as total debt less intersegment notes receivable, cash and cash equivalents, restricted cash and derivative hedging debt.
Free Cash Flow of Industrial Activities under EU-IFRS: refers to Industrial Activities, only, and is computed as consolidated cash flow from operating activities less: cash flow from operating activities of Financial Services; investments of Industrial Activities in property, plant and equipment and intangible assets; as well as other changes and intersegment eliminations.
Available Liquidity: is defined as cash and cash equivalents plus restricted cash and undrawn committed facilities.
Change excl. FX or Constant Currency: we discuss the fluctuations in revenues on a constant currency basis by applying the prior year average exchange rates to current year’s revenues expressed in local currency in order to eliminate the impact of foreign exchange rate fluctuations.


Interim Report on Operations 4



RESULTS OF OPERATIONS
Adoption of new accounting standards
Effective January 1, 2019, CNH Industrial has adopted IFRS 16 - Leases, replacing IAS 17 - Leases. IFRS 16 eliminates the classification of leases for the lessee as either operating leases or finance leases as required by IAS 17 and instead introduces a single lessee accounting model and requires a lessee to recognize assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value. CNH Industrial has applied the new lease standard using the modified retrospective approach, without recasting prior periods. On January 1, 2019 (date of first time adoption), CNH Industrial recognizes approximately $480 million right-of-use assets and lease liabilities in its consolidated statement of financial position, without transition effect to equity. The impact of the adoption of IFRS 16 on the condensed consolidated income statement for the three and nine months ended September 30, 2019 and on the condensed consolidated statement of cash flows for the nine months ended September 30, 2019 is immaterial. For additional information relating to the unaudited impact of adoption of the new standard, refer to paragraph “New standards and amendments effective from January 1, 2019” in the Notes to the Interim Condensed Consolidated Financial Statements at September 30, 2019, and to paragraphs “Impact of adoption of IFRS 16 on Adjusted EBIT and Adjusted EBITDA” and "Liquidity and Capital Resources - Consolidated Debt" in the Interim Report on Operations.
Introduction
The operations, and key financial measures and financial analysis, differ significantly for manufacturing and distribution businesses and financial services businesses; therefore, for a better understanding of our operations and financial results, we present the following table providing the consolidated income statements and a breakdown of CNH Industrial results between Industrial Activities and Financial Services. Industrial Activities represent the activities carried out by the four industrial segments Agriculture, Construction, Commercial and Specialty Vehicles, and Powertrain, as well as Corporate functions. The parent company, CNH Industrial N.V., is included under Industrial Activities as well as subsidiaries that provide centralized treasury services (i.e., raising funding in the market and financing Group subsidiaries). The activities of the treasury subsidiaries do not include the offer of financing to third parties.
Planned Spin-off of On-Highway Business
On September 3, 2019, the Company announced its intention to separate its "On-Highway" (commercial vehicles and powertrain) and "Off-Highway" (agriculture, construction and specialty vehicles) businesses. The separation is expected to be effected through the spin-off of CNH Industrial N.V.’s equity interest in "On-Highway" to CNH Industrial N.V. shareholders. The proposed spin-off is expected to be completed in early 2021, subject to approval at an Extraordinary General Meeting of shareholders.



Interim Report on Operations 5



Three Months Ended September 30, 2019 Compared to Three Months Ended September 30, 2018
Consolidated Results of Operations(*) 
 
Three Months Ended September 30, 2019
 
Three Months Ended September 30, 2018
 
($ million)
Consolidated

Industrial Activities

Financial Services

Consolidated

Industrial Activities

Financial Services

Net revenues
6,296

5,851

477

6,704

6,276

471

Cost of sales(1)
5,267

4,976

322

5,418

5,146

315

Selling, general and administrative costs
519

481

38

527

488

39

Research and development costs
269

269


278

278


Result from investments
(2
)
(8
)
6

11

2

9

Gains/(losses) on disposal of investments



(1
)
(1
)

Restructuring costs
46

45

1

7

7


Other income/(expenses)(2)
46

45


(29
)
(28
)
(1
)
Financial income/(expenses)
(97
)
(97
)

(199
)
(199
)

PROFIT/(LOSS) BEFORE TAXES
142

20

122

256

131

125

Income tax (expense)
(53
)
(20
)
(33
)
(108
)
(78
)
(30
)
PROFIT/(LOSS) FOR THE PERIOD
89


89

148

53

95

Result from intersegment investments(**)

89



95


PROFIT/(LOSS) FOR THE PERIOD
89

89

89

148

148

95

Notes:
(*) Transactions between Industrial Activities and Financial Services have been eliminated to arrive to the consolidated data.
(**) Investments held by subsidiaries belonging to one segment in subsidiaries included in the other segment are accounted for under the equity method and are classified in this item.
(1)
In the third quarter of 2019, this item also includes other asset optimization charges of $135 million due to actions included in the "Transform 2 Win" Strategic Business Plan announced at the Company's Capital Markets Day on September 3, 2019.
(2)
In the third quarter of 2019, this item also includes the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S.
Net revenues
We recorded net revenues of $6,296 million for the third quarter of 2019, down 6.1% compared to the third quarter of 2018 (down 5.5% on a constant currency basis). Net revenues of Industrial Activities were $5,851 million in the third quarter of 2019, down 6.8% compared to the third quarter of 2018 (down 6.1% on a constant currency basis), as lower sales volume and negative currency translation offset positive price realization.
Cost of sales
Cost of sales were $5,267 million for the third quarter of 2019 compared with $5,418 million for the third quarter of 2018. As a percentage of net revenues of Industrial Activities, cost of sales was 85.0% in the third quarter of 2019 (82.0% for the third quarter of 2018). In the third quarter of 2019, cost of sales includes $135 million of asset optimization charges included in the Company's previously announced "Transform 2 Win" Strategy.
Selling, general and administrative costs
Selling, general and administrative costs were $519 million during the third quarter of 2019 (8.2% of net revenues), down $8 million compared to the third quarter of 2018 (7.9% of net revenues).
Research and development costs
For the third quarter of 2019, research and development (“R&D”) costs were $269 million ($278 million for the third quarter of 2018) and included all R&D costs not recognized as assets amounting to $147 million ($161 million in the third quarter of 2018), $16 million of impairment losses (zero in the third quarter of 2018) and the amortization of capitalized development costs of $106 million ($117 million in the third quarter of 2018). During the period, CNH Industrial capitalized new development costs for $95 million ($100 million in the third quarter of 2018). The costs in both periods were primarily attributable to spending on engine development costs associated with emission requirements and continued investment in new products.
Result from investments
Result from investments was a net loss of $2 million and a net gain of $11 million for the third quarter of 2019 and 2018, respectively.

Interim Report on Operations 6



Restructuring costs
Restructuring costs for the third quarter of 2019 were $46 million compared to $7 million for the third quarter of 2018. The costs in the third quarter of 2019 were primarily attributable to actions taken by CNH Industrial in the context of the "Transform 2 Win" Strategy announced on September 3, 2019 at the Company's Capital Markets Day (“CMD”). Restructuring costs recognized in the quarter refer to the asset write-offs related to the recently announced closure of two plants and other activities related to the previously announced launch of a new organization structure focused on operating segments.
Other income/(expenses)
Other income was $46 million for the third quarter of 2019 compared to other expenses of $29 million in the third quarter of 2018. In the third quarter of 2019, this item also includes a pre-tax gain of $47 million related to a healthcare plan amendment in the U.S.
Financial income/(expenses)
Net financial expenses were $97 million for the third quarter of 2019 compared to $199 million for the third quarter of 2018. The decrease was primarily attributable to lower negative foreign exchange impact, the refinancing and early retirement of certain high-yield debt, as well as lower average indebtedness.
Income tax (expense)
 
 
 
Three Months Ended September 30,
 
($ million)
2019

2018

Profit before taxes
142

256

Income tax (expense)
(53
)
(108
)
Effective tax rate
37.3
%
42.2
%
Income tax expense for the third quarter of 2019 was $53 million compared to $108 million for the third quarter of 2018. The effective tax rates for the third quarter of 2019 and 2018 were 37.3% and 42.2%, respectively. Excluding the impacts of restructuring and adjustments to valuation allowances on certain deferred tax assets in both periods, the other asset optimization charges taken due to actions included in the "Transform 2 Win" Strategy and the gain related to a healthcare plan amendment in the U.S. in 2019, as well as the 2018 refinement to the 2017 impact of U.S. Tax Reform, the effective tax rates were 28% and 42% in the third quarter of 2019 and 2018, respectively.
Profit/(loss) for the period
Net profit was $89 million in the third quarter of 2019 compared to $148 million in the third quarter of 2018. In the third quarter of 2019, net profit included a charge of $135 million related to the asset optimization portion of the "Transform 2 Win" Strategy, the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S. and $46 million of restructuring costs. In the third quarter of 2018, net profit included $7 million of restructuring costs.




Interim Report on Operations 7



Industrial Activities Performance
The following tables show net revenues, Adjusted EBIT and Adjusted EBITDA by segment. We have also included a discussion of our results by Industrial Activities and each of our business segments.
Net revenues by segment
 
Three Months Ended September 30,
 
($ million)
2019

2018

% change

% change
 excl. FX

Agriculture
2,418

2,681

-9.8

-10.7

Construction
663

726

-8.7

-7.8

Commercial and Specialty Vehicles
2,313

2,395

-3.4

-1.4

Powertrain
925

961

-3.7

-3.0

Eliminations and Other
(468
)
(487
)


Total Net revenues of Industrial Activities
5,851

6,276

-6.8

-6.1

Financial Services
477

471

1.3

-0.5

Eliminations and Other
(32
)
(43
)


Total Net revenues
6,296

6,704

-6.1

-5.5


Adjusted EBIT by segment
 
Three Months Ended September 30,
 
($ million)
2019

2018

Change

2019 Adjusted EBIT margin

2018 Adjusted EBIT margin

Agriculture
180

221

-41

7.4
%
8.2
%
Construction
8

21

-13

1.2
%
2.9
%
Commercial and Specialty Vehicles
25

71

-46

1.1
%
3.0
%
Powertrain
68

83

-15

7.4
%
8.6
%
Unallocated items, eliminations and other
(28
)
(59
)
31



Total Adjusted EBIT of Industrial Activities
253

337

-84

4.3
%
5.4
%
Financial Services
122

125

-3

25.6
%
26.5
%
Eliminations and Other





Total Adjusted EBIT
375

462

-87

6.0
%
6.9
%

Interim Report on Operations 8



Adjusted EBITDA by segment
 
Three Months Ended September 30,
 
($ million)
2019

2018

Change

2019 Adjusted EBITDA margin

2018 Adjusted EBITDA margin

Agriculture
307

351

-44

12.7
%
13.1
%
Construction
32

48

-16

4.8
%
6.6
%
Commercial and Specialty Vehicles
208

255

-47

9.0
%
10.6
%
Powertrain
109

124

-15

11.8
%
12.9
%
Unallocated items, eliminations and other
(27
)
(59
)
32



Total Adjusted EBITDA of Industrial Activities
629

719

-90

10.8
%
11.5
%
Financial Services
183

184

-1

38.4
%
39.1
%
Eliminations and Other





Total Adjusted EBITDA
812

903

-91

12.9
%
13.5
%
Net revenues of Industrial Activities were $5,851 million during the third quarter of 2019, down 6.8% compared to the third quarter of 2018 (down 6.1% on a constant currency basis), as lower sales volume and negative currency translation offset positive price realization.
Adjusted EBIT of Industrial Activities was $253 million during the third quarter of 2019 ($337 million during the third quarter of 2018), equivalent to an Adjusted EBIT margin of 4.3%, down 110 basis points (“bps”) compared to the third quarter of 2018.
Adjusted EBITDA of Industrial Activities was $629 million during the third quarter of 2019 compared to $719 million during the third quarter of 2018, representing an Adjusted EBITDA margin of 10.8% (11.5% in the third quarter of 2018).



Interim Report on Operations 9



The following tables summarize the reconciliation of Adjusted EBIT and Adjusted EBITDA, non-GAAP financial measures, to consolidated profit/(loss), the most comparable EU-IFRS financial measure, for the three months ended September 30, 2019 and 2018.
 
Three Months Ended September 30, 2019
 
($ million)
Agriculture

Construction

Commercial and Specialty Vehicles

Powertrain

Unallocated items, elimination and other

Total Industrial Activities

Financial Services

Total

Profit/(loss)(1)






89

89

Add back:








Financial expenses





97


97

Income tax expense





20

33

53

Adjustments:








Restructuring costs
9

23

8

5


45

1

46

Other discrete items(2)


135


(44
)
91

(1
)
90

Adjusted EBIT
180

8

25

68

(28
)
253

122

375

Depreciation and amortization
127

24

106

41

1

299

1

300

Depreciation of assets under operating leases and assets sold with buy-back commitments


77



77

60

137

Adjusted EBITDA
307

32

208

109

(27
)
629

183

812

(1)
For Industrial Activities, net income (loss) is net of “Results from intersegment investments”.
(2)
In the third quarter of 2019, this item mainly includes other asset optimization charges for $135 million due to actions included in the "Transform 2 Win" Strategy and the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S.
 
 
 
 
Three Months Ended September 30, 2018
 
($ million)
Agriculture

Construction

Commercial and Specialty Vehicles

Powertrain

Unallocated items, elimination and other

Total Industrial Activities

Financial Services

Total

Profit/(loss)(1)





53

95

148

Add back:








Financial expenses





199


199

Income tax expense





78

30

108

Adjustments:








Restructuring costs
3


4



7


7

Adjusted EBIT
221

21

71

83

(59
)
337

125

462

Depreciation and amortization
129

27

89

41


286


286

Depreciation of assets under operating leases and assets sold with buy-back commitments
1


95



96

59

155

Adjusted EBITDA
351

48

255

124

(59
)
719

184

903

(1)
For Industrial Activities, net income (loss) is net of “Results from intersegment investments”.


Interim Report on Operations 10



Agriculture
Net revenues
The following table shows Agriculture net revenues by geographic region for the three months ended September 30, 2019 compared to the three months ended September 30, 2018:
Agriculture Net revenues – by geographic region:
 
Three Months Ended September 30,
 
($ million)
2019

2018

% Change

North America
877

945

-7.2

Europe
788

822

-4.1

South America
378

446

-15.2

Rest of World
375

468

-19.9

Total
2,418

2,681

-9.8

Agriculture's net revenues decreased 9.8% in the third quarter of 2019 compared to the third quarter of 2018 (down 10.7% on a constant currency basis). Industry volume deceleration, coupled with an unfavorable product mix, drove sales down, primarily in North America and the Rest of World geographies. This was partially offset by a sustained price realization performance in excess of 2 percentage points.
For the third quarter of 2019, worldwide industry unit sales for tractors were down 5% compared to the third quarter of 2018, while worldwide industry sales for combines were down 9%. In North America, industry volumes in the over 140 horsepower (“hp”) tractor market sector were down 5% and combines were down 12%. Industry volumes for under 140 hp tractors in North America were up 5%. European markets were up 2% and down 13% for tractors and combines, respectively. In South America, the tractor market decreased 13% and the combine market was flat. Rest of World markets decreased 7% for tractors and 10% for combines.
Adjusted EBIT
Adjusted EBIT was $180 million in the third quarter of 2019 ($221 million in the third quarter of 2018), representing an Adjusted EBIT margin at 7.4%. Net price realization and sustained aftermarket activity were more than offset by the unfavorable volume and product mix impact, the lower fixed cost absorption primarily due to production adjustments to reflect the lower industry demand levels experienced during the third quarter, as well as higher product costs as result of increased raw material and tariffs.
Construction
Net revenues
The following table shows Construction net revenues by geographic region for the three months ended September 30, 2019 compared to the three months ended September 30, 2018:
Construction Net revenues – by geographic region:
 
Three Months Ended September 30,
 
($ million)
2019

2018

% change

North America
341

388

-12.1

Europe
105

116

-9.5

South America
95

83

14.5

Rest of World
122

139

-12.2

Total
663

726

-8.7

Construction's net revenues decreased 8.7% in the third quarter of 2019 compared to the third quarter of 2018 (down 7.8% on a constant currency basis), as a result of lower production and sales volume in North America to rebalance channel inventory and in certain Rest of World markets as a result of lower industry demand, partially offset by positive price realization.

Interim Report on Operations 11



During the third quarter of 2019, Construction’s worldwide compact equipment industry sales were flat compared to the third quarter of 2018. Worldwide general equipment and road building and site equipment industry sales were down 5% and 7%, respectively.
Adjusted EBIT
Adjusted EBIT was $8 million in the third quarter of 2019 ($21 million in the third quarter of 2018), representing an Adjusted EBIT margin of 1.2%. The decrease was due mainly to higher raw material cost and tariffs and to an acceleration of spending related to our quality excellence initiative, as announced at the CMD. These negative factors were partially offset by positive net price realization.
Commercial and Specialty Vehicles
Net revenues
The following table shows Commercial and Specialty Vehicles’ net revenues by geographic region for the three months ended September 30, 2019 compared to the three months ended September 30, 2018:
Commercial and Specialty Vehicles Net revenues – by geographic region:
 
Three Months Ended September 30,
 
($ million)
2019

2018

% change

North America
17

3

n.m.

Europe
1,894

1,935

-2.1

South America
108

158

-31.6

Rest of World
294

299

-1.7

Total
2,313

2,395

-3.4

n.m. - not meaningful.
Commercial and Specialty Vehicles’ net revenues decreased 3.4% in the third quarter of 2019 compared to the third quarter of 2018 (down 1.4% on a constant currency basis). Decreased volumes in truck and bus, primarily related to the non-repeat of fleet transactions in Medium-duty trucks in Europe and extremely low industry demand in Argentina, were offset by increased deliveries in specialty vehicles and a sustained activity in aftermarket.
During the third quarter of 2019, the European truck market (GVW ≥3.5 tons), excluding U.K. and Ireland, decreased 1% compared to the same period in 2018. In Europe, the Light Commercial Vehicles (“LCV”) market (GVW 3.5-7.49 tons) increased 11% and the Medium & Heavy (“M&H”) truck market (GVW ≥7.5 tons) decreased 21%. In South America, new truck registrations (GVW ≥3.5 tons) increased 20% over the same period of 2018 with an increase of 32% in Brazil, partially offset by a decrease of 30% in Argentina. In Rest of World, new truck registrations decreased by 5%.
In the third quarter of 2019, trucks’ estimated market share in the European truck market (GVW ≥3.5 tons), excluding U.K. and Ireland, was 11.4%, flat compared to the third quarter of 2018. Trucks' market share in South America in the third quarter of 2019 was 7.0%, down 1.8 p.p. compared to the third quarter of 2018.
Commercial and Specialty Vehicles delivered approximately 28,700 vehicles (including buses and specialty vehicles) in the third quarter of 2019, representing an 8% decrease from the same prior-year period. Volumes were 7% and 13% lower in LCV and M&H truck segments, respectively. Commercial and Specialty Vehicles’ deliveries were 5% lower in Europe and decreased 25% and 11% in South America and in Rest of World, respectively.
In the third quarter of 2019, trucks’ ratio of orders received to units shipped and billed, or book-to-bill ratio, for the European truck market was 0.91. In the third quarter of 2019, truck order intake in Europe decreased 10% compared to the third quarter of 2018, with a decrease of 12% and 1% in LCV and in M&H, respectively.
Adjusted EBIT
Adjusted EBIT was $25 million in the third quarter of 2019 ($71 million in the third quarter of 2018) and includes a $50 million gain realized from granting to Nikola Corporation access to certain Iveco technology as part of the consideration for the initial interest in Nikola. Absent the Nikola gain, the adjusted EBIT would have been $-25 million, a reduction of $96 million compared to the prior year, primarily due to higher production costs, mainly related to inflationary cost increases and supply chain inefficiencies in our truck and bus business, higher R&D costs including the amortization of capitalized costs related to new products recently launched and $16 million impairment of previously capitalized costs, and higher expenses related to the

Interim Report on Operations 12



launch of the new S-Way heavy-duty truck. Adjusted EBIT margin including the Nikola gain was 1.1% in the third quarter of 2019, and was -1.1% excluding the Nikola deal.
Powertrain
Net revenues
Powertrain's net revenues decreased 3.7% in the third quarter of 2019 compared to the third quarter of 2018 (down 3.0% on a constant currency basis). Sales to external customers accounted for 51% of total net revenues (52% in the third quarter of 2018).
During the third quarter of 2019, Powertrain sold approximately 139,900 engines, an increase of 4% compared to the third quarter of 2018. In terms of major customers, 22% of engine units were supplied to Commercial and Specialty Vehicles, 17% to Agriculture, 5% to Construction and the remaining 56% to external customers. Additionally, Powertrain delivered approximately 14,400 transmissions, a decrease of 7% compared to the third quarter of 2018, and approximately 35,900 axles, an increase of 3% compared to the third quarter of 2018.
Adjusted EBIT
Adjusted EBIT was $68 million for the third quarter of 2019 ($83 million in the third quarter of 2018), with positive net pricing and product cost efficiencies more than offset by an unfavorable mix of engine sales and incremental selling expenses related to the development of the third-party business portfolio, where certain new contracts were awarded during the quarter with a run-rate revenue potential in excess of $150 million annually. Adjusted EBIT margin was 7.4% in the third quarter of 2019 (8.6% in the third quarter of 2018).
Financial Services Performance
Net revenues
Financial Services' net revenues totaled $477 million in the third quarter of 2019, a 1.3% increase compared to the third quarter of 2018 (down 0.5% on a constant currency basis), primarily due to higher average portfolio.
Net income
Net income of Financial Services was $89 million for the third quarter of 2019, a decrease of $6 million compared to the third quarter of 2018, primarily attributable to differences in risk cost accruals period to period and an acceleration of aged used equipment liquidation. Delinquencies continue to improve and reached a historical low of 2.8% in the third quarter of 2019.
In the third quarter of 2019, retail loan originations, including unconsolidated joint ventures, were $2.4 billion, flat compared to the third quarter of 2018. The managed portfolio, including unconsolidated joint ventures, was $25.5 billion as of September 30, 2019 (of which retail was 62% and wholesale 38%), flat compared to September 30, 2018. Excluding the impact of currency translation, the managed portfolio increased $0.8 billion compared to the same period in 2018.



