UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549 

FORM 10-Q

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

For the quarterly period ended September 30, 2023

OR

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

Commission File Number 001-38710

Corteva, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware					82-4979096
(State or other Jurisdiction of Incorporation or Organization)				(I.R.S. Employer Identification No.)
9330 Zionsville Road,	Indianapolis,	Indiana	46268	(833)	267-8382
974 Centre Road,	Wilmington,	Delaware	19805
(Address of Principal Executive Offices) (Zip Code)				(Registrant’s Telephone Number, including area code)

Commission File Number 1-815

EIDP, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware					51-0014090
(State or other Jurisdiction of Incorporation or Organization)				(I.R.S. Employer Identification No.)
9330 Zionsville Road,	Indianapolis,	Indiana	46268	(833)	267-8382
974 Centre Road,	Wilmington,	Delaware	19805
(Address of Principal Executive Offices) (Zip Code)				(Registrant’s Telephone Number, including area code)

Securities registered pursuant to Section 12(b) of the Act for Corteva, Inc.:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	CTVA	New York Stock Exchange

Securities registered pursuant to Section 12(b) of the Act for EIDP, Inc.:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
$3.50 Series Preferred Stock	CTAPrA	New York Stock Exchange
$4.50 Series Preferred Stock	CTAPrB	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. 

Corteva, Inc.	Yes	x	No	o
EIDP, Inc.	Yes	x	No	o

                             

 Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). 

Corteva, Inc.	Yes	x	No	o
EIDP, Inc.	Yes	x	No	o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Corteva, Inc.	Large Accelerated Filer	x	Accelerated Filer o	Non-Accelerated Filer	o	Smaller reporting company o	Emerging growth company o
EIDP, Inc.	Large Accelerated Filer	o	Accelerated Filer o	Non-Accelerated Filer	x	Smaller reporting company o	Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Corteva, Inc.	o
EIDP, Inc.	o

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

Corteva, Inc.	Yes	o	No	x
EIDP, Inc.	Yes	o	No	x

Corteva, Inc. had 704,729,000 shares of common stock, par value $0.01 per share, outstanding at November 2, 2023.

EIDP, Inc. had 200 shares of common stock, par value $0.30 per share, outstanding at November 2, 2023, all of which are held by Corteva, Inc.    

EIDP, Inc. meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q (as modified by a grant of no-action relief dated February 12, 2018) and is therefore filing this form with reduced disclosure format.

CORTEVA, Inc.

EIDP, Inc.

Table of Contents

		Page
Explanatory Note
Part I	Financial Information
Item 1.	Consolidated Financial Statements (Unaudited)
	Consolidated Statements of Operations	3
	Consolidated Statements of Comprehensive Income (Loss)	4
	Consolidated Balance Sheets	5
	Consolidated Statements of Cash Flows	6
	Consolidated Statements of Equity	7
	Notes to the Interim Consolidated Financial Statements (Unaudited)	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	43
	Cautionary Statements About Forward-Looking Statements	43
	Recent Developments	44
	Overview	45
	Results of Operations	46
	Recent Accounting Pronouncements	49
	Segment Reviews	50
	Non-GAAP Financial Measures	53
	Liquidity & Capital Resources	55
	Contractual Obligations	58
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	58
Item 4.	Controls and Procedures	59
Part II	Other Information
Item 1.	Legal Proceedings	60
Item 1A.	Risk Factors	62
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	62
Item 5.	Other Information	62
Item 6.	Exhibits	63
Exhibit Index		63
Signature		64
Consolidated Financial Statements of EIDP, Inc. (Unaudited)		65

1

Explanatory Note

Corteva owns 100% of the outstanding common stock of EIDP (defined below). EIDP is a subsidiary of Corteva, Inc. and continues to be a reporting company, subject to the requirements of the Securities Exchange Act of 1934, as amended.

