Table of Contents


 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________________________
Form 10-Q
________________________________________
þ
 
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended February 28, 2019.
or
o
 
Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to

Commission file number: 001-36079
________________________________________
CHS Inc.
(Exact name of registrant as specified in its charter)
Minnesota
 (State or other jurisdiction of
incorporation or organization)
 
41-0251095
 (I.R.S. Employer
Identification Number)
 
 
 
5500 Cenex Drive Inver Grove Heights, Minnesota 55077
 (Address of principal executive offices,
including zip code)
 
(651) 355-6000
 (Registrant’s telephone number,
including area code)
________________________________________


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.
YES þ 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).
YES þ NO o

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer o
Accelerated filer o
Non-accelerated filer þ
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. o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
YES o NO þ

Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practicable date: The Registrant has no common stock outstanding.

 



INDEX
 
 
 
 
Page
No.
 
 
 
 
 
 
 
 
 
 




Unless the context otherwise requires, for purposes of this Quarterly Report on Form 10-Q, the words "we," "us," "our," the "Company" and "CHS" refer to CHS Inc., a Minnesota cooperative corporation, and its subsidiaries as of February 28, 2019.

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains and our other publicly available documents may contain, and our officers, directors and other representatives may from time to time make, "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as "anticipate," "intend," "plan," "goal," "seek," "believe," "project," "estimate," "expect," "strategy," "future," "likely," "may," "should," "will" and similar references to future periods. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our businesses, financial condition and results of operations, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not place undue reliance on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements are discussed or identified in our public filings made with the U.S. Securities and Exchange Commission, including in the "Risk Factors" discussion in Item 1A of our Annual Report on Form 10-K for the year ended August 31, 2018. Any forward-looking statements made by us in this Quarterly Report on Form 10-Q are based only on information currently available to us and speak only as of the date on which the statement is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise, except as required by applicable law.

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PART I. FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

CHS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
 
February 28,
2019
 
August 31,
2018
 
(Dollars in thousands)
ASSETS
 
 
 
Current assets:
 

 


Cash and cash equivalents
$
367,307

 
$
450,617

Receivables
2,227,064

 
2,460,401

Inventories
3,554,780

 
2,768,649

Derivative assets
251,645

 
329,757

Margin and related deposits
141,179

 
151,150

Supplier advance payments
603,370

 
288,423

Other current assets
245,354

 
244,208

Total current assets
7,390,699

 
6,693,205

Investments
3,718,097

 
3,711,925

Property, plant and equipment
5,016,202

 
5,141,719

Other assets
811,176

 
834,329

Total assets
$
16,936,174

 
$
16,381,178

LIABILITIES AND EQUITIES
 
 
 
Current liabilities:
 

 
 

Notes payable
$
2,643,191

 
$
2,272,196

Current portion of long-term debt
167,804

 
167,565

Customer margin deposits and credit balances
132,633

 
137,395

Customer advance payments
735,875

 
409,088

Accounts payable
1,629,511

 
1,844,489

Derivative liabilities
215,720

 
438,465

Accrued expenses
393,933

 
511,032

Dividends and equities payable
339,585

 
153,941

Total current liabilities
6,258,252

 
5,934,171

Long-term debt
1,744,502

 
1,762,690

Long-term deferred tax liabilities
220,857

 
182,770

Other liabilities
310,334

 
336,519

Commitments and contingencies (Note 15)


 


Equities:
 

 
 

Preferred stock
2,264,038

 
2,264,038

Equity certificates
4,524,928

 
4,609,456

Accumulated other comprehensive loss
(189,348
)
 
(199,915
)
Capital reserves
1,794,279

 
1,482,003

Total CHS Inc. equities
8,393,897

 
8,155,582

Noncontrolling interests
8,332

 
9,446

Total equities
8,402,229

 
8,165,028

Total liabilities and equities
$
16,936,174

 
$
16,381,178


The accompanying notes are an integral part of the consolidated financial statements (unaudited).

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CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
For the Three Months Ended
February 28,
 
For the Six Months Ended February 28,
 
2019
 
(As Restated) 2018
 
2019
 
(As Restated) 2018
 
(Dollars in thousands)
Revenues
$
6,483,539

 
$
6,980,153

 
$
14,967,828

 
$
15,012,037

Cost of goods sold
6,056,126

 
6,845,184

 
14,069,774

 
14,556,576

Gross profit
427,413

 
134,969

 
898,054

 
455,461

Marketing, general and administrative
177,429

 
187,558

 
339,925

 
327,904

Reserve and impairment charges (recoveries), net
339

 
(11,346
)
 
(6,014
)
 
(15,133
)
Operating earnings (loss)
249,645

 
(41,243
)
 
564,143

 
142,690

(Gain) loss on disposal of business

 
(7,705
)
 
(1,412
)
 
(7,705
)
Interest expense
41,269

 
40,176

 
80,177

 
80,878

Other (income) loss
(11,763
)
 
(12,544
)
 
(35,485
)
 
(38,739
)
Equity (income) loss from investments
(41,716
)
 
(39,441
)
 
(108,224
)
 
(77,803
)
Income (loss) before income taxes
261,855

 
(21,729
)
 
629,087

 
186,059

Income tax expense (benefit)
13,551

 
(187,688
)
 
33,668

 
(167,082
)
Net income (loss)
248,304

 
165,959

 
595,419

 
353,141

Net income (loss) attributable to noncontrolling interests
(462
)
 
(48
)
 
(851
)
 
(512
)
Net income (loss) attributable to CHS Inc. 
$
248,766

 
$
166,007

 
$
596,270

 
$
353,653

    
The accompanying notes are an integral part of the consolidated financial statements (unaudited).


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CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
 
For the Three Months Ended
February 28,
 
For the Six Months Ended February 28,
 
2019
 
(As Restated) 2018
 
2019
 
(As Restated) 2018
 
(Dollars in thousands)
Net income (loss)
$
248,304

 
$
165,959

 
$
595,419

 
$
353,141

Other comprehensive income (loss), net of tax:
 
 
 
 
 
 
 
     Postretirement benefit plan activity
2,002

 
3,142

 
4,103

 
4,736

     Unrealized net gain (loss) on available for sale investments

 
3,554

 

 
7,194

     Cash flow hedges
9,969

 
1,063

 
8,662

 
1,059

     Foreign currency translation adjustment
2,913

 
2,352

 
2,508

 
141

Other comprehensive income (loss), net of tax
14,884

 
10,111

 
15,273

 
13,130

Comprehensive income (loss)
263,188

 
176,070

 
610,692

 
366,271

     Less: comprehensive income (loss) attributable to noncontrolling interests
(462
)
 
(48
)
 
(851
)
 
(512
)
Comprehensive income (loss) attributable to CHS Inc. 
$
263,650

 
$
176,118

 
$
611,543

 
$
366,783


The accompanying notes are an integral part of the consolidated financial statements (unaudited).



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CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 
For the Six Months Ended February 28,
 
2019
 
(As Restated) 2018
 
(Dollars in thousands)
Cash flows from operating activities:
 

 
 

Net income (loss)
$
595,419

 
$
353,141

Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 

 
 

Depreciation and amortization
233,628

 
240,349

Amortization of deferred major repair costs
38,283

 
32,839

Equity (income) loss from investments
(108,224
)
 
(77,803
)
Distributions from equity investments
113,164

 
78,461

Provision for doubtful accounts
6,988

 
(3,625
)
Gain and recovery on disposal of business
(1,534
)
 
(24,236
)
Deferred taxes
33,439

 
(169,455
)
Other, net
3,332

 
16,236

Changes in operating assets and liabilities, net of acquisitions:
 

 
 

Receivables
177,334

 
199,227

Inventories
(786,527
)
 
(1,077,185
)
Derivative assets
89,524

 
(24,527
)
Margin and related deposits
9,939

 
17,895

Supplier advance payments
(314,947
)
 
(409,581
)
Other current assets and other assets
12,543

 
(1,654
)
Customer margin deposits and credit balances
(4,762
)
 
(51,591
)
Customer advance payments
326,788

 
332,872

Accounts payable and accrued expenses
(291,812
)
 
(72,047
)
Derivative liabilities
(229,145
)
 
56,538

Other liabilities
(28,681
)
 
(58,252
)
Net cash provided by (used in) operating activities
(125,251
)
 
(642,398
)
Cash flows from investing activities:
 

 
 

Acquisition of property, plant and equipment
(177,991
)
 
(142,886
)
Proceeds from disposition of property, plant and equipment
25,680

 
59,680

Proceeds from sale of business
1,730

 
53,552

Expenditures for major repairs
(2,634
)
 
(2,832
)
Investments redeemed
7,036

 
6,496

Changes in CHS Capital notes receivable, net
(30,508
)
 
(25,846
)
Financing extended to customers
(6,660
)
 
(66,014
)
Payments from customer financing
79,809

 
30,893

Other investing activities, net
5,275

 
(10,203
)
Net cash provided by (used in) investing activities
(98,263
)
 
(97,160
)
Cash flows from financing activities:
 

 
 

Proceeds from lines of credit and long-term debt borrowings
12,360,325

 
18,414,973

Payments on lines of credit, long-term debt and capital lease obligations
(12,000,939
)
 
(17,509,212
)
Preferred stock dividends paid
(84,334
)
 
(84,334
)
Retirements of equities
(30,753
)
 
(4,742
)
Cash patronage paid
(74,980
)
 

Other financing activities, net
(30,332
)
 
(55,861
)
Net cash provided by (used in) financing activities
138,987

 
760,824

Effect of exchange rate changes on cash and cash equivalents
(2,051
)
 
(2,372
)
Net increase (decrease) in cash and cash equivalents and restricted cash
(86,578
)
 
18,894

Cash and cash equivalents and restricted cash at beginning of period
543,940

 
272,272

Cash and cash equivalents and restricted cash at end of period
$
457,362

 
$
291,166


The accompanying notes are an integral part of the consolidated financial statements (unaudited).

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CHS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 1        Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The unaudited Consolidated Balance Sheet as of February 28, 2019, the Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018, the Consolidated Statements of Comprehensive Income for the three and six months ended February 28, 2019, and 2018, and the Consolidated Statements of Cash Flows for the six months ended February 28, 2019, and 2018, reflect in the opinion of our management, all normal recurring adjustments necessary for a fair statement of the financial position, results of operations and cash flows for the interim periods presented. The results of operations and cash flows for interim periods are not necessarily indicative of results for a full fiscal year because of, among other things, the seasonal nature of our businesses. Our Consolidated Balance Sheet data as of August 31, 2018, has been derived from our audited consolidated financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America ("U.S. GAAP").

As described in Note 2, Restatement of Previously Issued Financial Information, the consolidated financial statements for the three and six months ended February 28, 2018, have been restated to reflect the correction of misstatements. We have also restated all relevant amounts impacted within the notes to the consolidated financial statements.

The notes to our consolidated financial statements reference our Energy, Ag and Nitrogen Production reportable segments, as well as our Corporate and Other category, which represents an aggregation of individually immaterial operating segments. See Note 12, Segment Reporting, for more information related to our reportable segments.
 
Our consolidated financial statements include the accounts of CHS and all of our wholly owned and majority owned subsidiaries. The effects of all significant intercompany transactions have been eliminated.

These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended August 31, 2018, included in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the "SEC").

Significant Accounting Policies

The following significant accounting policies have been updated since our Annual Report on Form 10-K for the year ended August 31, 2018, as a result of the adoption of certain new accounting pronouncements effective for us during the six months ended February 28, 2019.

Restricted Cash

Restricted cash is included in our Consolidated Balance Sheets within other current assets (current portion) and other assets (non-current portion), as appropriate, and primarily relates to customer deposits for futures and option contracts associated with regulated commodities held in separate accounts as required under federal and other regulations. Pursuant to the requirements of the Commodity Exchange Act, such funds must be carried in separate accounts that are designated as segregated customer accounts, as applicable. Restricted cash also includes funds held in escrow pursuant to applicable regulations limiting their usage.


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The following table provides a reconciliation of cash and cash equivalents and restricted cash as reported within our Consolidated Balance Sheets that aggregates to the amount presented in our Consolidated Statements of Cash Flows. During the six months ended February 28, 2019, we updated the presentation of our Consolidated Statements of Cash Flows to include restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on our Consolidated Statements of Cash Flows.

 
February 28, 2019
 
August 31, 2018
 
February 28, 2018
 
August 31, 2017
 
(Dollars in thousands)
Cash and cash equivalents
$
367,307

 
$
450,617

 
$
219,273

 
$
181,379

Restricted cash included in other current assets
89,371

 
90,193

 
68,600

 
83,561

Restricted cash included in other assets
684

 
3,130

 
3,293

 
7,332

Total cash and cash equivalents and restricted cash
$
457,362

 
$
543,940

 
$
291,166

 
$
272,272


Investments
    
As described in the "Recent Accounting Pronouncements" section below, we adopted Accounting Standards Update ("ASU") No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which was effective for us September 1, 2018. As a result, all equity securities that do not result in consolidation and are not accounted for under the equity method are measured at fair value with changes therein reflected in net income. We have elected to utilize the measurement alternative for equity investments that do not have readily determinable fair values and measure these investments at cost less impairment plus or minus observable price changes in orderly transactions.

Investments in other cooperatives are recorded in a manner similar to equity investments without readily determinable fair values, plus patronage dividends received in the form of capital stock and other equities. Patronage dividends are recorded as a reduction to cost of goods sold at the time qualified written notices of allocation are received. Investments in debt and equity instruments are carried at amounts that approximate fair values.

Revenue Recognition

We provide a wide variety of products and services, ranging from agricultural inputs such as fuels, farm supplies and crop nutrients, to agricultural outputs that include grain and oilseed, processed grains and oilseeds and food products, and ethanol production and marketing. Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which generally occurs when control of the goods has transferred to the customer. For the majority of our contracts with customers, control transfers to customers at a point-in-time when the goods/services have been delivered, as that is generally when legal title, physical possession and risks and rewards of goods/services transfer to the customer. In limited arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits of the service as we complete the performance obligation(s).

Revenue is recognized at the transaction price that we expect to be entitled to in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. We follow a policy of recognizing revenue at the point-in-time or over the period of time we satisfy our performance obligation by transferring control over a product or service to a customer in accordance with the underlying contract. For physically settled derivative sales contracts that are outside the scope of the revenue guidance, we recognize revenue when control of the inventory is transferred within the meaning of Accounting Standards Codification ("ASC") Topic 606.

Recent Accounting Pronouncements

Adopted

In March 2017, the Financial Accounting Standards Board (the "FASB") issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Costs and Net Postretirement Benefit Cost. This ASU changes the presentation of net periodic pension cost and net periodic postretirement benefit cost in the Consolidated Statements of Operations. This ASU provides that the service cost component should be included in the same income statement line item as other compensation costs arising from services rendered by the employees during the period. The other components of net periodic benefit cost (such as interest, expected return on plan assets, prior service cost amortization and actuarial gain/loss amortization) are required to be presented in the Consolidated Statements of Operations separately

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outside of operating income. Additionally, only service cost may be capitalized in assets. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The guidance on the presentation of the components of net periodic benefit cost in the Consolidated Statements of Operations has been applied retrospectively, and the guidance regarding the capitalization of the service cost component in assets has been applied prospectively. The adoption of this guidance had no impact on previously reported income (loss) before income taxes or net income attributable to CHS; however, non-service cost components of net periodic benefit costs in prior periods have been reclassified from cost of goods sold and marketing, general and administrative expenses, and are now reported outside of operating income within other (income) loss. Refer to Note 2, Restatement of Previously Issued Financial Information, for the amounts of the retrospective adjustments recorded as a result of the adoption of this guidance.

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The amendments within this ASU narrow the existing definition of a business and provide a more robust framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The definition of a business impacts various areas of accounting, including acquisitions, disposals and goodwill. Under the new guidance, fewer acquisitions are expected to be considered businesses. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The guidance has been applied prospectively. The adoption of this amended guidance did not have a material impact on our consolidated financial statements.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. This ASU requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the Consolidated Statements of Cash Flows as well as disclosure about the nature of restrictions on cash, cash equivalents and amounts generally described as restricted cash. Additionally, the guidance requires disclosure of the total amount of cash, cash equivalents and restricted cash for each comparative period for which a Consolidated Balance Sheet is presented. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The amendments in this ASU were applied retrospectively to all periods presented. Refer to the additional disclosures pertaining to restricted cash within the Restricted Cash significant accounting policy above. The adoption of this amended guidance did not have a material impact on our Consolidated Statements of Cash Flows.

In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU is intended to reduce existing diversity in practice in how certain cash receipts and payments are presented and classified in the Consolidated Statements of Cash Flows. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The adoption of this amended guidance did not have a material impact on our Consolidated Statements of Cash Flows.

In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This guidance eliminates the previous cost method of accounting for certain equity securities that did not have readily determinable fair values. This guidance also simplifies the impairment assessment and allows for a fair value measurement alternative for equity investments without readily determinable fair values and includes presentation and disclosure changes. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year and was applied following a prospective basis. We have elected to utilize the measurement alternative for equity investments that do not have readily determinable fair values and measure these investments at cost less impairment plus or minus observable price changes in orderly transactions. As a result of the adoption of this amended guidance, we reclassified approximately $4.7 million from accumulated other comprehensive loss to the opening balance of capital reserves within our Consolidated Balance Sheet as of September 1, 2018, which did not have a material impact on our consolidated financial statements.
    
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The amendments within this ASU, as well as within the additional clarifying ASUs issued by the FASB, provide a single comprehensive model to be used to determine the measurement of revenue and timing of recognition for revenue arising from contracts with customers. The core principle of the amended guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new revenue recognition guidance includes a five-step model for the recognition of revenue, including (1) identifying the contract with a customer, (2) identifying the performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the performance obligations, and (5) recognizing revenue when (or as) an entity satisfies a performance obligation. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year, and we elected to apply the modified

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retrospective method of adoption to all contracts as of the date of initial application. The majority of our revenues are attributable to forward commodity sales contracts, which are considered to be physically settled derivatives under ASC 815, Derivatives and Hedging (Topic 815). Revenues arising from derivative contracts accounted for under ASC 815 are specifically outside the scope of ASC Topic 606 and therefore not subject to the provisions of the new revenue recognition guidance. As such, the impact of adoption of the new revenue guidance has only been assessed for our revenue contracts that are not accounted for as derivative arrangements. The primary impact of adoption was changes to the timing of revenue recognition for certain revenue streams that had an immaterial impact. Following the modified retrospective method of adoption, we determined the cumulative effect of adoption for all contracts with customers that had not been completed as of the adoption date was less than $1.0 million. Additionally, the impact of applying ASC Topic 606 compared to previous guidance during the three and six months ended February 28, 2019, was an overall decrease to revenues of $9.6 million and $22.6 million, respectively. Other financial statement impacts related to the adoption of ASC Topic 606 were not material. Our revenue recognition accounting policy and additional information related to our revenue streams and related performance obligations required to be satisfied in order to recognize revenue can be found within the Significant Accounting Policies section above and within Note 3, Revenues.

Not Yet Adopted

In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This ASU reduces the complexity of accounting for implementation, setup and other upfront costs incurred in a cloud computing service arrangement that is hosted by a vendor. This ASU aligns the accounting for implementation costs of hosting arrangements, irrespective of whether the arrangements convey a license to the hosted software. This ASU permits either a prospective or retrospective transition approach. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year, with early adoption permitted. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans, which amends ASC 715-20, Compensation - Retirement Benefits - Defined Benefit Plans - General. This ASU modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing and adding certain disclosures for these plans. The eliminated disclosures include (a) the amounts in accumulated other comprehensive income expected to be recognized in net periodic benefit costs over the next fiscal year and (b) the effects of a one-percentage-point change in assumed health care cost trend rates on the net periodic benefit costs and the benefit obligation for postretirement health care benefits. The new disclosures include the interest crediting rates for cash balance plans and an explanation of significant gains and losses related to changes in benefit obligations. This ASU is effective for us beginning September 1, 2021, for our fiscal year 2022 and for interim periods within that fiscal year, with early adoption permitted. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which amends ASC 820, Fair Value Measurement. This ASU modifies the disclosure requirements for fair value measurements by removing, modifying and adding certain disclosures. Specifically, the guidance removes the requirement to disclose the amount and reasons for any transfers between Level 1 and Level 2 of the fair value hierarchy and removes the requirement to disclose a description of the valuation processes used to value Level 3 fair value measurements. The guidance also requires additional disclosures surrounding Level 3 changes in unrealized gains/losses included in other comprehensive income as well as the range and weighted average of significant unobservable inputs calculation. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year. Early adoption is permitted. We elected to remove the disclosures permitted by ASU No. 2018-13 during the fourth quarter of fiscal 2018 but have not early adopted the new required additional disclosures, which is permitted by the guidance. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The amendments in this ASU introduce a new approach, based on expected losses, to estimate credit losses on certain types of financial instruments. This ASU is intended to provide financial statement users with more decision-useful information about the expected credit losses associated with most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures. Entities are required to apply the provisions of this ASU as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. This ASU is

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effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year. We are currently evaluating the impact the adoption will have on our consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which replaces the existing guidance within ASC 840, Leases. The amendments within this ASU, as well as within additional clarifying ASUs issued by the FASB, introduce a lessee model requiring entities to recognize assets and liabilities for most leases, but continue recognizing the associated expenses in a manner similar to existing accounting guidance. In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, which amends ASU No. 2016-02, Leases. This ASU is effective for us beginning September 1, 2019, for our fiscal year 2020 and for interim periods within that fiscal year. We have initiated our assessment of the new lease standard, including the utilization of surveys to gather more information about existing leases and the implementation of a new lease software to improve the collection, maintenance and aggregation of lease data necessary for the expanded reporting and disclosure requirements under the new lease standard. It is expected that the primary impact upon adoption will be the recognition, on a discounted basis, of our minimum commitments under noncancelable operating leases as right of use assets and liabilities on our Consolidated Balance Sheets. This will result in a material increase in assets and liabilities recorded on our Consolidated Balance Sheets. Although we expect the new lease guidance will have a material impact on our Consolidated Balance Sheets, we are continuing to evaluate the practical expedient guidance provisions available and the extent of potential impacts on our consolidated financial statements, processes and internal controls.

Note 2        Restatement of Previously Issued Financial Information

The consolidated financial statements for the three and six months ended February 28, 2018, have been restated to reflect the correction of misstatements. We have also restated all amounts impacted within the notes to the consolidated financial statements. A description of the adjustments and their impact on the previously issued financial information are included below.
 
Descriptions of Restatement Adjustments
 
Restatement Background
 
During the preparation of our Annual Report on Form 10-K for the year ended August 31, 2018, we noted potentially excessive valuations in the net derivative asset valuations relating to certain rail freight contracts purchased in connection with our North American grain marketing operations. An investigation concluded that the rail freight misstatements included in our consolidated financial statements were due to intentional misconduct by a former employee in our rail freight trading operations, as well as due to rail freight contracts and certain non-rail contracts not meeting the technical accounting requirements to qualify as derivative financial instruments. The misconduct consisted of the former employee manipulating the mark-to-market valuation of rail cars that were the subject of rail freight purchase contracts and manipulating the quantity of rail cars included in the monthly mark-to-market valuation. In addition, the investigation revealed intentional misstatements were made by the former employee to our independent registered public accounting firm in connection with its audit of our consolidated financial statements for the fiscal year ended August 31, 2017. During the course of, and as a result of, the investigation, we terminated the former employee and have taken additional personnel actions.

As described in additional detail in the Explanatory Note in our Annual Report on Form 10-K for the year ended August 31, 2018, the Company restated its audited consolidated financial statements for the fiscal years ended August 31, 2017 and 2016, and our unaudited consolidated financial statements for the quarterly periods ended November 30, 2017 and 2016, February 28, 2018 and 2017, and May 31, 2018 and 2017. As a result of the misstatements, we restated our interim consolidated financial statements for the three and six months ended February 28, 2018. In addition to the adjustments related to freight derivatives and related misstatements, we also made adjustments related to certain intercompany balances and other historical misstatements unrelated to the freight derivatives and related misstatements.

Consolidated Financial Statement Adjustment Tables

The following tables present the impacts of the restatement adjustments to our unaudited Consolidated Statements of Operations and unaudited Consolidated Statements of Comprehensive Income for the three and six months ended February 28, 2018, and to our unaudited Consolidated Statement of Cash Flows for the six months ended February 28, 2018. The restatement references identified in the following tables directly correlate to the restatement adjustments detailed below. 
 
The categories of restatement adjustments and their impact on previously reported consolidated financial statements are described below.
 

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(a) Freight derivatives and related misstatements - Corrections for freight derivatives and related misstatements were driven by the misstatement of amounts associated with both the value and quantity of rail freight contracts, as well as due to rail and certain non-rail freight contracts not meeting the technical accounting requirements to qualify as derivative financial instruments. In addition to the elimination of the underlying freight derivative assets and liabilities and related impacts on revenues and cost of goods sold, additional adjustments were recorded to account for prepaid freight capacity balances in relevant periods. Additional details related to the impact of the freight derivatives and related misstatements and their impact on each period are discussed in restatement reference (a).

(b) Intercompany misstatements - As a result of the work performed in relation to the freight misstatement, additional misstatements related to the incorrect elimination of intercompany balances were also identified and corrected within the consolidated financial statements. Certain of these intercompany misstatements resulted in a misstatement of various financial statement line items; however, the intercompany misstatements did not result in a material misstatement of income (loss) before income taxes or net income (loss). Additional details related to the impact of the intercompany misstatements and their impact on each period are discussed in restatement reference (b).

(c) Other misstatements - We made adjustments for other previously identified misstatements unrelated to the freight derivatives and related misstatements that were not material, individually or in the aggregate, to our consolidated financial statements. These other misstatements related primarily to certain misclassifications, adjustments to revenues and cost of goods sold, and adjustments to various income tax and indirect tax accrual accounts. Additional details related to the impact of the other misstatements and their impact on each period are discussed in restatement reference (c).



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CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
For the Three Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
Revenues
$
6,851,093

 
$
129,060

 
$
6,980,153

 
$

 
$
6,980,153

 
a, b, c
Cost of goods sold
6,708,610

 
136,239

 
6,844,849

 
335

 
6,845,184

 
a, b, c
Gross profit
142,483

 
(7,179
)
 
135,304

 
(335
)
 
134,969

 
 
Marketing, general and administrative
186,716

 
(3
)
 
186,713

 
845

 
187,558

 
c
Reserve and impairment charges (recoveries), net
(11,349
)
 
3

 
(11,346
)
 

 
(11,346
)
 
c
Operating earnings (loss)
(32,884
)
 
(7,179
)
 
(40,063
)
 
(1,180
)
 
(41,243
)
 
 
(Gain) loss on disposal of business
(7,705
)
 

 
(7,705
)
 

 
(7,705
)
 
 
Interest expense
40,176

 

 
40,176

 

 
40,176

 
 
Other (income) loss
(11,364
)
 

 
(11,364
)
 
(1,180
)
 
(12,544
)
 
 
Equity (income) loss from investments
(39,441
)
 

 
(39,441
)
 

 
(39,441
)
 
 
Income (loss) before income taxes
(14,550
)

(7,179
)
 
(21,729
)
 

 
(21,729
)
 
 
Income tax expense (benefit)
(181,176
)
 
(6,512
)
 
(187,688
)
 

 
(187,688
)
 
a, c
Net income (loss)
166,626

 
(667
)
 
165,959

 

 
165,959

 
 
Net income (loss) attributable to noncontrolling interests
(48
)
 

 
(48
)
 

 
(48
)
 
 
Net income (loss) attributable to CHS Inc. 
$
166,674

 
$
(667
)
 
$
166,007

 
$

 
$
166,007

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2017-17 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.

For the three months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $22.5 million reduction of income before income taxes and a $22.6 million reduction of net income. These adjustments related to a $22.5 million increase of cost of goods sold and a $0.1 million increase of income tax expense related to the tax effect of the freight derivatives and related misstatements.

Intercompany misstatements
(b) The correction of intercompany misstatements had no impact on income (loss) before income taxes or net income (loss); however, the correction resulted in a $161.5 million increase of both revenues and cost of goods sold due to different practices of eliminating intercompany sales between CHS businesses that existed in previous periods.

Other misstatements
(c) The correction of other misstatements resulted in a $15.3 million increase of income before income taxes and a $21.9 million increase of net income. The $15.3 million increase of income before income taxes relates primarily to a $13.7 million decrease of cost of goods sold arising from the use of a unit of measure assumption in the calculation of an excise tax credit that was changed during fiscal 2018. The remaining increase relates to a $1.6 million decrease of cost of goods sold as a result of the valuation of crack spread derivatives. In addition to the increase of income before income taxes, an income tax benefit of $6.6 million was recorded to adjust for the impact of other identified misstatements, as well as income tax items that had previously been identified and recorded as out of period adjustments in subsequent periods.

Additionally, certain misclassification and offsetting adjustments were made between line items included in the Consolidated Statements of Operations, primarily due to the application of differing accounting policies between businesses. These misclassification adjustments resulted in a $27.7 million decrease of revenues and cost of goods sold.

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For the Six Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
Revenues
$
14,899,982

 
$
112,055

 
$
15,012,037

 
$

 
$
15,012,037

 
a, b, c
Cost of goods sold
14,444,237

 
111,669

 
14,555,906

 
670

 
14,556,576

 
a, b, c
Gross profit
455,745

 
386

 
456,131

 
(670
)
 
455,461

 
 
Marketing, general and administrative
326,881

 
(668
)
 
326,213

 
1,691

 
327,904

 
c
Reserve and impairment charges (recoveries), net
(15,133
)
 

 
(15,133
)
 

 
(15,133
)
 
 
Operating earnings (loss)
143,997

 
1,054

 
145,051

 
(2,361
)
 
142,690

 
 
(Gain) loss on disposal of business
(7,705
)
 

 
(7,705
)
 

 
(7,705
)
 
 
Interest expense
80,878

 

 
80,878

 

 
80,878

 
 
Other (income) loss
(36,378
)
 

 
(36,378
)
 
(2,361
)
 
(38,739
)
 
 
Equity (income) loss from investments
(77,803
)
 

 
(77,803
)
 

 
(77,803
)
 
 
Income (loss) before income taxes
185,005

 
1,054

 
186,059

 

 
186,059

 
 
Income tax expense (benefit)
(161,240
)
 
(5,842
)
 
(167,082
)
 

 
(167,082
)
 
a, c
Net income (loss)
346,245

 
6,896

 
353,141

 

 
353,141

 
 
Net income (loss) attributable to noncontrolling interests
(512
)
 

 
(512
)
 

 
(512
)
 
 
Net income (loss) attributable to CHS Inc. 
$
346,757

 
$
6,896

 
$
353,653

 
$

 
$
353,653

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2017-17 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.

For the six months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.0 million reduction of income before income taxes and a $23.8 million reduction of net income. These adjustments related to a $23.0 million increase of cost of goods sold and a $0.8 million increase of income tax expense related to the tax effect of the freight derivatives and related misstatements.

Intercompany misstatements
(b) The correction of intercompany misstatements had no impact on income (loss) before income taxes or net income (loss); however, the correction resulted in a $150.2 million increase of both revenues and cost of goods sold due to different practices of eliminating intercompany sales between CHS businesses that existed in previous periods.

Other misstatements
(c) The correction of other misstatements resulted in a $24.1 million increase of income before income taxes and a $30.7 million increase of net income. The $24.1 million increase of income before income taxes relates primarily to a $13.7 million decrease of cost of goods sold that arose from a unit of measure assumption in the calculation of an excise tax credit that was changed during fiscal 2018. The remaining increase relates to a $7.9 million decrease of cost of goods sold related to the valuation of crack spread derivatives and a $2.6 million increase to expense related to postretirement benefit plan activity that resulted from a timing difference associated with the recording of certain benefit plan expenses (included in cost of goods sold and marketing, general and administrative expenses). In addition to the increase of income before income taxes, an income tax benefit of $6.6 million was recorded to adjust for the impact of other identified misstatements, as well as income tax items that had previously been identified and recorded as out of period adjustments in subsequent periods.