Interim Report on Operations 13



Nine Months Ended September 30, 2019 Compared to Nine Months Ended September 30, 2018
Consolidated Results of Operations(*) 
 
Nine Months Ended September 30, 2019
 
Nine months ended September 30, 2018
 
($ million)
Consolidated

Industrial Activities

Financial Services

Consolidated

Industrial Activities

Financial Services

Net revenues
20,307

18,946

1,467

21,487

20,156

1,471

Cost of sales(1)
16,578

15,690

994

17,416

16,598

958

Selling, general and administrative costs
1,590

1,472

118

1,685

1,562

123

Research and development costs
824

824


804

804


Result from investments
15

(4
)
19

55

29

26

Gains/(losses) on disposal of investments



(1
)
(1
)

Restructuring costs
82

79

3

17

17


Other income/(expenses)(2)
(4
)
(3
)
(1
)
425

429

(4
)
Financial income/(expenses)
(232
)
(232
)

(505
)
(505
)

PROFIT/(LOSS) BEFORE TAXES
1,012

642

370

1,539

1,127

412

Income tax (expense)
(269
)
(174
)
(95
)
(422
)
(312
)
(110
)
PROFIT/(LOSS) FOR THE PERIOD
743

468

275

1,117

815

302

Result from intersegment investments(**)

275



302


PROFIT/(LOSS) FOR THE PERIOD
743

743

275

1,117

1,117

302

Notes:
(*) Transactions between Industrial Activities and Financial Services have been eliminated to arrive to the consolidated data.
(**) Investments held by subsidiaries belonging to one segment in subsidiaries included in the other segment are accounted for under the equity method and are classified in this item.
(1)
In the nine months ended September 30, 2019, this item also includes other asset optimization charges of $135 million due to actions included in the "Transform 2 Win" Strategy.
(2)
In the nine months ended September 30, 2019, this item also includes the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S. In the nine months ended September 30, 2018, this item also included a pre-tax gain of $527 million related to the modification of a healthcare plan in the U.S.
Net revenues
We recorded net revenues of $20,307 million for the nine months ended September 30, 2019, a decrease of 5.5% (down 0.5% on a constant currency basis) compared to the nine months ended September 30, 2018. Net revenues of Industrial Activities were $18,946 million in the nine months ended September 30, 2019, a decrease of 6.0% (down 0.9% on a constant currency basis) compared to the prior period as a result of an unfavorable foreign currency translation impact and lower sales volume.
Cost of sales
Cost of sales were $16,578 million for the nine months ended September 30, 2019 compared with $17,416 million for the nine months ended September 30, 2018. As a percentage of net revenues of Industrial Activities, cost of sales was 82.8% in the nine months ended September 30, 2019 (82.3% for the nine months ended September 30, 2018). For the nine months ended September 30, 2019, cost of sales includes $135 million of asset optimization charges included in the Company's previously announced "Transform 2 Win" Strategy.
Selling, general and administrative costs
Selling, general and administrative costs were $1,590 million during the nine months ended September 30, 2019, down $95 million compared to the nine months ended September 30, 2018 (7.8% of net revenues in both periods).
Research and development costs
For the nine months ended September 30, 2019, R&D costs were $824 million ($804 million for the nine months ended September 30 2018) and included all R&D costs not recognized as assets amounting to $479 million ($445 million in the nine months ended September 30, 2018), $18 million of impairment losses (zero in the nine months ended September 30, 2018) and the amortization of capitalized development costs of $327 million ($359 million in the nine months ended September 30, 2018). During the period, CNH Industrial capitalized new development costs for $291 million ($321 million in the nine months ended September 30, 2018). The costs in both periods were primarily attributable to spending on engine development costs associated with emission requirements and continued investment in new products.



Interim Report on Operations 14



Result from investments
Result from investments was a net gain of $15 million and $55 million for the nine months ended September 30, 2019 and 2018, respectively.
Restructuring costs
Restructuring costs for the nine months ended September 30, 2019 were $82 million compared to $17 million for the nine months ended September 30, 2018. The costs in the nine months ended September 30, 2019 were primarily attributable to actions taken by CNH Industrial in the context of the "Transform 2 Win" Strategy announced on September 3, 2019, and other activities related to the previously announced launch of a new organization structure focused on operating segments.
Other income/(expenses)
Other expenses were $4 million for the nine months ended September 30, 2019 compared to other income of $425 million in the nine months ended September 30, 2018. In the nine months ended September 30, 2019, this item also includes the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S. In the nine months ended September 30, 2018, this item also included a pre-tax gain of $527 million related to the modification of a healthcare plan (the "Benefit Modification gain") following the favorable judgement issued by the United States Supreme Court announced by CNH Industrial on April 16, 2018.
Financial income/(expenses)
Net financial expenses were $232 million for the nine months ended September 30, 2019 compared to $505 million for the nine months ended September 30, 2018. The decrease was primarily attributable to lower negative foreign exchange impact, the refinancing and early retirement of certain high-yield debt, as well as lower average indebtedness.
Income tax (expense)
 
 
 
Nine Months Ended September 30,
 
($ million)
2019

2018

Profit before taxes
1,012

1,539

Income tax (expense)
(269
)
(422
)
Effective tax rate
26.6
%
27.4
%
Income tax expense for the nine months ended September 30, 2019 was $269 million compared to $422 million for the nine months ended September 30, 2018. The effective tax rates for the nine months ended September 30, 2019 and 2018 were 26.6% and 27.4%, respectively. Excluding the impacts of restructuring and adjustments to valuation allowances on certain deferred tax assets in both periods, the other asset optimization charges taken due to actions included in the "Transform 2 Win" Strategy and the gain related to a healthcare plan amendment in the U.S. in 2019, as well as the refinement to the 2017 impact of U.S. Tax Reform and the Benefit Modification gain in 2018, the effective tax rates were 25% and 29% in the nine months ended September 30, 2019 and 2018, respectively.
Profit/(loss) for the period
Net profit was $743 million in the nine months ended September 30, 2019 compared to $1,117 million in the nine months ended September 30, 2018. In the nine months ended September 30, 2019, net profit included a charge of $135 million related to the asset optimization portion of the "Transform 2 Win" Strategy, the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S. and $82 million of restructuring costs. In the nine months ended September 30, 2018, net profit included the after-tax gain of $399 million related to the Benefit Modification gain and $17 million of restructuring costs.



Interim Report on Operations 15



Industrial Activities Performance
The following tables show net revenues, Adjusted EBIT and Adjusted EBITDA by segment. We have also included a discussion of our results by Industrial Activities and each of our business segments.
Net revenues by segment
 
Nine Months Ended September 30,
 
($ million)
2019

2018

% change

% change
excl. FX

Agriculture
8,013

8,572

-6.5

-2.4

Construction
2,060

2,207

-6.7

-4.3

Commercial and Specialty Vehicles
7,431

7,779

-4.5

2.4

Powertrain
3,098

3,366

-8.0

-1.2

Eliminations and Other
(1,656
)
(1,768
)


Total Net revenues of Industrial Activities
18,946

20,156

-6.0

-0.9

Financial Services
1,467

1,471

-0.3

3.4

Eliminations and Other
(106
)
(140
)


Total Net revenues
20,307

21,487

-5.5

-0.5


Adjusted EBIT by segment
 
Nine Months Ended September 30,
 
($ million)
2019

2018

Change

2019 Adjusted EBIT margin

2018 Adjusted EBIT margin

Agriculture
670

776

-106

8.4
%
9.1
%
Construction
39

41

-2

1.9
%
1.9
%
Commercial and Specialty Vehicles
209

214

-5

2.8
%
2.8
%
Powertrain
252

281

-29

8.1
%
8.3
%
Unallocated items, eliminations and other
(126
)
(190
)
64



Total Adjusted EBIT of Industrial Activities
1,044

1,122

-78

5.5
%
5.6
%
Financial Services
372

412

-40

25.4
%
28.0
%
Eliminations and Other





Total Adjusted EBIT
1,416

1,534

-118

7.0
%
7.1
%

Interim Report on Operations 16



Adjusted EBITDA by segment
 
Nine Months Ended September 30,
 
($ million)
2019

2018

Change

2019 Adjusted EBITDA margin

2018 Adjusted EBITDA margin

Agriculture
1,074

1,183

-109

13.4
%
13.8
%
Construction
117

123

-6

5.7
%
5.6
%
Commercial and Specialty Vehicles
750

775

-25

10.1
%
10.0
%
Powertrain
383

412

-29

12.4
%
12.2
%
Unallocated items, eliminations and other
(123
)
(189
)
66



Total Adjusted EBITDA of Industrial Activities
2,201

2,304

-103

11.6
%
11.4
%
Financial Services
559

600

-41

38.1
%
40.8
%
Eliminations and Other





Total Adjusted EBITDA
2,760

2,904

-144

13.6
%
13.5
%
Net revenues of Industrial Activities were $18,946 million during the nine months ended September 30, 2019, down 6.0% compared to the nine months ended September 30, 2018 (down 0.9% on a constant currency basis), as a result of unfavorable foreign currency translation and lower sales volume.
Adjusted EBIT of Industrial Activities was $1,044 million during the nine months ended September 30, 2019, compared to $1,122 million during the nine months ended September 30, 2018, representing an Adjusted EBIT margin of 5.5%, down 10 bps compared to the nine months ended September 30, 2018.
Adjusted EBITDA of Industrial Activities was $2,201 million during the nine months ended September 30, 2019 compared to $2,304 million during the nine months ended September 30, 2018, equivalent to an Adjusted EBITDA margin of 11.6%, up 20 bps compared to the nine months ended September 30, 2018.

Interim Report on Operations 17



The following tables summarize the reconciliation of Adjusted EBIT and Adjusted EBITDA, non-GAAP financial measures, to consolidated profit/(loss), the most comparable EU-IFRS financial measure, for the nine months ended September 30, 2019 and 2018.
 
Nine Months Ended September 30, 2019
 
($ million)
Agriculture

Construction

Commercial and Specialty Vehicles

Powertrain

Unallocated items, elimination and other

Total Industrial Activities

Financial Services

Total

Profit/(loss)(1)
 
 
 
 
 
468

275

743

Add back:
 
 
 
 
 
 
 
 
Financial expenses
 
 
 
 
 
232


232

Income tax expense
 
 
 
 
 
174

95

269

Adjustments:
 
 
 
 
 
 
 
 
Restructuring costs
26

27

20

5

1

79

3

82

Other discrete items(2)


135


(44
)
91

(1
)
90

Adjusted EBIT
670

39

209

252

(126
)
1,044

372

1,416

Depreciation and amortization
404

78

306

131

3

922

3

925

Depreciation of assets under operating leases and assets sold with buy-back commitments


235



235

184

419

Adjusted EBITDA
1,074

117

750

383

(123
)
2,201

559

2,760

(1)
For Industrial Activities, net income (loss) is net of “Results from intersegment investments”.
(2)
In the nine months ended September 30, 2019, this item mainly includes the other asset optimization charges for $135 million due to actions included in the "Transform 2 Win" Strategy and the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S.
 
 
 
 
Nine Months Ended September 30, 2018
 
($ million)
Agriculture

Construction

Commercial and Specialty Vehicles

Powertrain

Unallocated items, elimination and other

Total Industrial Activities

Financial Services

Total

Profit/(loss)(1)
 
 
 
 
 
815

302

1,117

Add back:
 
 
 
 
 
 
 
 
Financial expenses
 
 
 
 
 
505


505

Income tax expense
 
 
 
 
 
312

110

422

Adjustments:
 
 
 
 
 
 
 
 
Restructuring costs
4


12

1


17


17

Pre-tax gain related to the modification of a healthcare plan in the U.S.




(527
)
(527
)

(527
)
Adjusted EBIT
776

41

214

281

(190
)
1,122

412

1,534

Depreciation and amortization
405

82

270

131

1

889

3

892

Depreciation of assets under operating leases and assets sold with buy-back commitments
2


291



293

185

478

Adjusted EBITDA
1,183

123

775

412

(189
)
2,304

600

2,904

(1)
For Industrial Activities, net income (loss) is net of “Results from intersegment investments”.


Interim Report on Operations 18



Agriculture
Net revenues
The following table shows Agriculture net revenues by geographic region for the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018:
Agriculture Net revenues – by geographic region:
 
Nine Months Ended September 30,
 
($ million)
2019

2018

% Change

North America
2,843

2,793

1.8

Europe
2,921

3,113

-6.2

South America
1,108

1,155

-4.1

Rest of World
1,141

1,511

-24.5

Total
8,013

8,572

-6.5

Agriculture's net revenues decreased 6.5% in the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018 (down 2.4% on a constant currency basis) as a result of lower sales volume primarily in Europe and Rest of World, and negative impact of foreign currency translation, partially offset by sustained positive price realization.
For the nine months ended September 30, 2019, worldwide industry unit sales for tractors were down 7% compared to the nine months ended September 30, 2018, while worldwide industry sales for combines were down 2%. In North America, industry volumes in the over 140 hp tractor market sector were down 4% and combines were down 7%. Industry volumes for under 140 hp tractors in North America were up 4%. European markets were up 8% and down 18% for tractors and combines, respectively. In South America, the tractor market decreased 11% and the combine market increased 7%. Rest of World markets decreased 12% for tractors and increased 3% for combines.
Adjusted EBIT
Adjusted EBIT was $670 million in the nine months ended September 30, 2019 ($776 million in the nine months ended September 30, 2018), representing an Adjusted EBIT margin at 8.4%. Positive net price realization and sustained aftermarket activity was more than offset by unfavorable volume and product mix, lower fixed cost absorption and higher raw material product costs as a result of increased tariffs.
Construction
Net revenues
The following table shows Construction net revenues by geographic region for the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018:
Construction Net revenues – by geographic region:
 
Nine Months Ended September 30,
 
($ million)
2019

2018

% change

North America
1,035

1,113

-7.0

Europe
371

389

-4.6

South America
254

252

0.8

Rest of World
400

453

-11.7

Total
2,060

2,207

-6.7

Construction's net revenues decreased 6.7% in the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018 (down 4.3% on a constant currency basis) primarily due to production and sales volume in North America to rebalance channel inventory and weaker markets in Rest of World partially offset by positive price realization.
During the nine months ended September 30, 2019, Construction’s worldwide compact equipment industry sales were up 4% compared to the nine months ended September 30, 2018, while worldwide general equipment industry sales were down 1%

Interim Report on Operations 19



compared to the nine months ended September 30, 2018 and worldwide road building and site equipment industry sales were down 9%.
Adjusted EBIT
Adjusted EBIT was $39 million for the nine months ended September 30, 2019 (down $2 million compared to the nine months ended September 30, 2018), representing an Adjusted EBIT margin of 1.9%. The decrease was due to the increase in raw material costs, tariffs, and spending related to the quality excellence initiative in North America, partially offset by positive net price realization.
Commercial and Specialty Vehicles
Net revenues
The following table shows Commercial and Specialty Vehicles’ net revenues by geographic region for the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018:
Commercial and Specialty Vehicles Net revenues – by geographic region:
 
Nine Months Ended September 30,
 
($ million)
2019

2018

% change

North America
47

9

n.m.

Europe
6,033

6,263

-3.7

South America
421

546

-22.9

Rest of World
930

961

-3.2

Total
7,431

7,779

-4.5

n.m. - not meaningful.
Commercial and Specialty Vehicles’ net revenues decreased 4.5% in the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018 (up 2.4% on a constant currency basis). Positive price across all geographies, was more than offset by the negative impact of foreign currency translation.
During the nine months ended September 30, 2019, the European truck market (GVW ≥3.5 tons), excluding U.K. and Ireland, increased 9% compared to the same period in 2018. In Europe, the LCV market (GVW 3.5-7.49 tons) increased 12% and the M&H truck market (GVW ≥7.5 tons) increased 3%. In South America, new truck registrations (GVW ≥3.5 tons) increased 20% over the same period of 2018 with an increase of 43% in Brazil, partially offset by a decrease of 44% in Argentina. In Rest of World, new truck registrations decreased by 9%.
In the nine months ended September 30, 2019, trucks’ estimated market share in the European truck market (GVW ≥3.5 tons), excluding U.K. and Ireland, was 10.7%, down 1.1 percentage points compared to the nine months ended September 30, 2018. In the nine months ended September 30, 2019, trucks' market share in South America was 7.6%, down 2.3 p.p. compared to the nine months ended September 30, 2018.
Commercial and Specialty Vehicles delivered approximately 99,200 vehicles (including buses and specialty vehicles) in the nine months ended September 30, 2019, representing a 5% decrease compared to the same period of 2018. Volumes were down 2% in LCV and 15% lower in M&H truck segments. Commercial and Specialty Vehicles’ deliveries were lower 3% in Europe, and decreased 18% and 11% in South America and in Rest of World, respectively.
Adjusted EBIT
Adjusted EBIT was $209 million for the nine months ended September 30, 2019 ($214 million in the nine months ended September 30, 2018) and includes a $50 million gain realized from granting to Nikola Corporation access to certain Iveco technology as part of the consideration for the initial interest in Nikola. Absent the Nikola gain, the adjusted EBIT would have been $159 million, a reduction of $55 million compared to the prior year, primarily due to higher production costs, mainly related to inflationary cost increases and supply chain inefficiencies in our truck and bus business, higher R&D costs including the amortization of capitalized costs related to new products recently launched and $16 million impairment of previously capitalized costs, and unfavorable foreign exchange impacts. Adjusted EBIT margin including the Nikola gain was 2.8% in the third quarter of 2019, and was 2.1% excluding the Nikola deal.

Interim Report on Operations 20



Powertrain
Net revenues
Powertrain's net revenues decreased 8.0% in the nine months ended September 30, 2019 compared to the nine months ended September 30, 2018 (down 1.2% on a constant currency basis) due to lower sales volume. Sales to external customers accounted for 49% of total net revenues (50% in the nine months ended September 30, 2018).
During the nine months ended September 30, 2019, Powertrain sold approximately 449,100 engines, a decrease of 1% compared to the nine months ended September 30, 2018. In terms of major customers, 25% of engine units were supplied to Commercial and Specialty Vehicles, 17% to Agriculture, 5% to Construction and the remaining 53% to external customers. Additionally, Powertrain delivered approximately 49,400 transmissions, a decrease of 10% compared to the nine months ended September 30, 2018, and approximately 133,000 axles, a decrease of 2% compared to the nine months ended September 30, 2018.
Adjusted EBIT
Adjusted EBIT was $252 million for the nine months ended September 30, 2019 ($281 million in the nine months ended September 30, 2018). Manufacturing efficiencies and positive pricing were more than offset by an unfavorable mix of engine sales, higher product development expenses and unfavorable foreign exchange impacts. Adjusted EBIT margin was 8.1% in the nine months ended September 30, 2019 (8.3% in the nine months ended September 30, 2018).
Financial Services Performance
Net revenues
Financial Services' net revenues totaled $1,467 million in the nine months ended September 30, 2019, a 0.3% decrease compared to the nine months ended September 30, 2018 (up 3.4% on a constant currency basis), primarily due to higher used equipment sales and higher average portfolios, partially offset by pricing and the negative impact from the foreign currency translation.
Net income
Net income of Financial Services was $275 million for the nine months ended September 30, 2019 compared to $302 million for the nine months ended September 30, 2018. The decrease is primarily attributable to pricing and negative impact from currency translation and risk cost accruals offset by higher average portfolios in South America and Rest of World and improved operating lease performance.
In the nine months ended September 30, 2019, retail loan originations, including unconsolidated joint ventures, were $7.1 billion, down $0.1 billion compared to the nine months ended September 30, 2018. The managed portfolio, including unconsolidated joint ventures, was $25.5 billion as of September 30, 2019 (of which retail was 62% and wholesale 38%), flat compared to September 30, 2018 (up $0,8 billion on a constant currency basis).