Unless otherwise indicated or the context otherwise requires, references in this Quarterly Report on Form 10-Q to:

• "Corteva" or "the company" refers to Corteva, Inc. and its consolidated subsidiaries (including EIDP);

• "EIDP" refers to EIDP, Inc. and its consolidated subsidiaries or EIDP excluding its consolidated subsidiaries, as the context may indicate;

• "DowDuPont" refers to DowDuPont Inc. and its subsidiaries prior to the Separation of Corteva (defined below);

• "Historical Dow" refers to The Dow Chemical Company and its consolidated subsidiaries prior to the Internal Reorganization (defined below);

• "Historical DuPont" refers to EIDP prior to the Internal Reorganization (defined below);

• "Internal Reorganizations" refers to the series of internal reorganization and realignment steps undertaken by Historical DuPont and Historical Dow to realign its business into three groups: agriculture, materials science and specialty products. Refer to the company’s Annual Report on Form 10-K for the year ended December 31, 2022 for further information.

• "Dow Distribution" refers to the separation of DowDuPont's materials science business into a separate and independent public company, on April 1, 2019 by way of a distribution of Dow Inc. through a pro rata dividend in-kind of all of the then-issued and outstanding shares of Dow Inc.’s common stock;

• "Merger” refers to the all-stock merger of equals strategic combination between Historical Dow and Historical DuPont on August 31, 2017;

• "Dow" refers to Dow Inc. after the Dow Distribution;

• "DuPont" refers to DuPont de Nemours, Inc. after the Separation of Corteva (on June 1, 2019, DowDuPont Inc. changed its registered name to DuPont de Nemours, Inc.);

• "Separation" or "Separation of Corteva" refers to June 1, 2019, when Corteva, Inc. became an independent, publicly
traded company;

• "Corteva Distribution" refers to the pro rata distribution of all of the then-issued and outstanding shares of Corteva, Inc.'s common stock on June 1, 2019, which was then a wholly-owned subsidiary of DowDuPont, to holders of DowDuPont's common stock as of the close of business on May 24, 2019;

• "Distributions" refers to the Dow Distribution and the Corteva Distribution; and

• “Letter Agreement” refers to the Letter Agreement executed by DuPont and Corteva on June 1, 2019, which sets forth certain additional terms and conditions related to the Separation, including certain limitations on each party’s ability to transfer certain businesses and assets to third parties without assigning certain of such party’s indemnification obligations under the Corteva Separation Agreement to the other party to the transferee of such businesses and assets or meeting certain other alternative conditions.

This Quarterly Report on Form 10-Q is a combined report being filed separately by Corteva, Inc. and EIDP. The information in this Quarterly Report on Form 10-Q is equally applicable to Corteva, Inc. and EIDP, except where otherwise indicated.

The separate EIDP financial statements and footnotes for areas that differ from Corteva, are included within this Quarterly Report on Form 10-Q and begin on page 66. Footnotes of EIDP that are identical to that of Corteva are cross-referenced accordingly.

2

PART I.  FINANCIAL INFORMATION 

Item 1.CONSOLIDATED FINANCIAL STATEMENTS

Corteva, Inc.

Consolidated Statements of Operations (Unaudited)