Additionally, certain misclassification and offsetting adjustments were made between line items included in the Consolidated Statements of Operations, primarily due to the application of differing accounting policies between businesses. These misclassification adjustments resulted in a $33.4 million decrease of revenues and cost of goods sold.


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CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
 
For the Three Months Ended
February 28, 2018
 
For the Six Months Ended
February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Restatement References
 
(Dollars in thousands)
 
 
Net income (loss)
$
166,626

 
$
(667
)
 
$
165,959

 
$
346,245

 
$
6,896

 
$
353,141

 
a, c
Other comprehensive income (loss), net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
Postretirement benefit plan activity
3,141

 
1

 
3,142

 
7,338

 
(2,602
)
 
4,736

 
c
Unrealized net gain (loss) on available for sale investments
3,554

 

 
3,554

 
7,194

 

 
7,194

 
 
Cash flow hedges
1,063

 

 
1,063

 
1,059

 

 
1,059

 
 
Foreign currency translation adjustment
2,461

 
(109
)
 
2,352

 
(146
)
 
287

 
141

 
a
Other comprehensive income (loss), net of tax
10,219

 
(108
)
 
10,111

 
15,445

 
(2,315
)
 
13,130

 
 
Comprehensive income
176,845

 
(775
)
 
176,070

 
361,690

 
4,581

 
366,271

 
 
Less comprehensive income attributable to noncontrolling interests
(48
)
 

 
(48
)
 
(512
)
 

 
(512
)
 
 
Comprehensive income attributable to CHS Inc. 
$
176,893

 
$
(775
)
 
$
176,118

 
$
362,202

 
$
4,581

 
$
366,783

 
 

For the three months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $22.6 million reduction of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three months ended February 28, 2018, above. The adjustment related to foreign currency translation is attributable to the foreign currency impact associated with goodwill that was impaired during fiscal 2015.

Intercompany misstatements
(b) None.

Other misstatements
(c) The correction of other misstatements resulted in a $21.9 million increase of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three months ended February 28, 2018, above.

For the six months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.8 million reduction of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the six months ended February 28, 2018, above. The adjustment related to foreign currency translation is attributable to the foreign currency impact associated with goodwill that was impaired during fiscal 2015.

Intercompany misstatements
(b) None.


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Other misstatements
(c) The correction of other misstatements resulted in a $30.7 million increase of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the six months ended February 28, 2018, above. The adjustment related to postretirement benefit plan activity is attributable to a timing difference associated with recording certain benefit plan expenses.


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CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
 
For the Six Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
 
Cash flows from operating activities:
 

 
 
 
 
 
 

 
 
 
 
Net income (loss)
$
346,245

 
$
6,896

 
$
353,141

 
$

 
$
353,141

 
a, c
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 

 
 
 
 
 
 
 


 
 
Depreciation and amortization
240,349

 

 
240,349

 

 
240,349

 
 
Amortization of deferred major repair costs
32,839

 

 
32,839

 

 
32,839

 
 
Equity (income) loss from investments
(77,803
)
 

 
(77,803
)
 

 
(77,803
)
 
 
Distributions from equity investments
78,461

 

 
78,461

 

 
78,461

 
 
Provision for doubtful accounts
(3,625
)
 

 
(3,625
)
 

 
(3,625
)
 
 
Gain and recovery on disposal of business
(24,236
)
 

 
(24,236
)
 

 
(24,236
)
 
 
Deferred taxes
(166,511
)
 
(2,944
)
 
(169,455
)
 

 
(169,455
)
 
a, c
Other, net
18,840

 
(2,604
)
 
16,236

 

 
16,236

 
c
Changes in operating assets and liabilities, net of acquisitions:
 

 
 
 
 
 
 
 


 
 
Receivables
169,359

 
29,868

 
199,227

 

 
199,227

 
c
Inventories
(1,076,037
)
 
(1,148
)
 
(1,077,185
)
 

 
(1,077,185
)
 
b, c
Derivative assets
(33,757
)
 
9,230

 
(24,527
)
 

 
(24,527
)
 
a, c
Margin and related deposits
17,895

 

 
17,895

 

 
17,895

 
 
Supplier advance payments
(409,581
)
 

 
(409,581
)
 

 
(409,581
)
 
 
Other current assets and other assets
21,344

 
(4,000
)
 
17,344

 
(18,998
)
 
(1,654
)
 
a, c
Customer margin deposits and credit balances
(51,591
)
 

 
(51,591
)
 

 
(51,591
)
 
 
Customer advance payments
314,372

 
18,500

 
332,872

 

 
332,872

 
c
Accounts payable and accrued expenses
(44,413
)
 
(27,634
)
 
(72,047
)
 

 
(72,047
)
 
b, c
Derivative liabilities
50,922

 
5,616

 
56,538

 

 
56,538

 
a, c
Other liabilities
(58,252
)
 

 
(58,252
)
 

 
(58,252
)
 
 
Net cash provided by (used in) operating activities
(655,180
)
 
31,780

 
(623,400
)
 
(18,998
)
 
(642,398
)
 
 
Cash flows from investing activities:
 

 
 
 
 
 
 
 


 
 
Acquisition of property, plant and equipment
(142,886
)
 

 
(142,886
)
 

 
(142,886
)
 
 
Proceeds from disposition of property, plant and equipment
59,680

 

 
59,680

 

 
59,680

 
 
Proceeds from sale of business
53,552

 

 
53,552

 

 
53,552

 
 
Expenditures for major repairs
(2,832
)
 

 
(2,832
)
 

 
(2,832
)
 
 
Investments redeemed
6,496

 

 
6,496

 

 
6,496

 
 
Changes in CHS Capital notes receivable, net
(25,846
)
 

 
(25,846
)
 

 
(25,846
)
 
 
Financing extended to customers
(66,014
)
 

 
(66,014
)
 

 
(66,014
)
 
 
Payments from customer financing
30,893

 

 
30,893

 

 
30,893

 
 
Other investing activities, net
(10,203
)
 

 
(10,203
)
 

 
(10,203
)
 
 
Net cash provided by (used in) investing activities
(97,160
)
 

 
(97,160
)
 

 
(97,160
)
 
 
Cash flows from financing activities:
 

 
 
 
 
 
 
 


 
 
Proceeds from lines of credit and long-term borrowings
18,414,973

 

 
18,414,973

 

 
18,414,973

 
 
Payments on lines of credit, long-term borrowings and capital lease obligations
(17,512,264
)
 
3,052

 
(17,509,212
)
 

 
(17,509,212
)
 
c
Preferred stock dividends paid
(84,334
)
 

 
(84,334
)
 

 
(84,334
)
 
 
Redemptions of equities
(4,742
)
 

 
(4,742
)
 

 
(4,742
)
 
 
Other financing activities, net
(49,874
)
 
(5,987
)
 
(55,861
)
 

 
(55,861
)
 
c
Net cash provided by (used in) financing activities
763,759

 
(2,935
)
 
760,824

 

 
760,824

 
 
Effect of exchange rate changes on cash and cash equivalents
(2,372
)
 

 
(2,372
)
 

 
(2,372
)
 
 
Net increase (decrease) in cash and cash equivalents and restricted cash
9,047

 
28,845

 
37,892

 
(18,998
)
 
18,894

 
c
Cash and cash equivalents and restricted cash at beginning of period
181,379

 

 
181,379

 
90,893

 
272,272

 
 
Cash and cash equivalents and restricted cash at end of period
$
190,426

 
$
28,845

 
$
219,271

 
$
71,895

 
$
291,166

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2016-18 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.

16

Table of Contents





Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.8 million reduction of net income for the six months ended February 28, 2018. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three and six months ended February 28, 2018, above. The impact of the adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassifications of less than $13.0 million between operating activity line items in the Consolidated Statement of Cash Flows; however, none of the freight derivatives and related misstatements impacted the classifications between operating, investing or financing activities.

Intercompany misstatements
(b) The correction of intercompany misstatements did not impact net income for the six months ended February 28, 2018; however, the impact of adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassification adjustments of less than $6.0 million between line items in the Consolidated Statement of Cash Flows. None of the intercompany misstatements impacted the classifications between operating, investing or financing activities within the Consolidated Statement of Cash Flows.
    
Other misstatements
(c) The correction of other misstatements resulted in a $30.7 million increase of net income for the six months ended February 28, 2018. Refer to further details of the adjustments and their impact on net income (loss) in the Consolidated Statement of Operations section for the three and six months ended February 28, 2018, above. The impact of the adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassification adjustments between line items in the Consolidated Statements of Cash Flows. As a result, two misclassification adjustments were made between operating and financing activities, including a $3.1 million reduction of notes payable resulting from a duplicative entry and the misclassification of $6.0 million of cash associated with a timing difference for the application of in-transit cash. In addition, various misclassification adjustments were made between operating activity lines, the most significant of which related to (1) a $24.1 million decrease of inventory and increase in accounts receivable as of August 31, 2017, due to a timing difference related to the settlement of a single ocean vessel and (2) the $21.2 million net impact associated with the decrease of inventory and increase of accounts payable that resulted from the misclassification adjustment for certain items previously included within a contra-inventory account to accounts payable as of August 31, 2017, and February 28, 2018.



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Note 3        Revenues

Adoption of New Revenue Guidance

As described in Note 1, Basis of Presentation and Significant Accounting Policies, we adopted the guidance within ASU 2014-09 as of September 1, 2018, using the modified retrospective transition approach. Consistent with other companies that actively trade commodities, a majority of our revenues are attributable to forward commodity sales contracts that are considered to be physically settled derivatives under ASC 815, Derivatives and Hedging (ASC Topic 815) and therefore fall outside the scope of ASC Topic 606. As a result, these revenues are not subject to the provisions of the new revenue guidance and the impact of adoption is limited to our revenue streams that fall within the scope of the new revenue guidance.

The majority of our revenue streams that fall within the scope of the new revenue guidance are recognized at a point-in-time; however, the adoption of ASU 2014-09 resulted in a minimal number of changes to the timing of revenue recognition for certain revenue streams. Under the modified retrospective method of adoption, we determined the cumulative effect of adoption for all contracts with customers that had not been completed as of the adoption date and recognized an adjustment of less than $1.0 million to the opening capital reserves balance within the Consolidated Balance Sheet as of September 1, 2018. Additionally, the impact of applying ASC Topic 606 compared to previous guidance during the three and six months ended February 28, 2019, was an overall decrease to revenues of $9.6 million and $22.6 million, respectively, which was primarily related to the change in revenue recognition for certain contracts from a gross basis to a net basis.

The change in accounting for revenue recognition under ASU 2014-09 did not have a material impact on our Consolidated Statements of Operations for the three and six months ended February 28, 2019, or Consolidated Balance Sheet as of February 28, 2019.

Revenue Recognition Accounting Policy and Performance Obligations

We provide a wide variety of products and services, from agricultural inputs such as fuels, farm supplies and crop nutrients, to agricultural outputs that include grain and oilseed, processed grains and oilseeds and food products, and ethanol production and marketing. We primarily conduct our operations and derive revenues within our Energy and Ag businesses. Our Energy business derives its revenues through refining, wholesaling and retailing of petroleum products. Our Ag business derives its revenues through the origination and marketing of grain, including service activities conducted at export terminals; through wholesale sales of crop nutrients and processed sunflowers; from sales of soybean meal, soybean refined oil and soyflour products; through the production and marketing of renewable fuels; and through retail sales of petroleum and agronomy products, and feed and farm supplies.

Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which generally occurs when control of the goods has transferred to customers. For the majority of our contracts with customers, control transfers to customers at a point-in-time when goods/services have been delivered, as that is generally when legal title, physical possession and risks and rewards of goods/services transfer to the customer. In limited arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits of the service as we complete our performance obligation(s).

Revenue is recognized at the transaction price that we expect to be entitled to in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. We follow a policy of recognizing revenue at the point-in-time or over the period of time that we satisfy our performance obligation by transferring control over a product or service to a customer in accordance with the underlying contract. For physically settled derivative sales contracts that are outside the scope of the revenue guidance, we recognize revenue when control of the inventory is transferred within the meaning of ASC Topic 606.
 
The amount of revenue recognized during the three and six months ended February 28, 2019, for performance obligations that were fully satisfied in previous periods was not material.

Shipping and Handling Costs

Shipping and handling amounts billed to a customer as part of a sales transaction are included in revenues, and the related costs are included in cost of goods sold. Shipping and handling is treated as a fulfillment activity rather than a promised service, and therefore is not considered a separate performance obligation.


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Taxes Collected from Customers and Remitted to Governmental Authorities
 
Revenue is recorded net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded as current liabilities until remitted to the relevant government authority.

Contract Costs

Commissions related to contracts with a duration of less than one year are expensed as incurred. We recognize incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets we otherwise would have recognized is one year or less.

Disaggregation of Revenues

The following table presents revenues recognized under ASC Topic 606 disaggregated by reportable segment, as well as the amount of revenues recognized under ASC Topic 815 and other applicable accounting guidance for the three and six months ended February 28, 2019. Other applicable accounting guidance primarily includes revenues recognized under ASC Topic 840, Leases and ASC Topic 470, Debt that fall outside the scope of ASC Topic 606.
 
 
ASC 606
 
ASC 815
 
Other Guidance
 
Total Revenues
For the Three Months Ended February 28, 2019:
 
(Dollars in thousands)
Energy
 
$
1,310,529

 
$
164,248

 
$

 
$
1,474,777

Ag
 
984,000

 
3,976,765

 
33,780

 
4,994,545

Corporate and Other
 
4,744

 

 
9,473

 
14,217

Total revenues
 
$
2,299,273

 
$
4,141,013

 
$
43,253

 
$
6,483,539

 
 
 
 
 
 
 
 
 
For the Six Months Ended February 28, 2019:
 
 
 
 
 
 
 
 
Energy
 
$
3,173,056

 
$
463,009

 
$

 
$
3,636,065

Ag
 
2,339,825

 
8,890,193

 
69,924

 
11,299,942

Corporate and Other
 
9,978

 

 
21,843

 
31,821

Total revenues
 
$
5,522,859

 
$
9,353,202

 
$
91,767

 
$
14,967,828


Less than 1% of revenues accounted for under ASC Topic 606 included within the table above are recorded over time; these revenues are primarily related to service contracts.

Our Energy segment derives its revenues through refining, wholesaling and retailing of petroleum products. Our Energy segment produces and sells (primarily wholesale) gasoline, diesel fuel, propane, asphalt, lubricants and other related products and provides transportation services. We are the nation's largest cooperative energy company, with operations that include petroleum refining and pipelines; the supply, marketing and distribution of refined fuels (gasoline, diesel fuel and other energy products); the blending, sale and distribution of lubricants; and the wholesale supply of propane and other natural gas liquids. For the majority of revenues arising from sales to Energy customers, we satisfy our performance obligation of providing energy products such as gasoline, diesel fuel, propane, asphalt, lubricants and other related products at the point-in-time that the finished petroleum product is delivered or made available to the wholesale or retail customer, at which point control is considered to have been transferred to the customer and revenue can be recognized, as there are no remaining performance obligations that we need to satisfy in order to be entitled to the agreed-upon transaction price as stated in the contract. For fixed and provisionally-priced derivative sales contracts that are accounted for under the provisions of the derivative accounting guidance and are outside the scope of the revenue recognition guidance, we recognize revenue when control of the inventory is transferred within the meaning of ASC Topic 606.

Our Ag segment derives its revenues through the origination and marketing of grain, including service activities conducted at export terminals; through wholesale sales of crop nutrients and processed sunflowers; from sales of soybean meal, soybean refined oil and soyflour products; through the production and marketing of renewable fuels; and through retail sales of petroleum and agronomy products, and feed and farm supplies. For the majority of revenues arising from sales to Ag customers, we satisfy our performance obligation of delivering a commodity or other agricultural end product to a customer at the point-in-time that the commodity or other end-product (wholesale grain, crop nutrients/agronomy products, soybean products, ethanol or country operations retail products) has been delivered or is made available to the customer, at which point control is considered to have been transferred to the customer and revenue can be recognized, as there are no remaining

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performance obligations that need to be satisfied in order to be entitled to the agreed-upon transaction price as stated in the contract. The amount of revenue recognized follows the contractually specified price, which may include freight or other contractually specified cost components. For fixed and provisionally-priced derivative sales contracts that are accounted for under the provisions of the derivative accounting guidance and are outside the scope of the revenue recognition guidance, we recognize revenue when control of the inventory is transferred within the meaning of ASC Topic 606.

Corporate and Other primarily consists of our financing and hedging businesses, which are presented together due to the similar nature of their products and services as well as the relatively lower amount of revenues for those businesses compared to our Ag and Energy businesses. Prior to its sale on May 4, 2018, our insurance business was also included in Corporate and Other. Revenues arising from Corporate and Other are primarily comprised of revenues generated by our hedging and financing businesses. Revenues from our hedging business are primarily recognized at the point-in-time that the hedging transaction is completed after we have fully satisfied all performance obligations under the contract, and revenues arising from our financing business are recognized in accordance with ASC Topic 470, Debt, and fall outside the scope of ASC Topic 606.

Contract Assets and Contract Liabilities

Contract assets relate to unbilled amounts arising from goods that have already been transferred to the customer where the right to payment is not conditional upon the passage of time. This results in the recognition of an asset, as the amount of revenue recognized at a certain point-in-time exceeds the amount billed to the customer. Contract assets are recorded in accounts receivable within our Consolidated Balance Sheets and were immaterial as of February 28, 2019, and August 31, 2018.

Contract liabilities relate to advance payments from customers for goods and services that we have yet to provide. Contract liabilities of $560.4 million and $167.2 million as of February 28, 2019, and August 31, 2018, respectively, are recorded within customer advance payments on our Consolidated Balance Sheets. For the three and six months ended February 28, 2019, we recognized revenues of $45.8 million and $130.1 million, respectively, which were included in the customer advance payments balance at the beginning of the period.

Practical Expedients

We applied ASC Topic 606 utilizing the following allowable exemptions or practical expedients:

Election to not disclose the unfulfilled performance obligation balance for contracts with an original duration of one year or less.
Recognition of the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that would otherwise have been recognized is one year or less.
Election to present revenues net of sales taxes and other similar taxes.
Practical expedient to treat shipping and handling as a fulfillment activity rather than a promised service, resulting in the conclusion that shipping and handling is not a separate performance obligation.

Note 4        Receivables
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Trade accounts receivable
$
1,415,994

 
$
1,578,764

CHS Capital notes receivable
592,985

 
569,379

Other
441,710

 
534,071

 
2,450,689

 
2,682,214

Less: allowances and reserves
223,625

 
221,813

Total receivables
$
2,227,064

 
$
2,460,401



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Trade Accounts

Trade accounts receivable are initially recorded at a selling price, which approximates fair value, upon the sale of goods or services to customers. Subsequently, trade accounts receivable are carried at net realizable value, which includes an allowance for estimated uncollectible amounts. We calculate this allowance based on our history of write-offs, level of past due accounts, and our relationships with, and the economic status of, our customers.

CHS Capital

Notes Receivable

CHS Capital, LLC ("CHS Capital"), our wholly-owned subsidiary, has short-term notes receivable from commercial and producer borrowers. The short-term notes receivable have maturity terms of 12 months or less and are reported at their outstanding unpaid principal balances, adjusted for the allowance of loan losses, as CHS Capital has the intent and ability to hold the applicable loans for the foreseeable future or until maturity or pay-off. The carrying value of CHS Capital short-term notes receivable approximates fair value, given the notes' short duration and the use of market pricing adjusted for risk.

The notes receivable from commercial borrowers are collateralized by various combinations of mortgages, personal property, accounts and notes receivable, inventories and assignments of certain regional cooperative's capital stock. These loans are primarily originated in the states of Minnesota, Wisconsin and North Dakota. CHS Capital also has loans receivable from producer borrowers that are collateralized by various combinations of growing crops, livestock, inventories, accounts receivable, personal property and supplemental mortgages and are originated in the same states as the commercial notes as well as in Michigan.

In addition to the short-term balances included in the table above, CHS Capital had long-term notes receivable, with durations of generally not more than 10 years, totaling $197.6 million and $203.0 million at February 28, 2019, and August 31, 2018, respectively. The long-term notes receivable are included in other assets on our Consolidated Balance Sheets. As of February 28, 2019, and August 31, 2018, the commercial notes represented 66% and 40%, respectively, and the producer notes represented 34% and 60%, respectively, of the total CHS Capital notes receivable.

CHS Capital has commitments to extend credit to customers if there are no violations of any contractually established conditions. As of February 28, 2019, CHS Capital's customers had additional available credit of $551.1 million.

Allowance for Loan Losses and Impairments

CHS Capital maintains an allowance for loan losses which is the estimate of potential incurred losses inherent in the loans receivable portfolio. In accordance with FASB ASC 450-20, Accounting for Loss Contingencies, and ASC 310-10, Accounting by Creditors for Impairment of a Loan, the allowance for loan losses consists of general and specific components. The general component is based on historical loss experience and qualitative factors addressing operational risks and industry trends. The specific component relates to loans receivable that are classified as impaired. Additions to the allowance for loan losses are reflected within reserve and impairment charges (recoveries), net in the Consolidated Statements of Operations. The portion of loans receivable deemed uncollectible is charged off against the allowance. Recoveries of previously charged off amounts increase the allowance for loan losses. The amount of CHS Capital notes that were past due was not significant at any reporting date presented.

Interest Income

Interest income is recognized on the accrual basis using a method that computes simple interest daily. The accrual of interest on commercial loans receivable is discontinued at the time the commercial loan receivable is 90 days past due unless the credit is well-collateralized and in process of collection. Past due status is based on contractual terms of the loan. Producer loans receivable are placed in nonaccrual status based on estimates and analysis due to the annual debt service terms inherent to CHS Capital’s producer loans. In all cases, loans are placed in nonaccrual status or charged off at an earlier date if collection of principal or interest is considered doubtful.

Other Receivables

Other receivables are comprised of certain other amounts recorded in the normal course of business, including receivables related to value-added taxes and pre-crop financing, primarily to Brazilian farmers, to finance a portion of supplier production costs. We do not bear any of the costs or operational risks associated with the related growing crops, though our

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ability to be paid depends on the crops actually produced. The financing is collateralized by future crops, land and physical assets of the suppliers, carries a local market interest rate and settles when the farmer’s crop is harvested and sold.

Note 5        Inventories        
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Grain and oilseed
$
1,350,927

 
$
1,298,522

Energy
827,468

 
715,161

Crop nutrients
469,946

 
246,326

Feed and farm supplies
771,810

 
391,906

Processed grain and oilseed
114,177

 
99,426

Other
20,452

 
17,308

Total inventories
$
3,554,780

 
$
2,768,649


As of February 28, 2019, we valued approximately 18% of inventories, primarily related to our Energy segment, using the lower of cost, determined on the LIFO method, or net realizable value (16% as of August 31, 2018). If the FIFO method of accounting had been used, inventories would have been higher than the reported amount by $219.8 million and $345.0 million as of February 28, 2019, and August 31, 2018, respectively. An actual valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management's estimates of expected year-end inventory levels and are subject to the final year-end LIFO inventory valuation.

Note 6        Investments
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Equity method investments:
 
 
 
CF Industries Nitrogen, LLC
$
2,725,095

 
$
2,735,073

Ventura Foods, LLC
372,220

 
360,150

Ardent Mills, LLC
208,989

 
205,898

Other equity method investments
288,513

 
288,016

Other investments
123,280

 
122,788

Total investments
$
3,718,097

 
$
3,711,925


Equity Method Investments

Joint ventures and other investments, in which we have significant ownership and influence, but not control, are accounted for in our consolidated financial statements using the equity method of accounting. Our primary equity method investments are described below.

CF Nitrogen

On February 1, 2016, we invested $2.8 billion in CF Industries Nitrogen, LLC ("CF Nitrogen"), commencing our strategic venture with CF Industries Holdings, Inc. ("CF Industries"). The investment consists of an approximate 10% membership interest (based on product tons) in CF Nitrogen. We account for this investment using the hypothetical liquidation at book value method, recognizing our share of the earnings and losses of CF Nitrogen based upon our contractual claims on the entity's net assets pursuant to the liquidation provisions of CF Nitrogen's limited liability company agreement, adjusted for the semi-annual cash distributions we receive as a result of our membership interest in CF Nitrogen. For the three months ended February 28, 2019, and 2018, this amount was $35.5 million and $24.0 million, respectively. For the six months ended February 28, 2019, and 2018, this amount was $76.5 million and $44.3 million, respectively. These amounts are included as equity income from investments in our Nitrogen Production segment.



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Ventura Foods and Ardent Mills
    
We have a 50% interest in Ventura Foods, LLC ("Ventura Foods"), which is a joint venture that produces and distributes primarily vegetable oil-based products, and we have a 12% interest in Ardent Mills, LLC ("Ardent Mills"), which is a joint venture with Cargill Incorporated and ConAgra Foods, Inc. that combines the North American flour milling operations of the three parent companies. We account for Ventura Foods and Ardent Mills as equity method investments included in Corporate and Other.

The following table provides aggregate summarized unaudited financial information for our equity method investments in CF Nitrogen, Ventura Foods and Ardent Mills for the six months ended February 28, 2019, and 2018:
 
For the Six Months Ended
February 28,
 
2019
 
2018
 
(Dollars in thousands)
Net sales
$
4,385,722

 
$
3,788,709

Gross profit
615,772

 
420,912

Net earnings
382,852

 
227,988

Earnings attributable to CHS Inc.
108,552

 
61,432


Our investments in other equity method investees are not significant in relation to our consolidated financial statements, either individually or in the aggregate.

Note 7        Goodwill and Other Intangible Assets

Goodwill of $138.5 million is included in other assets on our Consolidated Balance Sheets as of February 28, 2019, and August 31, 2018. There were no changes in the net carrying amount of goodwill for the six months ended February 28, 2019.
 
Intangible assets subject to amortization primarily include customer lists, trademarks and non-compete agreements, and are amortized over their respective useful lives (ranging from 2 to 30 years). Information regarding intangible assets that are included in other assets on our Consolidated Balance Sheets is as follows:
 
February 28,
2019
 
August 31,
2018
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
(Dollars in thousands)
Customer lists
$
40,815

 
$
(14,500
)
 
$
26,315

 
$
40,815

 
$
(13,082
)
 
$
27,733

Trademarks and other intangible assets
6,536

 
(5,038
)
 
1,498

 
6,536

 
(4,931
)
 
1,605

Total intangible assets
$
47,351

 
$
(19,538
)
 
$
27,813

 
$
47,351

 
$
(18,013
)
 
$
29,338


Total amortization expense for intangible assets during the three and six months ended February 28, 2019, was $0.8 million and $1.5 million, respectively. Total amortization expense for intangible assets during the three and six months ended February 28, 2018, was $0.8 million and $1.7 million, respectively. The estimated annual amortization expense related to intangible assets subject to amortization for the next five years is as follows:
 
(Dollars in thousands)
Year 1
$
3,034

Year 2
2,958

Year 3
2,877

Year 4
2,787

Year 5
2,667




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Note 8        Notes Payable and Long-Term Debt

Our notes payable and long-term debt are subject to various restrictive requirements for maintenance of minimum consolidated net worth and other financial ratios. We were in compliance with our debt covenants as of February 28, 2019. The table below summarizes our notes payable as of February 28, 2019, and August 31, 2018.


February 28, 2019

August 31, 2018

(Dollars in thousands)
Notes payable
$
1,857,728


$
1,437,264

CHS Capital notes payable
785,463


834,932

Total notes payable
$
2,643,191


$
2,272,196


On February 28, 2019, our primary line of credit was a five-year, unsecured revolving credit facility with a committed amount of $3.0 billion that expires in September 2020. The outstanding balance on this facility was $604.0 million at February 28, 2019. There was no outstanding balance at August 31, 2018.

On June 28, 2018, we amended our existing receivables and loans securitization facility (the "Securitization Facility") with certain unaffiliated financial institutions (the "Purchasers"). Under the Securitization Facility, we and certain of our subsidiaries (the "Originators") sell trade accounts and notes receivable (the "Receivables") to Cofina Funding, LLC ("Cofina"), a wholly-owned bankruptcy-remote indirect subsidiary of CHS. Cofina in turn transfers the Receivables to the Purchasers, which is accounted for as a secured borrowing. During the period from July 2017 through the amendment of the Securitization Facility in June 2018, CHS accounted for Receivables sold under the Securitization Facility as a sale of financial assets pursuant to ASC 860, Transfers and Servicing, and the Receivables sold were derecognized from our Consolidated Balance Sheets. We use the proceeds from the sale of Receivables under the Securitization Facility for general corporate purposes and settlements are made on a monthly basis. The Securitization Facility terminates on June 17, 2019, but may be extended.

On September 4, 2018, we entered into a repurchase facility (the "Repurchase Facility") related to the Securitization Facility. Under the Repurchase Facility, we can borrow up to $150 million, collateralized by a subordinated note issued by Cofina in favor of the Originators and representing a portion of the outstanding balance of the Receivables sold by the Originators to Cofina under the Securitization Facility. As of February 28, 2019, the outstanding balance under the Repurchase Facility was $150 million.

Interest expense for the three months ended February 28, 2019, and 2018, was $41.3 million and $40.2 million, respectively, net of capitalized interest of $2.6 million and $1.3 million, respectively. Interest expense for the six months ended February 28, 2019, and 2018, was $80.2 million and $80.9 million, respectively, net of capitalized interest of $4.6 million and $3.1 million, respectively.