Interim Report on Operations 21



Impact of adoption of IFRS 16 on Adjusted EBIT and Adjusted EBITDA
The following tables show the unaudited impact of the adoption of IFRS 16 on Adjusted EBIT, Adjusted EBIT margin, Adjusted EBITDA and Adjusted EBITDA margin by segment in the three and nine months ended September 30, 2019.
Adjusted EBIT by segment
 
Three Months Ended September 30, 2019
 
($ million)
As reported

Amounts without adoption of IFRS 16

Effect of change higher/(lower)

2019 Adjusted EBIT margin as reported

2019 Adjusted EBIT margin without adoption of IFRS 16

Effect of change higher/(lower) bps

Agriculture
180

179

1

7.4
%
7.4
%

Construction
8

7

1

1.2
%
1.1
%
10

Commercial and Specialty Vehicles
25

25


1.1
%
1.1
%

Powertrain
68

68


7.4
%
7.4
%

Unallocated items, eliminations and other
(28
)
(28
)




Total Adjusted EBIT of Industrial Activities
253

251

2

4.3
%
4.3
%

Financial Services
122

122


25.6
%
25.6
%

Eliminations and Other






Total Adjusted EBIT
375

373

2

6.0
%
5.9
%
10


 
Nine Months Ended September 30, 2019
 
($ million)
As reported

Amounts without adoption of IFRS 16

Effect of change higher/(lower)

2019 Adjusted EBIT margin as reported

2019 Adjusted EBIT margin without adoption of IFRS 16

Effect of change higher/(lower) bps

Agriculture
670

667

3

8.4
%
8.3
%
10

Construction
39

38

1

1.9
%
1.8
%
10

Commercial and Specialty Vehicles
209

207

2

2.8
%
2.8
%

Powertrain
252

252


8.1
%
8.1
%

Unallocated items, eliminations and other
(126
)
(126
)




Total Adjusted EBIT of Industrial Activities
1,044

1,038

6

5.5
%
5.5
%

Financial Services
372

372


25.4
%
25.4
%

Eliminations and Other






Total Adjusted EBIT
1,416

1,410

6

7.0
%
6.9
%
10





Interim Report on Operations 22



Adjusted EBITDA by segment
 
Three Months Ended September 30, 2019
 
($ million)
As reported

Amounts without adoption of IFRS 16

Effect of change higher/(lower)

2019 Adjusted EBITDA margin as reported

2019 Adjusted EBITDA margin without adoption of IFRS 16

Effect of change higher/(lower) bps

Agriculture
307

291

16

12.7
%
12.0
%
70

Construction
32

28

4

4.8
%
4.2
%
60

Commercial and Specialty Vehicles
208

193

15

9.0
%
8.3
%
70

Powertrain
109

107

2

11.8
%
11.6
%
20

Unallocated items, eliminations and other
(27
)
(27
)




Total Adjusted EBITDA of Industrial Activities
629

592

37

10.8
%
10.1
%
70

Financial Services
183

183


38.4
%
38.4
%

Eliminations and Other






Total Adjusted EBITDA
812

775

37

12.9
%
12.3
%
60


 
Nine Months Ended September 30, 2019
 
($ million)
As reported

Amounts without adoption of IFRS 16

Effect of change higher/(lower)

2019 Adjusted EBITDA margin as reported

2019 Adjusted EBITDA margin without adoption of IFRS 16

Effect of change higher/(lower) bps

Agriculture
1,074

1,027

47

13.4
%
12.8
%
60

Construction
117

106

11

5.7
%
5.1
%
60

Commercial and Specialty Vehicles
750

700

50

10.1
%
9.4
%
70

Powertrain
383

377

6

12.4
%
12.2
%
20

Unallocated items, eliminations and other
(123
)
(124
)
1




Total Adjusted EBITDA of Industrial Activities
2,201

2,086

115

11.6
%
11.0
%
60

Financial Services
559

558

1

38.1
%
38.0
%
10

Eliminations and Other






Total Adjusted EBITDA
2,760

2,644

116

13.6
%
13.0
%
60



Interim Report on Operations 23



CONDENSED STATEMENT OF FINANCIAL POSITION BY ACTIVITY
 
 
At September 30, 2019(1)
 
 
At December 31, 2018
 
($ million)
 
Consolidated

 
Industrial Activities

 
Financial Services

 
Consolidated

 
Industrial Activities

 
Financial Services

ASSETS
 


 


 


 


 


 


Intangible assets:
 
5,330

 
5,187

 
143

 
5,497

 
5,354

 
143

Goodwill
 
2,463

 
2,335

 
128

 
2,464

 
2,336

 
128

Other intangible assets
 
2,867

 
2,852

 
15

 
3,033

 
3,018

 
15

Property, plant and equipment
 
5,633

 
5,630

 
3

 
5,963

 
5,961

 
2

Investments and other financial assets
 
717

 
3,290

 
229

 
592

 
3,169

 
213

Leased assets
 
1,803

 
40

 
1,763

 
1,774

 
34

 
1,740

Defined benefit plan assets
 
20

 
20

 

 
25

 
25

 

Deferred tax assets
 
776

 
761

 
155

 
853

 
810

 
170

Total Non-current assets
 
14,279

 
14,928

 
2,293

 
14,704

 
15,353

 
2,268

Inventories
 
8,121

 
7,900

 
221

 
6,719

 
6,503

 
216

Trade receivables
 
417

 
416

 
30

 
395

 
393

 
34

Receivables from financing activities
 
18,451

 
1,334

 
19,578

 
19,175

 
1,258

 
20,260

Current taxes receivables
 
251

 
270

 
8

 
356

 
375

 
56

Other current assets
 
1,512

 
1,273

 
288

 
1,390

 
1,203

 
264

Other financial assets
 
135

 
81

 
62

 
98

 
81

 
24

Cash and cash equivalents
 
4,165

 
3,064

 
1,101

 
5,803

 
4,553

 
1,250

Total Current assets
 
33,052

 
14,338

 
21,288

 
33,936

 
14,366

 
22,104

Assets held for sale
 
9

 
9

 

 
10

 
10

 

TOTAL ASSETS
 
47,340

 
29,275

 
23,581

 
48,650

 
29,729

 
24,372

EQUITY AND LIABILITIES
 


 


 


 


 


 


Total Equity
 
7,822

 
7,822

 
2,801

 
7,472

 
7,472

 
2,788

Provisions:
 
4,687

 
4,636

 
51

 
5,051

 
4,994

 
57

Employee benefits
 
1,508

 
1,478

 
30

 
1,763

 
1,731

 
32

Other provisions
 
3,179

 
3,158

 
21

 
3,288

 
3,263

 
25

Debt:
 
24,402

 
7,158

 
19,705

 
24,543

 
6,392

 
20,494

Asset-backed financing
 
10,701

 

 
10,701

 
11,269

 
2

 
11,269

Other debt
 
13,701

 
7,158

 
9,004

 
13,274

 
6,390

 
9,225

Other financial liabilities
 
132

 
92

 
48

 
108

 
89

 
26

Trade payables
 
5,167

 
5,132

 
81

 
5,886

 
5,768

 
173

Current taxes payables
 
59

 
54

 
32

 
89

 
111

 
53

Deferred tax liabilities
 
241

 
91

 
291

 
251

 
129

 
249

Other current liabilities
 
4,830

 
4,290

 
572

 
5,250

 
4,774

 
532

Liabilities held for sale
 

 

 

 

 

 

Total Liabilities
 
39,518

 
21,453

 
20,780

 
41,178

 
22,257

 
21,584

TOTAL EQUITY AND LIABILITIES
 
47,340

 
29,275

 
23,581

 
48,650

 
29,729

 
24,372

(1)
On January 1, 2019, CNH Industrial adopted the updated accounting standard on leases (IFRS 16) using the modified retrospective approach, without recasting prior periods. On the adoption of the standard, CNH Industrial recognized approximately $480 million right-of-use assets and leases liabilities (included in Property, plant and equipment and Other debt, respectively) in its consolidated statement of financial position without transition effect to equity.




Interim Report on Operations 24



LIQUIDITY AND CAPITAL RESOURCES
The following discussion of liquidity and capital resources principally focuses on our condensed consolidated statement of cash flows and our condensed consolidated statement of financial position. Our operations are capital intensive and subject to seasonal variations in financing requirements for dealer receivables and dealer and company inventories. Whenever necessary, funds from operating activities are supplemented from external sources. We expect to have available cash reserves and cash generated from operations and from sources of debt and financing activities that are sufficient to fund our working capital requirements, capital expenditures and debt service at least through the next twelve months.
Cash Flow Analysis
The following table presents the cash flows from operating, investing and financing activities by activity for the nine months ended September 30, 2019 and 2018:
 
 
 
 
Nine months ended September 30,
 
 
 
 
 
2019
 
 
2018
 
($ million)
 
Consolidated

 
Industrial Activities

 
Financial Services

 
Consolidated

 
Industrial Activities

 
Financial Services

A)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

5,803

 
4,553

 
1,250

 
6,200

 
4,901

 
1,299

B)

CASH FLOWS FROM/(USED IN) OPERATING ACTIVITIES:



 


 


 


 


 


 
Profit/(loss) for the period

743

 
743

 
275

 
1,117

 
1,117

 
302

 
Amortization and depreciation (net of vehicles sold under buy-back commitments and operating leases)

926

 
922

 
4

 
892

 
889

 
3

 
(Gains)/losses on disposal of non-current assets (net of vehicles sold under buy-back commitments) and other non-cash items

87

 
(218
)
 
30

 
(1
)
 
(306
)
 
3

 
Dividends received

15

 
226

 

 
49

 
178

 

 
Change in provisions

(240
)
 
(234
)
 
(6
)
 
(617
)
 
(621
)
 
4

 
Change in deferred income taxes

53

 

 
53

 
108

 
92

 
16

 
Change in items due to buy-back commitments
(a)
(51
)
 
(63
)
 
12

 
24

 
(5
)
 
29

 
Change in operating lease items
(b)
(30
)
 
(8
)
 
(22
)
 
59

 
(9
)
 
68

 
Change in working capital

(2,211
)
 
(2,175
)
 
(36
)
 
(1,467
)
 
(1,410
)
 
(57
)
 
TOTAL

(708
)
 
(807
)
 
310

 
164

 
(75
)
 
368

C)

CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES:



 


 


 


 


 


 
Investments in:



 


 


 


 


 


 
 
Property, plant and equipment and intangible assets (net of vehicles sold under buy-back commitments and operating leases)

(616
)
 
(614
)
 
(2
)
 
(613
)
 
(608
)
 
(5
)
 
 
Consolidated subsidiaries and other equity investments

(109
)
 
(129
)
 

 

 
(39
)
 

 
Proceeds from the sale of non-current assets (net of vehicles sold under buy-back commitments)

10

 
10

 

 
8

 
8

 

 
Net change in receivables from financing activities

138

 
(4
)
 
142

 
443

 
4

 
439

 
Other changes

204

 
106

 
98

 
231

 
670

 
(439
)
 
TOTAL

(373
)
 
(631
)
 
238

 
69

 
35

 
(5
)
D)

CASH FLOWS FROM/(USED IN) FINANCING ACTIVITIES:



 


 


 


 


 


 
Net change in debt and other financial assets/liabilities

(51
)
 
438

 
(489
)
 
(936
)
 
(691
)
 
(245
)
 
Capital increase


 

 
20

 

 

 
39

 
Dividends paid

(280
)
 
(280
)
 
(211
)
 
(240
)
 
(240
)
 
(129
)
 
Purchase of treasury shares

(45
)
 
(45
)
 

 
(156
)
 
(156
)
 

 
TOTAL

(376
)
 
113

 
(680
)
 
(1,332
)
 
(1,087
)
 
(335
)
 
Translation exchange differences

(181
)
 
(164
)
 
(17
)
 
(280
)
 
(225
)
 
(55
)
E)

TOTAL CHANGE IN CASH AND CASH EQUIVALENTS

(1,638
)
 
(1,489
)
 
(149
)
 
(1,379
)
 
(1,352
)
 
(27
)
F)

CASH AND CASH EQUIVALENTS AT END OF PERIOD

4,165

 
3,064

 
1,101

 
4,821

 
3,549

 
1,272


Interim Report on Operations 25



(a)
Cash generated from the sale of vehicles under buy-back commitments, net of amounts included in Profit/(loss) for the period, is recognized under operating activities in a single line item, which includes changes in working capital, capital expenditure, depreciation and impairment losses. The item also includes gains and losses arising from the sale of vehicles subject to buy-back commitments.
(b)
Cash from operating lease is recognized under operating activities in a single line item, which includes capital expenditure, depreciation, write-downs and changes in inventory.
During the nine months ended September 30, 2019, consolidated cash and cash equivalents decreased by $1,638 million primarily as a result of $2,211 million usage in working capital, the repayment of the remaining outstanding CNH Industrial Finance Europe S.A. 2.75% notes for $621 million (€547 million), and of the CNH Industrial Capital LLC 3.375% notes of $500 million, and the distribution of annual dividend to CNH Industrial N.V.'s shareholders for $275 million, partially offset by the issuance of €600 million ($679 million) in principal amount of 1.75% CNH Industrial Finance Europe S.A. notes due 2027 and the issuance of the CNH Industrial Finance Europe S.A. €500 million ($565 million) in principal amount of 1.625% notes due in 2029. Cash and cash equivalents of Industrial Activities decreased by $1,489 million, while cash and cash equivalents of Financial Services decreased by $149 million.
Cash flows of Industrial Activities
Net cash used by operating activities was $807 million in the nine months ended September 30, 2019, compared to $75 million used by operating activities in the nine months ended September 30, 2018. The increase in cash usage was primarily due to increased net working capital mainly due to lower trade payables and higher inventories.
Net cash used by investing activities was $631 million in the nine months ended September 30, 2019 compared to $35 million provided by investing activities in the nine months ended September 30, 2018. The increase in cash usage was primarily due to a decrease in net cash receipts related to intersegment receivables and payables included in “Other changes”.
Net cash provided by financing activities was $113 million in the nine months ended September 30, 2019 compared to net cash used of $1,087 million in the nine months ended September 30, 2018, which was primarily impacted by the repayment of the outstanding €853 million ($1.0 billion) CNH Industrial Finance Europe S.A. 6.25% notes, partially offset by new bond issuance.
Cash flows of Financial Services
Net cash provided by operating activities was $310 million in the nine months ended September 30, 2019 compared to $368 million provided by operating activities in the nine months ended September 30, 2018.
Net cash provided by investing activities was $238 million in the nine months ended September 30, 2019 compared to net cash used by investing activities of $5 million in the nine months ended September 30, 2018, primarily reflecting an increase in net cash received related to intersegment payables and receivables included in Other changes.
Net cash used by financing activities was $680 million in the nine months ended September 30, 2019 compared to $335 million used by financing activities in the nine months ended September 30, 2018. The increase in cash used was primarily due to higher net repayments of debt and an increase in dividends paid.
Consolidated Debt
Our consolidated Debt as of September 30, 2019 and December 31, 2018, is as detailed in the following table:
 
 
At September 30, 2019
 
 
At December 31, 2018
 
($ million)
 
Consolidated

 
Industrial Activities

 
Financial Services

 
Consolidated

 
Industrial Activities

 
Financial Services

Total Debt
 
24,402

 
7,158

 
19,705

 
24,543

 
6,392

 
20,494

We believe that Net Debt, defined as debt plus other financial liabilities, net of cash, cash equivalents, current securities and other financial assets (all as recorded in the consolidated statement of financial position) is a useful analytical tool for measuring our effective borrowing requirements. This non-GAAP financial measure should neither be considered as a substitute for, nor superior to, measures of financial performance prepared in accordance with EU-IFRS. In addition, this non-GAAP financial measure may not be computed in the same manner as similarly titled measures used by other companies.
We provide a separate analysis of Net Debt for Industrial Activities and Net Debt for Financial Services, to reflect the different cash flow management practices in the two activities. The separation between Industrial Activities and Financial Services represents a sub-consolidation based on the core business activities (industrial activities or financial services) of each CNH Industrial legal entity. The sub-consolidation for Industrial Activities also includes legal entities that perform centralized treasury activities, such as raising funding in the market and financing Group legal entities, but do not, however, provide financing to third parties.

Interim Report on Operations 26



The calculation of Net Debt as of September 30, 2019 and December 31, 2018 and the reconciliation of Total Debt, the EU-IFRS financial measure that we believe to be most directly comparable, to Net Debt, are shown below:
 
 
At September 30, 2019
 
 
At December 31, 2018
 
($ million)
 
Consolidated

 
Industrial Activities

 
Financial Services

 
Consolidated

 
Industrial Activities

 
Financial Services

Third party debt
 
24,402

 
5,985

 
18,417

 
24,543

 
5,256

 
19,287

Intersegment notes payable
 

 
1,173

 
1,288

 

 
1,136

 
1,207

Total Debt(1)
 
24,402

 
7,158

 
19,705

 
24,543

 
6,392

 
20,494

Less:
 


 


 


 


 


 


Cash and cash equivalents
 
4,165

 
3,064

 
1,101

 
5,803

 
4,553

 
1,250

Intersegment financial receivables
 

 
1,288

 
1,173

 

 
1,207

 
1,136

   Other financial assets(2)
 
135

 
81

 
62

 
98

 
81

 
24

   Other financial liabilities(2)
 
(132
)
 
(92
)
 
(48
)
 
(108
)
 
(89
)
 
(26
)
Net Debt (Cash)(3)
 
20,234

 
2,817

 
17,417

 
18,750

 
640

 
18,110

(1)
As a result of the role played by the central treasury, debt for Industrial Activities also includes funding raised by the central treasury on behalf of Financial Services (included under intersegment financial receivables). Intersegment financial receivables for Financial Services, on the other hand, represent loans or advances to Industrial Activities – for receivables sold to Financial Services that do not meet the derecognition requirements – as well as cash deposited temporarily with the central treasury. Total Debt of Industrial Activities includes Intersegment notes payable to Financial Services of $1,173 million and $1,136 million at September 30, 2019 and December 31, 2018, respectively. Total Debt of Financial Services includes Intersegment notes payable to Industrial Activities of $1,288 million and $1,207 million at September 30, 2019 and December 31, 2018, respectively.
(2)
Other financial assets and other financial liabilities include, respectively, the positive and negative fair values of derivative financial instruments.
(3)
The net intersegment receivable/payable balance owed by Financial Services to Industrial Activities was $115 million and $71 million as of September 30, 2019 and December 31, 2018, respectively.
The increase in Net Debt at September 30, 2019 compared to December 31, 2018 mainly reflects the seasonal cash usage related to operating activities, the distribution of the annual dividend to CNH Industrial N.V.'s shareholders for $275 million, the purchase of CNH Industrial N.V. shares for $45 million under the Company buy-back program and the impact of adoption of IFRS 16 on January 1, 2019.
The following table shows the change in Net Debt of Industrial Activities for the nine months ended September 30, 2019 and 2018:
 
 
Nine months ended September 30,
 
($ million)
 
2019

2018

Net (debt)/cash of Industrial Activities at beginning of period as reported
 
(640
)
(1,023
)
Impact of IFRS 16 adoption
 
(476
)

Net (debt)/cash of Industrial Activities at beginning of period
 
(1,116
)
(1,023
)
Adjusted EBITDA of Industrial Activities
 
2,201

2,304

Cash interest and taxes
 
(328
)
(465
)
Changes in provisions and similar(1)
 
(505
)
(504
)
Change in working capital
 
(2,175
)
(1,410
)
Operating cash flow of Industrial Activities
 
(807
)
(75
)
Investments in property, plant and equipment, and intangible assets(2)
 
(614
)
(608
)
Other changes
 
(189
)
(10
)
Free cash flow of Industrial Activities
 
(1,610
)
(693
)
Capital increases and dividends(3)
 
(325
)
(396
)
Currency translation differences and other
 
234

131

Change in Net debt of Industrial Activities
 
(1,701
)
(958
)
Net (debt)/cash of Industrial Activities at end of period
 
(2,817
)
(1,981
)
(1)
Including other cash flow items related to operating lease and buy-back activities.
(2)
Excluding assets sold under buy-back commitments and assets under operating leases.
(3)
Including share buy-back transactions.


Interim Report on Operations 27



For the nine months ended September 30, 2019, the Free cash flow of Industrial Activities was an usage of $1,610 million, primarily due to the increase in net working capital.
The reconciliation of Free cash flow of Industrial Activities to Net cash provided by (used in) Operating Activities, the EU-IFRS financial measure that we believe to be most directly comparable, for the nine months ended September 30, 2019 and 2018, is shown below:
 
Nine Months Ended September 30,
 
($ million)
2019

2018

Net cash provided by (used in) Operating Activities
(708
)
164

Net cash (provided by) used in Operating Activities of Financial Services
(310
)
(368
)
Intersegment eliminations
211

129

Operating cash flow of Industrial Activities
(807
)
(75
)
Investments in property, plant and equipment, and intangible assets of Industrial Activities
(614
)
(608
)
Other changes(1)
(189
)
(10
)
Free cash flow of Industrial Activities
(1,610
)
(693
)
(1) This item primarily includes change in intersegment financial receivables and capital increases in intersegment investments.
In March 2019, CNH Industrial signed a five-year committed revolving credit facility for €4 billion ($4.5 billion at March 31, 2019 exchange rate) due to mature in 2024 with two extension options of 1-year each, exercisable on the first and second anniversary of the signing date. The credit facility replaces the existing five-year €1.75 billion credit facility due to mature in 2021. Available committed unsecured facilities expiring after twelve months amounted to approximately $5.3 billion at September 30, 2019 ($3.1 billion at December 31, 2018). Total committed secured facilities expiring after twelve months amounted to approximately $3.9 billion at September 30, 2019 ($3.9 billion at December 31, 2018), of which $1 billion was available at September 30, 2019 ($0.9 billion at December 31, 2018).


Interim Report on Operations 28



2019 U.S. GAAP OUTLOOK(1) 
CNH Industrial manages its operations, assesses its performance and makes decisions about resource allocation based on financial results prepared only in accordance with U.S. GAAP, and, accordingly, also the full year guidance presented below is prepared under U.S. GAAP.
In the third quarter, industry conditions in the main agricultural markets have further deteriorated due to market uncertainties and negative farmers’ sentiment, particularly affected by poor yield conditions in various regions. Recent developments in U.S.-China trade negotiations and the related potential implications for commodity prices could have a positive impact on sentiment and, accordingly, equipment purchases in the U.S. and Canada towards the end of the year. CNH Industrial continues to have a positive view on demand in South America. As yet, however, we have not seen the increased penetration of Brazil into the grains export market translate into incremental equipment purchases, likely as a result of the slow start of the new subsidy program into the 2019/20 harvesting season.
The construction equipment market remained in positive territory during the third quarter, but elevated inventory levels across the industry require a careful review of production levels, especially in the North American market during the upcoming quarter.
European demand for heavy trucks has been affected by the electronic tachograph introduction at the end of June, with a pre-buy effect in the second quarter. In addition, negative sentiment in some of the major European markets has dampened demand for fleet replacement, at a time when our commercial vehicles business is changing to new vehicle families both in the light and in the heavy segments. CNH Industrial expects the demand to remain soft during the fourth quarter of 2019, while it continues to ramp-up production on the recently launched vehicles on the back of a good start of the order book and to complete the phasing out of the older models from the dealer network. Demand for LNG/CNG powered vehicles was below expectations during the third quarter as a result of the current subsidy scheme transitioning into the new fiscal year budgets in a number of European countries, with the expectation of an increase in demand for these vehicles in the fourth quarter.
The updated end-markets outlook has been reflected in an updated full year 2019 guidance as follows:
Net sales of Industrial Activities revised between $26.5 billion and $27 billion;
Adjusted diluted EPS(2) confirmed up year-over-year between 5% and 10% at a range of $0.84 to $0.88 per share;
Net debt of Industrial Activities at the end of 2019 revised to $0.6 billion and $0.4 billion, mainly reflecting the M&A activity announced since September 3.












(1)
2019 guidance does not include any impacts under U.S. GAAP deriving from the gain resulting from the modification of a healthcare plan in the U.S. anticipated on April 16, 2018, as this gain has been considered non-recurring and therefore treated as an adjusting item for the purpose of the adjusted diluted EPS calculation. In addition, 2019 guidance does not include any impacts deriving from possible further repurchases of Company’s shares under the plan authorized by the AGM on April 12, 2019.
(2)
Outlook is not provided on diluted EPS under U.S. GAAP, the most comparable GAAP financial measure of this non-GAAP financial measure, as the income or expense excluded from the calculation of adjusted diluted EPS and instead included in the calculation of diluted EPS are, by definition, not predictable and uncertain.