(In millions, except per share amounts)	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Net sales	$	2,590	$	2,777	$	13,519	$	13,630
Cost of goods sold	1,646		1,879		7,554		7,926
Research and development expense	335		312		980		876
Selling, general and administrative expenses	670		657		2,441		2,409
Amortization of intangibles	174		178		508		536
Restructuring and asset related charges - net	2		152		95		300
Other income (expense) - net	(149)		23		(354)		89
Interest expense	58		18		171		43
Income (loss) from continuing operations before income taxes	(444)		(396)		1,416		1,629
Provision for (benefit from) income taxes on continuing operations	(129)		(74)		244		372
Income (loss) from continuing operations after income taxes	(315)		(322)		1,172		1,257
Income (loss) from discontinued operations after income taxes	(3)		(6)		(174)		(46)
Net income (loss)	(318)		(328)		998		1,211
Net income (loss) attributable to noncontrolling interests	3		3		10		9
Net income (loss) attributable to Corteva	$	(321)	$	(331)	$	988	$	1,202
Basic earnings (loss) per share of common stock:
Basic earnings (loss) per share of common stock from continuing operations	$	(0.45)	$	(0.45)	$	1.64	$	1.73
Basic earnings (loss) per share of common stock from discontinued operations	—		(0.01)		(0.24)		(0.06)
Basic earnings (loss) per share of common stock	$	(0.45)	$	(0.46)	$	1.40	$	1.67
Diluted earnings (loss) per share of common stock:
Diluted earnings (loss) per share of common stock from continuing operations	$	(0.45)	$	(0.45)	$	1.63	$	1.72
Diluted earnings (loss) per share of common stock from discontinued operations	—		(0.01)		(0.24)		(0.06)
Diluted earnings (loss) per share of common stock	$	(0.45)	$	(0.46)	$	1.39	$	1.66

See Notes to the Interim Consolidated Financial Statements beginning on page 9.

3

Corteva, Inc.

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

(In millions)	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Net income (loss)	$	(318)	$	(328)	$	998	$	1,211
Other comprehensive income (loss) - net of tax:
Cumulative translation adjustments	(323)		(533)		(41)		(868)
Adjustments to pension benefit plans	3		113		6		128
Adjustments to other benefit plans	(2)		1		(6)		4
Derivative instruments	(2)		50		(154)		42
Total other comprehensive income (loss)	(324)		(369)		(195)		(694)
Comprehensive income (loss)	(642)		(697)		803		517
Comprehensive income (loss) attributable to noncontrolling interests - net of tax	3		3		10		9
Comprehensive income (loss) attributable to Corteva	$	(645)	$	(700)	$	793	$	508

    

See Notes to the Interim Consolidated Financial Statements beginning on page 9.

4

Corteva, Inc.

Consolidated Balance Sheets (Unaudited)

(In millions, except share amounts)	September 30, 2023		December 31, 2022		September 30, 2022
Assets
Current assets
Cash and cash equivalents	$	2,254	$	3,191	$	2,199
Marketable securities	108		124		119
Accounts and notes receivable - net	6,581		5,701		6,273
Inventories	6,320		6,811		5,415
Other current assets	1,070		968		1,039
Total current assets	16,333		16,795		15,045
Investment in nonconsolidated affiliates	106		102		91
Property, plant and equipment	8,892		8,551		8,444
Less: Accumulated depreciation	4,572		4,297		4,259
Net property, plant and equipment	4,320		4,254		4,185
Goodwill	10,441		9,962		9,791
Other intangible assets	9,795		9,339		9,461
Deferred income taxes	554		479		407
Other assets	1,561		1,687		1,671
Total Assets	$	43,110	$	42,618	$	40,651
Liabilities and Equity
Current liabilities
Short-term borrowings and finance lease obligations	$	3,609	$	24	$	1,576
Accounts payable	3,678		4,895		4,140
Income taxes payable	236		183		227
Deferred revenue	552		3,388		860
Accrued and other current liabilities	2,273		2,254		2,115
Total current liabilities	10,348		10,744		8,918
Long-term debt	2,290		1,283		1,277
Other noncurrent liabilities
Deferred income tax liabilities	1,070		1,119		1,123
Pension and other post employment benefits - noncurrent	2,228		2,255		2,628
Other noncurrent obligations	1,707		1,676		1,621
Total noncurrent liabilities	7,295		6,333		6,649
Commitments and contingent liabilities
Stockholders’ equity
Common stock, $0.01 par value; 1,666,667,000 shares authorized; issued at September 30, 2023 - 704,880,000; December 31, 2022 - 713,419,000; and September 30, 2022 - 716,225,000	7		7		7
Additional paid-in capital	27,895		27,851		27,815
Retained earnings	325		250		614
Accumulated other comprehensive income (loss)	(3,001)		(2,806)		(3,592)
Total Corteva stockholders’ equity	25,226		25,302		24,844
Noncontrolling interests	241		239		240
Total equity	25,467		25,541		25,084
Total Liabilities and Equity	$	43,110	$	42,618	$	40,651

See Notes to the Interim Consolidated Financial Statements beginning on page 9.