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Note 9        Equities

Changes in Equities

Changes in equities for the six months ended February 28, 2019, and 2018 are as follows:
 
Equity Certificates
 
 
 
Accumulated
Other
Comprehensive
Loss
 
 
 
 
 
 
 
Capital
Equity
Certificates
 
Nonpatronage
Equity
Certificates
 
Nonqualified Equity Certificates
 
Preferred
Stock
 
 
Capital
Reserves
 
Noncontrolling
Interests
 
Total
Equities
 
(Dollars in thousands)
Balance, August 31, 2018
$
3,837,580

 
$
29,498

 
$
742,378

 
$
2,264,038

 
$
(199,915
)
 
$
1,482,003

 
$
9,446

 
$
8,165,028

Reversal of prior year redemption estimates
24,072

 

 

 

 

 

 

 
24,072

Redemptions of equities
(22,004
)
 
(183
)
 
(1,885
)
 

 

 

 

 
(24,072
)
Preferred stock dividends

 

 

 

 

 
(84,334
)
 

 
(84,334
)
Reclassification of unrealized (gain) loss on investments

 

 

 

 
(4,706
)
 
4,706

 

 

Other, net
(409
)
 

 
(26
)
 

 

 
3,436

 
318

 
3,319

Net income (loss)

 

 

 

 

 
347,504

 
(389
)
 
347,115

Other comprehensive income (loss), net of tax

 

 

 

 
389

 

 

 
389

Estimated 2019 cash patronage refunds

 

 

 

 

 
(89,344
)
 

 
(89,344
)
Estimated 2019 equity redemptions
(50,081
)
 

 

 

 

 

 

 
(50,081
)
Balance, November 30, 2018
$
3,789,158

 
$
29,315

 
$
740,467

 
$
2,264,038

 
$
(204,232
)
 
$
1,663,971

 
$
9,375

 
$
8,292,092

Reversal of prior year patronage and redemption estimates
6,681

 

 
(345,330
)
 

 

 
420,330

 

 
81,681

Distribution of 2018 patronage refunds

 

 
349,353

 

 

 
(424,333
)
 

 
(74,980
)
Redemptions of equities
(5,988
)
 
(74
)
 
(619
)
 

 

 

 

 
(6,681
)
Preferred stock dividends

 

 

 

 

 
(42,167
)
 

 
(42,167
)
Other, net
(774
)
 

 
2,589

 

 

 
(2,888
)
 
(581
)
 
(1,654
)
Net income (loss)

 

 

 

 

 
248,766

 
(462
)
 
248,304

Other comprehensive income (loss), net of tax

 

 

 

 
14,884

 

 

 
14,884

Estimated 2019 cash patronage refunds

 

 

 

 

 
(69,400
)
 

 
(69,400
)
Estimated 2019 equity redemptions
(39,850
)
 

 

 

 

 

 

 
(39,850
)
Balance, February 28, 2019
$
3,749,227

 
$
29,241

 
$
746,460

 
$
2,264,038

 
$
(189,348
)
 
$
1,794,279

 
$
8,332

 
$
8,402,229





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Equity Certificates
 
 
 
Accumulated
Other
Comprehensive
Loss*
 
 
 
 
 
 
 
Capital
Equity
Certificates
 
Nonpatronage
Equity
Certificates
 
Nonqualified Equity Certificates
 
Preferred
Stock
 
 
Capital
Reserves*
 
Noncontrolling
Interests*
 
Total
Equities*
 
(Dollars in thousands)
Balance, August 31, 2017
$
3,906,426

 
$
29,836

 
$
405,387

 
$
2,264,038

 
$
(180,360
)
 
$
1,267,808

 
$
12,505

 
$
7,705,640

Reversal of prior year redemption estimates
1,561

 

 

 

 

 

 

 
1,561

Redemptions of equities
(1,449
)
 
(53
)
 
(59
)
 

 

 

 

 
(1,561
)
Preferred stock dividends

 

 

 

 

 
(84,334
)
 

 
(84,334
)
Other, net
(1,498
)
 
(66
)
 
(344
)
 

 

 
3,954

 
(2
)
 
2,044

Net income (loss)

 

 

 

 

 
187,646

 
(464
)
 
187,182

Other comprehensive income (loss), net of tax

 

 

 

 
3,019

 

 

 
3,019

Estimated 2018 cash patronage refunds

 

 

 

 

 
(50,702
)
 

 
(50,702
)
Estimated 2018 equity redemptions
(19,901
)
 

 

 

 

 

 

 
(19,901
)
Balance, November 30, 2017 (As Restated)
$
3,885,139

 
$
29,717

 
$
404,984

 
$
2,264,038

 
$
(177,341
)
 
$
1,324,372

 
$
12,039

 
$
7,742,948

Reversal of prior year patronage and redemption estimates
1,060

 

 
(126,333
)
 

 

 
126,333

 

 
1,060

Distribution of 2017 patronage refunds

 

 
128,858

 

 

 
(128,858
)
 

 

Redemptions of equities
(953
)
 
(16
)
 
(91
)
 

 

 

 

 
(1,060
)
Preferred stock dividends

 

 

 

 

 
(42,167
)
 

 
(42,167
)
Other, net
(2,652
)
 
(45
)
 
(1
)
 

 

 
816

 
(60
)
 
(1,942
)
Net income (loss)

 

 

 

 

 
166,007

 
(48
)
 
165,959

Other comprehensive income (loss), net of tax

 

 

 

 
10,111

 

 

 
10,111

Estimated 2018 cash patronage refunds

 

 

 

 

 
3,823

 

 
3,823

Estimated 2018 equity redemptions
(12,375
)
 

 

 

 

 

 

 
(12,375
)
Balance, February 28, 2018 (As Restated)
$
3,870,219

 
$
29,656

 
$
407,417

 
$
2,264,038

 
$
(167,230
)
 
$
1,450,326

 
$
11,931

 
$
7,866,357

* Certain amounts associated with Accumulated Other Comprehensive Loss, Capital Reserves and Noncontrolling Interests in the changes in equities table above were restated to reflect the impact of the misstatements associated with the restatement of previously issued financial statements. Note that the majority of the restatement adjustments within the changes in equities table above relate to the opening restatement adjustments to the August 31, 2017, balances. Additionally, the misstatements for activity in the changes in equities table above relates primarily to net income (loss) during the first quarter of fiscal 2018. Refer to further details included within Note 2, Restatement of Previously Issued Financial Information.

Preferred Stock Dividends

The following is a summary of dividends per share by class of preferred stock for the three and six months ended February 28, 2019, and 2018. Note that due to the timing of dividend declarations during the first quarter of each fiscal year, the per share amount of dividends is comprised of two quarterly dividend declarations for those periods.

 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
Nasdaq
symbol
 
2019
 
2018
 
2019
 
2018
 
(Dollars per share)
8% Cumulative Redeemable
CHSCP
 
$
0.50

 
0.50

 
1.50

 
1.50

Class B Cumulative Redeemable, Series 1
CHSCO
 
$
0.49

 
0.49

 
1.48

 
1.48

Class B Reset Rate Cumulative Redeemable, Series 2
CHSCN
 
$
0.44

 
0.44

 
1.33

 
1.33

Class B Reset Rate Cumulative Redeemable, Series 3
CHSCM
 
$
0.42

 
0.42

 
1.27

 
1.27

Class B Cumulative Redeemable, Series 4
CHSCL
 
$
0.47

 
0.47

 
1.41

 
1.41













26

Table of Contents


Accumulated Other Comprehensive Income (Loss)        

Changes in accumulated other comprehensive income (loss) by component, net of tax, are as follows for the six months ended February 28, 2019, and 2018:
 
Pension and Other Postretirement Benefits
 
Unrealized Net Gain on Available for Sale Investments
 
Cash Flow Hedges
 
Foreign Currency Translation Adjustment
 
Total
 
(Dollars in thousands)
Balance as of August 31, 2018, net of tax
$
(140,335
)
 
$
8,861

 
$
(5,882
)
 
$
(62,559
)
 
$
(199,915
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications
175

 

 
(317
)
 
(25
)
 
(167
)
Amounts reclassified out
2,565

 

 
(1,475
)
 

 
1,090

Total other comprehensive income (loss), before tax
2,740

 

 
(1,792
)
 
(25
)
 
923

Tax effect
(639
)
 

 
485

 
(380
)
 
(534
)
Other comprehensive income (loss), net of tax
2,101

 

 
(1,307
)
 
(405
)
 
389

Reclassifications
416

 
(8,861
)
 
983

 
2,756

 
(4,706
)
Balance as of November 30, 2018, net of tax
$
(137,818
)
 
$

 
$
(6,206
)
 
$
(60,208
)
 
$
(204,232
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications
102

 

 
18,954

 
3,176

 
22,232

Amounts reclassified out
2,564

 

 
(5,677
)
 

 
(3,113
)
Total other comprehensive income (loss), before tax
2,666

 

 
13,277

 
3,176

 
19,119

Tax effect
(664
)
 

 
(3,308
)
 
(263
)
 
(4,235
)
Other comprehensive income (loss), net of tax
2,002

 

 
9,969

 
2,913

 
14,884

Balance as of February 28, 2019, net of tax
$
(135,816
)
 
$

 
$
3,763

 
$
(57,295
)
 
$
(189,348
)


 
Pension and Other Postretirement Benefits
 
Unrealized Net Gain on Available for Sale Investments
 
Cash Flow Hedges
 
Foreign Currency Translation Adjustment
 
Total
 
(Dollars in thousands)
Balance as of August 31, 2017, net of tax
$
(132,444
)
 
$
10,041

 
$
(6,954
)
 
$
(51,003
)
 
$
(180,360
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications

 
4,044

 
(435
)
 
(612
)
 
2,997

Amounts reclassified out
4,214

 

 
429

 
(2,042
)
 
2,601

Total other comprehensive income (loss), before tax
4,214

 
4,044

 
(6
)
 
(2,654
)
 
5,598

Tax effect
(2,620
)
 
(404
)
 
2

 
443

 
(2,579
)
Other comprehensive income (loss), net of tax
1,594

 
3,640

 
(4
)
 
(2,211
)
 
3,019

Balance as of November 30, 2017, net of tax (As Restated)
$
(130,850
)
 
$
13,681

 
$
(6,958
)
 
$
(53,214
)
 
$
(177,341
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications

 
6,562

 
1,081

 
2,774

 
10,417

Amounts reclassified out
4,451

 
(1,527
)
 
425

 

 
3,349

Total other comprehensive income (loss), before tax
4,451

 
5,035

 
1,506

 
2,774

 
13,766

Tax effect
(1,309
)
 
(1,481
)
 
(443
)
 
(422
)
 
(3,655
)
Other comprehensive income (loss), net of tax
3,142

 
3,554

 
1,063

 
2,352

 
10,111

Balance as of February 28, 2018, net of tax (As Restated)
$
(127,708
)
 
$
17,235

 
$
(5,895
)
 
$
(50,862
)
 
$
(167,230
)

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Amounts reclassified from accumulated other comprehensive income (loss) were related to pension and other postretirement benefits, cash flow hedges, available for sale investments and foreign currency translation adjustments. Pension and other postretirement reclassifications include amortization of net actuarial loss, prior service credit and transition amounts and are recorded as cost of goods sold and marketing, general and administrative expenses (see Note 11, Benefit Plans, for further information). Amortization related to gains or losses on cash flow hedges was recorded to interest expense. Gains or losses on the sale of available for sale investments are recorded to other income. Foreign currency translation reclassifications related to sales of businesses are recorded to other income.

Note 10        Income Taxes

On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the "Tax Act") was enacted into law. The Tax Act provides for significant U.S. tax law changes and reduces the federal corporate statutory tax rate from 35% to 21% as of January 1, 2018. As a fiscal year-end taxpayer, our annual statutory federal corporate tax rate applicable to fiscal 2018 is a blended rate of 25.7%. Beginning in fiscal 2019, our annual statutory federal corporate tax rate is 21%.

The Tax Act also requires companies to pay a one-time repatriation tax on certain unrepatriated earnings of foreign subsidiaries that were previously tax deferred ("transition tax"). We do not have any unrepatriated earnings for foreign subsidiaries and have not recorded a liability for the transition tax.

The Tax Act initially repealed the Domestic Production Activities Deduction ("DPAD") and enacted the Deduction for Qualified Business Income of Pass-Thru Entities ("QBI Deduction"); however, the Consolidated Appropriations Act, 2018 (the "Appropriations Act") enacted into law on March 23, 2018, impacted these deductions. The Appropriations Act modifies the QBI Deduction under Section 199A of the Tax Act to reenact DPAD for agricultural and horticultural cooperatives as it existed prior to the enactment of the Tax Act, and it also modifies the QBI Deduction available to cooperative patrons as enacted by the Tax Act.

As of August 31, 2018, the effects of the Tax Act were provisional in accordance with the SEC's Staff Accounting Bulletin No.118. No adjustments were recorded for the six months ended February 28, 2019, associated with the remeasurement of deferred tax balances or the one-time transition tax, and in accordance with Staff Accounting Bulletin No.118, the amounts are no longer provisional.


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Note 11        Benefit Plans

We have various pension and other defined benefit and defined contribution plans, in which substantially all employees may participate. We also have non-qualified supplemental executive and Board retirement plans.

Components of net periodic benefit costs for the three and six months ended February 28, 2019, and 2018, are as follows:
 
Qualified
Pension Benefits
 
Non-Qualified
Pension Benefits
 
Other Benefits
 
2019
 
2018
 
2019
 
2018
 
2019
 
2018
Components of net periodic benefit costs for the three months ended February 28 are as follows:
 (Dollars in thousands)
  Service cost
$
9,648

 
$
9,920

 
$
78

 
$
137

 
$
263

 
$
236

  Interest cost
7,099

 
5,991

 
187

 
178

 
274

 
227

  Expected return on assets
(11,242
)
 
(12,049
)
 

 

 

 

  Prior service cost (credit) amortization
42

 
360

 
(19
)
 
7

 
(139
)
 
(142
)
  Actuarial (gain) loss amortization
3,087

 
4,511

 
1

 
16

 
(407
)
 
(306
)
  Settlement (gain) loss
169

 

 

 

 

 

Net periodic benefit cost
$
8,803

 
$
8,733

 
$
247

 
$
338

 
$
(9
)
 
$
15

Components of net periodic benefit costs for the six months ended February 28 are as follows:
 
  Service cost
$
19,296

 
$
19,839

 
$
155

 
$
274

 
$
527

 
$
472

  Interest cost
14,198

 
11,992

 
374

 
356

 
547

 
454

  Expected return on assets
(22,484
)
 
(24,089
)
 

 

 

 

  Prior service cost (credit) amortization
85

 
719

 
(37
)
 
15

 
(278
)
 
(283
)
  Actuarial (gain) loss amortization
6,174

 
11,399

 
1

 
30

 
(814
)
 
(612
)
  Settlement (gain) loss
169

 

 

 

 

 

Net periodic benefit cost
$
17,438

 
$
19,860

 
$
493

 
$
675

 
$
(18
)
 
$
31


The service cost component of defined benefit net periodic benefit cost is recorded in cost of goods sold and marketing, general and administrative expenses. The other components of net periodic benefit cost are reflected in other (income) loss.

Employer Contributions

Total contributions to be made during fiscal 2019 will depend primarily on market returns on the pension plan assets and minimum funding level requirements. During the six months ended February 28, 2019, we made no contributions to the pension plans. At this time, we do not anticipate being required to make a contribution for our benefit plans in fiscal 2019.

Note 12        Segment Reporting

We define our operating segments in accordance with ASC Topic 280, Segment Reporting, to reflect the manner in which our chief operating decision maker, our Chief Executive Officer, evaluates performance and allocates resources in managing our business. We have aggregated those operating segments into three reportable segments: Energy, Ag and Nitrogen Production.

Our Energy segment produces and provides primarily for the wholesale distribution of petroleum products and transportation of those products. Our Ag segment purchases and further processes or resells grains and oilseeds originated by our country operations business, by our member cooperatives and by third parties; serves as a wholesaler and retailer of crop inputs; and produces and markets ethanol. Our Nitrogen Production segment consists solely of our equity method investment in CF Nitrogen, which entitles us, pursuant to a supply agreement that we entered into with CF Nitrogen, to purchase up to a specified annual quantity of granular urea and urea ammonium nitrate annually from CF Nitrogen. Insignificant operating segments have been aggregated within Corporate and Other. 

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Corporate administrative expenses and interest are allocated to each business segment, and Corporate and Other, based on direct usage for services, such as information technology and legal, and other factors or considerations relevant to the costs incurred.

Many of our business activities are highly seasonal and operating results vary throughout the year. For example, in our Ag segment, our crop nutrients and country operations businesses generally experience higher volumes and income during the spring planting season and in the fall, which corresponds to harvest. Our grain marketing operations are also subject to fluctuations in volume and earnings based on producer harvests, world grain prices and demand. Our Energy segment generally experiences higher volumes and profitability in certain operating areas, such as refined products, in the summer and early fall when gasoline and diesel fuel usage is highest and is subject to global supply and demand forces. Other energy products, such as propane, may experience higher volumes and profitability during the winter heating and fall crop drying seasons.

Our revenues, assets and cash flows can be significantly affected by global trade and associated market prices for commodities such as petroleum products, natural gas, ethanol, grains, oilseeds, crop nutrients and flour. Changes in market prices for commodities that we purchase without a corresponding change in the selling prices of those products can affect revenues and operating earnings. Commodity prices are affected by a wide range of factors beyond our control, including the weather, crop damage due to disease or insects, drought, the availability and adequacy of supply, government regulations and policies, world events, global trade disputes, and general political and economic conditions.

While our revenues and operating results are derived from businesses and operations that are wholly owned and majority owned, a portion of our business operations are conducted through companies in which we hold ownership interests of 50% or less and do not control the operations. See Note 6, Investments, for more information on these entities.

Reconciling Amounts represent the elimination of revenues and interest between segments. Such transactions are executed at market prices to more accurately evaluate the profitability of the individual business segments.
        
Segment information for the three and six months ended February 28, 2019, and 2018, is presented in the tables below.

Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Three Months Ended February 28, 2019:
(Dollars in thousands)
Revenues, including intersegment revenues
$
1,570,968


$
4,998,137


$

 
$
16,694


$
(102,260
)

$
6,483,539

Operating earnings (loss)
301,721


(47,129
)

(9,880
)
 
4,933




249,645

Interest expense
(1,652
)

25,398


15,342

 
3,299


(1,118
)

41,269

Other (income) loss
(2,217
)
 
(10,257
)
 
(392
)
 
(15
)
 
1,118

 
(11,763
)
Equity (income) loss from investments
(995
)

128


(35,542
)
 
(5,307
)



(41,716
)
Income (loss) before income taxes
$
306,585


$
(62,398
)

$
10,712

 
$
6,956


$


$
261,855

Intersegment revenues
$
(96,191
)

$
(3,592
)

$

 
$
(2,477
)

$
102,260


$

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Three Months Ended February 28, 2018: (As Restated)
(Dollars in thousands)
Revenues, including intersegment revenues
$
1,771,809

 
$
5,300,503

 
$

 
$
13,168

 
$
(105,327
)
 
$
6,980,153

Operating earnings (loss)
25,318

 
(53,125
)
 
(7,239
)
 
(6,197
)
 


 
(41,243
)
(Gain) loss on disposal of business

 
(7,705
)
 

 

 

 
(7,705
)
Interest expense
2,629

 
22,784

 
12,676

 
2,665

 
(578
)
 
40,176

Other (income) loss
(1,122
)
 
(9,112
)
 
(433
)
 
(2,455
)
 
578

 
(12,544
)
Equity (income) loss from investments
(660
)
 
(5,567
)
 
(24,012
)
 
(9,202
)
 

 
(39,441
)
Income (loss) before income taxes
$
24,471

 
$
(53,525
)
 
$
4,530

 
$
2,795

 
$

 
$
(21,729
)
Intersegment revenues
$
(100,010
)
 
$
(3,575
)
 
$

 
$
(1,742
)
 
$
105,327

 
$



30

Table of Contents


 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Six Months Ended February 28, 2019:
(Dollars in thousands)
Revenues, including intersegment revenues
$
3,881,048

 
$
11,306,851

 
$

 
$
35,761

 
$
(255,832
)
 
$
14,967,828

Operating earnings (loss)
537,360

 
32,998

 
(15,008
)
 
8,793

 

 
564,143

(Gain) loss on disposal of business

 
(1,412
)
 

 

 

 
(1,412
)
Interest expense
2,585

 
46,398

 
29,021

 
4,062

 
(1,889
)
 
80,177

Other (income) loss
(3,203
)
 
(31,245
)
 
(1,963
)
 
(963
)
 
1,889

 
(35,485
)
Equity (income) loss from investments
(1,068
)
 
1,337

 
(76,457
)
 
(32,036
)
 

 
(108,224
)
Income (loss) before income taxes
$
539,046

 
$
17,920

 
$
34,391

 
$
37,730

 
$

 
$
629,087

Intersegment revenues
$
(244,983
)
 
$
(6,909
)
 
$

 
$
(3,940
)
 
$
255,832

 
$

Total assets at February 28, 2019
$
4,349,524

 
$
6,969,518

 
$
2,745,652

 
$
2,871,480

 
$

 
$
16,936,174

 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Six Months Ended February 28, 2018: (As Restated)
(Dollars in thousands)
Revenues, including intersegment revenues
$
3,845,809

 
$
11,381,530

 
$

 
$
31,943

 
$
(247,245
)
 
$
15,012,037

Operating earnings (loss)
149,349

 
7,784

 
(10,374
)
 
(4,069
)
 

 
142,690

(Gain) loss on disposal of business

 
(7,705
)
 

 

 

 
(7,705
)
Interest expense
8,264

 
40,388

 
25,948

 
7,245

 
(967
)
 
80,878

Other (income) loss
(2,010
)
 
(32,698
)
 
(2,171
)
 
(2,827
)
 
967

 
(38,739
)
Equity (income) loss from investments
(1,812
)
 
(13,821
)
 
(44,347
)
 
(17,823
)
 

 
(77,803
)
Income (loss) before income taxes
$
144,907

 
$
21,620

 
$
10,196

 
$
9,336

 
$

 
$
186,059

Intersegment revenues
$
(234,864
)
 
$
(7,608
)
 
$

 
$
(4,773
)
 
$
247,245

 
$


Note 13        Derivative Financial Instruments and Hedging Activities

Our derivative instruments primarily consist of commodity and forward contracts and, to a minor degree, may include foreign currency and interest rate swap contracts. These contracts are economic hedges of price risk, but we do not apply hedge accounting under ASC Topic 815, Derivatives and Hedging, except with respect to certain interest rate swap contracts that are accounted for as fair value hedges and certain future crude oil purchases that are accounted for as cash flow hedges. Derivative instruments are recorded on our Consolidated Balance Sheets at fair value as described in Note 14, Fair Value Measurements.


31

Table of Contents


Derivatives Not Designated as Hedging Instruments

The following tables present the gross fair values of derivative assets, derivative liabilities and margin deposits (cash collateral) for derivatives not accounted for as hedging instruments, recorded on our Consolidated Balance Sheets along with the related amounts permitted to be offset in accordance with U.S. GAAP. We have elected not to offset derivative assets and liabilities when we have the right of offset under ASC Topic 210-20, Balance Sheet - Offsetting; or when the instruments are subject to master netting arrangements under ASC Topic 815-10-45, Derivatives and Hedging - Overall.
 
February 28, 2019
 
 
 
Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting
 
 
 
Gross Amounts Recognized
 
Cash Collateral
 
Derivative Instruments
 
Net Amounts
 
(Dollars in thousands)
Derivative Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
223,133

 
$

 
$
27,357

 
$
195,776

Foreign exchange derivatives
18,814

 

 
3,792

 
15,022

Embedded derivative asset
20,557

 

 

 
20,557

Total
$
262,504

 
$

 
$
31,149

 
$
231,355

Derivative Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
212,028

 
$
5,446

 
$
27,357

 
$
179,225

Foreign exchange derivatives
4,582

 

 
3,792

 
790

Total
$
216,610

 
$
5,446

 
$
31,149

 
$
180,015


 
August 31, 2018
 
 
 
Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting
 
 
 
Gross Amounts Recognized
 
Cash Collateral
 
Derivative Instruments
 
Net Amounts
 
(Dollars in thousands)
Derivative Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
313,033

 
$

 
$
26,781

 
$
286,252

Foreign exchange derivatives
15,401

 

 
8,703

 
6,698

Embedded derivative asset
23,595

 

 

 
23,595

Total
$
352,029

 
$

 
$
35,484

 
$
316,545

Derivative Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
421,054

 
$
12,983

 
$
26,781

 
$
381,290

Foreign exchange derivatives
24,701

 

 
8,703

 
15,998

Total
$
445,755

 
$
12,983

 
$
35,484

 
$
397,288


Derivative assets and liabilities with maturities of 12 months or less are recorded in derivative assets and derivative liabilities, respectively, on our Consolidated Balance Sheets. Derivative assets and liabilities with maturities greater than 12 months are recorded in other assets and other liabilities, respectively, on our Consolidated Balance Sheets. The amount of long-term derivative assets and liabilities, excluding derivatives accounted for as fair value hedges, recorded on our Consolidated Balance Sheet at February 28, 2019, were $25.4 million and $3.2 million, respectively. The amount of long-term derivative assets and liabilities, excluding derivatives accounted for as fair value hedges, recorded on our Consolidated Balance Sheet at August 31, 2018, were $23.1 million and $7.9 million, respectively.


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The following table sets forth the pretax gains (losses) on derivatives not accounted for as hedging instruments that have been included in our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018.

 
 
 
For the Three Months Ended
February 28,
 
For the Six Months Ended February 28,
 
Location of
Gain (Loss)
 
2019
 
(As Restated) 2018
 
2019
 
(As Restated) 2018
 
 
 
(Dollars in thousands)
Commodity derivatives
Cost of goods sold
 
$
72,010

 
$
(113,961
)
 
$
65,563

 
$
(81,045
)
Foreign exchange derivatives
Cost of goods sold
 
8,284

 
(5,818
)
 
27,981

 
948

Foreign exchange derivatives
Marketing, general and administrative
 
(583
)
 
344

 
(1,414
)
 
(151
)
Interest rate derivatives
Interest expense
 

 
(1
)
 

 
(1
)
Embedded derivative
Other income
 
392

 
433

 
1,963

 
2,171

Total
 
$
80,103

 
$
(119,003
)
 
$
94,093

 
$
(78,078
)

Commodity Contracts
    
As of February 28, 2019, and August 31, 2018, we had outstanding commodity futures and options contracts that were used as economic hedges, as well as fixed-price forward contracts related to physical purchases and sales of commodities. The table below presents the notional volumes for all outstanding commodity and freight contracts accounted for as derivative instruments.
 
February 28, 2019
 
August 31, 2018
 
Long
 
Short
 
Long
 
Short
 
(Units in thousands)
Grain and oilseed - bushels
584,349

 
776,597

 
715,866

 
929,873

Energy products - barrels
18,674

 
8,884

 
17,011

 
8,329

Processed grain and oilseed - tons
1,676

 
1,593

 
1,064

 
2,875

Crop nutrients - tons
12

 
58

 
11

 
76

Ocean freight - metric tons
85

 
90

 
227

 
45

Natural gas - MMBtu

 

 
610

 


Foreign Exchange Contracts

We are exposed to risk regarding foreign currency fluctuations even though a substantial amount of our international sales are denominated in U.S. dollars. In addition to specific transactional exposure, foreign currency fluctuations can impact the ability of foreign buyers to purchase U.S. agricultural products and the competitiveness of U.S. agricultural products compared to the same products offered by alternative sources of world supply. From time to time, we enter into foreign currency hedge contracts to minimize the impact of currency fluctuations on our transactional exposures. The notional amounts of our foreign exchange derivative contracts were $839.5 million and $988.8 million as of February 28, 2019, and August 31, 2018, respectively.

Embedded Derivative Asset

Under the terms of our strategic investment in CF Nitrogen, if CF Industries' credit rating is reduced below certain levels by two of three specified credit ratings agencies, we are entitled to receive a non-refundable annual payment of $5.0 million from CF Industries each year until the date that CF Industries' credit rating is upgraded to or above certain levels by two of the three specified credit ratings agencies or February 1, 2026, whichever is earlier. The fair value of the embedded derivative asset recorded on our Consolidated Balance Sheet as of February 28, 2019, was equal to $20.6 million. The current and long-term portions of the embedded derivative asset are included in derivative assets and other assets on our Consolidated Balance Sheets, respectively. See Note 14, Fair Value Measurements, for more information on the valuation of the embedded derivative asset.


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Derivatives Designated as Cash Flow or Fair Value Hedging Strategies

Fair Value Hedges

As of February 28, 2019, and August 31, 2018, we had outstanding interest rate swaps with an aggregate notional amount of $495.0 million designated as fair value hedges of portions of our fixed-rate debt that is due between fiscal 2019 and fiscal 2025. Our objective in entering into these transactions is to offset changes in the fair value of the debt associated with the risk of variability in the three-month U.S. dollar LIBOR interest rate ("LIBOR"), in essence converting the fixed-rate debt to variable-rate debt. Under these interest rate swaps, we receive fixed-rate interest payments and make interest payments based on the three-month LIBOR. Offsetting changes in the fair values of both the swap instruments and the hedged debt are recorded contemporaneously each period and only create an impact to earnings to the extent that the hedge is ineffective.

The following table presents the fair value of our derivative interest rate swap instruments designated as fair value hedges and the line items on our Consolidated Balance Sheets in which they are recorded.
 
 
Derivative Assets
 
 
 
Derivative Liabilities
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
 
(Dollars in thousands)
 
 
 
(Dollars in thousands)
Derivative assets
 
$

 
$

 
Derivative liabilities
 
$
332

 
$
771

Other assets
 
377

 

 
Other liabilities
 
4,401

 
8,681

Total
 
$
377

 
$

 
Total
 
$
4,733

 
$
9,452


The following table sets forth the pretax gains (losses) on derivatives accounted for as hedging instruments that have been included in our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018.
 
 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
Gain (Loss) on Fair Value Hedging Relationships:
 
Location of
Gain (Loss)
 
2019
 
2018
 
2019
 
2018
 
 
 
 
(Dollars in thousands)
Interest rate swaps
 
Interest expense
 
$
(6,052
)
 
$
(9,571
)
 
$
(7,007
)
 
$
(17,888
)
Hedged item
 
Interest expense
 
6,052

 
9,571

 
7,007

 
17,888

Total
 
$

 
$

 
$

 
$


The following table provides the location and carrying amount of hedged liabilities in our Consolidated Balance Sheets as of February 28, 2019, and August 31, 2018.
 
 
February 28, 2019
 
August 31, 2018
Balance Sheet Location
 
Carrying Amount of Hedged Liabilities
 
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Liabilities
 
Carrying Amount of Hedged Liabilities
 
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Liabilities
 
 
(Dollars in thousands)
Long-term debt
 
$
478,541

 
$
16,459

 
$
485,548

 
$
9,452


Cash Flow Hedges

In the fourth quarter of fiscal 2018, our Energy segment began designating certain of its pay-fixed, receive-variable, cash-settled swaps as cash flow hedges of future crude oil purchases. We also began designating certain pay-variable, receive-fixed, cash-settled swaps as cash flow hedges of future refined product sales. These hedging instruments and the related hedged items are exposed to significant market price risk and potential volatility. As part of our risk management strategy, we look to hedge a portion of our expected future crude oil needs and the resulting refined product output based on prevailing futures prices, management's expectations about future commodity price changes and our risk appetite. As of February 28, 2019, and August 31, 2018, the aggregate notional amount of cash flow hedges was 5.9 million and 1.1 million barrels, respectively.


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The following table presents the fair value of our commodity derivative instruments designated as cash flow hedges and the line items on our Consolidated Balance Sheets in which they are recorded.
 
 
Derivative Assets
 
 
 
Derivative Liabilities
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
 
(Dollars in thousands)
 
 
 
(Dollars in thousands)
Derivative assets
 
$
13,822

 
$
812

 
Derivative liabilities
 
$
1,937

 
$
634


The following table presents the pretax gains (losses) recorded in other comprehensive income relating to cash flow hedges for the three and six months ended February 28, 2019, and 2018:
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
 
2019
 
2018
 
2019
 
2018
 
 
(Dollars in thousands)
Commodity derivatives
 
$
14,170

 
$

 
$
11,707

 
$


The following table presents the pretax gains (losses) relating to cash flow hedges that were reclassified from accumulated other comprehensive loss into our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018:
 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
Location of
Gain (Loss)
 
2019
 
2018
 
2019
 
2018
 
 
 
(Dollars in thousands)
Commodity derivatives
Cost of goods sold
 
$
6,102

 
$

 
$
8,002

 
$


Note 14        Fair Value Measurements

ASC Topic 820, Fair Value Measurements and Disclosures defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standard also establishes a hierarchy for inputs used in measuring fair value, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are inputs or market data that a market participant would obtain from independent sources to value the asset or liability. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The fair value hierarchy consists of three levels. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.