Interim Report on Operations 29











INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
At September 30, 2019

Interim Condensed Consolidated Financial Statements at September 30, 2019 30



CONDENSED CONSOLIDATED INCOME
STATEMENT
(Unaudited)
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
Note
2019

2018

2019

2018

Net revenues
(1)
6,296

6,704

20,307

21,487

Cost of sales
(2)
5,267

5,418

16,578

17,416

Selling, general and administrative costs
(3)
519

527

1,590

1,685

Research and development costs
(4)
269

278

824

804

Result from investments:
(5)
(2
)
11

15

55

Share of the profit/(loss) of investees accounted for using the equity method
 
(2
)
11

15

55

Other income/(expenses) from investments
 




Gains/(losses) on the disposal of investments
(6)

(1
)

(1
)
Restructuring costs
(7)
46

7

82

17

Other income/(expenses)
(8)
46

(29
)
(4
)
425

Financial income/(expenses)
(9)
(97
)
(199
)
(232
)
(505
)
PROFIT/(LOSS) BEFORE TAXES
 
142

256

1,012

1,539

Income tax (expense)
(10)
(53
)
(108
)
(269
)
(422
)
PROFIT/(LOSS) FROM CONTINUING OPERATIONS
 
89

148

743

1,117

PROFIT/(LOSS) FOR THE PERIOD
 
89

148

743

1,117

 
 
 
 
 
 
PROFIT/(LOSS) FOR THE PERIOD ATTRIBUTABLE TO:
 








Owners of the parent
 
83

140

718

1,091

Non-controlling interests
 
6

8

25

26

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(in $)
 
 
 
 
 
BASIC EARNINGS/(LOSS) PER COMMON SHARE
(11)
0.06

0.10

0.53

0.80

DILUTED EARNINGS/(LOSS) PER COMMON SHARE
(11)
0.06

0.10

0.53

0.80





Interim Condensed Consolidated Financial Statements at September 30, 2019 31



CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(Unaudited)
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
Note
2019

2018

2019

2018

PROFIT/(LOSS) FOR THE PERIOD (A)
 
89

148

743

1,117

 
 
 
 
 
 
Other comprehensive income/(loss) that will not be reclassified subsequently to profit or loss:
 








Gains/(losses) on the remeasurement of defined benefit plans
(21)
(29
)

(29
)
55

Tax effect of Other comprehensive (loss)/income that will not be reclassified subsequently to profit or loss
(21)
7


7

(14
)
Total Other comprehensive income/(loss) that will not be reclassified subsequently to profit or loss, net of tax (B1)
 
(22
)

(22
)
41

Other comprehensive income/(loss) that may be reclassified subsequently to profit or loss:
 








Gains/(losses) on cash flow hedging instruments
(21)
(28
)
16

(49
)
8

Exchange gains/(losses) on translating foreign operations
(21)
(104
)
(157
)
(57
)
(478
)
Net change in fair value of equity investments at fair value through other comprehensive income
(21)
(4
)

(4
)

Share of Other comprehensive income/(loss) of entities accounted for using the equity method
(21)
(16
)
(23
)
(19
)
(43
)
Tax effect of Other comprehensive income/(loss) that may be reclassified subsequently to profit or loss
(21)
7

(2
)
13


Total Other comprehensive income/(loss) that may be reclassified subsequently to profit or loss, net of tax (B2)
 
(145
)
(166
)
(116
)
(513
)
TOTAL OTHER COMPREHENSIVE INCOME/(LOSS),
NET OF TAX (B) = (B1) + (B2)
 
(167
)
(166
)
(138
)
(472
)
 
 
 
 
 
 
TOTAL COMPREHENSIVE INCOME/(LOSS) (A)+(B)
 
(78
)
(18
)
605

645

 
 
 
 
 
 
TOTAL COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO:
 








Owners of the parent
 
(82
)
(20
)
582

626

Non-controlling interests
 
4

2

23

19





Interim Condensed Consolidated Financial Statements at September 30, 2019 32



CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(Unaudited)
($ million)
Note
At September 30, 2019

At December 31, 2018

ASSETS
 




Intangible assets
(12)
5,330

5,497

Property, plant and equipment
(13)
5,633

5,963

Investments and other financial assets:
(14)
717

592

Investments accounted for using the equity method
 
537

555

Other investments and financial assets
 
180

37

Leased assets
(15)
1,803

1,774

Defined benefit plan assets
 
20

25

Deferred tax assets
 
776

853

Total Non-current assets
 
14,279

14,704

Inventories
(16)
8,121

6,719

Trade receivables
(17)
417

395

Receivables from financing activities
(17)
18,451

19,175

Current tax receivables
(17)
251

356

Other current assets
(17)
1,512

1,390

Other financial assets
(18)
135

98

Cash and cash equivalents
(19)
4,165

5,803

Total Current assets
 
33,052

33,936

Assets held for sale
(20)
9

10

TOTAL ASSETS
 
47,340

48,650




Interim Condensed Consolidated Financial Statements at September 30, 2019 33



CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(Unaudited)
(CONTINUED)
($ million)
Note
At September 30, 2019

At December 31, 2018

EQUITY AND LIABILITIES
 




Issued capital and reserves attributable to owners of the parent
 
7,781

7,443

Non-controlling interests
 
41

29

Total Equity
(21)
7,822

7,472

Provisions:
 
4,687

5,051

Employee benefits
(22)
1,508

1,763

Other provisions
(22)
3,179

3,288

Debt:
(23)
24,402

24,543

Asset-backed financing
(23)
10,701

11,269

Other debt
(23)
13,701

13,274

Other financial liabilities
(18)
132

108

Trade payables
(24)
5,167

5,886

Current tax payables
 
59

89

Deferred tax liabilities
 
241

251

Other current liabilities
(25)
4,830

5,250

Liabilities held for sale
 


Total Liabilities
 
39,518

41,178

TOTAL EQUITY AND LIABILITIES
 
47,340

48,650




Interim Condensed Consolidated Financial Statements at September 30, 2019 34



CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
($ million)
Note
Nine months ended September 30, 2019

Nine months ended September 30, 2018

A) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
(19)
5,803

6,200

B) CASH FLOWS FROM/(USED IN) OPERATING ACTIVITIES:
 




Profit/(loss) for the period
 
743

1,117

Amortization and depreciation (net of vehicles sold under buy-back commitments and operating leases)
 
926

892

(Gains)/losses on disposal of non-current assets (net of vehicles sold under buy-back commitments)
 
2


Other non-cash items
 
85

(1
)
Dividends received
 
15

49

Change in provisions
 
(240
)
(617
)
Change in deferred income taxes
 
53

108

Change in items due to buy-back commitments
(a)
(51
)
24

Change in operating lease items
(b)
(30
)
59

Change in working capital
 
(2,211
)
(1,467
)
TOTAL
 
(708
)
164

C) CASH FLOWS FROM/(USED IN) INVESTMENT ACTIVITIES:
 




Investments in:
 




Property, plant and equipment and intangible assets (net of vehicles sold under buy-back commitments and operating leases)
 
(616
)
(613
)
Consolidated subsidiaries and other equity investments
 
(109
)

Proceeds from the sale of non-current assets (net of vehicles sold under buy-back commitments)
 
10

8

Net change in receivables from financing activities
 
138

443

Other changes
 
204

231

TOTAL
 
(373
)
69

D) CASH FLOWS FROM/(USED IN) FINANCING ACTIVITIES:
 




Bonds issued
 
1,301

1,083

Repayment of bonds
 
(1,121
)
(1,648
)
Issuance of other medium-term borrowings (net of repayment)
 
20

103

Net change in other financial payables and other financial assets/liabilities
 
(251
)
(474
)
Capital increase
 


Dividends paid
 
(280
)
(240
)
Purchase of treasury shares
 
(45
)
(156
)
TOTAL
 
(376
)
(1,332
)
Translation exchange differences
 
(181
)
(280
)
E) TOTAL CHANGE IN CASH AND CASH EQUIVALENTS
 
(1,638
)
(1,379
)
F) CASH AND CASH EQUIVALENTS AT END OF PERIOD
(19)
4,165

4,821


(a)
Cash generated from the sale of vehicles under buy-back commitments, net of amounts included in Profit/(loss) for the period, is recognized under operating activities in a single line item, which includes changes in working capital, capital expenditure, depreciation and impairment losses. The item also includes gains and losses arising from the sale of vehicles subject to buy-back commitments.
(b)
Cash from operating lease is recognized under operating activities in a single line item, which includes capital expenditure, depreciation, write-downs and changes in inventory.

Interim Condensed Consolidated Financial Statements at September 30, 2019 35



CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(Unaudited)
 
Attributable to the owners of the parent
 
 
 
($ million)
Share
capital

Treasury
shares

Capital reserves

Earnings reserves

Cash flow hedge reserve

Cumulative translation adjustment reserve

Defined benefit plans remeasure-ment reserve

Equity investments at FVTOCI

Cumulative share of OCI of entities consolidated under the equity method

Non-controlling
interests

Total

AT DECEMBER 31, 2017
25

(10
)
3,253

5,059

7

(1,012
)
(525
)

(126
)
13

6,684

Impact of IFRS 9 adoption(*)



(12
)






(12
)
AT JANUARY 1, 2018
25

(10
)
3,253

5,047

7

(1,012
)
(525
)

(126
)
13

6,672

 














 






Changes in equity for the nine months ended September 30, 2018
 



 

 

 

 

 

 
 

 

 

Dividends distributed



(235
)





(5
)
(240
)
Acquisition of treasury stock

(156
)








(156
)
Common shares issued from treasury stock and capital increase for share-based compensation

37

(35
)







2

Share-based compensation expense


25








25

Total comprehensive income/(loss) for the period



1,091

8

(471
)
41


(43
)
19

645

Other changes


(12
)
57






(2
)
43

AT SEPTEMBER 30, 2018
25

(129
)
3,231

5,960

15

(1,483
)
(484
)

(169
)
25

6,991

 
 
 
 
 
 
 
 
 
 
 
 
 
Attributable to the owners of the parent
 
 
 
($ million)
Share
capital

Treasury
shares

Capital reserves

Earnings reserves

Cash flow hedge reserve

Cumulative translation adjustment reserve

Defined benefit plans remeasure-ment reserve

Equity investments at FVTOCI

Cumulative share of OCI of entities consolidated under the equity method

Non-controlling
interests

Total

AT DECEMBER 31, 2018
25

(128
)
3,247

6,272

(17
)
(1,414
)
(375
)

(167
)
29

7,472

 
 

 

 

 

 

 

 



 

 

 

Changes in equity for the nine months ended September 30, 2019






















Dividends distributed



(275
)





(5
)
(280
)
Acquisition of treasury stock

(45
)








(45
)
Common shares issued from treasury stock and capital increase for share-based compensation

31









31

Share-based compensation expense


30

(34
)






(4
)
Total comprehensive income/(loss) for the period



718

(36
)
(55
)
(22
)
(4
)
(19
)
23

605

Other changes


2

47






(6
)
43

AT SEPTEMBER 30, 2019
25

(142
)
3,279

6,728

(53
)
(1,469
)
(397
)
(4
)
(186
)
41

7,822


(*)
See section “Significant accounting policies”, paragraph “New standards and amendments effective from January 1, 2018”, in the CNH Industrial Consolidated Financial Statements at December 31, 2018 for a description of the impacts of IFRS 9 adoption on January 1, 2018.

Interim Condensed Consolidated Financial Statements at September 30, 2019 36



NOTES
(Unaudited)
CORPORATE INFORMATION
CNH Industrial N.V. (the “Company” and, collectively with its subsidiaries, “CNH Industrial” or the “CNH Industrial Group” or the “Group”) is incorporated in, and under the laws of, the Netherlands, and has its corporate seat in Amsterdam, the Netherlands, and its principal office in London, England, United Kingdom. The Company was formed on September 29, 2013 as a result of the business combination transaction between Fiat Industrial S.p.A. (“Fiat Industrial”) and its majority owned subsidiary CNH Global N.V. (“CNH Global”). CNH Industrial is a global leader in the capital goods sector that, through its various businesses, designs, produces and sells agricultural and construction equipment, trucks, commercial vehicles, buses and specialty vehicles, in addition to a broad portfolio of powertrain applications.
SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation
The Interim condensed consolidated financial statements at September 30, 2019 together with the notes thereto (the Interim Condensed Consolidated Financial Statements”) were authorized for issuance on November 12, 2019 and have been prepared in accordance with the International Financial Reporting Standards (“IFRS”) as adopted by the European Union (“EU-IFRS”). The designation “IFRS” also includes International Accounting Standards (“IAS”), as well as all interpretations of the IFRS Interpretations Committee (“IFRIC”).
The Interim Condensed Consolidated Financial Statements, which have been prepared in accordance with IAS 34 - Interim Financial Reporting, do not include all of the information and disclosures required for annual financial statements and should be read in conjunction with the audited CNH Industrial Consolidated Financial Statements at December 31, 2018, included in the Annual Report prepared under EU-IFRS (in the following, the “CNH Industrial Consolidated Financial Statements at December 31, 2018”). The accounting standards and policies are consistent with those used at December 31, 2018, except as described in the following paragraph “New standards and amendments effective from January 1, 2019”.
The preparation of the Interim Condensed Consolidated Financial Statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities, accumulated other comprehensive income and disclosure of contingent assets and contingent liabilities. If in the future such estimates and assumptions, which are based on management’s best judgment at the date of the Interim Condensed Consolidated Financial Statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change. The Interim Condensed Consolidated Financial Statements include all adjustments considered necessary by management to fairly state the Group’s results of operations, financial position and cash flows. See section “Significant accounting policies”, paragraph “Use of estimates”, in the CNH Industrial Consolidated Financial Statements at December 31, 2018 for a description of the significant estimates, judgments and assumptions of CNH Industrial, as well as those discussed in the following paragraph “New standards and amendments effective from January 1, 2019”.
Furthermore, certain valuation procedures, in particular those of a more complex nature regarding matters such as any impairment of non-current assets, are only carried out in full during the preparation of the annual financial statements, when all the information required is available, other than in the event that there are indications of impairment, when an immediate assessment is necessary. In the same way, the actuarial valuations that are required for the determination of employee benefit provisions are also usually carried out during the preparation of the annual consolidated financial statements. The recoverability of deferred tax assets is assessed quarterly using figures from budget and plans for subsequent years consistent with those used for impairment testing. Income taxes are recognized based upon the best estimate of the actual income tax rate expected for the full financial year.

Interim Condensed Consolidated Financial Statements at September 30, 2019 37



Certain financial information in this Interim Consolidated Financial Statements has been presented by geographic area. Starting from the first quarter of 2019, the composition of CNH Industrial's regions has been revised as follows: (1) North America; (2) Europe; (3) South America and (4) Rest of World. The geographic designations have the following meanings:
North America (formerly NAFTA): United States, Canada and Mexico;
Europe: member countries of the European Union, European Free Trade Association, Ukraine, and Balkans, formerly included in EMEA;
South America (formerly LATAM): Central and South America, and the Caribbean Islands; and
Rest of World: Continental Asia (including Turkey and Russia), Oceania and member countries of the Commonwealth of Independent States (excluding Ukraine), formerly included in APAC, and African continent and Middle East, formerly included in EMEA.
CNH Industrial is exposed to operational financial risks such as credit risk, liquidity risk and market risk, mainly relating to exchange rates and interest rates. The Interim Condensed Consolidated Financial Statements do not include all the information and notes about financial risk management required in the preparation of annual financial statements. For a detailed description of this information see the “Risk management, Risks and Control System” section and Note 32 “Information on financial risks” of CNH Industrial Consolidated Financial Statements at December 31, 2018, as well as those discussed in Note 17 “Current receivables and Other current assets”.
These Interim Condensed Consolidated Financial Statements are prepared with the U.S. dollar as presentation currency. The functional currency of the parent company (CNH Industrial N.V.) is the euro.
Format of the financial statements
CNH Industrial presents an income statement using a classification based on the function of expenses (otherwise known as the “cost of sales” method), rather than one based on their nature, as this is believed to provide information that is more relevant.
For the statement of financial position, a mixed format has been selected to present current and non-current assets and liabilities, as permitted by IAS 1 – Presentation of Financial Statements. Legal entities carrying out industrial activities and those carrying out financial services are both consolidated in the Group’s financial statements. The investment portfolios of Financial Services are included in current assets, as the investments will be realized in their normal operating cycle. Financial Services, though, obtains funds only partially from the market: the remainder is obtained from CNH Industrial N.V. through its treasury legal entities (included in Industrial Activities), which lend funds both to Industrial Activities and to Financial Services legal entities as the need arises. This Financial Services structure within the Group means that any attempt to separate current and non-current liabilities in the consolidated statement of financial position is not meaningful.
The statement of cash flows is presented using the indirect method.
New standards and amendments effective from January 1, 2019

IFRS 16 - Leases
On January 13, 2016, the IASB issued IFRS 16 - Leases, replacing IAS 17 - Leases. IFRS 16 eliminates the classification of leases for the lessee as either operating leases or finance leases as required by IAS 17 and instead introduces a single lessee accounting model and requires a lessee to recognize assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value. Lessees are required to recognize a right-of-use asset, representing its right to use the underlying leased asset, and a lease liability, representing its obligation to make lease payments, and to recognize depreciation of leased assets separately from interest on lease liabilities in the income statement. Lessor accounting under IFRS 16 is largely unchanged from the previous accounting standard.
CNH Industrial has adopted the new standard effective January 1, 2019, using the modified retrospective approach, without recasting prior periods. CNH Industrial has applied certain practical expedients upon transition, including: not to reassess under the new guidance its prior conclusions about lease identification, lease classification and initial direct costs; and, those provided for short-term leases and leases of low-value assets. In such cases, the lease payments associated with leases are recognized as expense, in the income statement. In addition, CNH Industrial has elected not to separate lease and non-lease components.

Interim Condensed Consolidated Financial Statements at September 30, 2019 38



At January 1, 2019, CNH Industrial recognized approximately $480 million of right-of-use assets and lease liabilities in its consolidated statement of financial position, without transition effect to equity, as detailed in the following table:
($ million)
At December 31, 2018
in accordance with IAS 17

Impact of IFRS 16 adoption

At January 1, 2019
in accordance with IFRS 16

 
 
 
 
ASSETS
 
 
 
Property, plant and equipment
5,963

480

6,443

Other current assets
1,390

(2
)
1,388

 






EQUITY AND LIABILITIES






Debt:






Other debt
13,274

478

13,752

The following reconciliation to the opening balance for the lease liabilities as of January 1, 2019 is based upon the operating lease obligations as of December 31, 2018:
($ million)
At January 1, 2019

Operating lease obligations at December 31, 2018
570

Relief option for short-term leases
(8
)
Relief option for leases of low-value assets
(10
)
Other
(9
)
Gross lease liabilities at January 1, 2019
543

Discounting
(65
)
Additional lease liabilities as a result of the initial application of IFRS 16 as of January 1, 2019
478

Finance lease liabilities at December 31, 2018
2

Lease liabilities at January 1, 2019
480

The lease liabilities were discounted at the incremental borrowing rate as of January 1, 2019. The weighted average incremental borrowing rate was 3.2%.
The following paragraph presents CNH Industrial's accounting policy for leases for which it is a lessee after the adoption of IFRS 16.
Lease accounting policy
A lease is a contract that conveys the right to control the use of an identified asset (the leased asset) for a period of time in exchange for consideration. The lease term determined by the Group comprises the non-cancellable period of lease contract together with both periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that option. For lease agreements, the Group combines lease and non-lease components.
For leases with terms not exceeding twelve months (short-term leases) and for leases of low-value assets, CNH Industrial recognizes the lease payments associated with those leases on a straight-line basis over the lease term as operating expense in the income statement.
For all other leases, at the commencement date (i.e., the date the underlying asset is available for use), CNH Industrial recognizes a right-of-use asset, classified within Property, plant and equipment, and a lease liability, classified within Other Debt.

Interim Condensed Consolidated Financial Statements at September 30, 2019 39



At the commencement date, the right-of-use asset includes the amount of lease liability recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. At the same date, the lease liability is measured at the present value of lease payments to be made over the lease term. In calculating the present value of lease payments, CNH Industrial uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the right-of-use asset is measured at cost less any accumulated depreciation and any accumulated impairment losses, and adjusted for any remeasurement of the lease liability. The right-of-use asset is depreciated on a straight-line basis. If the lease transfers ownership of the underlying asset to the Group by the end of the lease term or if the cost of the right-of-use asset reflects that the Group will exercise a purchase option, CNH Industrial depreciates the right-of-use asset from the commencement date to the end of the useful life of the underlying asset. Otherwise, the Group depreciates the right-of-use asset from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. After the commencement date, the lease liability is increased to reflect the accretion of interest, recognized within Financial income/(expenses) in the income statement, and reduced for the lease payments made, and remeasured to reflect any reassessment or lease modifications.
On June 7, 2017, the IASB issued IFRIC Interpretation 23 - Uncertainty over Income Tax Treatments which clarifies application of recognition and measurement requirements in IAS 12 - Income Taxes when there is uncertainty over income tax treatments. The Interpretation is effective from January 1, 2019. The application of this interpretation did not have any material effect on the interim Condensed Consolidated Financial Statements.
In September 2019, the IFRIC finalized its agenda decision regarding the presentation of liabilities or assets related to uncertain tax treatments which have been recognized through applying IFRIC 23. The agenda decision concluded that uncertain tax liabilities should be presented as current tax liabilities, or deferred tax liabilities, and uncertain tax assets as current tax assets, or deferred tax assets. The Group is reviewing the impact of this decision, but does not expect any material impact to its Consolidated Financial Statements or disclosures upon application of the agenda decision during the fourth quarter of 2019.
On December 12, 2017, the IASB issued the Annual Improvements to IFRSs 2015–2017 Cycle. The most important topics addressed in these amendments are: (i) on IFRS 3 - Business Combinations, clarifying that a company shall remeasure its previously held interest in a joint operation when it obtains control of the business, and on IFRS 11 - Joint Arrangements, a company does not remeasure its previously held interest in a joint operation when it obtains joint control of the business, (ii) on IAS 12 - Income Taxes, clarifying that all income tax consequences of dividends (i.e. distribution of profits) should be recognized according to where the entity originally recognized the past transactions or events generating distributable profits, and (iii) on IAS 23 - Borrowing Costs, clarifying that a company shall treat as part of general borrowing any borrowing originally made to develop an asset when the asset is ready for its intended use or sale. These amendments are effective from January 1, 2019. The application of these improvements did not have any material effect on the Interim Condensed Consolidated Financial Statements.
On February 7, 2018, the IASB issued Plan Amendment, Curtailment or Settlement (Amendments to IAS 19), requiring an entity after remeasuring its defined benefit obligations as a consequence on a plan amendment, curtailment or settlement, to use the updated assumptions from this remeasurement to determine current service cost and net interest for the remainder of the reporting period after the change to the plan. The amendments are effective prospectively from January 1, 2019. The application of these amendments did not have any material effect on the Interim Condensed Consolidated Financial Statements.
Accounting standards, amendments and interpretations not yet applicable and not early adopted by the Group
See paragraph “Accounting standards, amendments and interpretations not yet applicable and not early adopted by the Group” of the section “Significant accounting policies” in the Notes to the Consolidated Financial Statements as of December 31, 2018, for a description of other new standards not yet effective and not adopted as of September 30, 2019. Furthermore:
On September 29, 2019, IASB issued Interest Rate Benchmark Reform (amendments to IFRS 9, IAS 39 and IFRS 7), which modifies some specific hedge accounting requirements to provide relief from the potential effects of uncertainty caused by Interbank Offered Rates (IBOR) reform. The amendments shall be applied retrospectively from January 1, 2020. The European Union has not yet completed its endorsement process for these amendments. The Group is currently evaluating the impact of the adoption of these amendments on its Consolidated Financial Statements or disclosures upon adoption of the amendments.