5

Corteva, Inc.

Consolidated Statements of Cash Flows (Unaudited)

(In millions)	Nine Months Ended September 30,
	2023		2022
Operating activities
Net income (loss)	$	998	$	1,211
Adjustments to reconcile net income (loss) to cash provided by (used for) operating activities:
Depreciation and amortization	899		919
Provision for (benefit from) deferred income tax	(308)		(149)
Net periodic pension and OPEB (credits) costs	105		(155)
Pension and OPEB contributions	(123)		(147)
Net (gain) loss on sales of property, businesses, consolidated companies and investments	(12)		(17)
Restructuring and asset related charges - net	95		300
Other net loss	342		181
Changes in assets and liabilities, net
Accounts and notes receivable	(782)		(1,814)
Inventories	492		(466)
Accounts payable	(1,215)		202
Deferred revenue	(2,840)		(2,311)
Other assets and liabilities	(255)		100
Cash provided by (used for) operating activities	(2,604)		(2,146)
Investing activities
Capital expenditures	(412)		(460)
Proceeds from sales of property, businesses and consolidated companies - net of cash divested	42		46
Acquisitions of businesses - net of cash acquired	(1,456)		—
Investments in and loans to nonconsolidated affiliates	(31)		(9)
Purchases of investments	(83)		(314)
Proceeds from sales and maturities of investments	127		274
Proceeds from settlement of net investment hedge	42		—
Other investing activities, net	(2)		24
Cash provided by (used for) investing activities	(1,773)		(439)
Financing activities
Net change in borrowings (less than 90 days)	2,419		777
Proceeds from debt	3,427		1,335
Payments on debt	(1,314)		(355)
Repurchase of common stock	(585)		(800)
Proceeds from exercise of stock options	28		66
Dividends paid to stockholders	(327)		(311)
Other financing activities, net	(45)		(49)
Cash provided by (used for) financing activities	3,603		663
Effect of exchange rate changes on cash, cash equivalents and restricted cash equivalents	(68)		(295)
Increase (decrease) in cash, cash equivalents and restricted cash equivalents	(842)		(2,217)
Cash, cash equivalents and restricted cash equivalents at beginning of period	3,618		4,836
Cash, cash equivalents and restricted cash equivalents at end of period1	$	2,776	$	2,619

1. See page 17 for reconciliation of cash and cash equivalents and restricted cash equivalents presented in interim Consolidated Balance Sheets to total cash, cash equivalents and restricted cash equivalents presented in the interim Consolidated Statements of Cash Flows.

See Notes to the Interim Consolidated Financial Statements beginning on page 9.

6

Corteva, Inc.

Consolidated Statements of Equity (Unaudited)

(In millions, except per share amounts)	Common Stock		Additional Paid-in Capital "APIC"		Retained Earnings		Accumulated Other Comp Income (Loss)		Non-controlling Interests		Total Equity
2022
Balance at January 1, 2022	$	7	$	27,751	$	524	$	(2,898)	$	239	$	25,623
Net income (loss)					564				3		567
Other comprehensive income (loss)							77				77
Share-based compensation			(31)								(31)
Common dividends ($0.14 per share)					(102)						(102)
Issuance of Corteva stock			40								40
Repurchase of common stock					(235)						(235)
Other - net					(1)				(2)		(3)
Balance at March 31, 2022	$	7	$	27,760	$	750	$	(2,821)	$	240	$	25,936
Net income (loss)					969				3		972
Other comprehensive income (loss)							(402)				(402)
Share-based compensation			13		(1)						12
Common dividends ($0.14 per share)					(101)						(101)
Issuance of Corteva stock			22								22
Repurchase of common stock					(365)						(365)
Other - net									(3)		(3)
Balance at June 30, 2022	$	7	$	27,795	$	1,252	$	(3,223)	$	240	$	26,071
Net income (loss)					(331)				3		(328)
Other comprehensive income (loss)							(369)				(369)
Share-based compensation			16		(1)						15
Common dividends ($0.15 per share)					(108)						(108)
Issuance of Corteva stock			4								4
Repurchase of common stock					(200)						(200)
Other - net					2				(3)		(1)
Balance at September 30, 2022	$	7	$	27,815	$	614	$	(3,592)	$	240	$	25,084

