XML 448 R11.htm IDEA: XBRL DOCUMENT v3.22.2.2
EQUITY
9 Months Ended
Sep. 30, 2022
Equity [Abstract]  
EQUITY EQUITY
A summary of changes in equity for the three months and nine months ended September 30, 2022 and 2021 is provided below:
Three Months Ended September 30, 2022
In millions
SharesCommon StockPaid-In CapitalRetained Earnings
Accumulated 
Other Comprehensive
Loss
Common Stock Held In Treasury, At Cost
Total Equity
Balance, June 30, 2022
44 $44 $14 $1,897 $(1,701)$(2)$252 
Stock-based employee compensation
  6    6 
Dividends ($0.1125 per share)
   (5)  (5)
Comprehensive income (loss)
   57 (52) 5 
Balance, September 30, 2022
44 $44 $20 $1,949 $(1,753)$(2)$258 
Nine Months Ended September 30, 2022
In millions
SharesCommon StockPaid-In CapitalRetained Earnings
Accumulated 
Other Comprehensive
Loss
Common Stock Held In Treasury, At Cost
Total Equity
Balance, December 31, 2021
44 $44 $$1,935 $(1,801)$— $182 
Stock-based employee compensation
  16   (2)14 
Dividends ($0.2250 per share)
   (10)  (10)
Comprehensive income (loss)
   24 48  72 
Balance, September 30, 2022
44 $44 $20 $1,949 $(1,753)$(2)$258 
Three Months Ended September 30, 2021
In millions
Parent Company
Investment
Accumulated 
Other Comprehensive
Loss
Total Equity
Balance, June 30, 2021
3,777 (1,493)2,284 
Net transfers from Parent
(457)(30)(487)
Special payment to Parent(1,520)— (1,520)
Comprehensive income (loss)
92 (104)(12)
Balance, September 30, 2021
$1,892 $(1,627)$265 
Nine Months Ended September 30, 2021
In millions
Parent Company
Investment
Accumulated 
Other Comprehensive
Loss
Total Equity
Balance, December 31, 2020
3,592 (1,480)2,112 
Net transfers from Parent
(449)(30)(479)
Special payment to Parent(1,520)— (1,520)
Comprehensive income (loss)
269 (117)152 
Balance,September 30, 2021
$1,892 $(1,627)$265 
Rights Agreement

On April 22, 2022, the board of directors of the Company (the “Board”) adopted a Rights Agreement (the “Rights Agreement”) and declared a dividend of one preferred share purchase right (a “Right”), payable on May 2, 2022, for each share of common stock, par value $1.00 per share, of the Company (the “Common Shares”) outstanding on May 2, 2022 (the “Record Date”) to the registered holders of Common Shares on that date. Each Right entitles the registered holder to purchase from the Company one one-thousandth of a share of Series A Preferred Stock, par value $1.00 per share, of the Company (the “Preferred Shares”) at a price of $190.00 per one one-thousandth of a Preferred Share represented by a Right (the “Purchase Price”), subject to adjustment. The Rights initially trade with the Common Shares and generally become exercisable only if any person (or any persons acting as a group) acquires 10% (or 20% in the case of certain passive investors) or more of the Company’s outstanding Common Shares. Existing 10% or greater holders of Common Shares are grandfathered to the extent of their April 22, 2022 ownership levels.
In the event the Rights are triggered, the Rights will become exercisable for Common Shares having a value equal to two times the exercise price of the Right. If, at any time after the Rights are triggered, the Company engages in a merger or sale of 50% or more of the Company’s consolidated assets or earning power, then each holder of a Right, upon the exercise thereof, will receive the number of shares of common stock of the acquiring company which at the time of such transaction will have a market value of two times the exercise price of the Right.

The Rights will expire on the close of business on April 21, 2023, unless earlier redeemed or terminated by the Company, as provided in the Rights Agreement. Until a Right is exercised, the holder thereof will have no voting or dividend privileges with respect to the rights.