Interim Condensed Consolidated Financial Statements at September 30, 2019 40



SCOPE OF CONSOLIDATION
Planned spin-off of On-Highway business
On September 3, 2019, the Company announced its intention to separate its "On-Highway" (commercial vehicles and powertrain) and "Off-Highway" (agriculture, construction and specialty vehicles) businesses. The separation is expected to be effected through the spin-off of CNH Industrial N.V.’s equity interest in "On-Highway" to CNH Industrial N.V. shareholders. The proposed spin-off is expected to be completed in early 2021, subject to approval at an Extraordinary General Meeting of shareholders.
CNH Industrial did not classify the business that will be separated as asset held for sale at September 30, 2019. The criteria within IFRS 5 - Non-current Assets Held for Sale and Discontinued Operations were not met as the structure, organization, terms and financing aspects of the transaction had not yet been finalized and will be subject to final approval by the Extraordinary General Meeting of CNH Industrial N.V.'s shareholders.


Interim Condensed Consolidated Financial Statements at September 30, 2019 41



COMPOSITION AND PRINCIPAL CHANGES

1.
Net revenues
The following table summarizes Net revenues for the three and nine months ended September 30, 2019 and 2018:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
($ million)
2019

2018

2019

2018

Agriculture
2,418

2,681

8,013

8,572

Construction
663

726

2,060

2,207

Commercial and Specialty Vehicles
2,313

2,395

7,431

7,779

Powertrain
925

961

3,098

3,366

Eliminations and Other
(468
)
(487
)
(1,656
)
(1,768
)
Total Industrial Activities
5,851

6,276

18,946

20,156

Financial Services
477

471

1,467

1,471

Eliminations and Other
(32
)
(43
)
(106
)
(140
)
Total Net revenues
6,296

6,704

20,307

21,487

The following table disaggregates Net revenues by major source for the three and nine months ended September 30, 2019 and 2018:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
($ million)
2019

2018

2019

2018

Revenues from:








Sales of goods
5,563

6,049

18,149

19,499

Rendering of services and other revenues
195

112

499

297

Rents and other income on assets sold with a buy-back commitment
93

115

298

360

Revenues from sales of goods and services
5,851

6,276

18,946

20,156

Finance and interest income
267

248

812

786

Rents and other income on operating lease
178

180

549

545

Total Net Revenues
6,296

6,704

20,307

21,487

During the three months ended September 30, 2019 and 2018, revenues included $118 million and $125 million, respectively, relating to contract liabilities outstanding at the beginning of each period. During the nine months ended September 30, 2019 and 2018, revenues included $415 million and $440 million, respectively, relating to contract liabilities outstanding at the beginning of each period.
As of September 30, 2019, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $1.9 billion. CNH Industrial expects to recognize revenue on approximately 40% and 84% of the remaining performance obligations over the next 12 and 36 months, respectively, with the remaining recognized thereafter.
2.
Cost of sales
The following summarizes the main components of Cost of sales:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Interest cost and other financial charges from Financial Services
124

112

392

323

Other costs of sales
5,143

5,306

16,186

17,093

Total Cost of sales
5,267

5,418

16,578

17,416


Interim Condensed Consolidated Financial Statements at September 30, 2019 42



3.
Selling, general and administrative costs
Selling, general and administrative costs amounted to $519 million and $1,590 million in the three and nine months ended September 30, 2019, respectively, compared to $527 million and $1,685 million recorded in the comparable periods in 2018.
4.
Research and development costs
In the three months ended September 30, 2019, research and development costs of $269 million ($278 million in the comparable period of 2018) comprise all the research and development costs not recognized as assets in the period amounting to $147 million ($161 million in the three months ended September 30, 2018), the amortization of capitalized development costs of $106 million ($117 million in the comparable period of 2018) and the impairment of capitalized development costs of $16 million (zero in the comparable period of 2018). During the period, the Group capitalized new development costs of $95 million ($100 million in the three months ended September 30, 2018).
In the nine months ended September 30, 2019, research and development costs of $824 million ($804 million in the comparable period of 2018) included all the research and development costs not recognized as assets in the period amounting to $479 million ($445 million in the nine months ended September 30, 2018), the amortization of capitalized development costs of $327 million ($359 million in the comparable period of 2018) and the impairment of capitalized development costs of $18 million (zero in the comparable period of 2018). During the period, the Group capitalized new development costs of $291 million ($321 million in the nine months ended September 30, 2018).
5.
Result from investments
This item mainly includes CNH Industrial’s share in the net profit or loss of the investees accounted for using the equity method, as well as any impairment losses, reversal of impairment losses, accruals to the investment provision, and dividend income. In the three and nine months ended September 30, 2019, CNH Industrial’s share in the net profit or loss of the investees accounted for using the equity method is a loss of $2 million and a gain of $15 million, respectively (a gain of $11 million and $55 million in the comparable periods of 2018, respectively).
6.
Gains/(losses) on the disposal of investments
The balance of this item was immaterial in the three and nine months ended September 30, 2019 and 2018.
7.
Restructuring costs
CNH Industrial incurred restructuring costs of $46 million and $82 million during the three and nine months ended September 30, 2019, respectively, primarily attributable to actions taken in the context of the "Transform 2 Win" Strategic Business Plan announced at the Company's Capital Markets Day on September 3, 2019. Restructuring costs recognized in the period refer to the asset write-offs related to the recently announced closure of two plants and other activities related to the previously announced launch of a new organization structure focused on operating segments. CNH Industrial incurred restructuring costs of $7 million and $17 million during the three and nine months ended September 30, 2018, respectively.
8.
Other income/(expenses)
This item consists of miscellaneous costs which cannot be allocated to specific functional areas, such as accruals for various provisions not attributable to other items of Cost of sales or Selling, general and administrative costs, net of income arising from operations which is not attributable to the sale of goods and services. This item amounted to other income of $46 million and other expenses of $4 million in the three and nine months ended September 30, 2019, respectively, and included in both periods the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S. This item amounted to other expenses of $29 million and other income of $425 million in the three and nine months ended September 30, 2018, respectively, and included in the nine months ended September 30, 2018 a pre-tax income of $527 million related to the Benefit Modification gain, as further described in paragraph “Employee benefits” of Note 22 “Provisions”.

Interim Condensed Consolidated Financial Statements at September 30, 2019 43



9.
Financial income/(expenses)
In addition to the items forming part of the specific lines of the condensed consolidated income statement, the following analysis of Net financial income/(expenses) in the three and nine months ended September 30, 2019 also takes into account the Interest income earned by Financial Services (presented in item “Interest income from customers and other financial income of Financial Services” in the following table) included in Net revenues for $204 million and $613 million in the three and nine months ended September 30, 2019, respectively ($193 million and $604 million in the comparable periods of 2018, respectively), and the costs incurred by Financial Services (included in item “Interest cost and other financial expenses” in the following table) included in Cost of sales for $124 million and $392 million in the three and nine months ended September 30, 2019, respectively ($112 million and $323 million in the comparable periods of 2018, respectively).
A reconciliation to the condensed consolidated income statement is provided under the following table.
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Financial income:




Interest earned and other financial income
14

16

46

52

Interest income from customers and other financial income of Financial Services
204

193

613

604

Total financial income
218

209

659

656

of which:








Financial income, excluding Financial Services (a)
14

16

46

52

 
 
 
 
 
Interest and other financial expenses:


 





Interest cost and other financial expenses
148

204

481

578

Write-downs of financial assets at amortized cost
23

3

49

29

Interest costs on employee benefits
6

6

19

26

Total interest and other financial expenses
177

213

549

633

Net (income)/expenses from derivative financial instruments at fair value through profit or loss
(120
)
(64
)
(128
)
(280
)
Exchange rate differences from derivative financial instruments
178

178

249

527

Total interest and other financial expenses, net (income)/expenses from derivative financial instruments and exchange differences
235

327

670

880

of which:








Interest and other financial expenses, effects resulting from derivative financial instruments and exchange differences, excluding Financial Services (b)
111

215

278

557

 
 
 
 
 
Net financial income/(expenses) excluding Financial Services (a) - (b)
(97
)
(199
)
(232
)
(505
)
10.
Income taxes
Income taxes recognized in the condensed consolidated income statement consist of the following:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Current taxes
(45
)
(81
)
(225
)
(225
)
Deferred taxes
(5
)
(31
)
(57
)
(200
)
Taxes relating to prior periods
(3
)
4

13

3

Total Income tax (expense)
(53
)
(108
)
(269
)
(422
)
The effective tax rates for the three months ended September 30, 2019 and 2018 were 37.3% and 42.2%, respectively. The effective tax rates for the nine months ended September 30, 2019 and 2018 were 26.6% and 27.4%, respectively.

Interim Condensed Consolidated Financial Statements at September 30, 2019 44



11.
Earnings per share
Basic earnings/(loss) per common share (“EPS”) is computed by dividing the Profit/(loss) for the period attributable to the owners of the parent by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur on the conversion of all dilutive potential common shares into common shares. Stock options, restricted stock units, and performance stock units deriving from the CNH Industrial share-based payment awards are considered dilutive securities.
Shares acquired under the buy-back program are included in the issued shares of the Company and treasury stock, but are not included in average shares outstanding when calculating earnings per share. For additional information on the buy-back program, see Note 21 “Equity”.
A reconciliation of basic and diluted earnings per share is as follows:
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
 
 
2019

2018

2019

2018

Basic:
 
 
 
 
 
Profit attributable to the owners of the parent
$ million
83

140

718

1,091

Weighted average common shares outstanding – basic
million
1,351

1,355

1,353

1,358

Basic earnings per common share
$
0.06

0.10

0.53

0.80

 
 
 
 
 
 
Diluted:
 
 
 
 
 
Profit attributable to the owners of the parent
$ million
83

140

718

1,091

Weighted average common shares outstanding – basic
million
1,351

1,355

1,353

1,358

Effect of dilutive securities (when dilutive):
 








Stock compensation plans (a)
million
1

2

2

3

Weighted average common shares outstanding – diluted
million
1,352

1,357

1,355

1,361

Diluted earnings per common share
$
0.06

0.10

0.53

0.80

(a)
For the three and nine months ended September 30, 2019, 2.5 million shares and 2.5 million shares, respectively were excluded from the computation of diluted earnings per share due to an anti-dilutive impact. For the three and nine months ended September 30, 2018, 6.4 million and 6.9 million shares, respectively, were excluded from the computation of diluted earnings per share due to an anti-dilutive impact.
In the nine months ended September 30, 2018, basic and diluted earnings per common share included the positive impact of $399 million, net of taxes, of the $527 million Benefit Modification gain as further described in paragraph “Employee benefits” of Note 22 “Provisions”. The impact per share of the Benefit Modification gain was as follows:
 
 
Nine months ended September 30, 2018

Benefit Modification gain - pre tax
$ million
527

Benefit Modification gain - income tax effect
$ million
(128
)
Benefit Modification gain - after tax (a)
$ million
399

Weighted average common shares outstanding - basic (b)
million
1,358

Benefit Modification gain after tax per share - basic (a)/(b)
$
0.29

Weighted average common shares outstanding - diluted (c)
million
1,361

Benefit Modification gain after tax per share - diluted (a)/(c)
$
0.29



Interim Condensed Consolidated Financial Statements at September 30, 2019 45



12.
Intangible assets
Changes in the carrying amount of Intangible assets for the nine months ended September 30, 2019 were as follows:
($ million)
Carrying amount at December 31, 2018

Additions

Amortization

Foreign exchange effects and other changes

Carrying amount at September 30, 2019

Goodwill
2,464



(1
)
2,463

Development costs
2,344

291

(327
)
(107
)
2,201

Other
689

65

(76
)
(12
)
666

Total Intangible assets
5,497

356

(403
)
(120
)
5,330

Goodwill is allocated to the segments as follows: Agriculture for $1,695 million, Construction for $577 million, Commercial and Specialty Vehicles for $58 million, Powertrain for $5 million and Financial Services for $128 million.
13.
Property, plant and equipment 
Changes in the carrying amount of Property, plant and equipment for the nine months ended September 30, 2019 were as follows:
($ million)
Carrying amount at December 31, 2018

Impact of IFRS 16 adoption

Other changes

Carrying amount at January 1, 2019

Additions

Depreciation

Foreign exchange effects

Disposals and other changes

Carrying amount at September 30, 2019

Property, plant and equipment acquired
3,670



3,670

260

(413
)
(162
)
35

3,390

Property, plant and equipment under finance leases
4


(4
)






Right-of-use assets

480

4

484

50

(110
)
(18
)
(10
)
396

Assets sold with a buy-back commitment
2,289



2,289

379

(231
)
(103
)
(487
)
1,847

Total Property plant and equipment
5,963

480


6,443

689

(754
)
(283
)
(462
)
5,633

At September 30, 2019, right-of-use assets refer primarily to lease contracts for industrial buildings ($279 million), plant, machinery and equipment ($37 million), and other assets ($80 million).
Short-term and low-value leases are not recorded in the statement of financial position; CNH Industrial recognizes lease expense ($5 million and $16 million in the three and nine months ended September 30, 2019, respectively) for these leases on a straight-line basis over the lease term.
14.
Investments and other financial assets
Investments and other financial assets at September 30, 2019 and December 31, 2018 consisted of the following:
($ million)
At September 30, 2019

At December 31, 2018

Investments
668

558

Non-current financial receivables and other non-current securities
49

34

Total Investments and other financial assets
717

592

Changes in Investments were as follows:
($ million)
At December 31, 2018

Revaluations/
(Write-downs)

Acquisitions and capitalizations

Other changes

At September 30, 2019

Investments
558

15

132

(37
)
668


Interim Condensed Consolidated Financial Statements at September 30, 2019 46



During the three months ended September 30, 2019, CNH Industrial announced a strategic and exclusive Heavy-Duty Truck partnership with Nikola Corporation, a U.S. based leader in fuel cell truck technology. In this context, CNH Industrial made an initial subscription to Nikola's share capital (approximately 2.5% shareholding) through a cash contribution of $50 million and an in-kind contribution of $50 million, granting Nikola access to certain Iveco technology (reported as revenue). The investment in Nikola was designated as at fair value through other comprehensive income and is expected, in coming quarters, to grow to reflect an additional $150 million of contributions ($50 million of cash and $100 million in services).
Investments amounted to $668 million at September 30, 2019 ($558 million at December 31, 2018) and primarily included the following: Naveco (Nanjing Iveco Motor Co.) Ltd. $137 million ($165 million at December 31, 2018), Turk Traktor ve Ziraat Makineleri A.S. $50 million ($50 million at December 31, 2018) and CNH Industrial Capital Europe S.a.S. $179 million ($175 million at December 31, 2018).
Revaluations and write-downs primarily consist of adjustments for the result of the period to the carrying amount of investments accounted for under the equity method.
15.
Leased assets
Leased assets primarily include equipment and vehicles leased to retail customers by Financial Services under operating lease arrangements. Such leases typically have terms of 3 to 5 years with options available for the lessee to purchase the equipment at the lease term date. Revenues for non-lease components are accounted for separately.
Changes in the carrying amount of Leased assets for the nine months ended September 30, 2019 were as follows:
($ million)
Carrying amount at December 31, 2018

Additions

Depreciation

Foreign exchange effects

Disposals and other changes

Carrying amount at September 30, 2019

Leased assets
1,774

564

(188
)
7

(354
)
1,803

16.
Inventories
At September 30, 2019 and December 31, 2018, Inventories consisted of the following:
($ million)
At September 30, 2019

At December 31, 2018

Raw materials
1,489

1,292

Work-in-progress
775

573

Finished goods
5,857

4,854

Total Inventories
8,121

6,719

At September 30, 2019, Inventories included assets which are no longer subject to operating lease arrangements or buy-back commitments and were held for sale for a total amount of $490 million ($437 million at December 31, 2018).
17.
Current receivables and Other current assets
A summary of Current receivables and Other current assets as of September 30, 2019 and December 31, 2018 is as follows:
($ million)
At September 30, 2019

At December 31, 2018

Trade receivables
417

395

Receivables from financing activities
18,451

19,175

Current tax receivables
251

356

Other current assets:




Other current receivables
1,323

1,271

Accrued income, prepaid expenses and other
189

119

Total Other current assets
1,512

1,390

Total Current receivables and Other current assets
20,631

21,316


Interim Condensed Consolidated Financial Statements at September 30, 2019 47




Receivables from financing activities
A summary of Receivables from financing activities as of September 30, 2019 and December 31, 2018 is as follows:
($ million)
At September 30, 2019

At December 31, 2018

Retail:




Retail financing
8,776

9,084

Finance leases
227

272

Total Retail
9,003

9,356

 
 
 
Wholesale:




Dealer financing
9,377

9,751

Total Wholesale
9,377

9,751

 
 
 
Other
71

68

Total Receivables from financing activities
18,451

19,175

CNH Industrial provides and administers financing for retail purchases of new and used equipment and vehicles sold through its dealer network. The terms of retail and other notes and finance leases generally range from two to six years, and interest rates on retail and other notes and finance leases vary depending on prevailing market interest rates and certain incentive programs offered by Industrial Activities.
CNH Industrial manages its receivable portfolios using multiple factors, primarily past dues, historical loss experience, collateral value, outstanding balance and internal behavioural classifications.
The aging of Receivables from financing activities as of September 30, 2019 and December 31, 2018 is as follows:
 
At September 30, 2019
 
($ million)
Total Current

31-60 Days Past Due

61-90 Days Past Due

Total Performing

Non-Performing

Total

 
 
 
 
 
 
 
Retail
 
 
 
 
 
 
North America
6,221

24

6

6,251


6,251

Europe
147



147


147

South America
1,768

13

2

1,783

15

1,798

Rest of World
801

3

2

806

1

807

Total Retail
8,937

40

10

8,987

16

9,003

 












Wholesale












North America
3,669

4


3,673

3

3,676

Europe
4,208

14

13

4,235

30

4,265

South America
716



716

55

771

Rest of World
645

8

6

659

6

665

Total Wholesale
9,238

26

19

9,283

94

9,377



Interim Condensed Consolidated Financial Statements at September 30, 2019 48



 
At December 31, 2018
 
($ million)
Total Current

31-60 Days Past Due

61-90 Days Past Due

Total Performing

Non-Performing

Total

 
 
 
 
 
 
 
Retail
 
 
 
 
 
 
North America
6,296

21

5

6,322

5

6,327

Europe
164

1


165

50

215

South America
1,899

11

9

1,919

78

1,997

Rest of World
814

2

1

817


817

Total Retail
9,173

35

15

9,223

133

9,356

 












Wholesale












North America
3,612



3,612

18

3,630

Europe
4,729

20

8

4,757


4,757

South America
656



656


656

Rest of World
697

7

4

708


708

Total Wholesale
9,694

27

12

9,733

18

9,751

There is not a disproportionate concentration of credit risk in any geographic area. Receivables from financing activities generally relate to the agricultural, construction and truck businesses. CNH Industrial typically retains a security interest in the equipment or vehicle being financed. In addition, CNH Industrial may also obtain other forms of collateral including letter of credit/guarantees, insurance coverage, real estate and personal guarantees.
Receivables from financing activities are considered to have a significant credit deterioration when they are classified as a problem account, which generally occurs when customers show signs of operational or financial weakness including past dues, which require significant collection effort and monitoring; an account is typically considered in default when they are 90 days past due.
CNH Industrial utilizes three categories for receivables from financing activities that reflect their credit risk and how the loan provision is determined.
Internal risk grade
IFRS 9 classification
Definition
Basis for recognition of expected credit loss provision
Performing
Stage 1
Low risk of default; payments are generally less than 30 days past due
12 month expected credit losses
Performing
Stage 2
Significant increase in credit risk; payments generally between 31 and 90 days past due
Lifetime expected credit losses
Non-performing
Stage 3
Accounts are credit impaired and/or a legal action has been initiated; payments generally greater than 90 days past due
Lifetime expected credit losses
Charge‑offs of principal amounts of receivables outstanding are deducted from the allowance at the point when it is estimated that amounts due are deemed uncollectible. CNH Industrial continues to engage in collection efforts to attempt to recover the receivables. When recoveries are collected, these are recognized as income.