7

(In millions, except per share amounts)	Common Stock		Additional Paid-in Capital "APIC"		Retained Earnings		Accumulated Other Comp Income (Loss)		Non- controlling Interest		Total Equity
2023
Balance at January 1, 2023	$	7	$	27,851	$	250	$	(2,806)	$	239	$	25,541
Net income (loss)					595				4		599
Other comprehensive income (loss)							67				67
Share-based compensation			(14)								(14)
Common dividends ($0.15 per share)					(107)						(107)
Issuance of Corteva stock			7								7
Repurchase of common stock					(252)						(252)
Other - net					1				(3)		(2)
Balance at March 31, 2023	$	7	$	27,844	$	487	$	(2,739)	$	240	$	25,839
Net income (loss)					714				3		717
Other comprehensive income (loss)							62				62
Share-based compensation			14		(1)						13
Common dividends ($0.15 per share)					(107)						(107)
Issuance of Corteva stock			19								19
Repurchase of common stock					(81)						(81)
Other - net					1				(2)		(1)
Balance at June 30, 2023	$	7	$	27,877	$	1,013	$	(2,677)	$	241	$	26,461
Net income (loss)					(321)				3		(318)
Other comprehensive income (loss)							(324)				(324)
Share-based compensation			16		(1)						15
Common dividends ($0.16 per share)					(113)						(113)
Issuance of Corteva stock			2								2
Repurchase of common stock					(252)						(252)
Other - net					(1)				(3)		(4)
Balance at September 30, 2023	$	7	$	27,895	$	325	$	(3,001)	$	241	$	25,467

See Notes to the Interim Consolidated Financial Statements beginning on page 9.

8

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Corteva, Inc.

Notes to the Interim Consolidated Financial Statements (Unaudited)

Table of Contents

Note		Page
1	Summary of Significant Accounting Policies	10
2	Recent Accounting Guidance	10
3	Business Combinations	10
4	Revenue	12
5	Restructuring and Asset Related Charges - Net	15
6	Supplementary Information	16
7	Income Taxes	17
8	Earnings Per Share of Common Stock	18
9	Accounts and Notes Receivable - Net	19
10	Inventories	20
11	Goodwill and Other Intangible Assets	20
12	Short-Term Borrowings, Long-Term Debt and Available Credit Facilities	21
13	Commitments and Contingent Liabilities	23
14	Stockholders' Equity	31
15	Pension Plans and Other Post Employment Benefits	33
16	Financial Instruments	34
17	Fair Value Measurements	39
18	Segment Information	39
19	Subsequent Events	42

9

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited interim Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for interim periods have been included. Results for interim periods should not be considered indicative of results for a full year. These interim Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and Notes thereto contained in the company’s Annual Report on Form 10-K for the year ended December 31, 2022, collectively referred to as the “2022 Annual Report.” The interim Consolidated Financial Statements include the accounts of the company and all of its subsidiaries in which a controlling interest is maintained.

