In connection with the Dow Distribution and the Corteva Distribution, the Company entered into certain agreements that, among other things, effected the separations, provides for the allocation of assets, employees, liabilities and obligations (including its investments, property and employee benefits and tax-related assets and liabilities) among DuPont, Dow, and Corteva (together, the “Parties” and each a “Party”), and provides a framework for DuPont’s relationship with Dow and Corteva following the DWDP Distributions. Effective April 1, 2019, the Parties entered into the following agreements referred herein as: the DWDP Separation and Distribution Agreement; the DWDP Tax Matters Agreement; the DWDP Employee Matters Agreement; and the Intellectual Property Cross-License Agreement (the “DuPont-Dow IP Cross-License Agreement”). In addition to the agreements above, DuPont has entered into certain various supply agreements with Dow. These agreements provide for different pricing than the historical intercompany and intracompany practices prior to the DWDP Distributions.

Effective June 1, 2019, in connection with the Corteva Distribution, DuPont and Corteva entered into the following agreements: the Intellectual Property Cross-License Agreement (the “DuPont-Corteva IP Cross-License Agreement”); the Letter Agreement; and the Amended and Restated DWDP Tax Matters Agreement.

In connection with the DWDP Distributions, Dow and Corteva indemnify the Company against, and DuPont indemnifies Dow and Corteva against certain litigation, environmental, income taxes, and other liabilities that arose prior to the DWDP Distributions, as applicable. The term of this indemnification is generally indefinite and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments. Refer to Note 13 for additional information regarding treatment of litigation and environmental related matters under the DWDP Separation and Distribution Agreement and the Letter Agreement.

On April 1, 2019, DowDuPont completed the separation of its Materials Science businesses, including the businesses and operations that comprised the Company's former Performance Materials & Coating, Industrial Intermediates & Infrastructure and the Packaging & Specialty Plastics segments, (the "Materials Science Division") through the consummation of the Dow Distribution.


	Nine Months Ended September 30, 2019
In millions
Net sales	$	10,867
Cost of sales	8,917
Research and development expenses	163
Selling, general and administrative expenses	329
Amortization of intangibles	116
Restructuring and asset related charges - net	157
Integration and separation costs	44
Equity in earnings of nonconsolidated affiliates	(13)
Sundry income (expense) - net 1	17
Interest expense	240
Income from discontinued operations before income taxes	905
Provision for income taxes on discontinued operations 1	176
Income from discontinued operations, net of tax	729
Income from discontinued operations attributable to noncontrolling interests, net of tax	37
Income from discontinued operations attributable to DuPont stockholders, net of tax	$	692

1.The three and nine months ended September 30, 2019 includes $82 million of expense in "Sundry income (expense) - net" and a benefit of $85 million in "Provision for income taxes on discontinued operations" related to certain unrecognized tax benefits for positions taken on items from prior years.

On June 1, 2019, the Company completed the separation of its Agriculture business, including the businesses and operations that comprised the Company's former Agriculture segment (the "Agriculture Division"), through the consummation of the Corteva Distribution.


	Nine Months Ended September 30, 2019
In millions
Net sales	$	7,144
Cost of sales	4,218
Research and development expenses	470
Selling, general and administrative expenses	1,294
Amortization of intangibles	176
Restructuring and asset related charges - net	117
Integration and separation costs	430
Equity in earnings of nonconsolidated affiliates	(4)
Sundry income (expense) - net 1	52
Interest expense	91
Income from discontinued operations before income taxes	396
Provision for income taxes on discontinued operations 1	74
Income from discontinued operations, net of tax	322
Income from discontinued operations attributable to noncontrolling interests, net of tax	35
Income from discontinued operations attributable to DuPont stockholders, net of tax	$	287

1.The three and nine months ended September 30, 2019 includes $6 million of expense in "Sundry income (expense) - net" and a benefit of $8 million in "Provision for income taxes on discontinued operations" related to certain unrecognized tax benefits for positions taken on items from prior years.