Allowance for Credit Losses
CNH Industrial’s allowance for credit losses is segregated into three portfolio segments: retail, wholesale and other. A portfolio segment is the level at which CNH Industrial develops a systematic methodology for determining its allowance for credit losses. Further, CNH Industrial evaluates its retail and wholesale portfolio segments by class of receivable: North America, Europe, South America and Rest of World regions. Typically, CNH Industrial’s receivables within a geographic area have similar risk profiles and methods for assessing and monitoring risk. These classes align with management reporting.
The Group accounts for its credit risk by appropriately providing for expected credit losses on a timely basis. In calculating the expected credit loss rates, CNH Industrial considers historical loss rates for each category of customers, and adjusts for forward looking macroeconomic data.
In calculating the expected credit losses, CNH Industrial’s calculations depend on whether the receivable has been individually identified as being impaired. The first component of the allowance for credit losses covers the receivables specifically reviewed by management for which CNH Industrial has determined it is probable that it will not collect all of

Interim Condensed Consolidated Financial Statements at September 30, 2019 49



the contractual principal and interest. Receivables are individually reviewed for impairment based on, among other items, amounts outstanding, days past due and prior collection history. Expected credit losses are measured by considering: the unbiased and probability-weighted amount; the time value of money; and reasonable and supportable information (available without undue costs or effort) at the reporting date about past events, current conditions and forecasts of future economic conditions. Expected credit losses are measured as the probability-weighted present value of all cash shortfalls over the expected life of each financial asset.
The second component of the allowance for credit losses covers all receivables that have not been individually reviewed for impairment. The allowance for these receivables is based on aggregated portfolio evaluations, generally by financial product. The allowance for wholesale and retail credit losses is based on loss forecast models that consider a variety of factors that include, but are not limited to, historical loss experience, collateral value, portfolio balance and delinquency. The loss forecast models are updated on a quarterly basis. The calculation is adjusted for forward looking macroeconomic factors. In addition, qualitative factors that are not fully captured in the loss forecast models are considered in the evaluation of the adequacy of the allowance for credit losses. These qualitative factors are subjective and require a degree of management judgment.
Allowance for credit losses activity for the three and nine months ended September 30, 2019 is as follows:
 
Three months ended September 30, 2019
 
 
Retail
 
Wholesale
 
($ million)
Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Opening balance
92

6

216

314

31

1

127

159

Provision (benefit)
(12
)
1

28

17

(1
)

3

2

Charge-offs, net of recoveries
(2
)

(14
)
(16
)


(2
)
(2
)
Transfers
2

2

(4
)

4


(4
)

Foreign currency translation and other
(12
)

(7
)
(19
)
(1
)

(3
)
(4
)
Ending balance
68

9

219

296

33

1

121

155


 
Nine months ended September 30, 2019
 
 
Retail
 
Wholesale
 
($ million)
Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Opening balance
103

4

212

319

32

2

130

164

Provision (benefit)
(9
)
1

48

40

2


2

4

Charge-offs, net of recoveries
(10
)

(33
)
(43
)
(1
)

(7
)
(8
)
Transfers
(6
)
4

2


(1
)
(1
)
2


Foreign currency translation and other
(10
)

(10
)
(20
)
1


(6
)
(5
)
Ending balance
68

9

219

296

33

1

121

155

Receivables:








Ending balance
8,915

44

44

9,003

9,073

135

169

9,377

Allowance for credit losses activity for the three and nine months ended September 30, 2018 is as follows:


Interim Condensed Consolidated Financial Statements at September 30, 2019 50



 
Three months ended September 30, 2018
 
 
Retail
 
Wholesale
 
($ million)
Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Opening balance
96

2

245

343

32

2

164

198

Provision (benefit)
8


6

14

(1
)
(2
)
(8
)
(11
)
Charge-offs, net of recoveries
(11
)

(10
)
(21
)


(4
)
(4
)
Transfers
22

(1
)
(21
)


4

(4
)

Foreign currency translation and other
(6
)
1

2

(3
)
(1
)
(2
)
(4
)
(7
)
Ending balance
109

2

222

333

30

2

144

176


 
Nine months ended September 30, 2018
 
 
Retail
 
Wholesale
 
($ million)
Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Opening balance
122

4

255

381

39

2

161

202

Provision (benefit)
23

1

12

36

(4
)
(1
)
(2
)
(7
)
Charge-offs, net of recoveries
(29
)

(32
)
(61
)


(5
)
(5
)
Transfers
14

(3
)
(11
)

(3
)
4

(1
)

Foreign currency translation and other
(21
)

(2
)
(23
)
(2
)
(3
)
(9
)
(14
)
Ending balance
109

2

222

333

30

2

144

176

Receivables:








Ending balance
8,964

44

144

9,152

9,061

59

19

9,139


Allowance for credit losses activity for the year ended December 31, 2018 were as follows:

 
Year ended Year ended December 31, 2018
 
 
Retail
 
Wholesale
 
($ million)
Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Stage 1
12 months ECL

Stage 2
Lifetime ECL

Stage 3
Lifetime ECL

Total

Opening balance
122

4

255

381

39

2

161

202

Provision (benefit)
14

1

31

46

(4
)

(2
)
(6
)
Charge-offs, net of recoveries
(33
)

(53
)
(86
)


(14
)
(14
)
Transfers
20

(1
)
(19
)





Foreign currency translation and other
(20
)

(2
)
(22
)
(3
)

(15
)
(18
)
Ending balance
103

4

212

319

32

2

130

164

Receivables:








Ending balance
9,151

44

161

9,356

9,443

147

161

9,751




Interim Condensed Consolidated Financial Statements at September 30, 2019 51



Troubled Debt Restructurings
A restructuring of a receivable constitutes a troubled debt restructuring (“TDR”) when a lender grants a concession it would not otherwise consider to a borrower experiencing financial difficulties. As a collateral-based lender, CNH Industrial typically will repossess collateral in lieu of restructuring receivables. As such, for retail receivables, concessions are typically provided based on bankruptcy court proceedings. For wholesale receivables, concessions granted may include extended contract maturities, inclusion of interest-only periods, modification of a contractual interest rate to a below market interest rate and waiving of interest and principal.
TDRs are reviewed along with other receivables as part of management’s ongoing evaluation of the adequacy of the allowance for credit losses. The allowance for credit losses attributable to TDRs is based on the most probable source of repayment, which is normally the liquidation of collateral. In determining collateral value, the Company estimates the current fair market value of the equipment collateral and considers credit enhancements such as additional collateral and third-party guarantees.
Before removing a receivable from TDR classification, a review of the borrower is conducted. If concerns exist about the future ability of the borrower to meet its obligations based on a credit review, the TDR classification is not removed from the receivable.
As of September 30, 2019, CNH Industrial had 284 retail and finance lease contracts classified as TDRs where a court in the North America region has determined the concession. The pre-modification value was $11 million and the post-modification value was $10 million. Additionally, the Company had 346 accounts with a balance of $15 million undergoing bankruptcy proceedings where a concession has not yet been determined. As of September 30, 2018, the Company had 278 retail and finance lease contracts classified as TDRs where a court in the North America region has determined the concession. The pre-modification value of these contracts was $9 million and the post-modification value was $9 million. Additionally, the Company had 365 accounts with a balance of $17 million undergoing bankruptcy proceedings in North America where a concession has not yet been determined.  As the outcome of the bankruptcy cases is determined by a court based on available assets, subsequent re-defaults are unusual and were not material for retail and finance lease contracts that were modified in a TDR during the previous twelve months ended September 30, 2019 and 2018.
As of September 30, 2019, CNH Industrial had retail and finance lease receivable contracts classified as TDRs in Europe. The pre-modification value was $88 million and the post-modification value was $81 million. Subsequent re-defaults were not material for retail and finance lease receivable contracts that were modified in a TDR during the previous twelve months ended September 30, 2019.
As of September 30, 2019 and 2018, CNH Industrial’s wholesale TDR agreements were immaterial.

Transfers of financial assets
The Group transfers a number of its financial receivables to securitization programs or factoring transactions.
A securitization transaction entails the sale of a portfolio of receivables to a securitization vehicle. This structured entity finances the purchase of the receivables by issuing asset-backed securities (i.e. securities whose repayment and interest flow depend upon the cash flow generated by the portfolio). Asset-backed securities are divided into classes according to their degree of seniority and rating: the most senior classes are placed with investors on the market; the junior class, whose repayment is subordinated to the senior classes, is normally subscribed for by the seller. The residual interest in the receivables retained by the seller is therefore limited to the junior securities it has subscribed for. In accordance with IFRS 10 – Consolidated Financial Statements, all securitization vehicles are included in the scope of consolidation because the subscription of the junior asset-backed securities by the seller implies its control in substance over the structured entity.
Furthermore, factoring transactions may be either with recourse or without recourse; certain without recourse transfers include deferred payment clauses (for example, when the payment by the factor of a minor part of the purchase price is dependent on the total amount collected from the receivables), requiring first loss cover, meaning that the transferor takes priority participation in the losses, or requires a significant exposure to the cash flows arising from the transferred receivables to be retained. These types of transactions do not comply with the requirements of IFRS 9 – Financial Instruments for the derecognition of the assets, since the risks and rewards connected with collection are not substantially transferred and, accordingly, the Group continues to recognize the receivables transferred by this means in its consolidated statement of financial position and recognizes a financial liability of the same amount under Asset-backed financing (see Note 23 “Debt”). The gains and losses arising from the transfer of these assets are only recognized when the assets are derecognized.

Interim Condensed Consolidated Financial Statements at September 30, 2019 52



At September 30, 2019 and December 31, 2018, the carrying amounts of such restricted assets included in Receivables from financing activities are the following:
($ million)
At September 30, 2019

At December 31, 2018

Restricted receivables:




Retail financing and finance lease receivables
6,322

6,371

Wholesale receivables
6,480

7,052

Total restricted receivables
12,802

13,423

CNH Industrial has discounted receivables and bills without recourse having due dates beyond September 30, 2019 amounting to $235 million ($498 million at December 31, 2018, with due dates beyond that date), which refer to trade receivables and other receivables for $223 million ($477 million at December 31, 2018), and receivables from financing activities for $12 million ($21 million at December 31, 2018).
18.
Other financial assets and Other financial liabilities
These items consist of derivative financial instruments measured at fair value at the balance sheet date.
CNH Industrial utilizes derivative instruments to mitigate its exposure to interest rate and foreign currency exposures. Derivatives used as hedges are effective at reducing the risk associated with the exposure being hedged and are designated as a hedge at the inception of the derivative contract. CNH Industrial does not hold or enter into derivative or other financial instruments for speculative purposes. The credit and market risk related to derivatives is reduced through diversification among various counterparties, utilizing mandatory termination clauses and/or collateral support agreements. Derivative instruments are generally classified as Level 2 in the fair value hierarchy.
In accordance with IFRS 9, derivative financial instruments qualify for hedge accounting only when, at the inception of the hedge, there is formal designation and documentation of the hedging relationship, there is an economic relationship between the hedging instrument and the hedged item, credit risk does not dominate the value changes that result from the economic relationship, and the hedging relationship’s hedging ratio reflects the actual quantity of the hedging instrument and the hedged item. Hedge effectiveness is determined at the inception of the hedge relationship and through periodic prospective effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging instrument.
Foreign Exchange Derivatives
CNH Industrial has entered into foreign exchange forward contracts and swaps in order to manage and preserve the economic value of cash flows in a currency different from the functional currency of the relevant legal entity. CNH Industrial conducts its business on a global basis in a wide variety of foreign currencies and hedges foreign currency exposures arising from various receivables, liabilities, and expected inventory purchases and sales. Derivative instruments utilized to hedge the foreign currency risk associated with anticipated inventory purchases and sales in foreign currencies are designated as cash flow hedges. Gains and losses on these instruments are deferred in accumulated other comprehensive income/(loss) and recognized in earnings when the related transaction occurs.
For hedging cash flows in a currency different from the functional currency, the hedge relationship reflects the hedge ratio of 1:1, which means that relationship is characterized by the value of the hedging instrument and the value of the hedged item moving in the opposite direction as a result of the common underlying of hedged risk.
The main sources of hedge ineffectiveness are:
the effect of the counterparty and the Group’s own credit risk on the fair value of the foreign exchange derivatives, which is not reflected in the change in the fair value of the hedged cash flow attributable to the change in the exchange rates, and
changes in timing of the hedged transaction.
Ineffectiveness related to these hedge relationships is recognized currently in the condensed consolidated income statement in the line “Financial income/(expenses)” and was not significant for all periods presented. Fair value changes used as a basis to calculate hedge ineffectiveness were $-87 million for foreign exchange contracts in the nine months ended September 30, 2019. The maturity of these instruments does not exceed 24 months and the after-tax gains/(losses) deferred in accumulated other comprehensive income/(loss) that will be recognized in net revenues and cost of sales over the next twelve months, assuming foreign exchange rates remain unchanged, is approximately $-49 million. If a derivative instrument is terminated because the hedge relationship is no longer effective or because the hedged item is a forecasted transaction that is no longer determined to be probable, the cumulative amount recorded in accumulated other comprehensive income/(loss) is recognized immediately in earnings. Such amounts were insignificant in all periods presented.

Interim Condensed Consolidated Financial Statements at September 30, 2019 53



CNH Industrial also uses forwards and swaps to hedge certain assets and liabilities denominated in foreign currencies. Such derivatives are considered economic hedges and not designated as hedging instruments. The changes in the fair values of these instruments are recognized directly in income in “Financial income/(expenses)” and are expected to offset the foreign exchange gains or losses on the exposures being managed.
All of CNH Industrial’s foreign exchange derivatives are considered Level 2 as the fair value is calculated using market data input and can be compared to actively traded derivatives. The total notional amount of CNH Industrial’s foreign exchange derivatives was $7.3 billion and $7.2 billion at September 30, 2019 and December 31, 2018, respectively.

Interest Rate Derivatives
CNH Industrial has entered into interest rate derivatives (swaps and caps) in order to manage interest rate exposures arising in the normal course of business. Interest rate derivatives that have been designated as cash flow hedges are being used by CNH Industrial to mitigate the risk of rising interest rates related to existing debt and anticipated issuance of fixed-rate debt in future periods. Gains and losses on these instruments, to the extent that the hedge relationship has been effective, are deferred in other comprehensive income/(loss) and recognized in “Financial income/(expenses)” over the period in which CNH Industrial recognizes interest expense on the related debt. The after-tax gains (losses) deferred in other comprehensive income/(loss) that will be recognized in interest expense over the next twelve months is insignificant.
Interest rate derivatives that have been designated as fair value hedge relationships have been used by CNH Industrial to mitigate the volatility in the fair value of existing fixed rate bonds and medium-term notes due to changes in floating interest rate benchmarks. Gains and losses on these instruments are recorded in “Financial income/(expenses)” in the period in which they occur and an offsetting gain or loss is also reflected in “Financial income/(expenses)” based on changes in the fair value of the debt instrument being hedged due to changes in floating interest rate benchmarks.
For hedging interest rate exposures, the hedge relationship reflects the hedge ratio 1:1, which means that relationship is characterized by the value of the hedging instrument and the value of the hedged item that move in the opposite direction as a result of the common underlying of hedged risk.
The main sources of hedge ineffectiveness are:
the effect of the counterparty and the Group’s own credit risk on the fair value of the swaps, which is not reflected in the change in the fair value of the hedged cash flow attributable to the change in the interest rates, and
differences in repricing dates between the swaps and the borrowings.
Any ineffectiveness is recorded in “Financial income/(expenses)” in the condensed consolidated income statement and its amount was insignificant for all periods presented. Fair value changes used as a basis to calculate hedge ineffectiveness were $24 million for interest rate derivatives in the nine months ended September 30, 2019.
CNH Industrial also enters into offsetting interest rate derivatives with substantially similar terms that are not designated as hedging instruments, to mitigate interest rate risk related to CNH Industrial’s committed asset-backed facilities. Unrealized and realized gains and losses resulting from fair value changes in these instruments are recognized directly in income. Net gains and losses on these instruments were insignificant in all periods presented.
All of CNH Industrial’s interest rate derivatives outstanding as of September 30, 2019 and December 31, 2018 are considered Level 2. The fair market value of these derivatives is calculated using market data input and can be compared to actively traded derivatives. The total notional amount of CNH Industrial’s interest rate derivatives was approximately $5.2 billion and $5.4 billion at September 30, 2019 and December 31, 2018, respectively.


Interim Condensed Consolidated Financial Statements at September 30, 2019 54



Financial statement impact of CNH Industrial derivatives
The following table summarizes the gross impact of changes in the fair value of derivatives on other comprehensive income and profit or loss during the three and nine months ended September 30, 2019 and 2018:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Fair value hedges
 
 
 
 
Interest rate derivatives - Financial income/(expenses)
7

(3
)
38

(13
)
Gains/(losses) on hedged items - Financial income/(expenses)
(7
)
3

(38
)
13

 
 
 
 
 
Cash flow hedges
 
 
 
 
Recognized in Other comprehensive income (effective portion):
 
 
 
 
Foreign exchange derivatives
(43
)
20

(87
)
31

Interest rate derivatives
(6
)
(4
)
(26
)
10

 
 
 
 
 
Reclassified from other comprehensive income (effective portion):
 
 
 
 
Foreign exchange derivatives - Net revenues
2

(2
)
(2
)
(1
)
Foreign exchange derivatives - Cost of sales
(17
)
(6
)
(46
)
14

Foreign exchange derivatives - Financial income/(expenses)
(3
)
10

(10
)
24

Interest rate derivatives - Cost of sales
(3
)
(2
)
(6
)
(4
)
 
 
 
 
 
Not designated as hedges
 
 
 
 
Foreign exchange derivatives - Financial income/(expenses)
29

24

(39
)
133

The fair values of CNH Industrial’s derivatives as of September 30, 2019 and December 31, 2018 in the condensed consolidated statement of financial position are recorded as follows:
 
At September 30, 2019
 
At December 31, 2018
 
($ million)
Positive fair value

Negative fair value

Positive fair value

Negative fair value

Derivatives designated as hedging instruments








Fair value hedges:








Interest rate derivatives
42

(3
)
16

(16
)
Total Fair value hedges
42

(3
)
16

(16
)
 
 
 
 
 
Cash flow hedges:








Foreign exchange derivatives
38

(80
)
52

(41
)
Interest rate derivatives
19

(41
)
5

(13
)
Total Cash flow hedges
57

(121
)
57

(54
)
Total Derivatives designated as hedging instruments
99

(124
)
73

(70
)
 
 
 
 
 
Derivatives not designated as hedging instruments








Foreign exchange derivatives
36

(8
)
24

(38
)
Interest rate derivatives


1


Total Derivatives not designated as hedging instruments
36

(8
)
25

(38
)
Other financial assets/(liabilities)
135

(132
)
98

(108
)

Interim Condensed Consolidated Financial Statements at September 30, 2019 55



Derivatives not designated as hedging instruments consist mainly of derivatives (mostly currency-based derivatives) acquired to hedge receivables and payables subject to currency risk and/or interest rate risk which are not formally designated as hedges at Group level.
19.
Cash and cash equivalents
Cash and cash equivalents include cash at bank and other easily marketable securities that are readily convertible into cash and are subject to an insignificant risk of changes in value.
At September 30, 2019, this item included $781 million ($772 million at December 31, 2018) of restricted cash which mainly includes bank deposits that may be used exclusively for the repayment of the debt relating to securitizations classified as Asset-backed financing. At September 30, 2019, this item also included $603 million ($736 million at December 31, 2018) of money market securities and other cash equivalents.
20.
Assets held for sale
Assets held for sale at September 30, 2019 and December 31, 2018 primarily included buildings.
21.
Equity
Share capital
As of September 30, 2019, the Company’s share capital was €18 million (equivalent to $25 million), fully paid-in, and consisted of 1,364,400,196 common shares (1,351,332,628 common shares outstanding, net of 13,067,568 common shares held in treasury by the Company as described in the following section) and 396,474,276 special voting shares (387,951,529 special voting shares outstanding, net of 8,522,747 special voting shares held in treasury by the Company as described in the following), all with a par value of €0.01 each.
For more complete information on the share capital of CNH Industrial N.V., see Note 23 “Equity” to the CNH Industrial Consolidated Financial Statements at December 31, 2018.
Treasury shares
As of September 30, 2019, the Company held 13.1 million common shares in treasury, net of transfers of common shares to fulfill its obligations under its stock compensation plans, at an aggregate cost of $141 million. As of September 30, 2019, the Company held 8.5 million special voting shares in treasury. During the nine months ended September 30, 2019, the Company repurchased 5.1 million shares of its common stock on the MTA and on multilateral trading facilities (“MTFs”) under the buy-back program in place at an aggregate cost of $45 million. During the same period, the Company acquired 0.8 million special voting shares following the de-registration of qualifying common shares from the Loyalty Register, net of the transfer and allocation of special voting shares to those shareholders whose qualifying common shares became eligible to receive special voting shares after the uninterrupted three-year registration period in the Loyalty Register.
In order to maintain the necessary operating flexibility over an adequate time period, including the implementation of the program in place, on April 12, 2019, the Annual General Meeting (“AGM”) granted to the Board of Directors the authority to acquire common shares in the capital of the Company through stock exchange trading on the MTA and the NYSE or otherwise for a period of 18 months (i.e., up to and including October 11, 2020). Under such authorization the Board’s authority is limited to a maximum of up to 10% of the issued common shares as of the date of the AGM and, in compliance with applicable rules and regulations, subject to a maximum price per common share equal to the average of the highest price on each of the five trading days prior to the date of acquisition, as shown in the Official Price List of the MTA or NYSE (as the case may be) plus 10% (maximum price) and to a minimum price per common share equal to the average of the lowest price on each of the five trading days prior to the date of acquisition, as shown in the Official Price List of the MTA or NYSE (as the case may be) minus 10% (minimum price). Since May 2019, the Company restarted its share buy-back program. Neither the renewal of the authorization, nor the launch of any program obliges the Company to buy-back any common shares. In any event, such program may be suspended, discontinued or modified at any time for any reason and without previous notice, in accordance with applicable laws and regulations.