Since 2018, Argentina has been considered a hyper-inflationary economy under U.S. GAAP and therefore the U.S. Dollar (“USD”) is the functional currency for our related subsidiaries. Argentina contributes approximately 5 percent to both the company's annual net sales and segment operating EBITDA. We remeasure net monetary assets and translate our financial statements utilizing the official Argentine Peso (“Peso”) to USD exchange rate. The ability to draw down Peso cash balances is limited at this time due to government restrictions and market availability of U.S. Dollars. The devaluation of the Peso relative to the USD over the last several years has resulted in the recognition of exchange losses (refer to Note 6 – Supplementary Information, to the interim Consolidated Financial Statements and the company's 2022 Annual Report). As of September 30, 2023, a further 10 percent deterioration in the official Peso to USD exchange rate would reduce the USD value of our net monetary assets and negatively impact pre-tax earnings by approximately $15 million. We will continue to assess the implications to our operations and financial reporting.

NOTE 2 - RECENT ACCOUNTING GUIDANCE

Recently Adopted Accounting Guidance

In September 2022, the Financial Accounting Standards Board (the "FASB") issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. This ASU includes amendments that require a buyer in supplier finance programs to disclose key terms of the programs and related obligations, including a rollforward of such obligations. This guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the rollforward requirements, which are effective for fiscal years beginning after December 15, 2023, and early adoption is permitted. Retrospective application to all periods in which a balance sheet is presented is required, except for the rollforward requirement, which will be applied prospectively. The company adopted this guidance on January 1, 2023 which resulted in certain disclosures being added relating to supplier financing programs and related obligations. See Note 13 – Commitments and Contingent Liabilities, to the interim Consolidated Financial Statements, for additional information.

Accounting Guidance Issued But Not Adopted as of September 30, 2023

In August 2023, the FASB issued ASU 2023-05, Business Combinations—Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement. The amendments in this ASU are intended to facilitate consistency in the application of accounting guidance upon the formation of entities qualifying as joint ventures ("JVs"). It generally requires the use of business combinations accounting at the JV formation date, which would result in the contributed assets/liabilities being revalued to fair value and potentially result in the recognition of goodwill and other intangibles on the JV’s financial statements. It does not alter the ongoing accounting for the joint venture’s operations. This guidance is effective for joint ventures with formation dates on or after January 1, 2025. Prospective application is required, with early adoption permitted. Retrospective application can be elected for joint ventures formed before January 1, 2025. The company does not expect the impact of adoption to be material.

NOTE 3 - BUSINESS COMBINATIONS

On March 1, 2023 ("Acquisition Date"), Corteva completed its previously announced acquisitions of all the outstanding equity interests in Stoller Group, Inc. (“Stoller”), one of the largest independent companies in the Biologicals industry, and Quorum Vital Investment, S.L. and its affiliates (“Symborg”), an expert in microbiological technologies. The purchase price for Stoller and Symborg was $1,220 million, inclusive of a working capital adjustment, and $370 million, respectively. These acquisitions supplement the crop protection business with additional biological tools that complement evolving farming practices.

The operating results of Stoller and Symborg, since the Acquisition Date, did not have a material impact to the company's interim Consolidated Financial Statements for the three and nine months ended September 30, 2023. Additionally, supplemental pro forma information have not been presented since the reported amounts in the company's interim Consolidated Financial

10

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Statements for the current period and comparative prior period would not be materially different had these acquisitions occurred as of January 1, 2022.

Purchase Price Allocation

The company performed a preliminary purchase price allocation and assessment of the fair value of the assets acquired and liabilities assumed as of the Acquisition Date. The company continues to evaluate aspects of net working capital and income tax related amounts and will finalize the purchase price allocation as it obtains the information necessary to complete the valuation during the measurement period. The effect of measurement period adjustments to the estimated fair values will be reflected as if the adjustments had been completed on the Acquisition Date.

The following table summarizes the preliminary purchase price allocation to the assets acquired and liabilities assumed for the Stoller and Symborg acquisitions, as of the Acquisition Date:

(In millions)	Stoller1		Symborg1
Assets
Cash and cash equivalents	$	97	$	—
Accounts and notes receivable	249		17
Inventories	81		10
Other current assets	9		1
Property, plant and equipment	71		3
Goodwill	374		122
Other intangible assets	645		311
Deferred income taxes	10		—
Other assets	5		—
Total assets acquired	$	1,541	$	464
Liabilities
Short-term borrowings	59		—
Accounts payable	25		13
Income taxes payable	2		—
Accrued and other current liabilities	59		4
Long-term debt	2		—
Deferred income tax liabilities	153		76
Other noncurrent obligations	21		1
Total liabilities assumed	$	321	$	94
Net assets acquired	$	1,220	$	370

1.Includes preliminary measurement period adjustments, which were not material.