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Recurring fair value measurements at February 28, 2019, and August 31, 2018, are as follows:
 
February 28, 2019
 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
 
(Dollars in thousands)
Assets:
 

 
 

 
 

 
 

Commodity derivatives
$
52,318

 
$
184,637

 
$

 
$
236,955

Foreign currency derivatives

 
18,893

 

 
18,893

Interest rate swap derivatives

 
377

 

 
377

Deferred compensation assets
38,703

 

 

 
38,703

Embedded derivative asset

 
20,557

 

 
20,557

Other assets
5,495

 

 

 
5,495

Total
$
96,516

 
$
224,464

 
$

 
$
320,980

Liabilities:
 

 
 

 
 
 
 

Commodity derivatives
$
22,743

 
$
191,222

 
$

 
$
213,965

Foreign currency derivatives

 
4,592

 

 
4,592

Interest rate swap derivatives

 
4,733

 

 
4,733

Total
$
22,743

 
$
200,547

 
$

 
$
223,290


 
August 31, 2018
 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
 
(Dollars in thousands)
Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
54,487

 
$
259,359

 
$

 
$
313,846

Foreign currency derivatives

 
15,401

 

 
15,401

Deferred compensation assets
39,073

 

 

 
39,073

Embedded derivative asset

 
23,595

 

 
23,595

Other assets
5,334

 

 

 
5,334

Total
$
98,894

 
$
298,355

 
$

 
$
397,249

Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
31,778

 
$
389,911

 
$

 
$
421,689

Foreign currency derivatives

 
24,701

 

 
24,701

Interest rate swap derivatives

 
9,452

 

 
9,452

Total
$
31,778

 
$
424,064

 
$

 
$
455,842


Commodity and foreign currency derivatives — Exchange-traded futures and options contracts are valued based on unadjusted quoted prices in active markets and are classified within Level 1. Our forward commodity purchase and sales contracts with fixed-price components, select ocean freight contracts and other over-the-counter ("OTC") derivatives are determined using inputs that are generally based on exchange traded prices and/or recent market bids and offers, adjusted for location-specific inputs, and are classified within Level 2. The location-specific inputs are driven by local market supply and demand, and are generally based on broker or dealer quotations, or market transactions in either the listed or OTC markets. Changes in the fair values of these contracts are recognized in our Consolidated Statements of Operations as a component of cost of goods sold.

Interest rate swap derivatives — Fair values of our interest rate swap derivatives are determined utilizing valuation models that are widely accepted in the market to value these OTC derivative contracts. The specific terms of the contracts, as

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well as market observable inputs, such as interest rates and credit risk assumptions, are factored into the models. As all significant inputs are market observable, all interest rate swaps are classified within Level 2. Changes in the fair values of contracts not designated as hedging instruments for accounting purposes are recognized in our Consolidated Statements of Operations as a component of interest expense. See Note 13, Derivative Financial Instruments and Hedging Activities, for additional information about interest rate swaps designated as fair value and cash flow hedges.
        
Deferred compensation and other assets — Our deferred compensation investments, Rabbi Trust assets and available-for-sale investments in common stock of other companies are valued based on unadjusted quoted prices on active exchanges and are classified within Level 1. Changes in the fair values of these other assets are primarily recognized in our Consolidated Statements of Operations as a component of marketing, general and administrative expenses.

Embedded derivative asset — The embedded derivative asset relates to contingent payments inherent in our investment in CF Nitrogen. The inputs into the fair value measurement include the probability of future upgrades and downgrades of CF Industries' credit rating based on historical credit rating movements of other public companies and the discount rates to be applied to potential annual payments based on applicable historical and current yield coupon rates. Any actual upgrades or downgrades to CF Industries' credit rating could also impact the fair value of the embedded derivative asset. Based on these observable inputs, our fair value measurement is classified within Level 2. See Note 13, Derivative Financial Instruments and Hedging Activities, for additional information.

There were no material transfers between Level 1, Level 2 and Level 3 assets and liabilities during the three or six months ended February 28, 2019.

Note 15        Commitments and Contingencies

Environmental

We are required to comply with various environmental laws and regulations incidental to our normal business operations. In order to meet our compliance requirements, we establish reserves for the probable future costs of remediation of identified issues, which are included in cost of goods sold and marketing, general and administrative in our Consolidated Statements of Operations. The resolution of any such matters may affect consolidated net income for any fiscal period; however, we believe any resulting liabilities, individually or in the aggregate, will not have a material effect on our consolidated financial position, results of operations or cash flows during any fiscal year.
    
Other Litigation and Claims

We are involved as a defendant in various lawsuits, claims and disputes, which are in the normal course of our business. The resolution of any such matters may affect consolidated net income for any fiscal period; however, we believe any resulting liabilities, individually or in the aggregate, will not have a material effect on our consolidated financial position, results of operations or cash flows during any fiscal year.

Guarantees

We are a guarantor for lines of credit and performance obligations of related, non-consolidated companies. As of February 28, 2019, our bank covenants allowed maximum guarantees of $1.0 billion, of which $197.1 million were outstanding. We have collateral for a portion of these contingent obligations. We have not recorded a liability related to the contingent obligations as we do not expect to pay out any cash related to them, and the fair values are considered immaterial. The underlying loans to the counterparties for which we provide these guarantees were current as of February 28, 2019.

Note 16        Subsequent Events

We completed our acquisition of West Central Distribution, LLC, a full-service wholesale distributor of agronomy products headquartered in Willmar, Minnesota, on March 1, 2019. Prior to completing this acquisition and through February 28, 2019, we had a 25% ownership interest in West Central Distribution, LLC, which was accounted for under the equity method of accounting.

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ITEM 2.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition and results of operations, liquidity and certain other factors that may affect our future results. Our MD&A is presented in the following sections:

Restatement
Overview
Business Strategy
Fiscal 2019 Second Quarter Highlights
Fiscal 2019 Trends Update
Results of Operations
Liquidity and Capital Resources
Off-Balance Sheet Financing Arrangements
Contractual Obligations
Critical Accounting Policies
Effect of Inflation and Foreign Currency Transactions
Recent Accounting Pronouncements

Our MD&A should be read in conjunction with our Annual Report on Form 10-K for the year ended August 31, 2018 (including the information presented therein under Risk Factors), as well as the consolidated financial statements and the related notes included in Item 1 of Part I of this Quarterly Report on Form 10-Q.

Restatement

The accompanying MD&A gives effect to certain adjustments made to our previously reported financial information for the three and six months ended February 28, 2018. Due to the restatements of these periods, the data set forth in the accompanying MD&A may not be comparable to discussions and data included in our previously filed Quarterly Report on Form 10-Q for the quarterly period ended February 28, 2018.

Refer to Note 2, Restatement of Previously Issued Financial Information, of the accompanying unaudited financial statements for further details related to the restatement and its impact on our consolidated financial statements.

Overview

CHS Inc. is a diversified company that provides grain, foods and energy resources to businesses and consumers on a global scale. As a cooperative, we are owned by farmers, ranchers and member cooperatives across the United States. We also have preferred shareholders that own our five series of preferred stock, all of which are listed and traded on the Nasdaq Global Select Market. We operate in the following three reportable segments:

Energy - produces and provides primarily for the wholesale distribution and transportation of petroleum products.
Ag - purchases and further processes or resells grains and oilseeds originated by our country operations business, by our member cooperatives and by third parties and also serves as a wholesaler and retailer of crop inputs.
Nitrogen Production - consists solely of our equity method investment in CF Nitrogen and produces and distributes nitrogen fertilizer, a commodity chemical.

In addition, our financing and hedging businesses, along with our non-consolidated wheat milling and food production and distribution joint ventures, have been aggregated within Corporate and Other. Prior to its sale on May 4, 2018, our insurance operations were also included within Corporate and Other.
    
The consolidated financial statements include the accounts of CHS and all of our wholly-owned and majority-owned subsidiaries and limited liability companies. The effects of all significant intercompany transactions have been eliminated.

Corporate administrative expenses and interest are allocated to each reporting segment, along with Corporate and Other, based on direct usage for services, such as information technology and legal, and other factors or considerations relevant to the costs incurred.


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Management's Focus. When evaluating our operating performance, management focuses on gross profit and income (loss) before income taxes ("IBIT"). As a company that operates heavily in global commodities, there is significant unpredictability and volatility in pricing, costs and global trade volumes. As such, we focus on managing the margin we can earn and the resulting income before income taxes. Management also focuses on ensuring the strength of the balance sheet through the appropriate management of financial liquidity, leverage, capital allocation and cash flow optimization.

Seasonality. Many of our business activities are highly seasonal and our operating results vary throughout the year. Our revenues and income generally trend lower during the second and fourth fiscal quarters and higher during the first and third fiscal quarters. For example, in our Ag segment, our crop nutrients and country operations businesses generally experience higher volumes and income during the fall harvest and spring planting season, which correspond to our first and third fiscal quarters, respectively. Our grain marketing operations are also subject to fluctuations in volume and earnings based on producer harvests, world grain prices, demand and global trade volumes. Our Energy segment generally experiences higher volumes and profitability in certain operating areas, such as refined products, in the summer and early fall when gasoline and diesel fuel usage by our agricultural producers is highest and is subject to global supply and demand forces. Other energy products, such as propane, also generally experience higher volumes and profitability during the winter heating and fall crop drying seasons. The graphs below depict the seasonality inherent in our business.

* It should be noted the third quarter of fiscal 2017 was impacted by material charges that caused income (loss) before income taxes for that period to deviate from historical trends.


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Pricing. Our revenues, assets and cash flows can be significantly affected by global market prices for commodities such as petroleum products, natural gas, grains, oilseed products and crop nutrients. Changes in market prices for commodities that we purchase without a corresponding change in the selling prices of those products can affect revenues and operating earnings. Commodity prices are affected by a wide range of factors beyond our control, including the weather, crop damage due to disease or insects, drought, availability/adequacy of supply of the related commodity, government regulations/policies, world events, global trade disputes and general political/economic conditions.

Business Strategy

Our business strategy is to help our owners grow by maximizing returns and optimizing our various operations to ensure that our core businesses are strategically positioned today and for the future. We are focusing on improving efficiency and, when necessary, disposing of assets that are not strategic and/or do not meet our internal measurement expectations. We are also focusing on making selective growth capital investments that will help to drive future growth opportunities. In addition, we are focused on maintaining financial flexibility by optimizing debt levels and ensuring adequate financial liquidity so we can effectively operate throughout the agriculture and energy economic cycles.

Fiscal 2019 Second Quarter Highlights

Margins were higher in our Energy segment compared to prior year results due to favorable heavy Canadian crude oil pricing which is processed by our refineries.
Our equity method investments in CF Nitrogen and Ventura Foods had improved earnings compared to the prior year.
A gain contingency was resolved in the second quarter which allowed us to recognize a $80.8 million gain. This gain was recorded in our Energy segment as a reduction of cost of goods sold ("COGS") as a result of certain excise tax credits associated with changes we made in our manufacturing processes which allowed us to take advantage of these credits. We are uncertain about whether similar gains may reoccur in the future.
We experienced significant pressure on grain volume and margin due to slower movement of grain related to price, weather and logistics as well as uncertainty in the grain markets due to unresolved trade issues between the United States and its trading partners.
As more fully described in Item 4, we continued dedicating significant internal and external resources as well as executive and board focus to improving our control environment.

Fiscal 2019 Trends Update

Our Ag and Energy businesses operate in cyclical environments. The energy industry continued to experience favorable market conditions, most notably heavy Canadian crude oil prices, during the second quarter of fiscal 2019, which led to higher margins and improved earnings at our refineries. The favorable market conditions experienced by the energy industry as a whole in the first half of fiscal 2019 are expected to generally remain favorable during the second half of fiscal 2019; however, we believe that these market conditions will not be as favorable during the second half of fiscal 2019 as the first half of fiscal 2019. The agricultural industry continues to operate in a challenging environment characterized by lower margins, reduced liquidity and increased leverage that have resulted from reduced commodity prices. In particular, the ethanol industry continues to suffer from excess capacity which has resulted in an overall over supply of product in the market. In addition, trade disputes between the United States and foreign trading partners, particularly those that purchase large quantities of agricultural commodities, are resulting in unpredictable impacts to commodity prices within the agricultural industry now and in the future. We are unable to predict how long the current environment will last or how severe it will ultimately be at this time. In addition to global supply and demand impacts, regional factors, including heavy snowfall and flooding in the Upper Midwest, United States, have resulted in the closure of certain fertilizer plants and port facilities that could impact our operations. As a result, we expect our revenues, margins and cash flows from our core operations in our Ag segment to continue to be under pressure, which also will put pressure on the associated asset valuations.


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Results of Operations

Consolidated Statements of Operations
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
2019
 
(As Restated) 2018
 
2019
 
(As Restated) 2018
 
(Dollars in thousands)
Revenues
$
6,483,539

 
$
6,980,153

 
$
14,967,828

 
$
15,012,037

Cost of goods sold
6,056,126

 
6,845,184

 
14,069,774

 
14,556,576

Gross profit
427,413

 
134,969

 
898,054

 
455,461

Marketing, general and administrative
177,429

 
187,558

 
339,925

 
327,904

Reserve and impairment charges (recoveries), net
339

 
(11,346
)
 
(6,014
)
 
(15,133
)
Operating earnings (loss)
249,645

 
(41,243
)
 
564,143

 
142,690

(Gain) loss on disposal of business

 
(7,705
)
 
(1,412
)
 
(7,705
)
Interest expense
41,269

 
40,176

 
80,177

 
80,878

Other (income) loss
(11,763
)
 
(12,544
)
 
(35,485
)
 
(38,739
)
Equity (income) loss from investments
(41,716
)
 
(39,441
)
 
(108,224
)
 
(77,803
)
Income (loss) before income taxes
261,855

 
(21,729
)
 
629,087

 
186,059

Income tax expense (benefit)
13,551

 
(187,688
)
 
33,668

 
(167,082
)
Net income (loss)
248,304

 
165,959

 
595,419

 
353,141

Net income (loss) attributable to noncontrolling interests
(462
)
 
(48
)
 
(851
)
 
(512
)
Net income (loss) attributable to CHS Inc. 
$
248,766

 
$
166,007

 
$
596,270

 
$
353,653


    

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The charts below detail revenues, net of intersegment revenues, and IBIT by reportable segment for the three and six months ended February 28, 2019. Our Nitrogen Production reportable segment represents an equity method investment, and as such records earnings and allocated expenses but not revenue.

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Energy Segment Operating Metrics

Our Energy segment operations primarily include our Laurel, Montana and McPherson, Kansas refineries, which process crude oil to produce refined products, including gasoline, distillates and other products. The following table provides information about our consolidated refinery operations.
 
For the Three Months Ended February 28,
 
For the Six Months Ended
February 28,
 
2019
 
2018
 
2019
 
2018
Refinery throughput volumes
(Barrels per day)
Heavy, high-sulfur crude oil
94,198

 
97,136

 
92,912

 
90,989

All other crude oil
70,078

 
66,990

 
63,035

 
65,166

Other feedstocks and blendstocks
10,356

 
14,158

 
17,092

 
19,173

   Total refinery throughput volumes
174,632

 
178,284

 
173,039

 
175,328

Refined fuel yields
 
 
 
 
 
 
 
Gasolines
78,403

 
83,880

 
87,266

 
89,221

Distillates
77,179

 
74,802

 
67,817

 
68,002


We are subject to the Renewable Fuels Standard ("RFS"), which requires refiners to blend renewable fuels (e.g., ethanol, biodiesel) into their finished transportation fuels or purchase renewable energy credits, known as Renewable Identification Numbers ("RINs"), in lieu of blending. The Environmental Protection Agency generally establishes new annual renewable fuel percentage standards for each compliance year in the preceding year. We generate RINS under the RFS in our renewable fuels operations and through our blending activities at our terminals; but we cannot generate enough RINs to meet the needs of our refining capacity and RINs must be purchased on the open market. The price of RINs can be volatile and can impact profitability.

In addition to our internal operational reliability, the profitability of our Energy segment is largely driven by crack spreads (e.g., the price differential between refined products and inputs such as crude oil), which are driven by the supply and demand of global refined product markets. Crack spreads decreased during the second quarter of fiscal 2019 compared to the same period of the prior year as a result of supply and demand in the global and North American refined product markets. The table below provides information about the average market reference prices and differentials that impact our Energy segment.    
 
For the Three Months Ended February 28,
 
For the Six Months Ended
February 28,
 
2019
 
2018
 
2019
 
2018
Market indicators
 
 
 
 
 
 
 
West Texas Intermediate (WTI) crude oil (dollars per barrel)
$51.80
 
$61.82
 
$58.83
 
$58.22
WTI - Western Canadian Select (WCS) crude oil differential (dollars per barrel)
$23.76
 
$20.18
 
$29.36
 
$15.55
Group 3 2:1:1 crack spread (dollars per barrel)*
$14.90
 
$16.51
 
$17.50
 
$19.52
Group 3 5:3:2 crack spread (dollars per barrel)*
$13.08
 
$15.72
 
$15.85
 
$18.85
D6 ethanol RIN (dollars per RIN)
$0.2079
 
$0.6844
 
$0.1686
 
$0.7683
D4 ethanol RIN (dollars per RIN)
$0.5256
 
$0.8196
 
$0.4482
 
$0.9225
* Group 3 refers to the oil refining and distribution system serving the Midwest markets from the Gulf Coast through the Plains States.













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Income (Loss) Before Income Taxes by Segment

Energy
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Income (loss) before income taxes
$
306,585

 
$
24,471

 
$
282,114

 
1,152.9
%
 
$
539,046

 
$
144,907

 
$
394,139

 
272.0
%

The following table and commentary present the primary reasons for the changes in IBIT for the Energy segment for the three and six months ended February 28, 2019, compared to the prior year:
 
 
Year-Over-Year Change
 
 
Three Months Ended February 28
 
Six Months Ended February 28
 
 
(Dollars in thousands)
Volume
 
$
43

 
$
1,811

Price
 
286,045

 
405,087

Transportation, retail and other
 
(8,845
)
 
(2,116
)
Non-gross profit related activity+
 
4,871

 
(10,643
)
Total change in Energy IBIT
 
$
282,114

 
$
394,139

+ See commentary related to these changes in the marketing, general and administrative expenses, reserve and impairment charges (recoveries), interest expense, other income (loss) and equity income (loss) from investments sections of this Results of Operations.

Comparison of Energy segment IBIT for the three months ended February 28, 2019, and 2018

The $282.1 million increase in Energy segment IBIT reflects the following:
Improved market conditions in our refined fuels business, primarily driven by favorable pricing on heavy Canadian crude oil which is processed by our refineries. The favorable crude oil pricing, as well as hedging gains and decreased renewable energy credit costs, contributed to a $213.5 million IBIT increase.
Manufacturing changes within our Energy business have allowed us to benefit from certain federal excise tax credits. Following the resolution of the underlying gain contingencies associated with the tax credits during the second quarter of fiscal 2019, a gain of $80.8 million was recognized primarily as a reduction of COGS in our Consolidated Statements of Operations.
The increases to IBIT were partially offset by decreased margins for other energy products.

Comparison of Energy segment IBIT for the six months ended February 28, 2019, and 2018

The $394.1 million increase in Energy segment IBIT reflects the following:
Improved market conditions in our refined fuels business, primarily driven by favorable pricing on heavy Canadian crude oil which is processed by our refineries. The favorable crude oil pricing, as well as hedging gains and decreased renewable energy credit costs, contributed to a $333.4 million IBIT increase. A 2% volume increase for refined fuels also contributed to the increased IBIT.
A gain of $80.8 million recognized as a reduction of COGS in our Consolidated Statements of Operations that resulted from manufacturing changes in our Energy business that have allowed us to benefit from certain federal excise tax credits, as described in greater detail above.
The increases to IBIT were partially offset by decreased margins for other energy products, as well as increased non-gross profit related activities, primarily marketing, general and administrative expenses.









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Ag
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Income (loss) before income taxes
$
(62,398
)
 
$
(53,525
)
 
$
(8,873
)
 
16.6
%
 
$
17,920

 
$
21,620

 
$
(3,700
)
 
17.1
%

The following table and commentary present the primary reasons for the changes in IBIT for the Ag segment for the three and six months ended February 28, 2019, compared to the prior year:
 
 
Year-Over-Year Change
 
 
Three Months Ended February 28
 
Six Months Ended February 28
 
 
(Dollars in thousands)
Volume
 
$
12,584

 
$
20,597

Price
 
555

 
11,480

Non-gross profit related activity+
 
(22,012
)
 
(35,777
)
Total change in Ag IBIT
 
$
(8,873
)
 
$
(3,700
)
+ See commentary related to these changes in the marketing, general and administrative expenses, reserve and impairment charges (recoveries), gain (loss) on disposal of business, interest expense, other income (loss) and equity income (loss) from investments sections of this Results of Operations.

Comparison of Ag segment IBIT for the three months ended February 28, 2019, and 2018

The $8.9 million decrease in Ag segment IBIT reflects the following:
A combination of higher non-gross profit related expenses contributed to a $22.0 million IBIT decrease, primarily related to increased marketing, general and administrative costs, decreased income from equity method investments as well as a gain on the disposal of a business during the second quarter of fiscal 2018 that did not reoccur during fiscal 2019.
Decreased margins for feed and farm supplies contributed to a $32.9 million IBIT decrease, which was partially offset by increased volumes of feed and farm supplies that contributed to a $15.3 million IBIT increase.
Improved margins for processing and food ingredients contributed to a $32.3 million IBIT increase.

Comparison of Ag segment IBIT for the six months ended February 28, 2019, and 2018

The $3.7 million decrease in Ag segment IBIT reflects the following:
A combination of higher non-gross profit related expenses contributed to a $35.8 million IBIT decrease, primarily related to increased marketing, general and administrative costs, increased interest expense, decreased income from equity method investments and a gain on the disposal of a business during the second quarter of fiscal 2018 that did not reoccur during fiscal 2019.
Increased volumes of feed and farm supplies contributed to a $19.5 million IBIT increase, which was partially offset by less significant volume changes in other Ag businesses.
The year-over-year price increase was attributed primarily to improved margins for crop nutrients and processing and food ingredients, which was partially offset by decreased margins for feed and farm supplies and renewable fuels.










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Table of Contents


All Other Segments
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Nitrogen Production IBIT*
$
10,712

 
$
4,530

 
$
6,182

 
136.5
%
 
$
34,391

 
$
10,196

 
$
24,195

 
237.3
%
Corporate and Other IBIT
$
6,956

 
$
2,795

 
$
4,161

 
148.9
%
 
$
37,730

 
$
9,336

 
$
28,394

 
304.1
%
* See Note 6, Investments, of the notes to the consolidated financial statements that are included in this Quarterly Report on Form 10-Q for additional information.

Comparison of All Other Segments IBIT for the three and six months ended February 28, 2019, and 2018

Our Nitrogen Production segment IBIT increased as a result of significantly higher equity method income from our investment in CF Nitrogen which is attributed to increased market pricing of urea and urea ammonium nitrate, which are produced and sold by CF Nitrogen. Corporate and Other IBIT increased primarily as a result of higher earnings from our investment in Ventura Foods and increased interest revenue from our financing business.

Revenues by Segment

Energy
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Revenues
$
1,474,777

 
$
1,671,799

 
$
(197,022
)
 
(11.8
)%
 
$
3,636,065

 
$
3,610,945

 
$
25,120

 
0.7
%

The following table and commentary present the primary reasons for the changes in revenues for the Energy segment for the three and six months ended February 28, 2019, compared to the prior year:
 
 
Year-Over-Year Change
 
 
Three Months Ended February 28
 
Six Months Ended February 28
 
 
(Dollars in thousands)
Volume
 
$
24,866

 
$
57,727

Price
 
(166,701
)
 
62,187

Transportation, retail and other
 
(55,187
)
 
(94,794
)
Total change in Energy revenues
 
$
(197,022
)
 
$
25,120


Comparison of Energy segment revenues for the three months ended February 28, 2019, and 2018

The $197.0 million decrease in Energy segment revenues reflects the following:
Decreased selling prices for refined fuels and propane contributed to $122.0 million and $45.5 million decreases of revenues, respectively.
The decreased selling prices for refined fuels and propane were partially offset by a 2% volume increase of refined fuels that contributed to a $21.2 million increase of revenues and a 3% volume increase of propane that contributed to an $8.3 million increase of revenues.
Transportation, retail and other revenues decreased primarily as a result of the sale of 34 Zip Trip stores located in the Pacific Northwest, United States ("Pacific Northwest") that were sold during the third quarter of fiscal 2018. Revenues for these stores were included in the results during the second quarter of fiscal 2018 but were not present in the second quarter of fiscal 2019.


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Table of Contents


Comparison of Energy segment revenues for the six months ended February 28, 2019, and 2018

The $25.1 million increase in Energy segment revenues reflects the following:
Increased refined fuels selling prices contributed to a $121.2 million increase of revenues and a 2% volume increase contributed to a $58.9 million increase of revenues.
The increased revenues driven by price and volume increases for refined fuels were partially offset by decreased propane prices that contributed to a $61.8 million decrease of revenues.
Transportation, retail and other revenues decreased primarily as a result of the sale of 34 Zip Trip stores located in the Pacific Northwest, that were sold during the third quarter of fiscal 2018. Revenues for these stores were included in the results during the six months ended February 28, 2018, but were not present in the six months ended February 28, 2019.

Ag
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Revenues
$
4,994,545

 
$
5,296,928

 
$
(302,383
)
 
(5.7
)%
 
$
11,299,942

 
$
11,373,922

 
$
(73,980
)
 
(0.7
)%

The following table and commentary present the primary reasons for the changes in revenues for the Ag segment for the three and six months ended February 28, 2019, compared to the prior year:
 
 
Year-Over-Year Change
 
 
Three Months Ended February 28
 
Six Months Ended February 28
 
 
(Dollars in thousands)
Volume
 
$
310,411

 
$
594,922

Price
 
(612,794
)
 
(668,902
)
Total change in Ag revenues
 
$
(302,383
)
 
$
(73,980
)

Comparison of Ag segment revenues for the three months ended February 28, 2019, and 2018

The $302.4 million decrease in Ag segment revenues reflects the following:
Decreased selling prices associated with grain and oilseed contributed to a $366.7 million decrease of revenues, which was partially offset by a 4% volume increase for grain and oilseed that contributed to a $136.9 million increase of revenues.
Decreased selling prices for feed and farm supplies, renewable fuels and processing and food ingredients contributed to decreased revenues of $131.6 million, $27.2 million and $155.5 million, respectively, which were partially offset by increased selling prices for crop nutrients that contributed to a $68.2 million increase of revenues.
Volume increases of 38% and 39% for feed and farm supplies and processing and food ingredients contributed to $124.3 million and $142.2 million increases of revenues, respectively. These volume increases were partially offset by 17% and 7% decreases in crop nutrient and renewable fuels volumes, respectively, that contributed to $70.7 million and $22.2 million decreases of revenues, respectively.

Comparison of Ag segment revenues for the six months ended February 28, 2019, and 2018

The $74.0 million decrease in Ag segment revenues reflects the following:
Decreased selling prices associated with grain and oilseed contributed to a $492.1 million decrease of revenues, which was partially offset by a 4% volume increase for grain and oilseed that contributed to a $369.3 million increase of revenues.
Decreased selling prices for feed and farm supplies, renewable fuels and processing and food ingredients contributed to decreased revenues of $149.6 million, $73.2 million and $132.4 million, respectively, which were partially offset by increased selling prices for crop nutrients that contributed to a $178.4 million increase of revenues.
Volume increases of 19% and 17% for feed and farm supplies and processing and food ingredients contributed to $162.5 million and $124.4 million increases of revenues, respectively. These volume increases were partially offset by a 7% decrease in crop nutrient volumes driven by poor spring weather conditions that contributed to a $62.7 million decrease of revenues.

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Table of Contents


All Other Segments
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Corporate and Other revenues*
$
14,217

 
$
11,426

 
$
2,791

 
24.4
%
 
$
31,821

 
$
27,170

 
$
4,651

 
17.1
%
* Our Nitrogen Production reportable segment represents an equity method investment, and as such records earnings and allocated expenses, but not revenues.

Comparison of All Other Segments revenues for the three and six months ended February 28, 2019, and 2018

There were no significant changes in Corporate and Other revenues during the three or six months ended February 28, 2019, or 2018; however, higher interest income associated with our financing business contributed to the increased revenues.

Cost of Goods Sold by Segment

Energy
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Cost of goods sold
$
1,122,626

 
$
1,596,891

 
$
(474,265
)
 
(29.7
)%
 
$
2,999,297

 
$
3,378,959

 
$
(379,662
)
 
(11.2
)%
    
The following table and commentary present the primary reasons for the changes in COGS for the Energy segment for the three and six months ended February 28, 2019, compared to the prior year:
 
 
Year-Over-Year Change
 
 
Three Months Ended February 28
 
Six Months Ended February 28
 
 
(Dollars in thousands)
Volume
 
$
24,822

 
$
55,916

Price
 
(452,745
)
 
(342,900
)
Transportation, retail and other
 
(46,342
)
 
(92,678
)
Total change in Energy cost of goods sold
 
$
(474,265
)
 
$
(379,662
)

Comparison of Energy segment COGS for the three months ended February 28, 2019, and 2018

The $474.3 million decrease in Energy segment COGS reflects the following:
Decreased refined fuels and propane costs contributed to $335.5 million and $38.7 million decreases of COGS, respectively. The decreased COGS for refined fuels was driven primarily by favorable pricing on heavy Canadian crude oil which is processed by our refineries, as well as hedging gains and decreased renewable energy credit costs. These decreases were partially offset by 2% and 3% volume increases that contributed to $20.5 million and $8.0 million increases of COGS for refined fuels and propane, respectively.
A gain of $80.8 million recognized as a reduction of COGS in our Consolidated Statements of Operations that resulted from manufacturing changes in our Energy business that have allowed us to benefit from certain federal excise tax credits, as described in greater detail above.
Transportation, retail and other COGS decreased primarily as a result of the sale of 34 Zip Trip stores located in the Pacific Northwest that were sold during the third quarter of fiscal 2018. Costs associated with these stores were included in the results during the second quarter of fiscal 2018 but were not present in any period of fiscal 2019.

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Table of Contents


Comparison of Energy segment COGS for the six months ended February 28, 2019, and 2018

The $379.7 million decrease in Energy segment COGS reflects the following:
Decreased refined fuels and propane costs contributed to $212.2 million and $54.5 million decreases of COGS, respectively. The decreased COGS for refined fuels was driven primarily by favorable pricing on heavy Canadian crude oil which is processed by our refineries, as well as hedging gains and decreased renewable energy credit costs. These decreases were partially offset by 2% volume increases that contributed to $55.2 million and $9.7 million increases of COGS for refined fuels and propane, respectively.
A gain of $80.8 million recognized as a reduction of COGS in our Consolidated Statements of Operations that resulted from manufacturing changes in our Energy business that have allowed us to benefit from certain federal excise tax credits, as described in greater detail above.
Transportation, retail and other COGS decreased primarily as a result of the sale of 34 Zip Trip stores located in the Pacific Northwest that were sold during the third quarter of fiscal 2018. Costs associated with these stores were included in the results during the six months ended February 28, 2018 but were not present in the six months ended February 28, 2019.

Ag
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Cost of goods sold
$
4,933,484

 
$
5,249,005

 
$
(315,521
)
 
(6.0
)%
 
$
11,073,069

 
$
11,179,126

 
$
(106,057
)
 
(0.9
)%

The following table and commentary present the primary reasons for the changes in COGS for the Ag segment for the three and six months ended February 28, 2019, compared to the prior year:
 
 
Year-Over-Year Change
 
 
Three Months Ended February 28
 
Six Months Ended February 28
 
 
(Dollars in thousands)
Volume
 
$
297,827

 
$
574,326

Price
 
(613,348
)
 
(680,383
)
Total change in Ag cost of goods sold
 
$
(315,521
)
 
$
(106,057
)

Comparison of Ag segment COGS for the three months ended February 28, 2019, and 2018

The $315.5 million decrease in Ag segment COGS reflects the following:
Decreased costs associated with grain and oilseed contributed to a $372.5 million decrease of COGS, which was partially offset by a 4% volume increase for grain and oilseed that contributed to a $136.5 million increase of COGS.
Decreased costs of feed and farm supplies, renewable fuels and processing and food ingredients contributed to decreased COGS of $98.8 million, $20.8 million and $187.8 million, respectively, which were partially offset by increased costs for crop nutrients that contributed to a $66.5 million increase of COGS.
Volume increases of 38% and 39% for feed and farm supplies and processing and food ingredients contributed to $109.0 million and $145.4 million increases of COGS, respectively. These volume increases were partially offset by 17% and 7% decreases in crop nutrient and renewable fuels volumes that contributed to $71.1 million and $21.9 million decreases of COGS, respectively.