Interim Condensed Consolidated Financial Statements at September 30, 2019 56



Capital reserves
At September 30, 2019 capital reserves, amounting to $3,279 million ($3,247 million at December 31, 2018), mainly consisted of the share premium deriving from the merger occurred in 2013 between Fiat Industrial and its majority owned subsidiary CNH Global.
Earnings reserves
Earnings reserves, amounting to $6,728 million at September 30, 2019 ($6,272 million at December 31, 2018), primarily consisted of retained earnings and profits attributable to the owners of the parent.
On April 12, 2019, at the AGM, CNH Industrial N.V. shareholders approved a dividend of €0.18 per common share, as recommended on March 1, 2019 by the Board of Directors. The cash dividend was declared in euro and paid on May 2, 2019 for a total amount of $275 million (€244 million).
Other comprehensive income/(loss)
Other comprehensive income/(loss) consisted of the following:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Other comprehensive income/(loss) that will not be reclassified subsequently to profit or loss:








Gains/(losses) on the remeasurement of defined benefit plans
(29
)

(29
)
55

Total Other comprehensive income/(loss) that will not be reclassified subsequently to profit or loss (A)
(29
)

(29
)
55

 
 
 
 
 
Other comprehensive income/(loss) that may be reclassified subsequently to profit or loss:








 
 
 
 
 
Gains/(losses) on cash flow hedging instruments arising during the period
(49
)
16

(113
)
41

(Gains)/losses on cash flow hedging instruments reclassified to profit or loss
21


64

(33
)
Gains/(losses) on cash flow hedging instruments
(28
)
16

(49
)
8

 
 
 
 
 
Exchange gains/(losses) on translating foreign operations arising during the period
(104
)
(157
)
(57
)
(478
)
Exchange (gains)/losses on translating foreign operations reclassified to profit or loss




Exchange gains/(losses) on translating foreign operations
(104
)
(157
)
(57
)
(478
)
 
 
 
 
 
(Gains)/losses on fair value of equity investments at fair value through other comprehensive income arising during the period
(4
)

(4
)

Gains/(losses) on fair value of equity investments at fair value through other comprehensive income reclassified to profit or loss




Net change in fair value of equity investments at fair value through other comprehensive income
(4
)

(4
)

 
 
 
 
 
Share of Other comprehensive income/(loss) of entities accounted for using the equity method arising during the period
(16
)
(23
)
(19
)
(43
)
Reclassification adjustment for the share of Other comprehensive income/(loss) of entities accounted for using the equity method




Share of Other comprehensive income/(loss) of entities accounted for using the equity method
(16
)
(23
)
(19
)
(43
)
Total Other comprehensive income/(loss) that may be reclassified subsequently to profit or loss (B)
(152
)
(164
)
(129
)
(513
)
Tax effect (C)
14

(2
)
20

(14
)
Total Other comprehensive income/(loss), net of tax (A) + (B) + (C)
(167
)
(166
)
(138
)
(472
)

Interim Condensed Consolidated Financial Statements at September 30, 2019 57



The income tax effect for each component of Other comprehensive income/(loss) consisted of the following:
 
Three months ended September 30,
 
Nine months ended September 30,
 
 
2019
 
2018
 
2019
 
2018
 
($ million)
Before tax amount

Tax (expense)/ benefit

Net-of-tax amount

Before tax amount

Tax (expense)/ benefit

Net-of-tax amount

Before tax amount

Tax (expense)/ benefit

Net-of-tax amount

Before tax amount

Tax (expense)/ benefit

Net-of-tax amount

Other comprehensive income/(loss) that will not be reclassified subsequently to profit or loss:
























Gains/(losses) on the remeasurement of defined benefit plans
(29
)
7

(22
)



(29
)
7

(22
)
55


55

Total Other comprehensive income/(loss) that will not be reclassified subsequently to profit or loss
(29
)
7

(22
)



(29
)
7

(22
)
55


55

 
 
 
 
 
 
 
 
 
 
 
 
 
Other comprehensive income/(loss) that may be reclassified subsequently to profit or loss:
























Gains/(losses) on cash flow hedging instruments
(28
)
7

(21
)
16

(2
)
14

(49
)
13

(36
)
8

(14
)
(6
)
Exchange gains/(losses) on translating foreign operations
(104
)

(104
)
(157
)

(157
)
(57
)

(57
)
(478
)

(478
)
Net change in fair value of equity investments at fair value through other comprehensive income
(4
)

(4
)



(4
)

(4
)



Share of Other comprehensive income/(loss) of entities accounted for using the equity method
(16
)

(16
)
(23
)

(23
)
(19
)

(19
)
(43
)

(43
)
Total Other comprehensive income/(loss) that may be reclassified subsequently to profit or loss
(152
)
7

(145
)
(164
)
(2
)
(166
)
(129
)
13

(116
)
(513
)
(14
)
(527
)
Total Other comprehensive income/(loss)
(181
)
14

(167
)
(164
)
(2
)
(166
)
(158
)
20

(138
)
(458
)
(14
)
(472
)
Share-based compensation
CNH Industrial recognized total share-based compensation expense of $8 million and $30 million for the three and nine months ended September 30, 2019, respectively ($9 million and $25 million for the comparable periods of 2018, respectively).


Interim Condensed Consolidated Financial Statements at September 30, 2019 58



22.
Provisions
A summary of Provisions at September 30, 2019 and December 31, 2018 is as follows:
($ million)
At September 30, 2019
 
At December 31, 2018
 
Employee benefits


1,508



1,763

Other provisions:
 
 
 
 
Warranty and technical assistance provision
891



925



Restructuring provision
106



74



Investment provision
12



12



Other risks
2,170



2,277



Total Other provisions


3,179



3,288

Total Provisions

4,687


5,051

Provisions for Employee benefits include provisions for health care plans, pension plans and other post-employment benefits, as well as other provisions for employees and provisions for other long-term employee benefits.
Provisions for Other risks include provisions for contractual and commercial risks and disputes.
Employee benefits
The following tables summarize the components of net benefit cost of CNH Industrial’s post-employment benefits for the three and nine months ended September 30, 2019 and 2018:
 
Pension plans
 
Healthcare plans
 
Other
 
 
Three Months Ended September 30,
 
Three Months Ended September 30,
 
Three Months Ended September 30,
 
($ million)
2019

2018

2019

2018

2019

2018

Service cost:
 
 
 
 
 
 
Current service cost
5

6

1

2

2

2

Past service cost and (gain)/loss from curtailments and settlements


(47
)



Total Service cost
5

6

(46
)
2

2

2

Net interest expense
3

3

3

4



Other costs
2

2





Net benefit (income)/cost recognized to profit or loss
10

11

(43
)
6

2

2


 
Pension plans
 
Healthcare plans
 
Other
 
 
Nine Months Ended September 30,
 
Nine Months Ended September 30,
 
Nine Months Ended September 30,
 
($ million)
2019

2018

2019

2018

2019

2018

Service cost:
 
 
 
 
 
 
Current service cost
15

18

3

6

6

6

Past service cost and (gain)/loss from curtailments and settlements


(47
)
(527
)


Total Service cost
15

18

(44
)
(521
)
6

6

Net interest expense
9

9

9

14


2

Other costs
6

6





Net benefit (income)/cost recognized to profit or loss
30

33

(35
)
(507
)
6

8

In the three and nine months ended September 30, 2019, Net benefit income included the pre-tax gain of $47 million related to a healthcare plan amendment in the U.S. Moreover, on February 20, 2018, CNH Industrial announced that the United States Supreme Court ruled in its favor in Reese vs. CNH Industrial N.V. and CNH Industrial America LLC. The decision allowed CNH Industrial to terminate or modify various retiree healthcare benefits previously provided to certain UAW Union represented CNH Industrial retirees. On April 16, 2018, CNH Industrial announced its determination to modify the benefits provided to the applicable retirees (“Benefit Modification”) to make them consistent with the benefits provided to current eligible CNH Industrial retirees who had been represented by the UAW. The Benefit Modification resulted in a reduction of the plan liability by $527 million in the second quarter of 2018. The amounts above have been recognized in their entirety in Other income/(expenses).

Interim Condensed Consolidated Financial Statements at September 30, 2019 59



23.
Debt
An analysis of debt by nature is as follows:
($ million)
At September 30, 2019
 
At December 31, 2018
 
Asset-backed financing
 
10,701

 
11,269

Other debt:
 
 
 
 
Bonds
7,963

 
7,967

 
Borrowings from banks
4,215

 
4,135

 
Payables represented by securities
1,007

 
960

 
Lease liabilities
396






Other(1)
120

 
212

 
Total Other debt
 
13,701

 
13,274

Total Debt
 
24,402

 
24,543

(1)
At December 31, 2018 it included $2 million of finance lease liabilities in accordance with IAS 17.
Total Debt was $24,402 million at September 30, 2019, a decrease of $141 million compared to December 31, 2018. Excluding the impact of exchange translation differences, Debt increased by $551 million as a result of a new bond issuance, a net increase in borrowing from banks and the recognition of additional lease liabilities, as described below, partially offset by repayment of bonds, a net decrease in borrowings from other debt and in asset-backed financing.
In March 2019, CNH Industrial Finance Europe S.A. issued €600 million of notes at an annual fixed rate of 1.75% due in 2027 (the “1.75% CIFE Notes”) at an issue price of 98.597 percent of their principal amount. The 1.75% CIFE Notes were issued under the €10 billion Euro Medium Term Note Programme guaranteed by CNH Industrial N.V.
In July 2019, CNH Industrial Finance Europe S.A. issued as a private placement €50 million of notes at an annual fixed rate of 2.200% due in 2039 (the “2.200% CIFE Notes”) at an issue price of 98.285 percent of their principal amount. The 2.200% CIFE Notes were issued under the €10 billion Euro Medium Term Note Programme guaranteed by CNH Industrial N.V.
In July 2019, CNH Industrial Finance Europe S.A. issued €500 million of notes at an annual fixed rate of 1.625% due in 2029 (the “1.625% CIFE Notes”) at an issue price of 98.926 percent of their principal amount. The 1.625% CIFE Notes were issued under the €10 billion Euro Medium Term Note Programme guaranteed by CNH Industrial N.V.
Due to the initial application of IFRS 16 as of January 1, 2019, $478 million of additional liabilities from leases were recognized. At December 31, 2018, only finance lease liabilities in accordance with IAS 17 ($2 million) were recognized.
During the nine months ended September 30, 2019, $105 million for the principal portion of Lease liabilities and $11 million for interest expenses related to lease liabilities were paid.
The following table sets out a maturity analysis of Lease liabilities at September 30, 2019:
($ million)
At September 30, 2019

Less than one year
122

One to two years
85

Two to three years
60

Three to four years
44

Four to five years
25

More than five years
118

Total undiscounted lease payments
454

Less: Interest
(58
)
Total Lease liabilities
396

At September 30, 2019, the weighted average remaining lease term (calculated on the basis of the remaining lease term and the lease liability balance for each lease) and the weighted average discount rate for leases were 6.9 years and 3.6%, respectively.

Interim Condensed Consolidated Financial Statements at September 30, 2019 60



The following table shows the summary of the Group’s issued bonds outstanding at September 30, 2019:
 
Currency
Face value of outstanding bonds (in million)

Coupon

Maturity
Outstanding amount
($ million)

Euro Medium Term Notes
 
 
 
 
 
CNH Industrial Finance Europe S.A.(1)
EUR
432

2.875
%
September 27, 2021
470

CNH Industrial Finance Europe S.A.(1)
EUR
75

1.625
%
March 29, 2022
81

CNH Industrial Finance Europe S.A.(1)
EUR
500

1.375
%
May 23, 2022
545

CNH Industrial Finance Europe S.A.(1)
EUR
500

2.875
%
May 17, 2023
545

CNH Industrial Finance Europe S.A.(1)
EUR
650

1.75
%
September 12, 2025
707

CNH Industrial Finance Europe S.A.(1)
EUR
100

3.5
%
November 12, 2025
109

CNH Industrial Finance Europe S.A.(1)
EUR
500

1.875
%
January 19, 2026
545

CNH Industrial Finance Europe S.A.(1)
EUR
600

1.75
%
March 25, 2027
653

CNH Industrial Finance Europe S.A.(1)
EUR
50

3.875
%
April 21, 2028
54

CNH Industrial Finance Europe S.A.(1)
EUR
500

1.625
%
July 3, 2029
545

CNH Industrial Finance Europe S.A.(1)
EUR
50

2.200
%
July 15, 2039
54

Total Euro Medium Term Notes
 
 
 
 
4,308

Other Bonds
 
 
 
 

CNH Industrial Capital LLC
USD
600

4.375
%
November 6, 2020
600

CNH Industrial Capital LLC
USD
500

4.875
%
April 1, 2021
500

CNH Industrial Capital LLC
USD
400

3.875
%
October 15, 2021
400

CNH Industrial Capital LLC
USD
500

4.375
%
April 5, 2022
500

CNH Industrial Capital LLC
USD
500

4.2
%
January 15, 2024
500

CNH Industrial N.V.(2)
USD
600

4.5
%
August 15, 2023
600

CNH Industrial N.V.(2)
USD
500

3.85
%
November 15, 2027
500

Total Other bonds
 
 
 
 
3,600

Hedging effect and amortized cost valuation
 
 
 
 
55

Total Bonds
 
 
 
 
7,963

(1)
Bond listed on the Irish Stock Exchange.
(2)
Bond listed on the New York Stock Exchange.
The bonds issued by the Group may contain commitments of the issuer, and in certain cases commitments of CNH Industrial N.V. in its capacity as guarantor, which are typical of international practice for bond issues of this type such as, in particular, negative pledge (in relation to quoted indebtedness), a status (or pari passu) covenant and cross default clauses. A breach of these commitments can lead to the early repayment of the applicable notes. The bonds guaranteed by CNH Industrial N.V. under the Euro Medium Term Note Programme (and its predecessor the Global Medium Term Note Programme), as well as the notes issued by CNH Industrial N.V., contain clauses which could lead to early repayment if there is a change of control of CNH Industrial N.V. leading to a rating downgrading of CNH Industrial N.V.
The Group intends to repay the issued bonds in cash at the due date by utilizing available liquid resources. In addition, the companies in the Group may from time to time buy back their issued bonds. Such buy backs, if made, depend upon market conditions, the financial situation of the Group and other factors which could affect such decisions. Further information about these bonds is included in Note 26 “Debt” to the CNH Industrial Consolidated Financial Statements at December 31, 2018.
In March 2019, CNH Industrial signed a five-year committed revolving credit facility for €4 billion ($4.5 billion at March 31, 2019 exchange rate) due to mature in 2024 with two extension options of 1-year each, exercisable on the first and second anniversary of the signing date. The credit facility replaces the existing five-year €1.75 billion credit facility due to mature in 2021. Available committed unsecured facilities expiring after twelve months amounted to approximately $5.3 billion at September 30, 2019 ($3.1 billion at December 31, 2018). Total committed secured facilities expiring after twelve months amounted to approximately $3.9 billion at September 30, 2019 ($3.9 billion at December 31, 2018), of which $1 billion was available at September 30, 2019 ($0.9 billion at December 31, 2018).

Interim Condensed Consolidated Financial Statements at September 30, 2019 61



Debt secured with mortgages and other liens on assets of the Group amounts to $36 million at September 30, 2019 ($39 million at December 31, 2018).
24.    Trade payables
Trade payables of $5,167 million at September 30, 2019 decreased by $719 million from the amount at December 31, 2018.
25.
Other current liabilities
At September 30, 2019, Other current liabilities mainly included $1,556 million of amounts payable to customers relating to repurchase price on buy-back agreements ($1,870 million at December 31, 2018), and $1,206 million of contract liabilities ($1,368 million at December 31, 2018), of which $645 million for future rents related to buy-back agreements ($773 million at December 31, 2018). Other current liabilities also included accrued expenses and deferred income of $520 million ($517 million at December 31, 2018).
26.
Commitments and contingencies
As a global Group with a diverse business portfolio, CNH Industrial is exposed to numerous legal risks, including dealer and supplier litigation, intellectual property right disputes, product warranty and defective product claims, product performance, asbestos, personal injury, emissions and/or fuel economy regulatory and contractual issues and environmental claims that arise in the ordinary course of business. The most significant of these matters are described below.
The outcome of any current or future proceedings, claims, or investigations cannot be predicted with certainty. Adverse decisions in one or more of these proceedings, claims or investigations could require CNH Industrial to pay substantial damages, or undertake service actions, recall campaigns or other costly actions. It is therefore possible that legal judgments could give rise to expenses that are not covered, or not fully covered, by insurers’ compensation payments and could affect CNH Industrial’s financial position and results. When it is probable that an outflow of resources embodying economic benefits will be required to settle obligations and this amount can be reliably estimated, CNH Industrial recognizes specific provisions for this purpose.
Although the ultimate outcome of legal matters pending against CNH Industrial and its subsidiaries cannot be predicted, CNH Industrial believes the reasonable possible range of losses for these unresolved legal matters in addition to the amounts accrued would not have a material effect on its Interim Condensed Consolidated Financial Statements.
Other litigation and investigation
Follow-up on Damages Claims: Iveco, the Company’s wholly owned subsidiary, and its competitors were subject to an investigation by the European Commission (the “Commission”) into certain business practices in the European Union in relation to Medium and Heavy ("M&H") trucks. On July 19, 2016, the Commission announced a settlement with Iveco. Following the settlement, CNH Industrial has been named as defendant in private litigation commenced in various European jurisdictions and Israel by customers and other third parties, either acting individually or as part of a wider group or class of claimants. These claims remain at an early stage. Further, on the base of the letters issued by a significant number of customers indicating that they may commence proceedings in the future, CNH Industrial expects to face further claims based on the same legal grounds in various other jurisdictions. The extent and outcome of these claims cannot be predicted at this time.
Guarantees
CNH Industrial provided guarantees on the debt or commitments of third parties and performance guarantees, mainly in the interest of a joint venture related to commercial commitments of defense vehicles, totaling $438 million and $471 million at September 30, 2019 and December 31, 2018, respectively.

Interim Condensed Consolidated Financial Statements at September 30, 2019 62



27.    Segment reporting
The operating segments through which CNH Industrial manages its operations are based on the internal reporting used by the CNH Industrial Chief Operating Decision Maker (“CODM”) to assess performance and make decisions about resource allocation. The segments are organized based on products and services provided by CNH Industrial.
CNH Industrial has five operating segments:
Agriculture designs, manufactures and distributes a full line of farm machinery and implements, including two-wheel and four-wheel drive tractors, crawler tractors (Quadtrac®), combines, cotton pickers, grape and sugar cane harvesters, hay and forage equipment, planting and seeding equipment, soil preparation and cultivation implements and material handling equipment. Agricultural equipment is sold under the New Holland Agriculture and Case IH brands, as well as the STEYR, Kongskilde, Överum, and JF brands in Europe and the Miller brand, primarily in North America and Australia.
Construction designs, manufactures and distributes a full line of construction equipment including excavators, crawler dozers, graders, wheel loaders, backhoe loaders, skid steer loaders, compact track loaders, and telehandlers. Construction equipment is sold under the CASE Construction Equipment and New Holland Construction brands.
Commercial and Specialty Vehicles designs, manufactures and distributes a full range of light, medium, and heavy vehicles for the transportation and distribution of goods under the IVECO brand, commuter buses and touring coaches under the IVECO BUS (previously Iveco Irisbus) and Heuliez Bus brands, quarry and mining equipment under the IVECO ASTRA brand, firefighting vehicles under the Magirus brand, and vehicles for civil defense and peace-keeping missions under the Iveco Defence Vehicles brand.
Powertrain designs, manufactures and distributes a range of engines, transmission systems and axles for on- and off-road applications, as well as for marine and power generation under the FPT Industrial brand.
Financial Services offers a range of financial services to dealers and customers. Financial Services provides and administers retail financing to customers for the purchase or lease of new and used industrial equipment or vehicles and other equipment sold by CNH Industrial dealers. In addition, Financial Services provides wholesale financing to CNH Industrial dealers. Wholesale financing consists primarily of floor plan financing and allows the dealers to purchase and maintain a representative inventory of products. Financial Services also provides trade receivables factoring services to CNH Industrial companies.
The activities carried out by the four industrial segments Agriculture, Construction, Commercial and Specialty Vehicles and Powertrain, as well as corporate functions, are collectively referred to as “Industrial Activities”.
Revenues for each reported segment are those directly generated by or attributable to the segment as a result of its business activities and include revenues from transactions with third parties as well as those deriving from transactions with other segments, recognized at normal market prices. Segment expenses represent expenses deriving from each segment's business activities both with third parties and other operating segments or which may otherwise be directly attributable to it. Expenses deriving from business activities with other segments are recognized at normal market prices.
The CODM assesses segment performance and makes decisions about resource allocation based upon Adjusted EBIT and Adjusted EBITDA calculated using U.S. GAAP. CNH Industrial believes Adjusted EBIT and Adjusted EBITDA more fully reflect segment and consolidated profitability. Adjusted EBIT under U.S. GAAP is defined as net income/(loss) before income taxes, interest expenses of Industrial Activities, net, restructuring expenses, the finance and non-service component of pension and other post-employment benefits costs, foreign exchange gains/(losses), and certain non-recurring items. In particular, non-recurring items are specifically disclosed items that management considers to be rare or discrete events that are infrequent in nature and not reflective of on-going operational activities. Adjusted EBITDA under U.S. GAAP is defined as Adjusted EBIT plus depreciation and amortization (including on assets under operating leases and assets sold under buy-back commitments). With reference to Financial Services, the CODM assesses the performance of the segment on the basis of net income prepared in accordance with U.S. GAAP.

Interim Condensed Consolidated Financial Statements at September 30, 2019 63



The following table summarizes Adjusted EBIT under U.S. GAAP by reportable segment:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Agriculture
152

196

661

778

Construction
10

26

48

59

Commercial and Specialty Vehicles
70

68

221

209

Powertrain
81

82

279

285

Unallocated items, eliminations and other
(29
)
(51
)
(120
)
(178
)
Total Industrial Activities
284

321

1,089

1,153

Financial Services
117

123

372

407

Eliminations and other




Total Adjusted EBIT under U.S. GAAP
401

444

1,461

1,560

The following table summarizes Adjusted EBITDA under U.S. GAAP by reportable segment:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Agriculture
221

272

874

1,009

Construction
23

41

90

105

Commercial and Specialty Vehicles
196

216

599

661

Powertrain
110

113

371

383

Unallocated items, eliminations and other
(27
)
(51
)
(118
)
(177
)
Total Industrial Activities
523

591

1,816

1,981

Financial Services
177

182

558

595

Eliminations and other




Total Adjusted EBITDA under U.S. GAAP
700

773

2,374

2,576

A reconciliation from consolidated Adjusted EBITDA under U.S. GAAP to Profit/(loss) before taxes under EU-IFRS for the three and nine months ended September 30, 2019 and 2018 is provided below:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Adjusted EBITDA under U.S. GAAP
700

773

2,374

2,576

Less: depreciation and amortization under U.S. GAAP(*)
(299
)
(329
)
(913
)
(1,016
)
Adjusted EBIT under U.S. GAAP
401

444

1,461

1,560

Adjustments/reclassifications to convert from Adjusted EBIT under U.S. GAAP to Profit/(loss) before taxes under EU-IFRS:




Financial income/(expenses) under EU-IFRS
(97
)
(199
)
(232
)
(505
)
Development costs
(29
)
(17
)
(54
)
(38
)
Restructuring costs under EU-IFRS
(46
)
(7
)
(82
)
(17
)
Pre-tax gain related to the modification of a healthcare plan in the U.S.