The significant fair value adjustments included in the preliminary purchase price allocation are discussed below.

Inventories

Acquired inventories in connection with the acquisition of Stoller and Symborg are primarily comprised of finished goods and raw materials. The fair value of finished goods was calculated as the estimated selling price, adjusted for costs of the selling effort and a reasonable profit allowance relating to the selling effort. The fair value of raw materials and supplies was determined based on replacement cost which approximates historical carrying value. The fair value step-up was recognized within cost of goods sold, in the interim Consolidated Statements of Operations, as the inventory was sold.

Property, Plant & Equipment

Property, plant and equipment associated with Stoller is comprised of $31 million of machinery and equipment, $31 million of buildings, $7 million of land and land improvements, and $2 million of construction in progress. The preliminary estimated fair value was primarily determined using a market approach for land and certain types of equipment, and a replacement cost approach for the remaining depreciable property, plant and equipment. The market approach for certain types of equipment represents a sale comparison that measures the value of an asset through an analysis of sales and offerings of comparable assets.

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NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The replacement cost approach used for all other depreciable property, plant and equipment measures the value of an asset by estimating the cost to acquire or construct comparable assets and adjust for age and condition of the asset.

Goodwill

The excess of the consideration for Stoller and Symborg over the preliminary fair value of assets acquired and liabilities assumed resulted in the recognition of goodwill, which has been assigned to the crop protection reporting unit. Goodwill associated with these acquisitions is attributable to the assembled workforce and expanding the company’s addressable market position. None of the goodwill recognized will be deductible for income tax purposes.

Other Intangible Assets

In connection with the acquisitions of Stoller and Symborg, the company recorded certain intangible assets, as shown in the table below, representing the preliminary fair values at the Acquisition Date.

Intangible Assets	Stoller			Symborg
(In millions)	Fair Value		Weighted-Average Amortization Period (Years)	Fair Value		Weighted-Average Amortization Period (Years)
Intangible assets with finite lives:
Customer-related	$	495	13	$	—	—
Developed technology	106		13	238		12
Trademarks/trade names	44		15	57		12
Total other intangible assets with finite lives	645		13	295		12
Intangible assets with indefinite lives:
IPR&D	—		—	16		—
Total other intangible assets with indefinite lives	—		—	16		—
Total other intangible assets	$	645		$	311

The preliminary customer-related and in-process research and development (“IPR&D”) intangible asset’s fair values were determined using the multi-period excess earnings method. The preliminary developed technology fair values were determined utilizing the relief from royalty method for Stoller and the multi-period excess earnings method for Symborg. The trademark/trade name fair values were determined utilizing the relief from royalty method.

NOTE 4 - REVENUE

Revenue Recognition

Products

Substantially all of Corteva's revenue is derived from product sales, which consist of sales of Corteva's products to farmers, distributors, and manufacturers. Corteva considers purchase orders, which in some cases are governed by master supply agreements, to be a contract with a customer. Contracts with customers are considered to be short-term when the time between order confirmation and satisfaction of the performance obligations is equal to or less than one year. However, the company has some long-term contracts which can span multiple years.

Revenue from product sales is recognized when the customer obtains control of the company's product, which occurs at a point in time according to shipping terms. Payment terms are generally less than one year from invoicing. The company elected the practical expedient and does not adjust the promised amount of consideration for the effects of a significant financing component when the company expects it will be one year or less between when a customer obtains control of the company's product and when payment is due. When the company performs shipping and handling activities after the transfer of control to the customer (e.g., when control transfers prior to or at shipment), these are considered fulfillment activities, and accordingly, the costs are accrued when the related revenue is recognized. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenues. In addition, the company elected the practical expedient to expense any costs to obtain contracts as incurred, as the amortization period for these costs would have been one year or less.

