Divestitures and Other Transactions

3 Months Ended

Mar. 31, 2020

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

DIVESTITURES AND OTHER TRANSACTIONS

Separation Agreements

In connection with the Distributions, DuPont, Corteva, and Dow (together, the “Parties” and each a “Party”) have entered into certain agreements to effect the Separation, provide for the allocation of DowDuPont’s assets, employees, liabilities and obligations (including its investments, property and employee benefits and tax-related assets and liabilities) among the Parties, and provide a framework for Corteva's relationship with Dow and DuPont following the separations and Distributions (collectively, the "Separation Agreements"). For further details on the Separation Agreements, refer to the 2019 Annual Report.

DuPont

Pursuant to the Separation Agreements, DuPont and Corteva indemnifies the other against certain litigation, environmental, tax, workers' compensation and other liabilities that arose prior to the Corteva Distribution. The term of this indemnification is generally indefinite and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments. In connection with the recognition of liabilities related to these matters, the company records an indemnification asset when recovery is deemed probable. At March 31, 2020, the indemnification assets are $25 million within accounts and notes receivable - net and $54 million within other assets in the interim Condensed Consolidated Balance Sheet. At March 31, 2020, the indemnification liabilities are $8 million within accrued and other current liabilities and $69 million within other noncurrent obligations in the interim Condensed Consolidated Balance Sheet.

Dow

Pursuant to the Separation Agreements, Dow and Corteva indemnifies the other against certain litigation, environmental, tax and other liabilities that arose prior to the Corteva Distribution. The term of this indemnification is generally indefinite and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments. In connection with the recognition of liabilities related to these matters, the company records an indemnification asset when recovery is deemed probable. At March 31, 2020, the indemnification assets are $30 million within accounts and notes receivable - net in the interim Condensed Consolidated Balance Sheet. At March 31, 2020, the indemnification liabilities are $158 million within accrued and other current liabilities and $13 million within other noncurrent obligations in the interim Condensed Consolidated Balance Sheet.

EID ECP Divestiture

As discussed in Note 1 - Summary of Significant Accounting Policies, on April 1, 2019, EID completed the transfer of the entities and related assets and liabilities of EID ECP to Dow.

As a result, the financial results of EID ECP are reflected as discontinued operations, as summarized below:

(In millions)	Three Months Ended March 31, 2019
Net sales	$	362
Cost of goods sold	259
Research and development expense	4
Selling, general and administrative expenses	9
Amortization of intangibles	23
Restructuring and asset related charges - net	2
Integration and separation costs	44
Other income - net	2
Income from discontinued operations before income taxes	23
Provision for income taxes on discontinued operations	4
Income from discontinued operations after income taxes	$	19

The following table presents the depreciation, amortization of intangibles, and capital expenditures of the discontinued operations related to EID ECP:

(In millions)	Three Months Ended March 31, 2019
Depreciation	$	28
Amortization of intangibles	$	23
Capital expenditures	$	16

The carrying amount of major classes of assets and liabilities classified as assets and liabilities of discontinued operations at March 31, 2019 related to EID ECP consist of the following:

(In millions)	March 31, 2019
Cash and cash equivalents	$	32
Accounts and notes receivable - net	221
Inventories	448
Other current assets	25
Total current assets of discontinued operations	726
Investment in nonconsolidated affiliates	109
Property, plant and equipment - net	753
Goodwill	3,585
Other intangible assets	1,118
Deferred income taxes	15
Other assets	5
Non-current assets of discontinued operations	5,585
Total assets of discontinued operations	$	6,311
Short-term borrowings and finance lease obligations	2
Accounts payable	187
Income tax payable	9
Accrued and other current liabilities	26
Total current liabilities of discontinued operations	224
Long-term Debt	2
Deferred income tax liabilities	374
Pension and other post employment benefits - noncurrent	5
Other noncurrent obligations	4
Non-current liabilities of discontinued operations	385
Total liabilities of discontinued operations	$	609

EID Specialty Products Divestiture

As discussed in Note 1 - Summary of Significant Accounting Policies, on May 1, 2019, the company completed the transfer of the entities and related assets and liabilities of EID Specialty Products Entities to DuPont.

As a result, the financial results of the EID Specialty Products Entities are reflected as discontinued operations, as summarized below:

(In millions)	Three Months Ended March 31, 2019
Net sales	$	3,816
Cost of goods sold	2,535
Research and development expense	153
Selling, general and administrative expenses	401
Amortization of intangibles	201
Restructuring and asset related charges - net	43
Integration and separation costs	164
Other income - net	120
Income from discontinued operations before income taxes	439
Provision for income taxes on discontinued operations	98
Income from discontinued operations after income taxes	$	341

The following table presents the depreciation, amortization of intangibles, and capital expenditures of the discontinued operations related to the EID Specialty Products Entities:

(In millions)	Three Months Ended March 31, 2019
Depreciation	$	216
Amortization of intangibles	$	201
Capital expenditures	$	423

The carrying amount of major classes of assets and liabilities classified as assets and liabilities of discontinued operations at March 31, 2019 related to the EID Specialty Products Entities consist of the following:

(In millions)	March 31, 2019
Cash and cash equivalents	$	2,042
Marketable securities	13
Accounts and notes receivable - net	2,722
Inventories	3,640
Other current assets	310
Total current assets of discontinued operations	8,727
Investment in nonconsolidated affiliates	1,192
Property, plant and equipment - net	8,061
Goodwill	28,194
Other intangible assets	12,822
Deferred income taxes	106
Other assets	657
Non-current assets of discontinued operations	51,032
Total assets of discontinued operations	$	59,759
Short-term borrowings and finance lease obligations	16
Accounts payable	2,075
Income taxes payable	47
Accrued and other current liabilities	1,139
Total current liabilities of discontinued operations	3,277
Long-term Debt	25
Deferred income tax liabilities	3,408
Pension and other post employment benefits - noncurrent	1,084
Other noncurrent obligations	610
Non-current liabilities of discontinued operations	5,127
Total liabilities of discontinued operations	$	8,404