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Table of Contents


Comparison of Ag segment COGS for the six months ended February 28, 2019, and 2018

The $106.1 million decrease in Ag segment COGS reflects the following:
Decreased costs associated with grain and oilseed contributed to a $500.1 million decrease of COGS, which was partially offset by a 4% volume increase for grain and oilseed that contributed to a $366.2 million increase of COGS.
Decreased costs of feed and farm supplies, renewable fuels and processing and food ingredients contributed to decreased COGS of $104.0 million, $56.6 million and $187.9 million, respectively, which were partially offset by increased costs for crop nutrients that contributed to a $168.2 million increase of COGS.
Volume increases of 19% and 17% for feed and farm supplies and processing and food ingredients contributed to $143.0 million and $125.4 million increases of COGS, respectively. These volume increases were partially offset by a 7% decrease in crop nutrient volumes that contributed to a $61.7 million decrease of COGS.

All Other Segments
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Nitrogen Production COGS
$
2,534

 
$
1,133

 
$
1,401

 
NM*
 
$
461

 
$
1,352

 
$
(891
)
 
NM*
Corporate and Other COGS
$
(2,518
)
 
$
(1,845
)
 
$
(673
)
 
NM*
 
$
(3,053
)
 
$
(2,861
)
 
$
(192
)
 
NM*
* NM - Not Meaningful

Comparison of All Other Segments COGS for the three and six months ended February 28, 2019, and 2018

There were no significant changes to COGS for our Nitrogen Production segment or Corporate and Other during the three or six months ended February 28, 2019, and 2018.

Marketing, General and Administrative Expenses
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Marketing, general and administrative expenses
$
177,429

 
$
187,558

 
$
(10,129
)
 
(5.4
)%
 
$
339,925

 
$
327,904

 
$
12,021

 
3.7
%

Comparison of marketing, general and administrative expenses for the three months ended February 28, 2019, and 2018

The decrease in marketing, general and administrative expenses is primarily due to decreased advertising expenses and the impact of favorable foreign currency exchange rates compared to the prior year.

Comparison of marketing, general and administrative expenses for the six months ended February 28, 2019, and 2018

The increase in marketing, general and administrative expenses is primarily due to higher incentive compensation expense as a result of improved financial performance and increased outside service expenses.

Reserve and Impairment Charges (Recoveries), net
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Reserve and impairment charges (recoveries), net
$
339

 
$
(11,346
)
 
$
11,685

 
103.0
%
 
$
(6,014
)
 
$
(15,133
)
 
$
9,119

 
60.3
%


50

Table of Contents


Comparison of reserve and impairment charges (recoveries), net for the three and six months ended February 28, 2019, and 2018

Reserve and impairment charges (recoveries) did not change significantly during the three or six months ended February 28, 2019; however, the decreased recoveries relate to the timing of recognition for certain recoveries of previously written-off assets during the prior year, including assets that were sold and loan loss reserves, that did not reoccur during the current year.

Gain (Loss) on Disposal of Business
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Gain (loss) on disposal of business
$

 
$
7,705

 
$
(7,705
)
 
(100.0
)%
 
$
1,412

 
$
7,705

 
$
(6,293
)
 
(81.7
)%

Comparison of gain (loss) on disposal of business for the three and six months ended February 28, 2019, and 2018

Gain (loss) on disposal of business did not change significantly during the three or six months ended February 28, 2019; however, the decrease is the result of gains recognized during the second quarter of fiscal 2018 that did not reoccur during fiscal 2019.

Interest Expense
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Interest expense
$
41,269

 
$
40,176

 
$
1,093

 
2.7
%
 
$
80,177

 
$
80,878

 
$
(701
)
 
(0.9
)%

Comparison of interest expense for the three and six months ended February 28, 2019, and 2018

Interest expense did not change significantly during the three or six months ended February 28, 2019; however, the changes in interest expense resulted from changes to the average outstanding debt balances and interest rates during the first and second quarters of fiscal 2019.

Other Income (Loss)
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Other income (loss)
$
11,763

 
$
12,544

 
$
(781
)
 
(6.2
)%
 
$
35,485

 
$
38,739

 
$
(3,254
)
 
(8.4
)%

Comparison of other income (loss) for the three and six months ended February 28, 2019, and 2018

Other income (loss) did not change significantly during the three or six months ended February 28, 2019; however, the decreases relate primarily to less interest income generated during the first and second quarters of fiscal 2019.


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Table of Contents


Equity Income (Loss) from Investments
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Equity income (loss) from investments*
$
41,716

 
$
39,441

 
$
2,275

 
5.8
%
 
$
108,224

 
$
77,803

 
$
30,421

 
39.1
%
* See Note 6, Investments, of the notes to the consolidated financial statements that are included in this Quarterly Report on Form 10-Q for additional information.

Comparison of equity income (loss) from investments for the three and six months ended February 28, 2019, and 2018

We record equity income or loss for investments in which we have an ownership interest of 50% or less and have significant influence, but not control, for our proportionate share of income or loss reported by the entity, without consolidating the revenues and expenses of the entity in our Consolidated Statements of Operations. Equity income (loss) from investments did not increase significantly during the three or six months ended February 28, 2019; however, the increase during the six months ended February 28, 2019, was primarily due to higher equity income associated with our equity method investments in CF Nitrogen and Ventura Foods, which increased by approximately $32.1 million and $14.4 million, respectively. These increases were driven by improved urea pricing for CF Nitrogen and improved product margins and volumes for Ventura Foods. The increased equity income from CF Nitrogen and Ventura Foods was partially offset by lower equity income from various other equity method investments.

Income Tax Expense (Benefit)
 
For the Three Months Ended February 28,
 
Change
 
For the Six Months Ended February 28,
 
Change
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
2019
 
(As Restated) 2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Income tax expense (benefit)
$
13,551

 
$
(187,688
)
 
$
201,239

 
(107.2)%
 
$
33,668

 
$
(167,082
)
 
$
200,750

 
(120.2)%

Comparison of income tax expense (benefit) for the three and six months ended February 28, 2019, and 2018

During the three and six months ended February 28, 2019, we had a significant increase of income tax expense when compared to the same periods of the prior fiscal year as a result of the decrease in annual statutory federal corporate tax rate that occurred during the second quarter of fiscal 2018 which did not reoccur during the second quarter of fiscal 2019. The effective tax rates for the three and six months ended February 28, 2019, was equal to 5.2% and 5.4%, respectively, compared to significant income tax benefits recognized during the three and six months ended February 28, 2018. The federal and state statutory rates applied to nonpatronage business activity were 24.6% and 38.3% for the three and six months ended February 28, 2019, and 2018, respectively. The income taxes and effective tax rate vary each year based upon profitability and nonpatronage business activity during each of the comparable years.

Liquidity and Capital Resources

Summary

In assessing our financial condition, we consider factors such as working capital and internal benchmarking related to our applicable covenants and other financial criteria. We fund our operations primarily through a combination of cash flows from operations supplemented with borrowings under our revolving credit facilities. We fund our capital expenditures and growth primarily through cash, operating cash flow and long-term debt financing.

On February 28, 2019, we had working capital, defined as current assets less current liabilities, of $1.1 billion and a current ratio, defined as current assets divided by current liabilities, of 1.2 compared to working capital of $759.0 million and a current ratio of 1.1 on August 31, 2018. On February 28, 2018, we had working capital of $336.6 million and a current ratio of 1.0 compared to working capital of $148.6 million and a current ratio of 1.0 on August 31, 2017.

As of February 28, 2019, we had cash and cash equivalents of $367.3 million, total equities of $8.4 billion, long-term debt of $1.9 billion and notes payable of $2.6 billion. Our capital allocation priorities include paying our dividends,

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maintaining the safety and compliance of our operations, returning cash to our member-owners in the form of cash patronage and equity redemptions, paying down debt and taking advantage of strategic investment opportunities that benefit our owners. We will continue to consider opportunities to further diversify and enhance our sources and amounts of liquidity. These opportunities include reducing operating expenses, deploying and/or financing working capital more efficiently and identifying and disposing of nonstrategic or underperforming assets. We believe that cash generated by operating and investing activities, along with available borrowing capacity under our credit facilities, will be sufficient to support our operations for the foreseeable future and we expect to remain in compliance with our loan covenants.

Fiscal 2019 and 2018 Activity

On June 28, 2018, we amended the Company’s existing receivables and loans securitization facility (the "Securitization Facility") with certain unaffiliated financial institutions (the "Purchasers"). Under the Securitization Facility, we and certain of our subsidiaries (the "Originators") sell trade accounts and notes receivable (the "Receivables") to Cofina Funding, LLC ("Cofina"), a wholly-owned bankruptcy-remote indirect subsidiary of CHS. Cofina in turn transfers the Receivables to the Purchasers, which is accounted for as a secured borrowing. During the period from July 2017 through the amendment of the Securitization Facility in June 2018, CHS accounted for Receivables sold under the Securitization Facility as a sale of financial assets pursuant to Accounting Standards Codification 860, Transfers and Servicing, and the Receivables sold were derecognized from our Consolidated Balance Sheets. We use the proceeds from the sale of Receivables under the Securitization Facility for general corporate purposes and settlements are made on a monthly basis. The Securitization Facility terminates on June 17, 2019, but may be extended.

On September 4, 2018, we entered into a repurchase facility (the "Repurchase Facility") related to the Securitization Facility. Under the Repurchase Facility, the Company is able to borrow up to $150 million, collateralized by a subordinated note issued by Cofina in favor of the Originators and representing a portion of the outstanding balance of the Receivables sold by the Originators to Cofina under the Securitization Facility. As of February 28, 2019, the outstanding balance under the Repurchase Facility was $150 million.

Cash Flows

The following table presents summarized cash flow data for the six months ended February 28, 2019, and 2018:
 
 
 
Change
 
2019
 
2018
 
Dollars
 
Percent
 
(Dollars in thousands)
Net cash provided by (used in) operating activities
$
(125,251
)
 
$
(642,398
)
 
$
517,147

 
80.5
 %
Net cash provided by (used in) investing activities
(98,263
)
 
(97,160
)
 
(1,103
)
 
(1.1
)%
Net cash provided by (used in) financing activities
138,987

 
760,824

 
(621,837
)
 
(81.7
)%
Effect of exchange rate changes on cash and cash equivalents
(2,051
)
 
(2,372
)
 
321

 
(13.5
)%
Net increase (decrease) in cash and cash equivalents and restricted cash
$
(86,578
)
 
$
18,894

 
$
(105,472
)
 
(558.2
)%

Comparison of cash flows for the six months ended February 28, 2019, and 2018

The $517.1 million increase in cash provided by operating activities reflects increased net income and a reduction of inventories and supplier advance payments, related to corn and soybeans as a result of trade disputes between the United States and foreign trade partners.

The $1.1 million decrease in cash from investing activities reflects the following:
Higher cash receipts in the prior year from the sale of certain assets, including the sale of our primary corporate office building in Inver Grove Heights, Minnesota, in the first quarter of fiscal 2018, which was subsequently leased back to us.
Increased acquisitions of property, plant and equipment.

The $621.8 million decrease in cash from financing activities reflects lower cash needs that resulted in reduced net borrowings from our lines of credit and long term-debt facilities and $75.0 million of cash patronage paid.


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Future Uses of Cash

We expect to utilize cash and cash equivalents, along with cash generated by operating activities to fund capital expenditures, major repairs, debt and interest payments, preferred stock dividends, patronage and equity redemptions. The following is a summary of our primary cash requirements for fiscal 2019:

Capital expenditures. We expect total capital expenditures for fiscal 2019 to be approximately $628.3 million, compared to capital expenditures of $355.4 million in fiscal 2018. Included in that amount for fiscal 2019 is approximately $137.1 million for the acquisition of property, plant and equipment at our Laurel, Montana and McPherson, Kansas, refineries and approximately $118.0 million for selective growth capital investments. During the six months ended February 28, 2019, we acquired property, plant and equipment of $178.0 million.
Major repairs. Refineries have planned major maintenance to overhaul, repair, inspect and replace process materials and equipment (referred to as "turnaround") that typically occurs for a five-to-six-week period every 2-5 years. Our McPherson, Kansas, refinery has planned maintenance scheduled for fiscal 2019 for approximately $200.0 million.
Debt and interest. During the six months ended February 28, 2019, we repaid $20 million of scheduled long-term debt maturities. We have scheduled long-term debt maturities of approximately $143 million during the remainder of fiscal 2019.
Preferred stock dividends. We had approximately $2.3 billion of preferred stock outstanding at February 28, 2019. We expect to pay dividends on our preferred stock of approximately $168.7 million during fiscal 2019.
Equity redemptions. We expect total redemptions of approximately $79.0 million to be distributed in fiscal 2019 and to be in the form of redemptions of qualified and non-qualified equity owned by individual producer members and associations. This amount includes approximately $4.0 million of authorized redemptions from fiscal 2018 to be paid in fiscal 2019. During the six months ended February 28, 2019, we redeemed $30.8 million of member equity.

Future Sources of Cash
    
We fund our current operations primarily through a combination of cash flows from operations and committed and uncommitted revolving credit facilities, including our Securitization Facility. We believe these sources will provide adequate liquidity to meet our working capital needs. We fund certain of our long-term capital needs, primarily those related to acquisitions of property, plant and equipment from cash flows from operations and by issuing privately placed long-term debt and term loans. In addition, our wholly-owned subsidiary, CHS Capital, makes loans to member cooperatives, businesses and individual producers of agricultural products included in our cash flows from investing activities, and has financing sources as detailed below in CHS Capital Financing.

Working Capital Financing

We finance our working capital needs through committed and uncommitted lines of credit with domestic and international banks. We believe our current cash balances and our available capacity on our committed lines of credit will provide adequate liquidity to meet our working capital needs. The following table summarizes our primary lines of credit as of February 28, 2019:
Primary Revolving Credit Facilities
 
Maturities
 
Total Capacity
 
Borrowings Outstanding
 
Interest Rates
 
 
Fiscal Year
 
(Dollars in thousands)
 
Committed Five-Year Unsecured Facility
 
2021
 
$
3,000,000

 
$
604,000

 
LIBOR or Base Rate + 0.00% to 1.45%
Uncommitted Bilateral Facilities
 
2019
 
615,000

 
615,000

 
LIBOR or Base Rate + 0.00% to 1.05%

In addition to our primary revolving lines of credit, we have a three-year $315.0 million committed revolving pre-export credit facility for CHS Agronegocio Industria e Comercio Ltda ("CHS Agronegocio"), our wholly-owned subsidiary in Brazil. CHS Agronegocio uses the facility, which expires in April 2020, to finance its working capital needs related to its purchases and sales of grains, fertilizers and other agricultural products. As of February 28, 2019, the outstanding balance under the facility was $88.9 million.

In addition to our uncommitted bilateral facilities above, as of February 28, 2019, our wholly-owned subsidiaries, CHS Europe S.a.r.l and CHS Agronegocio, had uncommitted lines of credit with $286.9 million outstanding. In addition, our other international subsidiaries had lines of credit with a total of $201.9 million outstanding as of February 28, 2019, of which $36.5 million was collateralized.


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On February 28, 2019, and August 31, 2018, we had total short-term indebtedness outstanding on these various primary and other facilities, as well as other miscellaneous short-term notes payable, totaling $1.9 billion and $1.4 billion, respectively.

Long-term Debt Financing

The following table presents summarized long-term debt data as of February 28, 2019, and August 31, 2018:

 
February 28,
2019
 
August 31,
2018
 
(Dollars in thousands)
Private placement debt
$
1,495,644

 
$
1,510,547

Bank financing
366,000

 
366,000

Capital lease obligations
23,368

 
25,280

Other notes and contract payable
31,161

 
32,607

Deferred financing costs
(3,867
)
 
(4,179
)
 
$
1,912,306

 
$
1,930,255


CHS Capital Financing
    
For a description of the Securitization Facility, see above in Fiscal 2019 and 2018 Activity.    

CHS Capital has available credit under master participation agreements with several counterparties. Borrowings under these agreements are accounted for as secured borrowings and bear interest at variable rates ranging from 3.86% to 4.46% as of February 28, 2019. As of February 28, 2019, the total funding commitment under these agreements was $115.0 million, of which $68.0 million was borrowed.

CHS Capital sells loan commitments it has originated to ProPartners Financial on a recourse basis. The total outstanding commitments under the primary program totaled $31.8 million as of February 28, 2019, of which $25.7 million was borrowed under these commitments with an interest rate of 3.68%.

CHS Capital borrows funds under short-term notes issued as part of a surplus funds program. Borrowings under this program are unsecured and bear interest at variable rates ranging from 0.35% to 1.4% as of February 28, 2019, and are due upon demand. Borrowings under these notes totaled $31.7 million as of February 28, 2019.

Covenants    

Our long-term debt is unsecured; however, restrictive covenants under various debt agreements have requirements for maintenance of minimum consolidated net worth and other financial ratios. We were in compliance with all debt covenants and restrictions as of February 28, 2019. Based on our current 2019 projections, we expect continued covenant compliance in the near term.

In September 2015, we amended all outstanding notes to conform the financial covenants applicable thereto to those of our amended and restated five-year, unsecured, revolving credit facility. The amended notes provide that if our ratio of consolidated funded debt to consolidated cash flow is greater than a ratio of 3.0 to 1.0, the interest rate on all outstanding notes will be increased by 0.25% until the ratio becomes 3.0 or less. During the six months ended February 28, 2019, and 2018, our ratio of funded debt to consolidated cash flow remained below 3.0 to 1.0.


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Patronage and Equity Redemptions

In accordance with our bylaws and upon approval by our Board of Directors, annual net earnings from patronage sources are distributed to consenting patrons following the close of each fiscal year. Patronage earnings for the year ended August 31, 2018, were distributed during the six months ended February 28, 2019, including the $75.0 million cash portion of this distribution. For the year ended August 31, 2017, our Board of Directors authorized only non-qualified distributions and no cash patronage was distributed during the six months ended February 28, 2018.

In accordance with authorization from our Board of Directors, we expect total redemptions related to the year ended August 31, 2018, that will be distributed in fiscal 2019, to be approximately $75.0 million. During the six months ended February 28, 2019, $30.8 million of that amount was redeemed in cash, compared to $4.7 million redeemed in cash during the six months ended February 28, 2018.

Preferred Stock    
    
The following is a summary of our outstanding preferred stock as of February 28, 2019, all shares of which are listed on the Global Select Market of Nasdaq:
 
 
Nasdaq symbol
 
Issuance date
 
Shares outstanding
 
Redemption value
 
Net proceeds (a)
 
Dividend rate
 (b) (c)
 
Dividend payment frequency
 
Redeemable beginning (d)
 
 
 
 
 
 
 
 
(Dollars in millions)
 
 
 
 
 
 
8% Cumulative Redeemable
 
CHSCP
 
(e)
 
12,272,003

 
$
306.8

 
$
311.2

 
8.00
%
 
Quarterly
 
7/18/2023
Class B Cumulative Redeemable, Series 1
 
CHSCO
 
(f)
 
21,459,066

 
$
536.5

 
$
569.3

 
7.875
%
 
Quarterly
 
9/26/2023
Class B Reset Rate Cumulative Redeemable, Series 2
 
CHSCN
 
3/11/2014
 
16,800,000

 
$
420.0

 
$
406.2

 
7.10
%
 
Quarterly
 
3/31/2024
Class B Reset Rate Cumulative Redeemable, Series 3
 
CHSCM
 
9/15/2014
 
19,700,000

 
$
492.5

 
$
476.7

 
6.75
%
 
Quarterly
 
9/30/2024
Class B Cumulative Redeemable, Series 4
 
CHSCL
 
1/21/2015
 
20,700,000

 
$
517.5

 
$
501.0

 
7.50
%
 
Quarterly
 
1/21/2025
(a) 
Includes patrons' equities redeemed with preferred stock.
(b) 
The Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 2 accumulates dividends at a rate of 7.10% per year until March 31, 2024, and then at a rate equal to the three-month LIBOR plus 4.298%, not to exceed 8.00% per annum, subsequent to March 31, 2024.
(c) 
The Class B Reset Rate Cumulative Redeemable Preferred Stock, Series 3 accumulates dividends at a rate of 6.75% per year until September 30, 2024, and then at a rate equal to the three-month LIBOR plus 4.155%, not to exceed 8.00% per annum, subsequent to September 30, 2024.
(d) 
Preferred stock is redeemable for cash at our option, in whole or in part, at a per share price equal to the per share liquidation preference of $25.00 per share, plus all dividends accumulated and unpaid on that share to and including the date of redemption, beginning on the dates set forth in this column.
(e) 
The 8% Cumulative Redeemable Preferred Stock was issued at various times from 2003 through 2010.
(f) 
Shares of Class B Cumulative Redeemable Preferred Stock, Series 1 were issued on September 26, 2013; August 25, 2014; March 31, 2016; and March 30, 2017.
Dividends paid on our preferred stock during each of the six months ended February 28, 2019, and 2018, were $84.3 million.


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Off-Balance Sheet Financing Arrangements

Operating Leases

Our minimum future lease payments required under noncancelable operating leases presented in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended August 31, 2018, have not materially changed during the six months ended February 28, 2019.

Guarantees

We are a guarantor for lines of credit and performance obligations of related companies. As of February 28, 2019, our bank covenants allowed maximum guarantees of $1.0 billion, of which $197.1 million were outstanding. We have collateral for a portion of these contingent obligations. We have not recorded a liability related to the contingent obligations as we do not expect to pay out any cash related to them, and the fair values are considered immaterial. The underlying loans to the counterparties for which we provide guarantees were current as of February 28, 2019.

Debt

We have no material off-balance sheet debt.

Receivables Securitization Facility and Loan Participations

During fiscal 2018, we engaged in off-balance sheet arrangements through our Securitization Facility and certain loan participation agreements. In the fourth quarter of fiscal 2018, we amended the Securitization Facility so that the transfer of Receivables is accounted for as a secured borrowing. Refer to further details about these arrangements in Note 4, Receivables, of the notes to the consolidated financial statements in our Annual Report on Form 10-K for the year ended August 31, 2018.

Contractual Obligations

Our contractual obligations presented in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended August 31, 2018, have not materially changed during the six months ended February 28, 2019.

Critical Accounting Policies

Other than as described within the Significant Accounting Policies section of Note 1, Basis of Presentation and Significant Accounting Policies, to our unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q, our critical accounting policies as presented in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended August 31, 2018, have not materially changed during the six months ended February 28, 2019.

Effect of Inflation and Foreign Currency Transactions

We believe that inflation and foreign currency fluctuations have not had a material effect on our operations since we conduct an insignificant portion of our business in foreign currencies.

Recent Accounting Pronouncements
    
See Note 1, Basis of Presentation and Significant Accounting Policies, to our unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q for a description of the recent accounting pronouncements that are applicable to us.

ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We did not experience any material changes in market risk exposures for the period ended February 28, 2019, that affect the quantitative and qualitative disclosures presented in our Annual Report on Form 10-K for the year ended August 31, 2018.


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ITEM 4.    CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures    
    
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act")), as of February 28, 2019. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of that date, our disclosure controls and procedures were not effective because of the material weaknesses in our internal control over financial reporting disclosed within Management's Annual Report on Internal Control Over Financial Reporting in Item 9A of our Annual Report on Form 10-K for the year ended August 31, 2018.

Status of Remediation of Material Weaknesses in Internal Control Over Financial Reporting
    
Remediation Actions Taken During the Quarter Ended February 28, 2019
    
The following remediation efforts were taken during the quarter ended February 28, 2019:
Formed a steering committee consisting of senior finance, legal, information technology ("IT"), operational and human resources leaders who are charged with overseeing the design and implementation of remediation plans and who operate under the oversight of the Audit Committee of our Board of Directors.
Engaged outside consultants who are recognized experts in the areas of internal controls, technical accounting, IT systems, process improvement and project management to assist management in re-evaluating the design of internal controls and accounting processes.
Completed the development of detailed remediation plans in response to each of the material weaknesses previously identified and began executing those plans.
Revised and issued new policies related to the preparation and review of journal entries and account reconciliations.
Completed trainings by the end of January 2019, by division on the newly revised and issued policies on proper preparation and approval of account reconciliations and journal entries.
Formed an intercompany transactions task force focused on designing and implementing controls to ensure all transactions are properly identified as intercompany/non-intercompany and eliminated as appropriate. As a result, processes have been changed and improved, including improved communication and identification of intercompany and non-intercompany transactions.
Instituted additional training programs that will continue on a regular basis related to internal control over financial reporting for our finance and accounting personnel.
Conducted training for accounting and finance personnel on proper identification and accounting for derivatives under ASC 815.
Enhanced and supplemented the Grain Marketing finance and accounting team by increasing the number of roles, reassigning responsibilities, and established a plan for the hiring additional individuals with an appropriate level of knowledge and experience in internal control over financial reporting commensurate with the financial reporting complexities of the organization.
In the process of adding additional resources in our IT and accounting areas, with several notable positions expected to be filled in the third quarter of fiscal 2019.
A new segregation of duties policy was drafted and will be issued in the third quarter of fiscal 2019.
Outside experts started an assessment of IT user access controls in identified key systems.

Ongoing Remediation Efforts

We are continuing to enhance our overall financial control environment through the following:
Continued execution of our plans designed to remediate the previously-identified material weaknesses.
Evaluating existing teams in accounting, finance, IT and other areas as necessary to ensure the size and skill set of those teams is adequate given the size, scale and complexity of our organization, industry and the required internal controls over financial reporting.

Changes in Internal Control Over Financial Reporting
    
The remediation activities described above represent changes in internal control over financial reporting during the quarter ended February 28, 2019, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


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PART II. OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

We are involved as a defendant in various lawsuits, claims and disputes, which are in the normal course of our business. The resolution of any such matters may affect consolidated net income for any fiscal period; however, our management believes any resulting liabilities, individually or in the aggregate, will not have a material effect on our consolidated financial position, results of operations or cash flows during any fiscal year.
    
ITEM 1A.     RISK FACTORS

There were no material changes to our risk factors during the period covered by this report. See the discussion of risk factors in Item 1A of our Annual Report on Form 10-K for the year ended August 31, 2018.

ITEM 5.     OTHER INFORMATION

As previously discussed in the Company’s Annual Report on Form 10-K for the year ended August 31, 2018, our Board of Directors determined that the threshold performance metric under the CHS Long Term Incentive Plan for the fiscal 2016-2018 performance period (the “2016-2018 LTIP”) was not satisfied and, accordingly, no awards were earned by any participant in the 2016-2018 LTIP. To preserve key leadership continuity and bench strength, as well as a total direct compensation opportunity amount that is competitive to market, on April 2, 2019, our Board of Directors approved a potential retention incentive award for certain senior officers of the Company, including each of the “Named Executive Officers” set forth in the Company’s Annual Report on Form 10-K for the year ended August 31, 2018, who were both (1) active participants in the 2016-2018 LTIP, and (2) active employees of the Company on the date the award was approved. The potential award value is equal to the percentage of base salary used for the 2016-2018 LTIP at the target level, based on each participant’s job level as of August 31, 2018, multiplied by the participant’s base salary as of August 31, 2018, and will be earned only if the participant continues active employment through January 1, 2021, or meets the limited pro ration criteria provided in the award.

ITEM 6.     EXHIBITS
Exhibit
Description
CHS Inc. Senior Leadership Team Retention Award Document.
Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101
The following financial information from CHS Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended February 28, 2019, formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Cash Flows, and (v) the Notes to the Consolidated Financial Statements.
______________________________________



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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CHS Inc.
(Registrant)

Date:
April 3, 2019
 
By:
 
/s/ Timothy Skidmore
 
 
 
 
 
Timothy Skidmore
 
 
 
 
 
Executive Vice President and Chief Financial Officer





60
Exhibit
EXHIBIT 10.1

CHS STRATEGIC LEADERSHIP TEAM
2018 RETENTION AWARD DOCUMENT


PURPOSE
The purpose of the 2018 Strategic Leadership Team (SLT) Retention Award (the Award) is to preserve key leadership continuity and bench strength and a competitive compensation position to the external market to ensure leadership retention and engagement of senior most executives.

ELIGIBILITY
Participants in the 2016-2018 Long Term Incentive Plan (LTIP) who are members of the Strategic Leadership Team (SLT) with active employment status on April 1, 2019, are eligible for an award.

AWARD METHODOLOGY
The award value is the percentage of base salary used for the 2016-2018 LTIP at the Target level, based on the participant’s job level as of August 31, 2018, multiplied by the base salary as of August 31, 2018.

EARNING THE AWARD
The Award will be earned only if the executive:
Continues active employment through January 1, 2021 (Award Earning Period)
During the Award Earning Period, is consistently meeting performance expectations, and
During the Award Earning Period, is not determined to have committed any act of misconduct or any violation of the CHS Code of Conduct or a CHS policy
If employment ends prior to the end of the Award Earning Period due to death, disability, retirement or termination of employment by CHS for a reason not related to performance or behavior, the Award will be earned, with the amount of the earned Award calculated based on the number of full months worked, from the date the award is granted, to the date one of the events listed above occurs as the numerator, and the number twenty (20) as the denominator.

PAYMENT OF THE EARNED AWARD
Payment will be in cash within 30 days of the date on which the Award is earned, through the same process as the participant’s paycheck. All payments are subject to appropriate withholdings
Awards will be earned and payable only upon the expiration of the Award Earning Period. No participant will be deemed to have earned any Award until the expiration of the Award Earning Period
Earned awards that are prorated due employment ending during the Award Earning Period under the circumstances described above will be paid on the same date as other Awards are paid following the end of the Award Earning Period.
Awards cannot be contributed to the CHS Deferred Compensation Plan
Earned award is not eligible to be included as part of pension income



The Senior Vice President, Human Resources, is the authorized executive with respect to any decisions regarding the terms of this Award document, except with respect to the President and Chief Executive Officer for whom the Governance Committee of the Board of Directors will make any decisions regarding the terms of this Award document. Nothing in this document is intended to be nor is a contract for employment, continued employment or continued eligibility for an Award, or participation in any other CHS compensation or benefit program.