527

Other adjustments
(87
)
35

(81
)
12

Total adjustments/reclassifications
(259
)
(188
)
(449
)
(21
)
Profit/(loss) before taxes under EU-IFRS
142

256

1,012

1,539

(*)
Including depreciation of assets on operating lease and assets sold with buy-back commitment.



Interim Condensed Consolidated Financial Statements at September 30, 2019 64



Net income of Financial Services prepared under U.S. GAAP for the three and nine months ended September 30, 2019 and 2018 is summarized as follows, together with a reconciliation to CNH Industrial’s consolidated Profit/(loss) before taxes under EU-IFRS for the same periods:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Net income of Financial Services under U.S. GAAP (A)
82

92

268

297

Net Income (loss) of Industrial Activities under U.S. GAAP (B)
643

231

1,334

841

Eliminations and other (C)
(82
)
(92
)
(268
)
(297
)
CNH Industrial’s consolidated Net income (loss) under
U.S. GAAP (D) = (A) + (B) + (C)
643

231

1,334

841

Adjustments to conform with EU-IFRS (E)(*)
(554
)
(83
)
(591
)
276

Income tax (expense) under EU-IFRS (F)
(53
)
(108
)
(269
)
(422
)
Profit/(loss) before taxes under EU-IFRS (G) = (D) + (E) - (F)
142

256

1,012

1,539

(*)    Details about this item are provided in Note 31 “EU-IFRS to U.S. GAAP reconciliation”.

Additional reportable segment information under U.S. GAAP
Revenues under U.S. GAAP, together with a reconciliation to the corresponding EU-IFRS consolidated item for the three and nine months ended September 30, 2019 and 2018, are provided below:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Agriculture
2,446

2,636

8,031

8,527

Construction
664

726

2,061

2,207

Commercial and Specialty Vehicles
2,331

2,404

7,443

7,788

Powertrain
940

972

3,109

3,376

Eliminations and other
(489
)
(493
)
(1,678
)
(1,774
)
Net sales of Industrial Activities
5,892

6,245

18,966

20,124

Financial Services
487

469

1,480

1,469

Eliminations and other
(19
)
(28
)
(62
)
(89
)
Total Revenues under U.S. GAAP
6,360

6,686

20,384

21,504

Difference(*)
(64
)
18

(77
)
(17
)
Total Net Revenues under EU-IFRS
6,296

6,704

20,307

21,487

(*) Different classification of interest income of Industrial Activities
Depreciation and amortization under U.S. GAAP by reportable segment, together with a reconciliation to the corresponding EU-IFRS consolidated item for three and nine months ended September 30, 2019 and 2018, are provided below:
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
2019

2018

2019

2018

Agriculture
69

75

213

229

Construction
13

15

42

46

Commercial and Specialty Vehicles
49

53

143

161

Powertrain
29

31

92

98

Eliminations and other
2


2

1

Total Industrial Activities
162

174

492

535

Financial Services


2

3

Eliminations and other




Total Depreciation and Amortization(*) under U.S. GAAP
162

174

494

538

Difference(**)
138

112

431

354

Total Depreciation and Amortization(*) under EU-IFRS
300

286

925

892

(*)    Excluding depreciation of assets on operating lease and assets sold with buy-back commitment.
(**)    Primarily amortization of development costs capitalized under EU-IFRS and depreciation of right-of-use assets under EU-IFRS.

Interim Condensed Consolidated Financial Statements at September 30, 2019 65



28.
Fair value measurement
Fair value measurements are categorized within the fair value hierarchy, described as follows, based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the entire measurement:
Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly;
Level 3 — Unobservable inputs for the asset or liability.
This hierarchy requires the use of observable market data when available.
Assets and liabilities measured at fair value on a recurring basis
The following table presents, for each of the fair value hierarchy levels, the assets and liabilities that are measured at fair value on a recurring basis at September 30, 2019 and December 31, 2018:
 
 
At September 30, 2019
 
At December 31, 2018
 
($ million)
Note
Level 1

Level 2

Level 3

Total

Level 1

Level 2

Level 3

Total

Equity investments measured at fair value through other comprehensive income

(14)


100

100





Other non-current securities
(14)
1



1

1



1

Other financial assets
(18)

135


135


98


98

Money market securities
(19)
424



424

428



428

Total Assets
 
425

135

100

660

429

98


527

Other financial liabilities
(18)

(132
)

(132
)

(108
)

(108
)
Total Liabilities
 

(132
)

(132
)

(108
)

(108
)
The following table provides a reconciliation from the opening balance to the closing balance for fair value measurements categorized in Level 3 in the nine months ended September 30, 2019:
($ million)
Nine Months Ended September 30, 2019

At January 1

Purchases
104

Gains/(Losses) recognized in Other comprehensive income/losses
(4
)
At September 30
100

In the nine months ended September 30, 2019 and 2018, there were no transfers between levels in the fair value hierarchy.
Description of the valuation techniques used to determine the fair value of derivative financial instruments is included in Note 18 “Other financial assets and Other financial liabilities”.

Interim Condensed Consolidated Financial Statements at September 30, 2019 66



Assets and liabilities not measured at fair value
The estimated fair values for financial assets and liabilities that are not measured at fair value in the condensed statement of financial position at September 30, 2019 and December 31, 2018 are as follows:
 
 
At September 30, 2019
 
($ million)
Note
Level 1

Level 2

Level 3

Total Fair Value

Carrying
amount

Retail financing
(17)


8,672

8,672

8,776

Dealer financing
(17)


9,375

9,375

9,377

Finance leases
(17)


227

227

227

Other receivables from financing activities
(17)



71

71

71

Total Receivables from financing activities
 


18,345

18,345

18,451

Asset-backed financing
(23)

10,675


10,675

10,701

Bonds
(23)
5,748

2,638


8,386

7,963

Borrowings from banks
(23)

4,175


4,175

4,215

Payables represented by securities
(23)

1,009


1,009

1,007

Lease liabilities
(23)


396

396

396

Other debt
(23)

120


120

120

Total
 
5,748

18,617

396

24,761

24,402


 
 
At December 31, 2018
 
($ million)
Note
Level 1

Level 2

Level 3

Total Fair Value

Carrying
amount

Retail financing
(17)


8,928

8,928

9,084

Dealer financing
(17)


9,749

9,749

9,751

Finance leases
(17)


272

272

272

Other receivables from financing activities
(17)


68

68

68

Total Receivables from financing activities
 


19,017

19,017

19,175

Asset-backed financing
(23)

11,150


11,150

11,269

Bonds
(23)
5,023

3,040


8,063

7,967

Borrowings from banks
(23)

4,088


4,088

4,135

Payables represented by securities
(23)

968


968

960

Other debt
(23)

212


212

212

Total
 
5,023

19,458


24,481

24,543

Receivables from financing activities
The fair value of Receivables from financing activities is based on the discounted values of their related cash flows at market discount rates that reflect conditions applied in various reference markets on receivables with similar characteristic, adjusted to take into account the credit risk of the counterparties.
Debt
All Debt is classified as a Level 2 fair value measurement, with the exception of the bonds issued by CNH Industrial Finance Europe S.A. and the bonds issued by CNH Industrial N.V. that are classified as a Level 1 fair value measurement. Their fair value has been estimated making reference to quoted prices in active markets.
The fair value of Asset-backed financing, Borrowings from banks, Payable represented by securities and Other debt are included in the Level 2 and has been estimated based on discounted cash flows analysis using the current market interest rates at period-end adjusted for the Group non-performance risk over the remaining term of the financial liability.
The fair value of Lease liabilities classified within Level 3 of the fair value hierarchy has been estimated using discounted cash flow models that require significant adjustments using unobservable inputs.
Other financial assets and liabilities
The carrying amount of Cash at banks, Restricted cash, Other cash and cash equivalents, Trade receivables, Other current assets, Trade payables and Other current liabilities included in the condensed consolidated statement of financial position approximates their fair value, due to the short maturity of these items.

Interim Condensed Consolidated Financial Statements at September 30, 2019 67



29.
Related party transactions
In accordance with IAS 24 – Related Party Disclosures, CNH Industrial’s related parties are companies and persons who are capable of exercising control or joint control or who have significant influence over the Group. Related parties include CNH Industrial N.V.’s parent company EXOR N.V. (the holding company of the EXOR Group following the completion of the cross-border merger of EXOR S.p.A. with and into EXOR N.V. occurred on December 11, 2016) and the companies that EXOR N.V. controls or has significant influence over, including Fiat Chrysler Automobiles N.V. and its subsidiaries and affiliates (“FCA”) and Ferrari N.V. and its subsidiaries and affiliates (“Ferrari”), and CNH Industrial’s unconsolidated subsidiaries, associates or joint ventures. In addition, the members of the Board of Directors and managers of CNH Industrial with strategic responsibility and members of their families are also considered related parties.
As of September 30, 2019, based on public information available on the website of the Netherlands Authority for the Financial Markets and in reference to Company's files, EXOR N.V. held 42.2% of CNH Industrial’s voting power and had the ability to significantly influence the decisions submitted to a vote of CNH Industrial’s shareholders, including approval of annual dividends, the election and removal of directors, mergers or other business combinations, the acquisition or disposition of assets and issuances of equity and the incurrence of indebtedness. The percentage above has been calculated as the ratio of (i) the aggregate number of common shares and special voting shares owned by EXOR N.V. to (ii) the aggregate number of outstanding common shares and special voting shares of CNH Industrial as of September 30, 2019.
In addition, CNH Industrial engages in transactions with its unconsolidated subsidiaries, joint ventures, associates and other related parties on commercial terms that are normal in the respective markets, considering the characteristics of the goods or services involved. The Company’s Audit Committee reviews and evaluates all significant related party transactions.
Transactions with EXOR N.V. and its subsidiaries and affiliates
EXOR N.V. is an investment holding company in Europe. Among other things, EXOR N.V. manages a portfolio that includes investments in FCA and Ferrari. CNH Industrial did not enter into any significant transactions with EXOR N.V. during the three and nine months ended September 30, 2019 and 2018.
In connection with the establishment of Fiat Industrial (now CNH Industrial) through the demerger from Fiat (now FCA), the two companies entered into a Master Services Agreement (“MSA”) which sets forth the primary terms and conditions pursuant to which the service provider subsidiaries of CNH Industrial and FCA provide services to the service receiving subsidiaries. As structured, the applicable service provider and service receiver subsidiaries become parties to the MSA through the execution of an Opt-in letter that may contain additional terms and conditions. Pursuant to the MSA, service receivers are required to pay to service providers the actual cost of the services plus a negotiated margin. FCA subsidiaries provide CNH Industrial with administrative services such as accounting, cash management, maintenance of plant and equipment, security, information systems and training under the terms and conditions of the MSA and the applicable Opt-in letters.
Additionally, CNH Industrial sells engines and light commercial vehicles to and purchases engine blocks and other components from FCA subsidiaries. Furthermore, CNH Industrial and FCA may engage in other minor transactions in the ordinary course of business.
These transactions with FCA are reflected in the Interim Condensed Consolidated Financial Statements at September 30, 2019 as follows:
 
Nine months ended September 30,
 
($ million)
2019

2018

Net revenues
533

564

Cost of sales
265

348

Selling, general and administrative costs
102

112


($ million)
At September 30, 2019

At December 31, 2018

Trade receivables
15

10

Trade payables
73

118


Interim Condensed Consolidated Financial Statements at September 30, 2019 68



Transactions with joint ventures
CNH Industrial sells commercial vehicles, agricultural and construction equipment, and provides technical services to joint ventures such as IVECO - OTO MELARA Società Consortile a responsabilità limitata, CNH de Mexico SA de CV, Turk Traktor ve Ziraat Makineleri A.S. and New Holland HFT Japan Inc. CNH Industrial also purchases equipment from joint ventures, such as Turk Traktor ve Ziraat Makineleri A.S. These transactions are reflected in the Interim Condensed Consolidated Financial Statements at September 30, 2019 as follows:
 
Nine months ended September 30,
 
($ million)
2019

2018

Net revenues
557

708

Cost of sales
369

335


($ million)
At September 30, 2019

At December 31, 2018

Trade receivables
83

83

Trade payables
63

68

At September 30, 2019 and December 31, 2018, CNH Industrial had provided guarantees on commitments of its joint ventures for an amount of $140 million and $160 million, respectively, mainly related to IVECO - OTO MELARA Società Consortile a responsabilità limitata.
Transactions with associates
CNH Industrial sells trucks and commercial vehicles and provides services to associates. In the nine months ended September 30, 2019, revenues from associates totaled $120 million ($137 million in the comparable period of 2018) and cost of sales from associates totaled $8 million ($21 million in the comparable period of 2018). At September 30, 2019, receivables from associates amounted to $20 million ($17 million at December 31, 2018). Trade payables to associates amounted to $25 million at September 30, 2019 ($34 million at December 31, 2018). At September 30, 2019, CNH Industrial had provided guarantees on commitments of its associates for an amount of $265 million related to CNH Industrial Capital Europe S.a.S. ($261 million at December 31, 2018).
Transactions with unconsolidated subsidiaries
In the nine months ended September 30, 2019 and 2018, there were no material transactions with unconsolidated subsidiaries.
Compensation to Directors and Key Management
The fees of the Directors of CNH Industrial N.V. for carrying out their respective functions, including those in other consolidated legal entities and the notional compensation cost arising from stock grants awarded to certain Executive Directors and Officers, amounted to an expense of approximately $10 million in the nine months ended September 30, 2019. In the nine months ended September 30, 2018 these same fees amounted to an income of approximately $8 million, inclusive of a $12 million income related to the reversal for forfeitures of certain previously granted stock grant awards.
The aggregate expense incurred in the nine months ended September 30, 2019 and 2018 for the compensation of Executives with strategic responsibilities of the Group amounted to approximately $19 million and $26 million, respectively. These amounts included the notional compensation cost for share-based payments.

Interim Condensed Consolidated Financial Statements at September 30, 2019 69



30.
Translation of financial statements denominated in a currency other than the U.S. dollar
The principal exchange rates used to translate into U.S. dollars the financial statements prepared in currencies other than the U.S. dollar were as follows:
 
Nine months ended September 30, 2019
At December 31, 2018
Nine months ended September 30, 2018
 
Average
At September 30
 
Average
At September 30
Euro
0.890
0.918
0.873
0.837
0.864
Pound sterling
0.786
0.813
0.781
0.740
0.767
Swiss franc
0.995
0.996
0.984
0.972
0.978
Polish zloty
3.828
4.021
3.757
3.558
3.695
Brazilian real
3.884
4.159
3.881
3.598
4.020
Canadian dollar
1.329
1.325
1.363
1.287
1.301
Argentine peso(1)
57.470
57.470
37.619
40.000
40.000
Turkish lira
5.642
5.647
5.292
4.614
6.017
(1)
From July 1, 2018, Argentina’s economy was considered to be hyperinflationary. After the same date, transactions for entities with the Argentine peso as the functional currency were translated using the closing spot rate.
31.
EU-IFRS to US GAAP reconciliation
The Interim Condensed Consolidated Financial Statements have been prepared in accordance with the EU-IFRS (see section “Significant accounting policies”, paragraph “Basis of preparation”, for additional information).
CNH Industrial reports quarterly and annual consolidated financial results in accordance with U.S. GAAP for SEC reporting purposes, and in accordance with EU-IFRS for European listing purposes and for Dutch law requirements.
EU-IFRS differ in certain significant requirements from U.S. GAAP. In order to help readers to understand the difference between the two sets of financial statements of the Group, CNH Industrial has provided, on a voluntary basis, a reconciliation from EU-IFRS to U.S. GAAP as follows:
Reconciliation of Profit
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
($ million)
Note
2019

2018

2019

2018(*)

Profit/(loss) in accordance with EU-IFRS
 
89

148

743

1,117

Adjustments to conform with U.S. GAAP:
 
 
 
 
 
Development costs
(a)
29

17

54

38

Other adjustments(1)
(b)
(14
)
89

7

(424
)
Tax impact on adjustments and other income tax differences(1)(2)
(c)
539

(23
)
530

110

Total adjustments
 
554

83

591

(276
)
Net income (loss) in accordance with U.S. GAAP
 
643

231

1,334

841

(1)
This item also includes the different accounting impact from the modification of a healthcare plan in the U.S.
(2)
In the three and nine months ended September 30, 2019, this item also includes the impact of the tax benefit due to the release of valuation allowances on certain net deferred tax assets under U.S. GAAP.


Interim Condensed Consolidated Financial Statements at September 30, 2019 70



Reconciliation of Total Equity
($ million)
Note
At September 30, 2019

At December 31, 2018

Total Equity in accordance with EU-IFRS

7,822

7,472

Adjustments to conform with U.S. GAAP:





Development costs
(a)
(2,201
)
(2,344
)
Other adjustments
(b)
103

65

Tax impact on adjustments and other income tax differences(1)
(c)
402

(125
)
Total adjustments

(1,696
)
(2,404
)
Total Equity in accordance with U.S. GAAP

6,126

5,068

(1) At September 30, 2019, this item also includes the impact of the release of valuation allowances on certain net deferred tax assets under U.S. GAAP.

Description of reconciling items
Reconciling items presented in the tables above are described as follows:
(a)
Development costs
Under EU-IFRS, costs relating to development projects are recognized as intangible assets when costs can be measured reliably and the technical feasibility of the product, volumes and pricing support the view that the development expenditure will generate future economic benefits. Under U.S. GAAP, development costs are expensed as incurred. As a result, costs incurred related to development projects that have been capitalized under EU-IFRS are expensed as incurred under U.S. GAAP. Amortization expenses, net of result on disposal and impairment charges of previously capitalized development costs recorded under EU-IFRS, have been reversed under U.S. GAAP.
(b)     Other adjustments
It mainly includes the following items:
Goodwill and other intangible assets: goodwill is not amortized but rather tested for impairment at least annually under both EU-IFRS and U.S. GAAP. The difference in goodwill and other intangible assets between the Group’s two sets of financial statements is primarily due to the different times when EU-IFRS and ASC 350 - Intangibles – Goodwill and Other, were adopted. CNH Industrial transitioned to EU-IFRS on January 1, 2004. Prior to the adoption of EU-IFRS, goodwill was recorded as an intangible asset and amortized to income on a straight-line basis over its estimated period of recoverability, not exceeding 20 years. CNH Industrial adopted ASC 350 on January 1, 2002. Under U.S. GAAP through December 31, 2001, goodwill was recorded as an intangible asset and amortized to income on a straight-line basis over a period not exceeding 40 years.
Defined benefit plans: the differences related to defined benefit plans are mainly due to the different accounting for actuarial gains and losses and the net interest component of the defined benefit cost between EU-IFRS and U.S. GAAP. Under EU-IFRS, actuarial gains and losses are recognized immediately in other comprehensive income without reclassification to profit or loss in subsequent years; net interest expense or income is recognized by applying the discount rate to the net defined benefit liability or asset (the defined benefit obligation less the fair value of plan assets, allowing for any assets ceiling restriction). Under U.S. GAAP, actuarial gains and losses are deferred through the use of the corridor method; interest cost applicable to the liability is recognized using the discount rate, while an expected return on assets is recognized reflecting management’s expectations on long-term average rates of return on funds invested to provide for benefits included in the projected benefit obligations.
Restructuring provisions: the main difference between EU-IFRS and U.S. GAAP with respect to accruing for restructuring costs is that EU-IFRS places emphasis on the recognition of the costs of the exit plan as a whole, whereas U.S. GAAP requires that each type of cost is examined individually to determine when it may be accrued. Under IAS 37 – Provisions, Contingent Liabilities and Contingent Assets, a provision for restructuring costs is recognized when the Group has a constructive obligation to restructure. Under U.S. GAAP, termination benefits are recognized in the period in which a liability is incurred. The application of U.S. GAAP often results in different timing recognition for the Group’s restructuring activities.

Interim Condensed Consolidated Financial Statements at September 30, 2019 71



(c)     Tax impact on adjustments and other income tax differences
This item includes the tax effects of adjustments included in (a) and (b), primarily related to development costs, as well as other differences arising in the accounting of deferred tax assets and liabilities. The Group’s policy for accounting for deferred income taxes under EU-IFRS is described in section “Significant accounting policies” of the CNH Industrial Consolidated Financial Statements at December 31, 2018. This policy is similar to U.S. GAAP which states that a deferred tax asset or liability is recognized for the estimated future tax effects attributable to temporary differences and tax loss carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized based on available evidence. The most significant accounting difference between EU-IFRS and U.S. GAAP relates to development costs, which also has a significant impact on accumulated deferred tax assets or liabilities and on U.S. GAAP pretax book income or loss in certain jurisdictions. As a result, the assessment of tax contingencies and recoverability of deferred tax assets in each jurisdiction can vary significantly between EU-IFRS and U.S. GAAP for financial reporting purposes. This adjustment relates primarily to jurisdictions with U.S. GAAP pretax book losses higher than those recorded for EU-IFRS purposes.
32.    Subsequent events
CNH Industrial has evaluated subsequent events through November 12, 2019 which is the date the condensed consolidated financial statements were authorized for issuance, and identified the following:
On October 31, 2019, CNH Industrial announced it has agreed the sale of its Truckline parts business, a distributor of aftermarket commercial vehicle parts and accessories in Australia.
On November 4, 2019, CNH Industrial announced the acquisition of the Australian agricultural tillage and crop implement manufacturer K-Line Ag.
On November 5, 2019, CNH Industrial announced the acquisition of ATI, Inc., a global manufacturer of rubber track systems for high horsepower tractors and combine harvesters.
On November 7, 2019, in connection with the expiration of the previous buyback program, CNH Industrial announced the launch of its new share buyback program (the “Program”). The Program will involve the repurchase from time to time of up to $700 million in the Company’s common shares and is intended to optimize the capital structure of the Company and to meet the obligations arising from the Company’s equity incentive plans. The Program has a duration up to and including October 11, 2020, will be funded by the Company’s liquidity and will be conducted in the framework of the buyback authorization granted by the Shareholders’ Meeting held on April 12, 2019 (see Note 21 “Equity” for additional information on the buyback authorization).



Interim Condensed Consolidated Financial Statements at September 30, 2019 72