In October 2020, the Company entered into a definitive agreement to sell its biomaterials business unit, which includes the Company's equity method investment in DuPont Tate & Lyle Bio Products, for $240 million. The sale is subject to customary closing conditions and is expected to close in the first half of 2021. The Company determined that the assets and liabilities associated with the biomaterials business unit, which are reported in Non-Core, met the held for sale criteria as of September 30, 2020.

In addition, certain other assets and liabilities within Non-Core are expected to be disposed of within one year and met the held for sale criteria during the third quarter of 2020. The following table summarizes the carrying value of the major assets and liabilities of the biomaterials business unit, as well as these certain other assets and liabilities within Non-Core classified as held for sale as of September 30, 2020 (collectively, the “Non-Core Held for Sale Disposal Groups”):


In millions	September 30, 2020
Assets
Accounts and notes receivable - net	$	61
Inventories	96
Other current assets	40
Investments in nonconsolidated affiliates	166
Property, plant and equipment - net	32
Goodwill	267
Other intangible assets	169
Deferred charges and other assets	4
Assets held for sale	$	835
Liabilities
Accounts payable	$	29
Income taxes payable	1
Accrued and other current liabilities	48
Deferred income tax liabilities	30
Pension and other post-employment benefits - noncurrent	1
Other noncurrent obligations	18
Liabilities related to assets held for sale	$	127

In connection with the held for sale classification, the Non-Core Held for Sale Disposal Groups were measured at fair value less estimated cost to sell. As a result, the Company recorded a $25 million pre-tax goodwill impairment charge during the third quarter of 2020 which is reflected in “Goodwill impairment charges” in the Company’s interim Consolidated Statements of Operations for the three and nine months ended September 30, 2020.

In the third quarter of 2020, the Company completed the sale of its trichlorosilane business (“TCS Business”) along with its equity ownership interest in DC HSC Holdings LLC and Hemlock Semiconductor L.L.C. (the "HSC Group,” and together with the TCS Business, the “TCS/HSC Disposal Group” and the sale of the TCS/HSC Disposal Group, the “TCS/HSC Disposal”) to the HSC Group, both of which were part of the Non-Core segment. In connection with the TCS/HSC Disposal, the Company received $550 million in cash at closing, subject to certain claw-back provisions, and will receive an additional $175 million in equal installments over the course of the next three years associated with the settlement of an existing supply agreement dispute with the HSC Group. The TCS/HSC Disposal resulted in a net pre-tax benefit of $393 million ($232 million net of tax), including the settlement of the supply agreement dispute and after allocation of goodwill to the TCS Business. The net pre-tax benefit is recorded in “Sundry income (expense) – net” in the Company’s interim Consolidated Statements of Operations for the three and nine months ended September 30, 2020.

In the first quarter of 2020, the Company completed the sale of its Compound Semiconductor Solutions business unit, a part of the Electronics & Imaging segment, to SK Siltron. The proceeds received in the first quarter of 2020 related to the sale of the business were approximately $420 million. The sale resulted in a pre-tax gain of $197 million ($102 million net of tax) recorded in "Sundry income (expense) - net" in the Company's interim Consolidated Statements of Operations for the nine months ended September 30, 2020.

In the third quarter of 2019, the Company completed the sale of its Sustainable Solutions business unit, a part of the Non-Core segment, to Gyrus Capital. The sale resulted in a pre-tax gain of $28 million ($22 million net of tax). The gain was recorded in "Sundry income (expense) - net" in the Company's interim Consolidated Statements of Operations for the three and nine months ended September 30, 2019.

For the nine months ended September 30, 2019, the Company recorded "Income from discontinued operations, net of tax" of $86 million related to the adjustment of certain unrecognized tax benefits for positions taken on items from prior years from previously divested businesses and $80 million related to changes in accruals for certain prior year tax positions related to the divested crop protection business and research and development assets of Historical EID.

Integration and separation costs for continuing operations through September 30, 2020, primarily have consisted of financial advisory, information technology, legal, accounting, consulting, and other professional advisory fees associated with the preparation and execution of activities related to the intended separation of the Nutrition & Biosciences business beginning in the fourth quarter of 2019, the DWDP Merger, post-DWDP Merger integration, and the DWDP Distributions.