03-25-2019
Exhibit
Exhibit 31.1

CERTIFICATION PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002

I, Jay D. Debertin, certify that:
1.
I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended February 28, 2019, of CHS Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 3, 2019
 
/s/ Jay D. Debertin
 
Jay D. Debertin
 
President and Chief Executive Officer

Exhibit
Exhibit 31.2

CERTIFICATION PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002

I, Timothy Skidmore, certify that:
1.
I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended February 28, 2019, of CHS Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 3, 2019
 
/s/ Timothy Skidmore
 
Timothy Skidmore
 
Executive Vice President and Chief Financial Officer

Exhibit
Exhibit 32.1

CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)

In connection with the Quarterly Report on Form 10-Q of CHS Inc. (the “Company”) for the quarterly period ended February 28, 2019, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jay D. Debertin, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 
/s/ Jay D. Debertin
 
Jay D. Debertin
 
President and Chief Executive Officer
 
April 3, 2019







Exhibit
Exhibit 32.2

CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)

In connection with the Quarterly Report on Form 10-Q of CHS Inc. (the “Company”) for the quarterly period ended February 28, 2019, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Timothy Skidmore, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 
/s/ Timothy Skidmore
 
Timothy Skidmore
 
Executive Vice President and Chief Financial Officer
 
April 3, 2019

v3.19.1
Document and Entity Information - shares
6 Months Ended
Feb. 28, 2019
Apr. 03, 2019
DEI [Abstract]    
Entity Registrant Name CHS Inc.  
Entity Central Index Key 0000823277  
Current Fiscal Year End Date --08-31  
Entity Filer Category Non-accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Document Type 10-Q  
Document Period End Date Feb. 28, 2019  
Document Fiscal Year Focus 2019  
Document Fiscal Period Focus Q2  
Amendment Flag false  
Entity Common Stock, Shares Outstanding   0
v3.19.1
Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Current assets [Abstract]    
Cash and cash equivalents $ 367,307 $ 450,617
Receivables 2,227,064 2,460,401
Inventories 3,554,780 2,768,649
Derivative assets 251,645 329,757
Margin and related deposits 141,179 151,150
Supplier advance payments 603,370 288,423
Other current assets 245,354 244,208
Total current assets 7,390,699 6,693,205
Investments 3,718,097 3,711,925
Property, plant and equipment 5,016,202 5,141,719
Other assets 811,176 834,329
Total assets 16,936,174 16,381,178
Current liabilities [Abstract]    
Notes payable 2,643,191 2,272,196
Current portion of long-term debt 167,804 167,565
Customer margin deposits and credit balances 132,633 137,395
Customer advance payments 735,875 409,088
Accounts payable 1,629,511 1,844,489
Derivative liabilities 215,720 438,465
Accrued expenses 393,933 511,032
Dividends and equities payable 339,585 153,941
Total current liabilities 6,258,252 5,934,171
Long-term debt 1,744,502 1,762,690
Long-term deferred tax liabilities 220,857 182,770
Other liabilities 310,334 336,519
Commitments and contingencies (Note 15)
Equities:    
Preferred stock 2,264,038 2,264,038
Equity certificates 4,524,928 4,609,456
Accumulated other comprehensive loss (189,348) (199,915)
Capital reserves 1,794,279 1,482,003
Total CHS Inc. equities 8,393,897 8,155,582
Noncontrolling interests 8,332 9,446
Total equities 8,402,229 8,165,028
Total liabilities and equities $ 16,936,174 $ 16,381,178
v3.19.1
Consolidated Statements of Operations (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Income Statement [Abstract]        
Revenues $ 6,483,539 $ 6,980,153 $ 14,967,828 $ 15,012,037
Cost of goods sold 6,056,126 6,845,184 14,069,774 14,556,576
Gross profit 427,413 134,969 898,054 455,461
Marketing, general and administrative 177,429 187,558 339,925 327,904
Reserve and impairment charges (recoveries), net 339 (11,346) (6,014) (15,133)
Operating earnings (loss) 249,645 (41,243) 564,143 142,690
(Gain) loss on disposal of business 0 (7,705) (1,412) (7,705)
Interest Expense 41,269 40,176 80,177 80,878
Other (income) loss (11,763) (12,544) (35,485) (38,739)
Equity (income) loss from investments (41,716) (39,441) (108,224) (77,803)
Income (loss) before income taxes 261,855 (21,729) 629,087 186,059
Income tax expense (benefit) 13,551 (187,688) 33,668 (167,082)
Net income (loss) 248,304 165,959 595,419 353,141
Net income (loss) attributable to noncontrolling interests (462) (48) (851) (512)
Net income (loss) attributable to CHS Inc. $ 248,766 $ 166,007 $ 596,270 $ 353,653
v3.19.1
Consolidated Statements of Comprehensive Income (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Net income (loss) $ 248,304 $ 165,959 $ 595,419 $ 353,141
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]        
Postretirement benefit plan activity, net of tax expense (benefit) 2,002 3,142 4,103 4,736
Unrealized net gain (loss) on available for sale investments, net of tax expense (benefit) 0 3,554 0 7,194
Cash flow hedges, net of tax expense (benefit) 9,969 1,063 8,662 1,059
Foreign currency translation adjustment, net of tax expense (benefit) 2,913 2,352 2,508 141
Other comprehensive income (loss), net of tax 14,884 10,111 15,273 13,130
Comprehensive income (loss) 263,188 176,070 610,692 366,271
Less comprehensive income attributable to noncontrolling interests (462) (48) (851) (512)
Comprehensive Income (Loss) Attributable to CHS $ 263,650 $ 176,118 $ 611,543 $ 366,783
v3.19.1
Consolidated Statement of Cash Flows (Unaudited) - USD ($)
$ in Thousands
6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Cash flows from operating activities:    
Net income (loss) $ 595,419 $ 353,141
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Depreciation and amortization 233,628 240,349
Amortization of deferred major repair costs 38,283 32,839
Equity (income) loss from investments (108,224) (77,803)
Distributions from equity investments 113,164 78,461
Provision for doubtful accounts 6,988 (3,625)
Gain and recovery on disposal of business (1,534) (24,236)
Deferred taxes 33,439 (169,455)
Other, net 3,332 16,236
Changes in operating assets and liabilities, net of acquisitions:    
Receivables 177,334 199,227
Inventories (786,527) (1,077,185)
Derivative assets 89,524 (24,527)
Margin and related deposits 9,939 17,895
Supplier advance payments (314,947) (409,581)
Other current assets and other assets 12,543 (1,654)
Customer margin deposits and credit balances (4,762) (51,591)
Customer advance payments 326,788 332,872
Accounts payable and accrued expenses (291,812) (72,047)
Derivative liabilities (229,145) 56,538
Other liabilities (28,681) (58,252)
Net cash provided by (used in) operating activities (125,251) (642,398)
Cash flows from investing activities:    
Acquisition of property, plant and equipment (177,991) (142,886)
Proceeds from disposition of property, plant and equipment 25,680 59,680
Proceeds from sale of business 1,730 53,552
Expenditures for major repairs (2,634) (2,832)
Investments redeemed 7,036 6,496
Changes in CHS Capital notes receivable, net (30,508) (25,846)
Financing extended to customers (6,660) (66,014)
Payments from customer financing 79,809 30,893
Other investing activities, net 5,275 (10,203)
Net cash provided by (used in) investing activities (98,263) (97,160)
Cash flows from financing activities:    
Proceeds from lines of credit and long-term borrowings 12,360,325 18,414,973
Payments on lines of credit, long-term borrowings and capital lease obligations (12,000,939) (17,509,212)
Preferred stock dividends paid (84,334) (84,334)
Redemptions of equities (30,753) (4,742)
Cash patronage dividends paid (74,980) 0
Other financing activities, net (30,332) (55,861)
Net cash provided by (used in) financing activities 138,987 760,824
Effect of exchange rate changes on cash and cash equivalents (2,051) (2,372)
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect (86,578) 18,894
Cash and cash equivalents and restricted cash at beginning of period 543,940 272,272
Cash and cash equivalents and restricted cash at end of period $ 457,362 $ 291,166
v3.19.1
Organization, Basis of Presentation and Significant Accounting Policies
6 Months Ended
Feb. 28, 2019
Accounting Policies [Abstract]  
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies
        Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The unaudited Consolidated Balance Sheet as of February 28, 2019, the Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018, the Consolidated Statements of Comprehensive Income for the three and six months ended February 28, 2019, and 2018, and the Consolidated Statements of Cash Flows for the six months ended February 28, 2019, and 2018, reflect in the opinion of our management, all normal recurring adjustments necessary for a fair statement of the financial position, results of operations and cash flows for the interim periods presented. The results of operations and cash flows for interim periods are not necessarily indicative of results for a full fiscal year because of, among other things, the seasonal nature of our businesses. Our Consolidated Balance Sheet data as of August 31, 2018, has been derived from our audited consolidated financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America ("U.S. GAAP").

As described in Note 2, Restatement of Previously Issued Financial Information, the consolidated financial statements for the three and six months ended February 28, 2018, have been restated to reflect the correction of misstatements. We have also restated all relevant amounts impacted within the notes to the consolidated financial statements.

The notes to our consolidated financial statements reference our Energy, Ag and Nitrogen Production reportable segments, as well as our Corporate and Other category, which represents an aggregation of individually immaterial operating segments. See Note 12, Segment Reporting, for more information related to our reportable segments.
 
Our consolidated financial statements include the accounts of CHS and all of our wholly owned and majority owned subsidiaries. The effects of all significant intercompany transactions have been eliminated.

These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended August 31, 2018, included in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the "SEC").

Significant Accounting Policies

The following significant accounting policies have been updated since our Annual Report on Form 10-K for the year ended August 31, 2018, as a result of the adoption of certain new accounting pronouncements effective for us during the six months ended February 28, 2019.

Restricted Cash

Restricted cash is included in our Consolidated Balance Sheets within other current assets (current portion) and other assets (non-current portion), as appropriate, and primarily relates to customer deposits for futures and option contracts associated with regulated commodities held in separate accounts as required under federal and other regulations. Pursuant to the requirements of the Commodity Exchange Act, such funds must be carried in separate accounts that are designated as segregated customer accounts, as applicable. Restricted cash also includes funds held in escrow pursuant to applicable regulations limiting their usage.

The following table provides a reconciliation of cash and cash equivalents and restricted cash as reported within our Consolidated Balance Sheets that aggregates to the amount presented in our Consolidated Statements of Cash Flows. During the six months ended February 28, 2019, we updated the presentation of our Consolidated Statements of Cash Flows to include restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on our Consolidated Statements of Cash Flows.

 
February 28, 2019
 
August 31, 2018
 
February 28, 2018
 
August 31, 2017
 
(Dollars in thousands)
Cash and cash equivalents
$
367,307

 
$
450,617

 
$
219,273

 
$
181,379

Restricted cash included in other current assets
89,371

 
90,193

 
68,600

 
83,561

Restricted cash included in other assets
684

 
3,130

 
3,293

 
7,332

Total cash and cash equivalents and restricted cash
$
457,362

 
$
543,940

 
$
291,166

 
$
272,272



Investments
    
As described in the "Recent Accounting Pronouncements" section below, we adopted Accounting Standards Update ("ASU") No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which was effective for us September 1, 2018. As a result, all equity securities that do not result in consolidation and are not accounted for under the equity method are measured at fair value with changes therein reflected in net income. We have elected to utilize the measurement alternative for equity investments that do not have readily determinable fair values and measure these investments at cost less impairment plus or minus observable price changes in orderly transactions.

Investments in other cooperatives are recorded in a manner similar to equity investments without readily determinable fair values, plus patronage dividends received in the form of capital stock and other equities. Patronage dividends are recorded as a reduction to cost of goods sold at the time qualified written notices of allocation are received. Investments in debt and equity instruments are carried at amounts that approximate fair values.

Revenue Recognition

We provide a wide variety of products and services, ranging from agricultural inputs such as fuels, farm supplies and crop nutrients, to agricultural outputs that include grain and oilseed, processed grains and oilseeds and food products, and ethanol production and marketing. Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which generally occurs when control of the goods has transferred to the customer. For the majority of our contracts with customers, control transfers to customers at a point-in-time when the goods/services have been delivered, as that is generally when legal title, physical possession and risks and rewards of goods/services transfer to the customer. In limited arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits of the service as we complete the performance obligation(s).

Revenue is recognized at the transaction price that we expect to be entitled to in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. We follow a policy of recognizing revenue at the point-in-time or over the period of time we satisfy our performance obligation by transferring control over a product or service to a customer in accordance with the underlying contract. For physically settled derivative sales contracts that are outside the scope of the revenue guidance, we recognize revenue when control of the inventory is transferred within the meaning of Accounting Standards Codification ("ASC") Topic 606.

Recent Accounting Pronouncements

Adopted

In March 2017, the Financial Accounting Standards Board (the "FASB") issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Costs and Net Postretirement Benefit Cost. This ASU changes the presentation of net periodic pension cost and net periodic postretirement benefit cost in the Consolidated Statements of Operations. This ASU provides that the service cost component should be included in the same income statement line item as other compensation costs arising from services rendered by the employees during the period. The other components of net periodic benefit cost (such as interest, expected return on plan assets, prior service cost amortization and actuarial gain/loss amortization) are required to be presented in the Consolidated Statements of Operations separately outside of operating income. Additionally, only service cost may be capitalized in assets. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The guidance on the presentation of the components of net periodic benefit cost in the Consolidated Statements of Operations has been applied retrospectively, and the guidance regarding the capitalization of the service cost component in assets has been applied prospectively. The adoption of this guidance had no impact on previously reported income (loss) before income taxes or net income attributable to CHS; however, non-service cost components of net periodic benefit costs in prior periods have been reclassified from cost of goods sold and marketing, general and administrative expenses, and are now reported outside of operating income within other (income) loss. Refer to Note 2, Restatement of Previously Issued Financial Information, for the amounts of the retrospective adjustments recorded as a result of the adoption of this guidance.

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The amendments within this ASU narrow the existing definition of a business and provide a more robust framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The definition of a business impacts various areas of accounting, including acquisitions, disposals and goodwill. Under the new guidance, fewer acquisitions are expected to be considered businesses. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The guidance has been applied prospectively. The adoption of this amended guidance did not have a material impact on our consolidated financial statements.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. This ASU requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the Consolidated Statements of Cash Flows as well as disclosure about the nature of restrictions on cash, cash equivalents and amounts generally described as restricted cash. Additionally, the guidance requires disclosure of the total amount of cash, cash equivalents and restricted cash for each comparative period for which a Consolidated Balance Sheet is presented. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The amendments in this ASU were applied retrospectively to all periods presented. Refer to the additional disclosures pertaining to restricted cash within the Restricted Cash significant accounting policy above. The adoption of this amended guidance did not have a material impact on our Consolidated Statements of Cash Flows.

In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU is intended to reduce existing diversity in practice in how certain cash receipts and payments are presented and classified in the Consolidated Statements of Cash Flows. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The adoption of this amended guidance did not have a material impact on our Consolidated Statements of Cash Flows.

In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This guidance eliminates the previous cost method of accounting for certain equity securities that did not have readily determinable fair values. This guidance also simplifies the impairment assessment and allows for a fair value measurement alternative for equity investments without readily determinable fair values and includes presentation and disclosure changes. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year and was applied following a prospective basis. We have elected to utilize the measurement alternative for equity investments that do not have readily determinable fair values and measure these investments at cost less impairment plus or minus observable price changes in orderly transactions. As a result of the adoption of this amended guidance, we reclassified approximately $4.7 million from accumulated other comprehensive loss to the opening balance of capital reserves within our Consolidated Balance Sheet as of September 1, 2018, which did not have a material impact on our consolidated financial statements.
    
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The amendments within this ASU, as well as within the additional clarifying ASUs issued by the FASB, provide a single comprehensive model to be used to determine the measurement of revenue and timing of recognition for revenue arising from contracts with customers. The core principle of the amended guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new revenue recognition guidance includes a five-step model for the recognition of revenue, including (1) identifying the contract with a customer, (2) identifying the performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the performance obligations, and (5) recognizing revenue when (or as) an entity satisfies a performance obligation. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year, and we elected to apply the modified retrospective method of adoption to all contracts as of the date of initial application. The majority of our revenues are attributable to forward commodity sales contracts, which are considered to be physically settled derivatives under ASC 815, Derivatives and Hedging (Topic 815). Revenues arising from derivative contracts accounted for under ASC 815 are specifically outside the scope of ASC Topic 606 and therefore not subject to the provisions of the new revenue recognition guidance. As such, the impact of adoption of the new revenue guidance has only been assessed for our revenue contracts that are not accounted for as derivative arrangements. The primary impact of adoption was changes to the timing of revenue recognition for certain revenue streams that had an immaterial impact. Following the modified retrospective method of adoption, we determined the cumulative effect of adoption for all contracts with customers that had not been completed as of the adoption date was less than $1.0 million. Additionally, the impact of applying ASC Topic 606 compared to previous guidance during the three and six months ended February 28, 2019, was an overall decrease to revenues of $9.6 million and $22.6 million, respectively. Other financial statement impacts related to the adoption of ASC Topic 606 were not material. Our revenue recognition accounting policy and additional information related to our revenue streams and related performance obligations required to be satisfied in order to recognize revenue can be found within the Significant Accounting Policies section above and within Note 3, Revenues.

Not Yet Adopted

In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This ASU reduces the complexity of accounting for implementation, setup and other upfront costs incurred in a cloud computing service arrangement that is hosted by a vendor. This ASU aligns the accounting for implementation costs of hosting arrangements, irrespective of whether the arrangements convey a license to the hosted software. This ASU permits either a prospective or retrospective transition approach. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year, with early adoption permitted. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans, which amends ASC 715-20, Compensation - Retirement Benefits - Defined Benefit Plans - General. This ASU modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing and adding certain disclosures for these plans. The eliminated disclosures include (a) the amounts in accumulated other comprehensive income expected to be recognized in net periodic benefit costs over the next fiscal year and (b) the effects of a one-percentage-point change in assumed health care cost trend rates on the net periodic benefit costs and the benefit obligation for postretirement health care benefits. The new disclosures include the interest crediting rates for cash balance plans and an explanation of significant gains and losses related to changes in benefit obligations. This ASU is effective for us beginning September 1, 2021, for our fiscal year 2022 and for interim periods within that fiscal year, with early adoption permitted. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which amends ASC 820, Fair Value Measurement. This ASU modifies the disclosure requirements for fair value measurements by removing, modifying and adding certain disclosures. Specifically, the guidance removes the requirement to disclose the amount and reasons for any transfers between Level 1 and Level 2 of the fair value hierarchy and removes the requirement to disclose a description of the valuation processes used to value Level 3 fair value measurements. The guidance also requires additional disclosures surrounding Level 3 changes in unrealized gains/losses included in other comprehensive income as well as the range and weighted average of significant unobservable inputs calculation. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year. Early adoption is permitted. We elected to remove the disclosures permitted by ASU No. 2018-13 during the fourth quarter of fiscal 2018 but have not early adopted the new required additional disclosures, which is permitted by the guidance. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The amendments in this ASU introduce a new approach, based on expected losses, to estimate credit losses on certain types of financial instruments. This ASU is intended to provide financial statement users with more decision-useful information about the expected credit losses associated with most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures. Entities are required to apply the provisions of this ASU as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year. We are currently evaluating the impact the adoption will have on our consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which replaces the existing guidance within ASC 840, Leases. The amendments within this ASU, as well as within additional clarifying ASUs issued by the FASB, introduce a lessee model requiring entities to recognize assets and liabilities for most leases, but continue recognizing the associated expenses in a manner similar to existing accounting guidance. In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, which amends ASU No. 2016-02, Leases. This ASU is effective for us beginning September 1, 2019, for our fiscal year 2020 and for interim periods within that fiscal year. We have initiated our assessment of the new lease standard, including the utilization of surveys to gather more information about existing leases and the implementation of a new lease software to improve the collection, maintenance and aggregation of lease data necessary for the expanded reporting and disclosure requirements under the new lease standard. It is expected that the primary impact upon adoption will be the recognition, on a discounted basis, of our minimum commitments under noncancelable operating leases as right of use assets and liabilities on our Consolidated Balance Sheets. This will result in a material increase in assets and liabilities recorded on our Consolidated Balance Sheets. Although we expect the new lease guidance will have a material impact on our Consolidated Balance Sheets, we are continuing to evaluate the practical expedient guidance provisions available and the extent of potential impacts on our consolidated financial statements, processes and internal controls.
v3.19.1
Restatement of Previously Issued Financial Information (Notes)
6 Months Ended
Feb. 28, 2019
Accounting Changes and Error Corrections [Abstract]  
Restatement of Previously Issued Financial Information
Restatement of Previously Issued Financial Information

The consolidated financial statements for the three and six months ended February 28, 2018, have been restated to reflect the correction of misstatements. We have also restated all amounts impacted within the notes to the consolidated financial statements. A description of the adjustments and their impact on the previously issued financial information are included below.
 
Descriptions of Restatement Adjustments
 
Restatement Background
 
During the preparation of our Annual Report on Form 10-K for the year ended August 31, 2018, we noted potentially excessive valuations in the net derivative asset valuations relating to certain rail freight contracts purchased in connection with our North American grain marketing operations. An investigation concluded that the rail freight misstatements included in our consolidated financial statements were due to intentional misconduct by a former employee in our rail freight trading operations, as well as due to rail freight contracts and certain non-rail contracts not meeting the technical accounting requirements to qualify as derivative financial instruments. The misconduct consisted of the former employee manipulating the mark-to-market valuation of rail cars that were the subject of rail freight purchase contracts and manipulating the quantity of rail cars included in the monthly mark-to-market valuation. In addition, the investigation revealed intentional misstatements were made by the former employee to our independent registered public accounting firm in connection with its audit of our consolidated financial statements for the fiscal year ended August 31, 2017. During the course of, and as a result of, the investigation, we terminated the former employee and have taken additional personnel actions.

As described in additional detail in the Explanatory Note in our Annual Report on Form 10-K for the year ended August 31, 2018, the Company restated its audited consolidated financial statements for the fiscal years ended August 31, 2017 and 2016, and our unaudited consolidated financial statements for the quarterly periods ended November 30, 2017 and 2016, February 28, 2018 and 2017, and May 31, 2018 and 2017. As a result of the misstatements, we restated our interim consolidated financial statements for the three and six months ended February 28, 2018. In addition to the adjustments related to freight derivatives and related misstatements, we also made adjustments related to certain intercompany balances and other historical misstatements unrelated to the freight derivatives and related misstatements.

Consolidated Financial Statement Adjustment Tables

The following tables present the impacts of the restatement adjustments to our unaudited Consolidated Statements of Operations and unaudited Consolidated Statements of Comprehensive Income for the three and six months ended February 28, 2018, and to our unaudited Consolidated Statement of Cash Flows for the six months ended February 28, 2018. The restatement references identified in the following tables directly correlate to the restatement adjustments detailed below. 
 
The categories of restatement adjustments and their impact on previously reported consolidated financial statements are described below.
 
(a) Freight derivatives and related misstatements - Corrections for freight derivatives and related misstatements were driven by the misstatement of amounts associated with both the value and quantity of rail freight contracts, as well as due to rail and certain non-rail freight contracts not meeting the technical accounting requirements to qualify as derivative financial instruments. In addition to the elimination of the underlying freight derivative assets and liabilities and related impacts on revenues and cost of goods sold, additional adjustments were recorded to account for prepaid freight capacity balances in relevant periods. Additional details related to the impact of the freight derivatives and related misstatements and their impact on each period are discussed in restatement reference (a).

(b) Intercompany misstatements - As a result of the work performed in relation to the freight misstatement, additional misstatements related to the incorrect elimination of intercompany balances were also identified and corrected within the consolidated financial statements. Certain of these intercompany misstatements resulted in a misstatement of various financial statement line items; however, the intercompany misstatements did not result in a material misstatement of income (loss) before income taxes or net income (loss). Additional details related to the impact of the intercompany misstatements and their impact on each period are discussed in restatement reference (b).

(c) Other misstatements - We made adjustments for other previously identified misstatements unrelated to the freight derivatives and related misstatements that were not material, individually or in the aggregate, to our consolidated financial statements. These other misstatements related primarily to certain misclassifications, adjustments to revenues and cost of goods sold, and adjustments to various income tax and indirect tax accrual accounts. Additional details related to the impact of the other misstatements and their impact on each period are discussed in restatement reference (c).


CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
For the Three Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
Revenues
$
6,851,093

 
$
129,060

 
$
6,980,153

 
$

 
$
6,980,153

 
a, b, c
Cost of goods sold
6,708,610

 
136,239

 
6,844,849

 
335

 
6,845,184

 
a, b, c
Gross profit
142,483

 
(7,179
)
 
135,304

 
(335
)
 
134,969

 
 
Marketing, general and administrative
186,716

 
(3
)
 
186,713

 
845

 
187,558

 
c
Reserve and impairment charges (recoveries), net
(11,349
)
 
3

 
(11,346
)
 

 
(11,346
)
 
c
Operating earnings (loss)
(32,884
)
 
(7,179
)
 
(40,063
)
 
(1,180
)
 
(41,243
)
 
 
(Gain) loss on disposal of business
(7,705
)
 

 
(7,705
)
 

 
(7,705
)
 
 
Interest expense
40,176

 

 
40,176

 

 
40,176

 
 
Other (income) loss
(11,364
)
 

 
(11,364
)
 
(1,180
)
 
(12,544
)
 
 
Equity (income) loss from investments
(39,441
)
 

 
(39,441
)
 

 
(39,441
)
 
 
Income (loss) before income taxes
(14,550
)

(7,179
)
 
(21,729
)
 

 
(21,729
)
 
 
Income tax expense (benefit)
(181,176
)
 
(6,512
)
 
(187,688
)
 

 
(187,688
)
 
a, c
Net income (loss)
166,626

 
(667
)
 
165,959

 

 
165,959

 
 
Net income (loss) attributable to noncontrolling interests
(48
)
 

 
(48
)
 

 
(48
)
 
 
Net income (loss) attributable to CHS Inc. 
$
166,674

 
$
(667
)
 
$
166,007

 
$

 
$
166,007

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2017-17 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.

For the three months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $22.5 million reduction of income before income taxes and a $22.6 million reduction of net income. These adjustments related to a $22.5 million increase of cost of goods sold and a $0.1 million increase of income tax expense related to the tax effect of the freight derivatives and related misstatements.

Intercompany misstatements
(b) The correction of intercompany misstatements had no impact on income (loss) before income taxes or net income (loss); however, the correction resulted in a $161.5 million increase of both revenues and cost of goods sold due to different practices of eliminating intercompany sales between CHS businesses that existed in previous periods.

Other misstatements
(c) The correction of other misstatements resulted in a $15.3 million increase of income before income taxes and a $21.9 million increase of net income. The $15.3 million increase of income before income taxes relates primarily to a $13.7 million decrease of cost of goods sold arising from the use of a unit of measure assumption in the calculation of an excise tax credit that was changed during fiscal 2018. The remaining increase relates to a $1.6 million decrease of cost of goods sold as a result of the valuation of crack spread derivatives. In addition to the increase of income before income taxes, an income tax benefit of $6.6 million was recorded to adjust for the impact of other identified misstatements, as well as income tax items that had previously been identified and recorded as out of period adjustments in subsequent periods.

Additionally, certain misclassification and offsetting adjustments were made between line items included in the Consolidated Statements of Operations, primarily due to the application of differing accounting policies between businesses. These misclassification adjustments resulted in a $27.7 million decrease of revenues and cost of goods sold.
 
For the Six Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
Revenues
$
14,899,982

 
$
112,055

 
$
15,012,037

 
$

 
$
15,012,037

 
a, b, c
Cost of goods sold
14,444,237

 
111,669

 
14,555,906

 
670

 
14,556,576

 
a, b, c
Gross profit
455,745

 
386

 
456,131

 
(670
)
 
455,461

 
 
Marketing, general and administrative
326,881

 
(668
)
 
326,213

 
1,691

 
327,904

 
c
Reserve and impairment charges (recoveries), net
(15,133
)
 

 
(15,133
)
 

 
(15,133
)
 
 
Operating earnings (loss)
143,997

 
1,054

 
145,051

 
(2,361
)
 
142,690

 
 
(Gain) loss on disposal of business
(7,705
)
 

 
(7,705
)
 

 
(7,705
)
 
 
Interest expense
80,878

 

 
80,878

 

 
80,878

 
 
Other (income) loss
(36,378
)
 

 
(36,378
)
 
(2,361
)
 
(38,739
)
 
 
Equity (income) loss from investments
(77,803
)
 

 
(77,803
)
 

 
(77,803
)
 
 
Income (loss) before income taxes
185,005

 
1,054

 
186,059

 

 
186,059

 
 
Income tax expense (benefit)
(161,240
)
 
(5,842
)
 
(167,082
)
 

 
(167,082
)
 
a, c
Net income (loss)
346,245

 
6,896

 
353,141

 

 
353,141

 
 
Net income (loss) attributable to noncontrolling interests
(512
)
 

 
(512
)
 

 
(512
)
 
 
Net income (loss) attributable to CHS Inc. 
$
346,757

 
$
6,896

 
$
353,653

 
$

 
$
353,653

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2017-17 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.

For the six months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.0 million reduction of income before income taxes and a $23.8 million reduction of net income. These adjustments related to a $23.0 million increase of cost of goods sold and a $0.8 million increase of income tax expense related to the tax effect of the freight derivatives and related misstatements.

Intercompany misstatements
(b) The correction of intercompany misstatements had no impact on income (loss) before income taxes or net income (loss); however, the correction resulted in a $150.2 million increase of both revenues and cost of goods sold due to different practices of eliminating intercompany sales between CHS businesses that existed in previous periods.

Other misstatements
(c) The correction of other misstatements resulted in a $24.1 million increase of income before income taxes and a $30.7 million increase of net income. The $24.1 million increase of income before income taxes relates primarily to a $13.7 million decrease of cost of goods sold that arose from a unit of measure assumption in the calculation of an excise tax credit that was changed during fiscal 2018. The remaining increase relates to a $7.9 million decrease of cost of goods sold related to the valuation of crack spread derivatives and a $2.6 million increase to expense related to postretirement benefit plan activity that resulted from a timing difference associated with the recording of certain benefit plan expenses (included in cost of goods sold and marketing, general and administrative expenses). In addition to the increase of income before income taxes, an income tax benefit of $6.6 million was recorded to adjust for the impact of other identified misstatements, as well as income tax items that had previously been identified and recorded as out of period adjustments in subsequent periods.

Additionally, certain misclassification and offsetting adjustments were made between line items included in the Consolidated Statements of Operations, primarily due to the application of differing accounting policies between businesses. These misclassification adjustments resulted in a $33.4 million decrease of revenues and cost of goods sold.

CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
 
For the Three Months Ended
February 28, 2018
 
For the Six Months Ended
February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Restatement References
 
(Dollars in thousands)
 
 
Net income (loss)
$
166,626

 
$
(667
)
 
$
165,959

 
$
346,245

 
$
6,896

 
$
353,141

 
a, c
Other comprehensive income (loss), net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
Postretirement benefit plan activity
3,141

 
1

 
3,142

 
7,338

 
(2,602
)
 
4,736

 
c
Unrealized net gain (loss) on available for sale investments
3,554

 

 
3,554

 
7,194

 

 
7,194

 
 
Cash flow hedges
1,063

 

 
1,063

 
1,059

 

 
1,059

 
 
Foreign currency translation adjustment
2,461

 
(109
)
 
2,352

 
(146
)
 
287

 
141

 
a
Other comprehensive income (loss), net of tax
10,219

 
(108
)
 
10,111

 
15,445

 
(2,315
)
 
13,130

 
 
Comprehensive income
176,845

 
(775
)
 
176,070

 
361,690

 
4,581

 
366,271

 
 
Less comprehensive income attributable to noncontrolling interests
(48
)
 

 
(48
)
 
(512
)
 

 
(512
)
 
 
Comprehensive income attributable to CHS Inc. 
$
176,893

 
$
(775
)
 
$
176,118

 
$
362,202

 
$
4,581

 
$
366,783

 
 

For the three months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $22.6 million reduction of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three months ended February 28, 2018, above. The adjustment related to foreign currency translation is attributable to the foreign currency impact associated with goodwill that was impaired during fiscal 2015.

Intercompany misstatements
(b) None.

Other misstatements
(c) The correction of other misstatements resulted in a $21.9 million increase of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three months ended February 28, 2018, above.

For the six months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.8 million reduction of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the six months ended February 28, 2018, above. The adjustment related to foreign currency translation is attributable to the foreign currency impact associated with goodwill that was impaired during fiscal 2015.

Intercompany misstatements
(b) None.

Other misstatements
(c) The correction of other misstatements resulted in a $30.7 million increase of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the six months ended February 28, 2018, above. The adjustment related to postretirement benefit plan activity is attributable to a timing difference associated with recording certain benefit plan expenses.

CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
 
For the Six Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
 
Cash flows from operating activities:
 

 
 
 
 
 
 

 
 
 
 
Net income (loss)
$
346,245

 
$
6,896

 
$
353,141

 
$

 
$
353,141

 
a, c
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 

 
 
 
 
 
 
 


 
 
Depreciation and amortization
240,349

 

 
240,349

 

 
240,349

 
 
Amortization of deferred major repair costs
32,839

 

 
32,839

 

 
32,839

 
 
Equity (income) loss from investments
(77,803
)
 

 
(77,803
)
 

 
(77,803
)
 
 
Distributions from equity investments
78,461

 

 
78,461

 

 
78,461

 
 
Provision for doubtful accounts
(3,625
)
 

 
(3,625
)
 

 
(3,625
)
 
 
Gain and recovery on disposal of business
(24,236
)
 

 
(24,236
)
 

 
(24,236
)
 
 
Deferred taxes
(166,511
)
 
(2,944
)
 
(169,455
)
 

 
(169,455
)
 
a, c
Other, net
18,840

 
(2,604
)
 
16,236

 

 
16,236

 
c
Changes in operating assets and liabilities, net of acquisitions:
 

 
 
 
 
 
 
 


 
 
Receivables
169,359

 
29,868

 
199,227

 

 
199,227

 
c
Inventories
(1,076,037
)
 
(1,148
)
 
(1,077,185
)
 

 
(1,077,185
)
 
b, c
Derivative assets
(33,757
)
 
9,230

 
(24,527
)
 

 
(24,527
)
 
a, c
Margin and related deposits
17,895

 

 
17,895

 

 
17,895

 
 
Supplier advance payments
(409,581
)
 

 
(409,581
)
 

 
(409,581
)
 
 
Other current assets and other assets
21,344

 
(4,000
)
 
17,344

 
(18,998
)
 
(1,654
)
 
a, c
Customer margin deposits and credit balances
(51,591
)
 

 
(51,591
)
 

 
(51,591
)
 
 
Customer advance payments
314,372

 
18,500

 
332,872

 

 
332,872

 
c
Accounts payable and accrued expenses
(44,413
)
 
(27,634
)
 
(72,047
)
 

 
(72,047
)
 
b, c
Derivative liabilities
50,922

 
5,616

 
56,538

 

 
56,538

 
a, c
Other liabilities
(58,252
)
 

 
(58,252
)
 

 
(58,252
)
 
 
Net cash provided by (used in) operating activities
(655,180
)
 
31,780

 
(623,400
)
 
(18,998
)
 
(642,398
)
 
 
Cash flows from investing activities:
 

 
 
 
 
 
 
 


 
 
Acquisition of property, plant and equipment
(142,886
)
 

 
(142,886
)
 

 
(142,886
)
 
 
Proceeds from disposition of property, plant and equipment
59,680

 

 
59,680

 

 
59,680

 
 
Proceeds from sale of business
53,552

 

 
53,552

 

 
53,552

 
 
Expenditures for major repairs
(2,832
)
 

 
(2,832
)
 

 
(2,832
)
 
 
Investments redeemed
6,496

 

 
6,496

 

 
6,496

 
 
Changes in CHS Capital notes receivable, net
(25,846
)
 

 
(25,846
)
 

 
(25,846
)
 
 
Financing extended to customers
(66,014
)
 

 
(66,014
)
 

 
(66,014
)
 
 
Payments from customer financing
30,893

 

 
30,893

 

 
30,893

 
 
Other investing activities, net
(10,203
)
 

 
(10,203
)
 

 
(10,203
)
 
 
Net cash provided by (used in) investing activities
(97,160
)
 

 
(97,160
)
 

 
(97,160
)
 
 
Cash flows from financing activities:
 

 
 
 
 
 
 
 


 
 
Proceeds from lines of credit and long-term borrowings
18,414,973

 

 
18,414,973

 

 
18,414,973

 
 
Payments on lines of credit, long-term borrowings and capital lease obligations
(17,512,264
)
 
3,052

 
(17,509,212
)
 

 
(17,509,212
)
 
c
Preferred stock dividends paid
(84,334
)
 

 
(84,334
)
 

 
(84,334
)
 
 
Redemptions of equities
(4,742
)
 

 
(4,742
)
 

 
(4,742
)
 
 
Other financing activities, net
(49,874
)
 
(5,987
)
 
(55,861
)
 

 
(55,861
)
 
c
Net cash provided by (used in) financing activities
763,759

 
(2,935
)
 
760,824

 

 
760,824

 
 
Effect of exchange rate changes on cash and cash equivalents
(2,372
)
 

 
(2,372
)
 

 
(2,372
)
 
 
Net increase (decrease) in cash and cash equivalents and restricted cash
9,047

 
28,845

 
37,892

 
(18,998
)
 
18,894

 
c
Cash and cash equivalents and restricted cash at beginning of period
181,379

 

 
181,379

 
90,893

 
272,272

 
 
Cash and cash equivalents and restricted cash at end of period
$
190,426

 
$
28,845

 
$
219,271

 
$
71,895

 
$
291,166

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2016-18 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.



Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.8 million reduction of net income for the six months ended February 28, 2018. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three and six months ended February 28, 2018, above. The impact of the adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassifications of less than $13.0 million between operating activity line items in the Consolidated Statement of Cash Flows; however, none of the freight derivatives and related misstatements impacted the classifications between operating, investing or financing activities.

Intercompany misstatements
(b) The correction of intercompany misstatements did not impact net income for the six months ended February 28, 2018; however, the impact of adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassification adjustments of less than $6.0 million between line items in the Consolidated Statement of Cash Flows. None of the intercompany misstatements impacted the classifications between operating, investing or financing activities within the Consolidated Statement of Cash Flows.
    
Other misstatements
(c) The correction of other misstatements resulted in a $30.7 million increase of net income for the six months ended February 28, 2018. Refer to further details of the adjustments and their impact on net income (loss) in the Consolidated Statement of Operations section for the three and six months ended February 28, 2018, above. The impact of the adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassification adjustments between line items in the Consolidated Statements of Cash Flows. As a result, two misclassification adjustments were made between operating and financing activities, including a $3.1 million reduction of notes payable resulting from a duplicative entry and the misclassification of $6.0 million of cash associated with a timing difference for the application of in-transit cash. In addition, various misclassification adjustments were made between operating activity lines, the most significant of which related to (1) a $24.1 million decrease of inventory and increase in accounts receivable as of August 31, 2017, due to a timing difference related to the settlement of a single ocean vessel and (2) the $21.2 million net impact associated with the decrease of inventory and increase of accounts payable that resulted from the misclassification adjustment for certain items previously included within a contra-inventory account to accounts payable as of August 31, 2017, and February 28, 2018.
v3.19.1
Receivables
6 Months Ended
Feb. 28, 2019
Receivables [Abstract]  
Receivables
Receivables
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Trade accounts receivable
$
1,415,994

 
$
1,578,764

CHS Capital notes receivable
592,985

 
569,379

Other
441,710

 
534,071

 
2,450,689

 
2,682,214

Less: allowances and reserves
223,625

 
221,813

Total receivables
$
2,227,064

 
$
2,460,401



Trade Accounts

Trade accounts receivable are initially recorded at a selling price, which approximates fair value, upon the sale of goods or services to customers. Subsequently, trade accounts receivable are carried at net realizable value, which includes an allowance for estimated uncollectible amounts. We calculate this allowance based on our history of write-offs, level of past due accounts, and our relationships with, and the economic status of, our customers.

CHS Capital

Notes Receivable

CHS Capital, LLC ("CHS Capital"), our wholly-owned subsidiary, has short-term notes receivable from commercial and producer borrowers. The short-term notes receivable have maturity terms of 12 months or less and are reported at their outstanding unpaid principal balances, adjusted for the allowance of loan losses, as CHS Capital has the intent and ability to hold the applicable loans for the foreseeable future or until maturity or pay-off. The carrying value of CHS Capital short-term notes receivable approximates fair value, given the notes' short duration and the use of market pricing adjusted for risk.

The notes receivable from commercial borrowers are collateralized by various combinations of mortgages, personal property, accounts and notes receivable, inventories and assignments of certain regional cooperative's capital stock. These loans are primarily originated in the states of Minnesota, Wisconsin and North Dakota. CHS Capital also has loans receivable from producer borrowers that are collateralized by various combinations of growing crops, livestock, inventories, accounts receivable, personal property and supplemental mortgages and are originated in the same states as the commercial notes as well as in Michigan.

In addition to the short-term balances included in the table above, CHS Capital had long-term notes receivable, with durations of generally not more than 10 years, totaling $197.6 million and $203.0 million at February 28, 2019, and August 31, 2018, respectively. The long-term notes receivable are included in other assets on our Consolidated Balance Sheets. As of February 28, 2019, and August 31, 2018, the commercial notes represented 66% and 40%, respectively, and the producer notes represented 34% and 60%, respectively, of the total CHS Capital notes receivable.

CHS Capital has commitments to extend credit to customers if there are no violations of any contractually established conditions. As of February 28, 2019, CHS Capital's customers had additional available credit of $551.1 million.

Allowance for Loan Losses and Impairments

CHS Capital maintains an allowance for loan losses which is the estimate of potential incurred losses inherent in the loans receivable portfolio. In accordance with FASB ASC 450-20, Accounting for Loss Contingencies, and ASC 310-10, Accounting by Creditors for Impairment of a Loan, the allowance for loan losses consists of general and specific components. The general component is based on historical loss experience and qualitative factors addressing operational risks and industry trends. The specific component relates to loans receivable that are classified as impaired. Additions to the allowance for loan losses are reflected within reserve and impairment charges (recoveries), net in the Consolidated Statements of Operations. The portion of loans receivable deemed uncollectible is charged off against the allowance. Recoveries of previously charged off amounts increase the allowance for loan losses. The amount of CHS Capital notes that were past due was not significant at any reporting date presented.

Interest Income

Interest income is recognized on the accrual basis using a method that computes simple interest daily. The accrual of interest on commercial loans receivable is discontinued at the time the commercial loan receivable is 90 days past due unless the credit is well-collateralized and in process of collection. Past due status is based on contractual terms of the loan. Producer loans receivable are placed in nonaccrual status based on estimates and analysis due to the annual debt service terms inherent to CHS Capital’s producer loans. In all cases, loans are placed in nonaccrual status or charged off at an earlier date if collection of principal or interest is considered doubtful.

Other Receivables

Other receivables are comprised of certain other amounts recorded in the normal course of business, including receivables related to value-added taxes and pre-crop financing, primarily to Brazilian farmers, to finance a portion of supplier production costs. We do not bear any of the costs or operational risks associated with the related growing crops, though our ability to be paid depends on the crops actually produced. The financing is collateralized by future crops, land and physical assets of the suppliers, carries a local market interest rate and settles when the farmer’s crop is harvested and sold.
v3.19.1
Revenues (Notes)
6 Months Ended
Feb. 28, 2019
Revenue from Contract with Customer [Abstract]  
Revenues
Revenues

Adoption of New Revenue Guidance

As described in Note 1, Basis of Presentation and Significant Accounting Policies, we adopted the guidance within ASU 2014-09 as of September 1, 2018, using the modified retrospective transition approach. Consistent with other companies that actively trade commodities, a majority of our revenues are attributable to forward commodity sales contracts that are considered to be physically settled derivatives under ASC 815, Derivatives and Hedging (ASC Topic 815) and therefore fall outside the scope of ASC Topic 606. As a result, these revenues are not subject to the provisions of the new revenue guidance and the impact of adoption is limited to our revenue streams that fall within the scope of the new revenue guidance.

The majority of our revenue streams that fall within the scope of the new revenue guidance are recognized at a point-in-time; however, the adoption of ASU 2014-09 resulted in a minimal number of changes to the timing of revenue recognition for certain revenue streams. Under the modified retrospective method of adoption, we determined the cumulative effect of adoption for all contracts with customers that had not been completed as of the adoption date and recognized an adjustment of less than $1.0 million to the opening capital reserves balance within the Consolidated Balance Sheet as of September 1, 2018. Additionally, the impact of applying ASC Topic 606 compared to previous guidance during the three and six months ended February 28, 2019, was an overall decrease to revenues of $9.6 million and $22.6 million, respectively, which was primarily related to the change in revenue recognition for certain contracts from a gross basis to a net basis.

The change in accounting for revenue recognition under ASU 2014-09 did not have a material impact on our Consolidated Statements of Operations for the three and six months ended February 28, 2019, or Consolidated Balance Sheet as of February 28, 2019.

Revenue Recognition Accounting Policy and Performance Obligations

We provide a wide variety of products and services, from agricultural inputs such as fuels, farm supplies and crop nutrients, to agricultural outputs that include grain and oilseed, processed grains and oilseeds and food products, and ethanol production and marketing. We primarily conduct our operations and derive revenues within our Energy and Ag businesses. Our Energy business derives its revenues through refining, wholesaling and retailing of petroleum products. Our Ag business derives its revenues through the origination and marketing of grain, including service activities conducted at export terminals; through wholesale sales of crop nutrients and processed sunflowers; from sales of soybean meal, soybean refined oil and soyflour products; through the production and marketing of renewable fuels; and through retail sales of petroleum and agronomy products, and feed and farm supplies.

Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which generally occurs when control of the goods has transferred to customers. For the majority of our contracts with customers, control transfers to customers at a point-in-time when goods/services have been delivered, as that is generally when legal title, physical possession and risks and rewards of goods/services transfer to the customer. In limited arrangements, control transfers over time as the customer simultaneously receives and consumes the benefits of the service as we complete our performance obligation(s).

Revenue is recognized at the transaction price that we expect to be entitled to in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. We follow a policy of recognizing revenue at the point-in-time or over the period of time that we satisfy our performance obligation by transferring control over a product or service to a customer in accordance with the underlying contract. For physically settled derivative sales contracts that are outside the scope of the revenue guidance, we recognize revenue when control of the inventory is transferred within the meaning of ASC Topic 606.
 
The amount of revenue recognized during the three and six months ended February 28, 2019, for performance obligations that were fully satisfied in previous periods was not material.

Shipping and Handling Costs

Shipping and handling amounts billed to a customer as part of a sales transaction are included in revenues, and the related costs are included in cost of goods sold. Shipping and handling is treated as a fulfillment activity rather than a promised service, and therefore is not considered a separate performance obligation.

Taxes Collected from Customers and Remitted to Governmental Authorities
 
Revenue is recorded net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded as current liabilities until remitted to the relevant government authority.

Contract Costs

Commissions related to contracts with a duration of less than one year are expensed as incurred. We recognize incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets we otherwise would have recognized is one year or less.

Disaggregation of Revenues

The following table presents revenues recognized under ASC Topic 606 disaggregated by reportable segment, as well as the amount of revenues recognized under ASC Topic 815 and other applicable accounting guidance for the three and six months ended February 28, 2019. Other applicable accounting guidance primarily includes revenues recognized under ASC Topic 840, Leases and ASC Topic 470, Debt that fall outside the scope of ASC Topic 606.
 
 
ASC 606
 
ASC 815
 
Other Guidance
 
Total Revenues
For the Three Months Ended February 28, 2019:
 
(Dollars in thousands)
Energy
 
$
1,310,529

 
$
164,248

 
$

 
$
1,474,777

Ag
 
984,000

 
3,976,765

 
33,780

 
4,994,545

Corporate and Other
 
4,744

 

 
9,473

 
14,217

Total revenues
 
$
2,299,273

 
$
4,141,013

 
$
43,253

 
$
6,483,539

 
 
 
 
 
 
 
 
 
For the Six Months Ended February 28, 2019:
 
 
 
 
 
 
 
 
Energy
 
$
3,173,056

 
$
463,009

 
$

 
$
3,636,065

Ag
 
2,339,825

 
8,890,193

 
69,924

 
11,299,942

Corporate and Other
 
9,978

 

 
21,843

 
31,821

Total revenues
 
$
5,522,859

 
$
9,353,202

 
$
91,767

 
$
14,967,828



Less than 1% of revenues accounted for under ASC Topic 606 included within the table above are recorded over time; these revenues are primarily related to service contracts.

Our Energy segment derives its revenues through refining, wholesaling and retailing of petroleum products. Our Energy segment produces and sells (primarily wholesale) gasoline, diesel fuel, propane, asphalt, lubricants and other related products and provides transportation services. We are the nation's largest cooperative energy company, with operations that include petroleum refining and pipelines; the supply, marketing and distribution of refined fuels (gasoline, diesel fuel and other energy products); the blending, sale and distribution of lubricants; and the wholesale supply of propane and other natural gas liquids. For the majority of revenues arising from sales to Energy customers, we satisfy our performance obligation of providing energy products such as gasoline, diesel fuel, propane, asphalt, lubricants and other related products at the point-in-time that the finished petroleum product is delivered or made available to the wholesale or retail customer, at which point control is considered to have been transferred to the customer and revenue can be recognized, as there are no remaining performance obligations that we need to satisfy in order to be entitled to the agreed-upon transaction price as stated in the contract. For fixed and provisionally-priced derivative sales contracts that are accounted for under the provisions of the derivative accounting guidance and are outside the scope of the revenue recognition guidance, we recognize revenue when control of the inventory is transferred within the meaning of ASC Topic 606.

Our Ag segment derives its revenues through the origination and marketing of grain, including service activities conducted at export terminals; through wholesale sales of crop nutrients and processed sunflowers; from sales of soybean meal, soybean refined oil and soyflour products; through the production and marketing of renewable fuels; and through retail sales of petroleum and agronomy products, and feed and farm supplies. For the majority of revenues arising from sales to Ag customers, we satisfy our performance obligation of delivering a commodity or other agricultural end product to a customer at the point-in-time that the commodity or other end-product (wholesale grain, crop nutrients/agronomy products, soybean products, ethanol or country operations retail products) has been delivered or is made available to the customer, at which point control is considered to have been transferred to the customer and revenue can be recognized, as there are no remaining performance obligations that need to be satisfied in order to be entitled to the agreed-upon transaction price as stated in the contract. The amount of revenue recognized follows the contractually specified price, which may include freight or other contractually specified cost components. For fixed and provisionally-priced derivative sales contracts that are accounted for under the provisions of the derivative accounting guidance and are outside the scope of the revenue recognition guidance, we recognize revenue when control of the inventory is transferred within the meaning of ASC Topic 606.

Corporate and Other primarily consists of our financing and hedging businesses, which are presented together due to the similar nature of their products and services as well as the relatively lower amount of revenues for those businesses compared to our Ag and Energy businesses. Prior to its sale on May 4, 2018, our insurance business was also included in Corporate and Other. Revenues arising from Corporate and Other are primarily comprised of revenues generated by our hedging and financing businesses. Revenues from our hedging business are primarily recognized at the point-in-time that the hedging transaction is completed after we have fully satisfied all performance obligations under the contract, and revenues arising from our financing business are recognized in accordance with ASC Topic 470, Debt, and fall outside the scope of ASC Topic 606.

Contract Assets and Contract Liabilities

Contract assets relate to unbilled amounts arising from goods that have already been transferred to the customer where the right to payment is not conditional upon the passage of time. This results in the recognition of an asset, as the amount of revenue recognized at a certain point-in-time exceeds the amount billed to the customer. Contract assets are recorded in accounts receivable within our Consolidated Balance Sheets and were immaterial as of February 28, 2019, and August 31, 2018.

Contract liabilities relate to advance payments from customers for goods and services that we have yet to provide. Contract liabilities of $560.4 million and $167.2 million as of February 28, 2019, and August 31, 2018, respectively, are recorded within customer advance payments on our Consolidated Balance Sheets. For the three and six months ended February 28, 2019, we recognized revenues of $45.8 million and $130.1 million, respectively, which were included in the customer advance payments balance at the beginning of the period.

Practical Expedients

We applied ASC Topic 606 utilizing the following allowable exemptions or practical expedients:

Election to not disclose the unfulfilled performance obligation balance for contracts with an original duration of one year or less.
Recognition of the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that would otherwise have been recognized is one year or less.
Election to present revenues net of sales taxes and other similar taxes.
Practical expedient to treat shipping and handling as a fulfillment activity rather than a promised service, resulting in the conclusion that shipping and handling is not a separate performance obligation.
v3.19.1
Inventories
6 Months Ended
Feb. 28, 2019
Inventory Disclosure [Abstract]  
Inventories
Inventories        
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Grain and oilseed
$
1,350,927

 
$
1,298,522

Energy
827,468

 
715,161

Crop nutrients
469,946

 
246,326

Feed and farm supplies
771,810

 
391,906

Processed grain and oilseed
114,177

 
99,426

Other
20,452

 
17,308

Total inventories
$
3,554,780

 
$
2,768,649


As of February 28, 2019, we valued approximately 18% of inventories, primarily related to our Energy segment, using the lower of cost, determined on the LIFO method, or net realizable value (16% as of August 31, 2018). If the FIFO method of accounting had been used, inventories would have been higher than the reported amount by $219.8 million and $345.0 million as of February 28, 2019, and August 31, 2018, respectively. An actual valuation of inventory under the LIFO method can be made only at the end of each year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management's estimates of expected year-end inventory levels and are subject to the final year-end LIFO inventory valuation.
v3.19.1
Investments
6 Months Ended
Feb. 28, 2019
Investments [Abstract]  
Investments
Investments
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Equity method investments:
 
 
 
CF Industries Nitrogen, LLC
$
2,725,095

 
$
2,735,073

Ventura Foods, LLC
372,220

 
360,150

Ardent Mills, LLC
208,989

 
205,898

Other equity method investments
288,513

 
288,016

Other investments
123,280

 
122,788

Total investments
$
3,718,097

 
$
3,711,925



Equity Method Investments

Joint ventures and other investments, in which we have significant ownership and influence, but not control, are accounted for in our consolidated financial statements using the equity method of accounting. Our primary equity method investments are described below.

CF Nitrogen

On February 1, 2016, we invested $2.8 billion in CF Industries Nitrogen, LLC ("CF Nitrogen"), commencing our strategic venture with CF Industries Holdings, Inc. ("CF Industries"). The investment consists of an approximate 10% membership interest (based on product tons) in CF Nitrogen. We account for this investment using the hypothetical liquidation at book value method, recognizing our share of the earnings and losses of CF Nitrogen based upon our contractual claims on the entity's net assets pursuant to the liquidation provisions of CF Nitrogen's limited liability company agreement, adjusted for the semi-annual cash distributions we receive as a result of our membership interest in CF Nitrogen. For the three months ended February 28, 2019, and 2018, this amount was $35.5 million and $24.0 million, respectively. For the six months ended February 28, 2019, and 2018, this amount was $76.5 million and $44.3 million, respectively. These amounts are included as equity income from investments in our Nitrogen Production segment.


Ventura Foods and Ardent Mills
    
We have a 50% interest in Ventura Foods, LLC ("Ventura Foods"), which is a joint venture that produces and distributes primarily vegetable oil-based products, and we have a 12% interest in Ardent Mills, LLC ("Ardent Mills"), which is a joint venture with Cargill Incorporated and ConAgra Foods, Inc. that combines the North American flour milling operations of the three parent companies. We account for Ventura Foods and Ardent Mills as equity method investments included in Corporate and Other.

The following table provides aggregate summarized unaudited financial information for our equity method investments in CF Nitrogen, Ventura Foods and Ardent Mills for the six months ended February 28, 2019, and 2018:
 
For the Six Months Ended
February 28,
 
2019
 
2018
 
(Dollars in thousands)
Net sales
$
4,385,722

 
$
3,788,709

Gross profit
615,772

 
420,912

Net earnings
382,852

 
227,988

Earnings attributable to CHS Inc.
108,552

 
61,432



Our investments in other equity method investees are not significant in relation to our consolidated financial statements, either individually or in the aggregate.
v3.19.1
Goodwill and Other Intangible Assets (Notes)
6 Months Ended
Feb. 28, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets Disclosure [Text Block]
Goodwill and Other Intangible Assets

Goodwill of $138.5 million is included in other assets on our Consolidated Balance Sheets as of February 28, 2019, and August 31, 2018. There were no changes in the net carrying amount of goodwill for the six months ended February 28, 2019.
 
Intangible assets subject to amortization primarily include customer lists, trademarks and non-compete agreements, and are amortized over their respective useful lives (ranging from 2 to 30 years). Information regarding intangible assets that are included in other assets on our Consolidated Balance Sheets is as follows:
 
February 28,
2019
 
August 31,
2018
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
(Dollars in thousands)
Customer lists
$
40,815

 
$
(14,500
)
 
$
26,315

 
$
40,815

 
$
(13,082
)
 
$
27,733

Trademarks and other intangible assets
6,536

 
(5,038
)
 
1,498

 
6,536

 
(4,931
)
 
1,605

Total intangible assets
$
47,351

 
$
(19,538
)
 
$
27,813

 
$
47,351

 
$
(18,013
)
 
$
29,338



Total amortization expense for intangible assets during the three and six months ended February 28, 2019, was $0.8 million and $1.5 million, respectively. Total amortization expense for intangible assets during the three and six months ended February 28, 2018, was $0.8 million and $1.7 million, respectively. The estimated annual amortization expense related to intangible assets subject to amortization for the next five years is as follows:
 
(Dollars in thousands)
Year 1
$
3,034

Year 2
2,958

Year 3
2,877

Year 4
2,787

Year 5
2,667

v3.19.1
Notes Payable and Long-Term Debt
6 Months Ended
Feb. 28, 2019
Debt Disclosure [Abstract]  
Notes Payable and Long-Term Debt
Notes Payable and Long-Term Debt

Our notes payable and long-term debt are subject to various restrictive requirements for maintenance of minimum consolidated net worth and other financial ratios. We were in compliance with our debt covenants as of February 28, 2019. The table below summarizes our notes payable as of February 28, 2019, and August 31, 2018.


February 28, 2019

August 31, 2018

(Dollars in thousands)
Notes payable
$
1,857,728


$
1,437,264

CHS Capital notes payable
785,463


834,932

Total notes payable
$
2,643,191


$
2,272,196


On February 28, 2019, our primary line of credit was a five-year, unsecured revolving credit facility with a committed amount of $3.0 billion that expires in September 2020. The outstanding balance on this facility was $604.0 million at February 28, 2019. There was no outstanding balance at August 31, 2018.

On June 28, 2018, we amended our existing receivables and loans securitization facility (the "Securitization Facility") with certain unaffiliated financial institutions (the "Purchasers"). Under the Securitization Facility, we and certain of our subsidiaries (the "Originators") sell trade accounts and notes receivable (the "Receivables") to Cofina Funding, LLC ("Cofina"), a wholly-owned bankruptcy-remote indirect subsidiary of CHS. Cofina in turn transfers the Receivables to the Purchasers, which is accounted for as a secured borrowing. During the period from July 2017 through the amendment of the Securitization Facility in June 2018, CHS accounted for Receivables sold under the Securitization Facility as a sale of financial assets pursuant to ASC 860, Transfers and Servicing, and the Receivables sold were derecognized from our Consolidated Balance Sheets. We use the proceeds from the sale of Receivables under the Securitization Facility for general corporate purposes and settlements are made on a monthly basis. The Securitization Facility terminates on June 17, 2019, but may be extended.

On September 4, 2018, we entered into a repurchase facility (the "Repurchase Facility") related to the Securitization Facility. Under the Repurchase Facility, we can borrow up to $150 million, collateralized by a subordinated note issued by Cofina in favor of the Originators and representing a portion of the outstanding balance of the Receivables sold by the Originators to Cofina under the Securitization Facility. As of February 28, 2019, the outstanding balance under the Repurchase Facility was $150 million.

Interest expense for the three months ended February 28, 2019, and 2018, was $41.3 million and $40.2 million, respectively, net of capitalized interest of $2.6 million and $1.3 million, respectively. Interest expense for the six months ended February 28, 2019, and 2018, was $80.2 million and $80.9 million, respectively, net of capitalized interest of $4.6 million and $3.1 million, respectively.
v3.19.1
Equities
6 Months Ended
Feb. 28, 2019
Equity [Abstract]  
Equities
Equities

Changes in Equities

Changes in equities for the six months ended February 28, 2019, and 2018 are as follows:
 
Equity Certificates
 
 
 
Accumulated
Other
Comprehensive
Loss
 
 
 
 
 
 
 
Capital
Equity
Certificates
 
Nonpatronage
Equity
Certificates
 
Nonqualified Equity Certificates
 
Preferred
Stock
 
 
Capital
Reserves
 
Noncontrolling
Interests
 
Total
Equities
 
(Dollars in thousands)
Balance, August 31, 2018
$
3,837,580

 
$
29,498

 
$
742,378

 
$
2,264,038

 
$
(199,915
)
 
$
1,482,003

 
$
9,446

 
$
8,165,028

Reversal of prior year redemption estimates
24,072

 

 

 

 

 

 

 
24,072

Redemptions of equities
(22,004
)
 
(183
)
 
(1,885
)
 

 

 

 

 
(24,072
)
Preferred stock dividends

 

 

 

 

 
(84,334
)
 

 
(84,334
)
Reclassification of unrealized (gain) loss on investments

 

 

 

 
(4,706
)
 
4,706

 

 

Other, net
(409
)
 

 
(26
)
 

 

 
3,436

 
318

 
3,319

Net income (loss)

 

 

 

 

 
347,504

 
(389
)
 
347,115

Other comprehensive income (loss), net of tax

 

 

 

 
389

 

 

 
389

Estimated 2019 cash patronage refunds

 

 

 

 

 
(89,344
)
 

 
(89,344
)
Estimated 2019 equity redemptions
(50,081
)
 

 

 

 

 

 

 
(50,081
)
Balance, November 30, 2018
$
3,789,158

 
$
29,315

 
$
740,467

 
$
2,264,038

 
$
(204,232
)
 
$
1,663,971

 
$
9,375

 
$
8,292,092

Reversal of prior year patronage and redemption estimates
6,681

 

 
(345,330
)
 

 

 
420,330

 

 
81,681

Distribution of 2018 patronage refunds

 

 
349,353

 

 

 
(424,333
)
 

 
(74,980
)
Redemptions of equities
(5,988
)
 
(74
)
 
(619
)
 

 

 

 

 
(6,681
)
Preferred stock dividends

 

 

 

 

 
(42,167
)
 

 
(42,167
)
Other, net
(774
)
 

 
2,589

 

 

 
(2,888
)
 
(581
)
 
(1,654
)
Net income (loss)

 

 

 

 

 
248,766

 
(462
)
 
248,304

Other comprehensive income (loss), net of tax

 

 

 

 
14,884

 

 

 
14,884

Estimated 2019 cash patronage refunds

 

 

 

 

 
(69,400
)
 

 
(69,400
)
Estimated 2019 equity redemptions
(39,850
)
 

 

 

 

 

 

 
(39,850
)
Balance, February 28, 2019
$
3,749,227

 
$
29,241

 
$
746,460

 
$
2,264,038

 
$
(189,348
)
 
$
1,794,279

 
$
8,332

 
$
8,402,229





 
Equity Certificates
 
 
 
Accumulated
Other
Comprehensive
Loss*
 
 
 
 
 
 
 
Capital
Equity
Certificates
 
Nonpatronage
Equity
Certificates
 
Nonqualified Equity Certificates
 
Preferred
Stock
 
 
Capital
Reserves*
 
Noncontrolling
Interests*
 
Total
Equities*
 
(Dollars in thousands)
Balance, August 31, 2017
$
3,906,426

 
$
29,836

 
$
405,387

 
$
2,264,038

 
$
(180,360
)
 
$
1,267,808

 
$
12,505

 
$
7,705,640

Reversal of prior year redemption estimates
1,561

 

 

 

 

 

 

 
1,561

Redemptions of equities
(1,449
)
 
(53
)
 
(59
)
 

 

 

 

 
(1,561
)
Preferred stock dividends

 

 

 

 

 
(84,334
)
 

 
(84,334
)
Other, net
(1,498
)
 
(66
)
 
(344
)
 

 

 
3,954

 
(2
)
 
2,044

Net income (loss)

 

 

 

 

 
187,646

 
(464
)
 
187,182

Other comprehensive income (loss), net of tax

 

 

 

 
3,019

 

 

 
3,019

Estimated 2018 cash patronage refunds

 

 

 

 

 
(50,702
)
 

 
(50,702
)
Estimated 2018 equity redemptions
(19,901
)
 

 

 

 

 

 

 
(19,901
)
Balance, November 30, 2017 (As Restated)
$
3,885,139

 
$
29,717

 
$
404,984

 
$
2,264,038

 
$
(177,341
)
 
$
1,324,372

 
$
12,039

 
$
7,742,948

Reversal of prior year patronage and redemption estimates
1,060

 

 
(126,333
)
 

 

 
126,333

 

 
1,060

Distribution of 2017 patronage refunds

 

 
128,858

 

 

 
(128,858
)
 

 

Redemptions of equities
(953
)
 
(16
)
 
(91
)
 

 

 

 

 
(1,060
)
Preferred stock dividends

 

 

 

 

 
(42,167
)
 

 
(42,167
)
Other, net
(2,652
)
 
(45
)
 
(1
)
 

 

 
816

 
(60
)
 
(1,942
)
Net income (loss)

 

 

 

 

 
166,007

 
(48
)
 
165,959

Other comprehensive income (loss), net of tax

 

 

 

 
10,111

 

 

 
10,111

Estimated 2018 cash patronage refunds

 

 

 

 

 
3,823

 

 
3,823

Estimated 2018 equity redemptions
(12,375
)
 

 

 

 

 

 

 
(12,375
)
Balance, February 28, 2018 (As Restated)
$
3,870,219

 
$
29,656

 
$
407,417

 
$
2,264,038

 
$
(167,230
)
 
$
1,450,326

 
$
11,931

 
$
7,866,357

* Certain amounts associated with Accumulated Other Comprehensive Loss, Capital Reserves and Noncontrolling Interests in the changes in equities table above were restated to reflect the impact of the misstatements associated with the restatement of previously issued financial statements. Note that the majority of the restatement adjustments within the changes in equities table above relate to the opening restatement adjustments to the August 31, 2017, balances. Additionally, the misstatements for activity in the changes in equities table above relates primarily to net income (loss) during the first quarter of fiscal 2018. Refer to further details included within Note 2, Restatement of Previously Issued Financial Information.