The transaction price includes estimates of variable consideration, such as rights of return, rebates, and discounts, that are reductions in revenue. All estimates are based on the company's historical experience, anticipated performance, and the

12

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

company's best judgment at the time the estimate is made. Estimates of variable consideration included in the transaction price primarily utilize the expected value method based on historical experience. These estimates are reassessed each reporting period and are included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur upon resolution of uncertainty associated with the variable consideration. The majority of contracts have a single performance obligation satisfied at a point in time and the transaction price is stated in the contract, usually as quantity times price per unit. For contracts with multiple performance obligations, the company allocates the transaction price to each performance obligation based on the relative standalone selling price. The standalone selling price is the observable price which depicts the price as if sold to a similar customer in similar circumstances.

Licenses of Intellectual Property

Corteva enters into licensing arrangements with customers under which it licenses its intellectual property. Revenue from the majority of intellectual property licenses is derived from sales-based royalties. Revenue for licensing agreements that contain sales-based royalties is recognized at the later of (i) when the subsequent sale occurs or (ii) when the performance obligation to which some or all of the royalty has been allocated is satisfied.

Remaining Performance Obligations

Remaining performance obligations represent the transaction price allocated to unsatisfied or partially unsatisfied performance obligations. The company applies the practical expedient to disclose the transaction price allocated to the remaining performance obligations for only those contracts with an original duration of more than one year. The transaction price allocated to remaining performance obligations with an original duration of more than one year related to material rights granted to customers for contract renewal options were $135 million, $131 million and $129 million at September 30, 2023, December 31, 2022 and September 30, 2022, respectively. The company expects revenue to be recognized for the remaining performance obligations evenly over the period of one year to six years.

Contract Balances

Contract liabilities primarily reflect deferred revenue from prepayments under contracts with customers where the company receives advance payments for products to be delivered in future periods. Corteva classifies deferred revenue as current or noncurrent based on the timing of when the company expects to recognize revenue. Contract assets primarily include amounts related to conditional rights to consideration for completed performance not yet invoiced. Accounts receivable are recorded when the right to consideration becomes unconditional.

Contract Balances	September 30, 2023		December 31, 2022		September 30, 2022
(In millions)
Accounts and notes receivable - trade1	$	5,320	$	4,261	$	4,875
Contract assets - current2	$	27	$	26	$	25
Contract assets - noncurrent3	$	67	$	64	$	62
Deferred revenue - current	$	552	$	3,388	$	860
Deferred revenue - noncurrent4	$	109	$	107	$	108

1.Included in accounts and notes receivable - net in the interim Consolidated Balance Sheets.

2.Included in other current assets in the interim Consolidated Balance Sheets.

3.Included in other assets in the interim Consolidated Balance Sheets.

4.Included in other noncurrent obligations in the interim Consolidated Balance Sheets.

Revenue recognized during the nine months ended September 30, 2023 and 2022 from amounts included in deferred revenue at the beginning of the period was $3,287 million and $3,049 million, respectively.

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NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Disaggregation of Revenue

Corteva's operations are classified into two reportable segments: Seed and Crop Protection. The company disaggregates its revenue by major product line and geographic region, as the company believes it best depicts the nature, amount and timing of its revenue and cash flows. Net sales by major product line are included below:

	Three Months Ended September 30,				Nine Months Ended September 30,
(In millions)	2023		2022		2023		2022
Corn	$	487	$	469	$	5,139	$	4,621
Soybean	189		205		1,713		1,685
Other oilseeds	142		124		637		647
Other	60		64		348		380
Seed	878		862		7,837		7,333
Herbicides	815		1,043		3,043		3,472
Insecticides	416		363		1,156		1,275
Fungicides	226		421		837		1,173
Other	255		88