Preferred Stock Dividends

The following is a summary of dividends per share by class of preferred stock for the three and six months ended February 28, 2019, and 2018. Note that due to the timing of dividend declarations during the first quarter of each fiscal year, the per share amount of dividends is comprised of two quarterly dividend declarations for those periods.

 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
Nasdaq
symbol
 
2019
 
2018
 
2019
 
2018
 
(Dollars per share)
8% Cumulative Redeemable
CHSCP
 
$
0.50

 
0.50

 
1.50

 
1.50

Class B Cumulative Redeemable, Series 1
CHSCO
 
$
0.49

 
0.49

 
1.48

 
1.48

Class B Reset Rate Cumulative Redeemable, Series 2
CHSCN
 
$
0.44

 
0.44

 
1.33

 
1.33

Class B Reset Rate Cumulative Redeemable, Series 3
CHSCM
 
$
0.42

 
0.42

 
1.27

 
1.27

Class B Cumulative Redeemable, Series 4
CHSCL
 
$
0.47

 
0.47

 
1.41

 
1.41













Accumulated Other Comprehensive Income (Loss)        

Changes in accumulated other comprehensive income (loss) by component, net of tax, are as follows for the six months ended February 28, 2019, and 2018:
 
Pension and Other Postretirement Benefits
 
Unrealized Net Gain on Available for Sale Investments
 
Cash Flow Hedges
 
Foreign Currency Translation Adjustment
 
Total
 
(Dollars in thousands)
Balance as of August 31, 2018, net of tax
$
(140,335
)
 
$
8,861

 
$
(5,882
)
 
$
(62,559
)
 
$
(199,915
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications
175

 

 
(317
)
 
(25
)
 
(167
)
Amounts reclassified out
2,565

 

 
(1,475
)
 

 
1,090

Total other comprehensive income (loss), before tax
2,740

 

 
(1,792
)
 
(25
)
 
923

Tax effect
(639
)
 

 
485

 
(380
)
 
(534
)
Other comprehensive income (loss), net of tax
2,101

 

 
(1,307
)
 
(405
)
 
389

Reclassifications
416

 
(8,861
)
 
983

 
2,756

 
(4,706
)
Balance as of November 30, 2018, net of tax
$
(137,818
)
 
$

 
$
(6,206
)
 
$
(60,208
)
 
$
(204,232
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications
102

 

 
18,954

 
3,176

 
22,232

Amounts reclassified out
2,564

 

 
(5,677
)
 

 
(3,113
)
Total other comprehensive income (loss), before tax
2,666

 

 
13,277

 
3,176

 
19,119

Tax effect
(664
)
 

 
(3,308
)
 
(263
)
 
(4,235
)
Other comprehensive income (loss), net of tax
2,002

 

 
9,969

 
2,913

 
14,884

Balance as of February 28, 2019, net of tax
$
(135,816
)
 
$

 
$
3,763

 
$
(57,295
)
 
$
(189,348
)


 
Pension and Other Postretirement Benefits
 
Unrealized Net Gain on Available for Sale Investments
 
Cash Flow Hedges
 
Foreign Currency Translation Adjustment
 
Total
 
(Dollars in thousands)
Balance as of August 31, 2017, net of tax
$
(132,444
)
 
$
10,041

 
$
(6,954
)
 
$
(51,003
)
 
$
(180,360
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications

 
4,044

 
(435
)
 
(612
)
 
2,997

Amounts reclassified out
4,214

 

 
429

 
(2,042
)
 
2,601

Total other comprehensive income (loss), before tax
4,214

 
4,044

 
(6
)
 
(2,654
)
 
5,598

Tax effect
(2,620
)
 
(404
)
 
2

 
443

 
(2,579
)
Other comprehensive income (loss), net of tax
1,594

 
3,640

 
(4
)
 
(2,211
)
 
3,019

Balance as of November 30, 2017, net of tax (As Restated)
$
(130,850
)
 
$
13,681

 
$
(6,958
)
 
$
(53,214
)
 
$
(177,341
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications

 
6,562

 
1,081

 
2,774

 
10,417

Amounts reclassified out
4,451

 
(1,527
)
 
425

 

 
3,349

Total other comprehensive income (loss), before tax
4,451

 
5,035

 
1,506

 
2,774

 
13,766

Tax effect
(1,309
)
 
(1,481
)
 
(443
)
 
(422
)
 
(3,655
)
Other comprehensive income (loss), net of tax
3,142

 
3,554

 
1,063

 
2,352

 
10,111

Balance as of February 28, 2018, net of tax (As Restated)
$
(127,708
)
 
$
17,235

 
$
(5,895
)
 
$
(50,862
)
 
$
(167,230
)

    
Amounts reclassified from accumulated other comprehensive income (loss) were related to pension and other postretirement benefits, cash flow hedges, available for sale investments and foreign currency translation adjustments. Pension and other postretirement reclassifications include amortization of net actuarial loss, prior service credit and transition amounts and are recorded as cost of goods sold and marketing, general and administrative expenses (see Note 11, Benefit Plans, for further information). Amortization related to gains or losses on cash flow hedges was recorded to interest expense. Gains or losses on the sale of available for sale investments are recorded to other income. Foreign currency translation reclassifications related to sales of businesses are recorded to other income.
v3.19.1
Income Taxes
6 Months Ended
Feb. 28, 2019
Income Tax Disclosure [Abstract]  
Income Taxes
Income Taxes

On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the "Tax Act") was enacted into law. The Tax Act provides for significant U.S. tax law changes and reduces the federal corporate statutory tax rate from 35% to 21% as of January 1, 2018. As a fiscal year-end taxpayer, our annual statutory federal corporate tax rate applicable to fiscal 2018 is a blended rate of 25.7%. Beginning in fiscal 2019, our annual statutory federal corporate tax rate is 21%.

The Tax Act also requires companies to pay a one-time repatriation tax on certain unrepatriated earnings of foreign subsidiaries that were previously tax deferred ("transition tax"). We do not have any unrepatriated earnings for foreign subsidiaries and have not recorded a liability for the transition tax.

The Tax Act initially repealed the Domestic Production Activities Deduction ("DPAD") and enacted the Deduction for Qualified Business Income of Pass-Thru Entities ("QBI Deduction"); however, the Consolidated Appropriations Act, 2018 (the "Appropriations Act") enacted into law on March 23, 2018, impacted these deductions. The Appropriations Act modifies the QBI Deduction under Section 199A of the Tax Act to reenact DPAD for agricultural and horticultural cooperatives as it existed prior to the enactment of the Tax Act, and it also modifies the QBI Deduction available to cooperative patrons as enacted by the Tax Act.

As of August 31, 2018, the effects of the Tax Act were provisional in accordance with the SEC's Staff Accounting Bulletin No.118. No adjustments were recorded for the six months ended February 28, 2019, associated with the remeasurement of deferred tax balances or the one-time transition tax, and in accordance with Staff Accounting Bulletin No.118, the amounts are no longer provisional.
v3.19.1
Benefit Plans
6 Months Ended
Feb. 28, 2019
Retirement Benefits [Abstract]  
Benefit plans
Benefit Plans

We have various pension and other defined benefit and defined contribution plans, in which substantially all employees may participate. We also have non-qualified supplemental executive and Board retirement plans.

Components of net periodic benefit costs for the three and six months ended February 28, 2019, and 2018, are as follows:
 
Qualified
Pension Benefits
 
Non-Qualified
Pension Benefits
 
Other Benefits
 
2019
 
2018
 
2019
 
2018
 
2019
 
2018
Components of net periodic benefit costs for the three months ended February 28 are as follows:
 (Dollars in thousands)
  Service cost
$
9,648

 
$
9,920

 
$
78

 
$
137

 
$
263

 
$
236

  Interest cost
7,099

 
5,991

 
187

 
178

 
274

 
227

  Expected return on assets
(11,242
)
 
(12,049
)
 

 

 

 

  Prior service cost (credit) amortization
42

 
360

 
(19
)
 
7

 
(139
)
 
(142
)
  Actuarial (gain) loss amortization
3,087

 
4,511

 
1

 
16

 
(407
)
 
(306
)
  Settlement (gain) loss
169

 

 

 

 

 

Net periodic benefit cost
$
8,803

 
$
8,733

 
$
247

 
$
338

 
$
(9
)
 
$
15

Components of net periodic benefit costs for the six months ended February 28 are as follows:
 
  Service cost
$
19,296

 
$
19,839

 
$
155

 
$
274

 
$
527

 
$
472

  Interest cost
14,198

 
11,992

 
374

 
356

 
547

 
454

  Expected return on assets
(22,484
)
 
(24,089
)
 

 

 

 

  Prior service cost (credit) amortization
85

 
719

 
(37
)
 
15

 
(278
)
 
(283
)
  Actuarial (gain) loss amortization
6,174

 
11,399

 
1

 
30

 
(814
)
 
(612
)
  Settlement (gain) loss
169

 

 

 

 

 

Net periodic benefit cost
$
17,438

 
$
19,860

 
$
493

 
$
675

 
$
(18
)
 
$
31



The service cost component of defined benefit net periodic benefit cost is recorded in cost of goods sold and marketing, general and administrative expenses. The other components of net periodic benefit cost are reflected in other (income) loss.

Employer Contributions

Total contributions to be made during fiscal 2019 will depend primarily on market returns on the pension plan assets and minimum funding level requirements. During the six months ended February 28, 2019, we made no contributions to the pension plans. At this time, we do not anticipate being required to make a contribution for our benefit plans in fiscal 2019.
v3.19.1
Segment Reporting
6 Months Ended
Feb. 28, 2019
Segment Reporting [Abstract]  
Segment Reporting
        Segment Reporting

We define our operating segments in accordance with ASC Topic 280, Segment Reporting, to reflect the manner in which our chief operating decision maker, our Chief Executive Officer, evaluates performance and allocates resources in managing our business. We have aggregated those operating segments into three reportable segments: Energy, Ag and Nitrogen Production.

Our Energy segment produces and provides primarily for the wholesale distribution of petroleum products and transportation of those products. Our Ag segment purchases and further processes or resells grains and oilseeds originated by our country operations business, by our member cooperatives and by third parties; serves as a wholesaler and retailer of crop inputs; and produces and markets ethanol. Our Nitrogen Production segment consists solely of our equity method investment in CF Nitrogen, which entitles us, pursuant to a supply agreement that we entered into with CF Nitrogen, to purchase up to a specified annual quantity of granular urea and urea ammonium nitrate annually from CF Nitrogen. Insignificant operating segments have been aggregated within Corporate and Other. 

Corporate administrative expenses and interest are allocated to each business segment, and Corporate and Other, based on direct usage for services, such as information technology and legal, and other factors or considerations relevant to the costs incurred.

Many of our business activities are highly seasonal and operating results vary throughout the year. For example, in our Ag segment, our crop nutrients and country operations businesses generally experience higher volumes and income during the spring planting season and in the fall, which corresponds to harvest. Our grain marketing operations are also subject to fluctuations in volume and earnings based on producer harvests, world grain prices and demand. Our Energy segment generally experiences higher volumes and profitability in certain operating areas, such as refined products, in the summer and early fall when gasoline and diesel fuel usage is highest and is subject to global supply and demand forces. Other energy products, such as propane, may experience higher volumes and profitability during the winter heating and fall crop drying seasons.

Our revenues, assets and cash flows can be significantly affected by global trade and associated market prices for commodities such as petroleum products, natural gas, ethanol, grains, oilseeds, crop nutrients and flour. Changes in market prices for commodities that we purchase without a corresponding change in the selling prices of those products can affect revenues and operating earnings. Commodity prices are affected by a wide range of factors beyond our control, including the weather, crop damage due to disease or insects, drought, the availability and adequacy of supply, government regulations and policies, world events, global trade disputes, and general political and economic conditions.

While our revenues and operating results are derived from businesses and operations that are wholly owned and majority owned, a portion of our business operations are conducted through companies in which we hold ownership interests of 50% or less and do not control the operations. See Note 6, Investments, for more information on these entities.

Reconciling Amounts represent the elimination of revenues and interest between segments. Such transactions are executed at market prices to more accurately evaluate the profitability of the individual business segments.
        
Segment information for the three and six months ended February 28, 2019, and 2018, is presented in the tables below.

Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Three Months Ended February 28, 2019:
(Dollars in thousands)
Revenues, including intersegment revenues
$
1,570,968


$
4,998,137


$

 
$
16,694


$
(102,260
)

$
6,483,539

Operating earnings (loss)
301,721


(47,129
)

(9,880
)
 
4,933




249,645

Interest expense
(1,652
)

25,398


15,342

 
3,299


(1,118
)

41,269

Other (income) loss
(2,217
)
 
(10,257
)
 
(392
)
 
(15
)
 
1,118

 
(11,763
)
Equity (income) loss from investments
(995
)

128


(35,542
)
 
(5,307
)



(41,716
)
Income (loss) before income taxes
$
306,585


$
(62,398
)

$
10,712

 
$
6,956


$


$
261,855

Intersegment revenues
$
(96,191
)

$
(3,592
)

$

 
$
(2,477
)

$
102,260


$

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Three Months Ended February 28, 2018: (As Restated)
(Dollars in thousands)
Revenues, including intersegment revenues
$
1,771,809

 
$
5,300,503

 
$

 
$
13,168

 
$
(105,327
)
 
$
6,980,153

Operating earnings (loss)
25,318

 
(53,125
)
 
(7,239
)
 
(6,197
)
 


 
(41,243
)
(Gain) loss on disposal of business

 
(7,705
)
 

 

 

 
(7,705
)
Interest expense
2,629

 
22,784

 
12,676

 
2,665

 
(578
)
 
40,176

Other (income) loss
(1,122
)
 
(9,112
)
 
(433
)
 
(2,455
)
 
578

 
(12,544
)
Equity (income) loss from investments
(660
)
 
(5,567
)
 
(24,012
)
 
(9,202
)
 

 
(39,441
)
Income (loss) before income taxes
$
24,471

 
$
(53,525
)
 
$
4,530

 
$
2,795

 
$

 
$
(21,729
)
Intersegment revenues
$
(100,010
)
 
$
(3,575
)
 
$

 
$
(1,742
)
 
$
105,327

 
$



 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Six Months Ended February 28, 2019:
(Dollars in thousands)
Revenues, including intersegment revenues
$
3,881,048

 
$
11,306,851

 
$

 
$
35,761

 
$
(255,832
)
 
$
14,967,828

Operating earnings (loss)
537,360

 
32,998

 
(15,008
)
 
8,793

 

 
564,143

(Gain) loss on disposal of business

 
(1,412
)
 

 

 

 
(1,412
)
Interest expense
2,585

 
46,398

 
29,021

 
4,062

 
(1,889
)
 
80,177

Other (income) loss
(3,203
)
 
(31,245
)
 
(1,963
)
 
(963
)
 
1,889

 
(35,485
)
Equity (income) loss from investments
(1,068
)
 
1,337

 
(76,457
)
 
(32,036
)
 

 
(108,224
)
Income (loss) before income taxes
$
539,046

 
$
17,920

 
$
34,391

 
$
37,730

 
$

 
$
629,087

Intersegment revenues
$
(244,983
)
 
$
(6,909
)
 
$

 
$
(3,940
)
 
$
255,832

 
$

Total assets at February 28, 2019
$
4,349,524

 
$
6,969,518

 
$
2,745,652

 
$
2,871,480

 
$

 
$
16,936,174

 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Six Months Ended February 28, 2018: (As Restated)
(Dollars in thousands)
Revenues, including intersegment revenues
$
3,845,809

 
$
11,381,530

 
$

 
$
31,943

 
$
(247,245
)
 
$
15,012,037

Operating earnings (loss)
149,349

 
7,784

 
(10,374
)
 
(4,069
)
 

 
142,690

(Gain) loss on disposal of business

 
(7,705
)
 

 

 

 
(7,705
)
Interest expense
8,264

 
40,388

 
25,948

 
7,245

 
(967
)
 
80,878

Other (income) loss
(2,010
)
 
(32,698
)
 
(2,171
)
 
(2,827
)
 
967

 
(38,739
)
Equity (income) loss from investments
(1,812
)
 
(13,821
)
 
(44,347
)
 
(17,823
)
 

 
(77,803
)
Income (loss) before income taxes
$
144,907

 
$
21,620

 
$
10,196

 
$
9,336

 
$

 
$
186,059

Intersegment revenues
$
(234,864
)
 
$
(7,608
)
 
$

 
$
(4,773
)
 
$
247,245

 
$

v3.19.1
Derivative Financial Instruments and Hedging Activities
6 Months Ended
Feb. 28, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Financial Instruments and Hedging Activities Disclosure
Derivative Financial Instruments and Hedging Activities

Our derivative instruments primarily consist of commodity and forward contracts and, to a minor degree, may include foreign currency and interest rate swap contracts. These contracts are economic hedges of price risk, but we do not apply hedge accounting under ASC Topic 815, Derivatives and Hedging, except with respect to certain interest rate swap contracts that are accounted for as fair value hedges and certain future crude oil purchases that are accounted for as cash flow hedges. Derivative instruments are recorded on our Consolidated Balance Sheets at fair value as described in Note 14, Fair Value Measurements.

Derivatives Not Designated as Hedging Instruments

The following tables present the gross fair values of derivative assets, derivative liabilities and margin deposits (cash collateral) for derivatives not accounted for as hedging instruments, recorded on our Consolidated Balance Sheets along with the related amounts permitted to be offset in accordance with U.S. GAAP. We have elected not to offset derivative assets and liabilities when we have the right of offset under ASC Topic 210-20, Balance Sheet - Offsetting; or when the instruments are subject to master netting arrangements under ASC Topic 815-10-45, Derivatives and Hedging - Overall.
 
February 28, 2019
 
 
 
Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting
 
 
 
Gross Amounts Recognized
 
Cash Collateral
 
Derivative Instruments
 
Net Amounts
 
(Dollars in thousands)
Derivative Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
223,133

 
$

 
$
27,357

 
$
195,776

Foreign exchange derivatives
18,814

 

 
3,792

 
15,022

Embedded derivative asset
20,557

 

 

 
20,557

Total
$
262,504

 
$

 
$
31,149

 
$
231,355

Derivative Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
212,028

 
$
5,446

 
$
27,357

 
$
179,225

Foreign exchange derivatives
4,582

 

 
3,792

 
790

Total
$
216,610

 
$
5,446

 
$
31,149

 
$
180,015



 
August 31, 2018
 
 
 
Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting
 
 
 
Gross Amounts Recognized
 
Cash Collateral
 
Derivative Instruments
 
Net Amounts
 
(Dollars in thousands)
Derivative Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
313,033

 
$

 
$
26,781

 
$
286,252

Foreign exchange derivatives
15,401

 

 
8,703

 
6,698

Embedded derivative asset
23,595

 

 

 
23,595

Total
$
352,029

 
$

 
$
35,484

 
$
316,545

Derivative Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
421,054

 
$
12,983

 
$
26,781

 
$
381,290

Foreign exchange derivatives
24,701

 

 
8,703

 
15,998

Total
$
445,755

 
$
12,983

 
$
35,484

 
$
397,288



Derivative assets and liabilities with maturities of 12 months or less are recorded in derivative assets and derivative liabilities, respectively, on our Consolidated Balance Sheets. Derivative assets and liabilities with maturities greater than 12 months are recorded in other assets and other liabilities, respectively, on our Consolidated Balance Sheets. The amount of long-term derivative assets and liabilities, excluding derivatives accounted for as fair value hedges, recorded on our Consolidated Balance Sheet at February 28, 2019, were $25.4 million and $3.2 million, respectively. The amount of long-term derivative assets and liabilities, excluding derivatives accounted for as fair value hedges, recorded on our Consolidated Balance Sheet at August 31, 2018, were $23.1 million and $7.9 million, respectively.

The following table sets forth the pretax gains (losses) on derivatives not accounted for as hedging instruments that have been included in our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018.

 
 
 
For the Three Months Ended
February 28,
 
For the Six Months Ended February 28,
 
Location of
Gain (Loss)
 
2019
 
(As Restated) 2018
 
2019
 
(As Restated) 2018
 
 
 
(Dollars in thousands)
Commodity derivatives
Cost of goods sold
 
$
72,010

 
$
(113,961
)
 
$
65,563

 
$
(81,045
)
Foreign exchange derivatives
Cost of goods sold
 
8,284

 
(5,818
)
 
27,981

 
948

Foreign exchange derivatives
Marketing, general and administrative
 
(583
)
 
344

 
(1,414
)
 
(151
)
Interest rate derivatives
Interest expense
 

 
(1
)
 

 
(1
)
Embedded derivative
Other income
 
392

 
433

 
1,963

 
2,171

Total
 
$
80,103

 
$
(119,003
)
 
$
94,093

 
$
(78,078
)


Commodity Contracts
    
As of February 28, 2019, and August 31, 2018, we had outstanding commodity futures and options contracts that were used as economic hedges, as well as fixed-price forward contracts related to physical purchases and sales of commodities. The table below presents the notional volumes for all outstanding commodity and freight contracts accounted for as derivative instruments.
 
February 28, 2019
 
August 31, 2018
 
Long
 
Short
 
Long
 
Short
 
(Units in thousands)
Grain and oilseed - bushels
584,349

 
776,597

 
715,866

 
929,873

Energy products - barrels
18,674

 
8,884

 
17,011

 
8,329

Processed grain and oilseed - tons
1,676

 
1,593

 
1,064

 
2,875

Crop nutrients - tons
12

 
58

 
11

 
76

Ocean freight - metric tons
85

 
90

 
227

 
45

Natural gas - MMBtu

 

 
610

 



Foreign Exchange Contracts

We are exposed to risk regarding foreign currency fluctuations even though a substantial amount of our international sales are denominated in U.S. dollars. In addition to specific transactional exposure, foreign currency fluctuations can impact the ability of foreign buyers to purchase U.S. agricultural products and the competitiveness of U.S. agricultural products compared to the same products offered by alternative sources of world supply. From time to time, we enter into foreign currency hedge contracts to minimize the impact of currency fluctuations on our transactional exposures. The notional amounts of our foreign exchange derivative contracts were $839.5 million and $988.8 million as of February 28, 2019, and August 31, 2018, respectively.

Embedded Derivative Asset

Under the terms of our strategic investment in CF Nitrogen, if CF Industries' credit rating is reduced below certain levels by two of three specified credit ratings agencies, we are entitled to receive a non-refundable annual payment of $5.0 million from CF Industries each year until the date that CF Industries' credit rating is upgraded to or above certain levels by two of the three specified credit ratings agencies or February 1, 2026, whichever is earlier. The fair value of the embedded derivative asset recorded on our Consolidated Balance Sheet as of February 28, 2019, was equal to $20.6 million. The current and long-term portions of the embedded derivative asset are included in derivative assets and other assets on our Consolidated Balance Sheets, respectively. See Note 14, Fair Value Measurements, for more information on the valuation of the embedded derivative asset.

Derivatives Designated as Cash Flow or Fair Value Hedging Strategies

Fair Value Hedges

As of February 28, 2019, and August 31, 2018, we had outstanding interest rate swaps with an aggregate notional amount of $495.0 million designated as fair value hedges of portions of our fixed-rate debt that is due between fiscal 2019 and fiscal 2025. Our objective in entering into these transactions is to offset changes in the fair value of the debt associated with the risk of variability in the three-month U.S. dollar LIBOR interest rate ("LIBOR"), in essence converting the fixed-rate debt to variable-rate debt. Under these interest rate swaps, we receive fixed-rate interest payments and make interest payments based on the three-month LIBOR. Offsetting changes in the fair values of both the swap instruments and the hedged debt are recorded contemporaneously each period and only create an impact to earnings to the extent that the hedge is ineffective.

The following table presents the fair value of our derivative interest rate swap instruments designated as fair value hedges and the line items on our Consolidated Balance Sheets in which they are recorded.
 
 
Derivative Assets
 
 
 
Derivative Liabilities
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
 
(Dollars in thousands)
 
 
 
(Dollars in thousands)
Derivative assets
 
$

 
$

 
Derivative liabilities
 
$
332

 
$
771

Other assets
 
377

 

 
Other liabilities
 
4,401

 
8,681

Total
 
$
377

 
$

 
Total
 
$
4,733

 
$
9,452



The following table sets forth the pretax gains (losses) on derivatives accounted for as hedging instruments that have been included in our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018.
 
 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
Gain (Loss) on Fair Value Hedging Relationships:
 
Location of
Gain (Loss)
 
2019
 
2018
 
2019
 
2018
 
 
 
 
(Dollars in thousands)
Interest rate swaps
 
Interest expense
 
$
(6,052
)
 
$
(9,571
)
 
$
(7,007
)
 
$
(17,888
)
Hedged item
 
Interest expense
 
6,052

 
9,571

 
7,007

 
17,888

Total
 
$

 
$

 
$

 
$


The following table provides the location and carrying amount of hedged liabilities in our Consolidated Balance Sheets as of February 28, 2019, and August 31, 2018.
 
 
February 28, 2019
 
August 31, 2018
Balance Sheet Location
 
Carrying Amount of Hedged Liabilities
 
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Liabilities
 
Carrying Amount of Hedged Liabilities
 
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Liabilities
 
 
(Dollars in thousands)
Long-term debt
 
$
478,541

 
$
16,459

 
$
485,548

 
$
9,452



Cash Flow Hedges

In the fourth quarter of fiscal 2018, our Energy segment began designating certain of its pay-fixed, receive-variable, cash-settled swaps as cash flow hedges of future crude oil purchases. We also began designating certain pay-variable, receive-fixed, cash-settled swaps as cash flow hedges of future refined product sales. These hedging instruments and the related hedged items are exposed to significant market price risk and potential volatility. As part of our risk management strategy, we look to hedge a portion of our expected future crude oil needs and the resulting refined product output based on prevailing futures prices, management's expectations about future commodity price changes and our risk appetite. As of February 28, 2019, and August 31, 2018, the aggregate notional amount of cash flow hedges was 5.9 million and 1.1 million barrels, respectively.

The following table presents the fair value of our commodity derivative instruments designated as cash flow hedges and the line items on our Consolidated Balance Sheets in which they are recorded.
 
 
Derivative Assets
 
 
 
Derivative Liabilities
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
 
(Dollars in thousands)
 
 
 
(Dollars in thousands)
Derivative assets
 
$
13,822

 
$
812

 
Derivative liabilities
 
$
1,937

 
$
634



The following table presents the pretax gains (losses) recorded in other comprehensive income relating to cash flow hedges for the three and six months ended February 28, 2019, and 2018:
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
 
2019
 
2018
 
2019
 
2018
 
 
(Dollars in thousands)
Commodity derivatives
 
$
14,170

 
$

 
$
11,707

 
$



The following table presents the pretax gains (losses) relating to cash flow hedges that were reclassified from accumulated other comprehensive loss into our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018:
 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
Location of
Gain (Loss)
 
2019
 
2018
 
2019
 
2018
 
 
 
(Dollars in thousands)
Commodity derivatives
Cost of goods sold
 
$
6,102

 
$

 
$
8,002

 
$

v3.19.1
Fair Value Measurements
6 Months Ended
Feb. 28, 2019
Fair Value Disclosures [Abstract]  
Fair Value Measurements
Fair Value Measurements

ASC Topic 820, Fair Value Measurements and Disclosures defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standard also establishes a hierarchy for inputs used in measuring fair value, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are inputs or market data that a market participant would obtain from independent sources to value the asset or liability. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The fair value hierarchy consists of three levels. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Recurring fair value measurements at February 28, 2019, and August 31, 2018, are as follows:
 
February 28, 2019
 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
 
(Dollars in thousands)
Assets:
 

 
 

 
 

 
 

Commodity derivatives
$
52,318

 
$
184,637

 
$

 
$
236,955

Foreign currency derivatives

 
18,893

 

 
18,893

Interest rate swap derivatives

 
377

 

 
377

Deferred compensation assets
38,703

 

 

 
38,703

Embedded derivative asset

 
20,557

 

 
20,557

Other assets
5,495

 

 

 
5,495

Total
$
96,516

 
$
224,464

 
$

 
$
320,980

Liabilities:
 

 
 

 
 
 
 

Commodity derivatives
$
22,743

 
$
191,222

 
$

 
$
213,965

Foreign currency derivatives

 
4,592

 

 
4,592

Interest rate swap derivatives

 
4,733

 

 
4,733

Total
$
22,743

 
$
200,547

 
$

 
$
223,290


 
August 31, 2018
 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
 
(Dollars in thousands)
Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
54,487

 
$
259,359

 
$

 
$
313,846

Foreign currency derivatives

 
15,401

 

 
15,401

Deferred compensation assets
39,073

 

 

 
39,073

Embedded derivative asset

 
23,595

 

 
23,595

Other assets
5,334

 

 

 
5,334

Total
$
98,894

 
$
298,355

 
$

 
$
397,249

Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
31,778

 
$
389,911

 
$

 
$
421,689

Foreign currency derivatives

 
24,701

 

 
24,701

Interest rate swap derivatives

 
9,452

 

 
9,452

Total
$
31,778

 
$
424,064

 
$

 
$
455,842


Commodity and foreign currency derivatives — Exchange-traded futures and options contracts are valued based on unadjusted quoted prices in active markets and are classified within Level 1. Our forward commodity purchase and sales contracts with fixed-price components, select ocean freight contracts and other over-the-counter ("OTC") derivatives are determined using inputs that are generally based on exchange traded prices and/or recent market bids and offers, adjusted for location-specific inputs, and are classified within Level 2. The location-specific inputs are driven by local market supply and demand, and are generally based on broker or dealer quotations, or market transactions in either the listed or OTC markets. Changes in the fair values of these contracts are recognized in our Consolidated Statements of Operations as a component of cost of goods sold.

Interest rate swap derivatives — Fair values of our interest rate swap derivatives are determined utilizing valuation models that are widely accepted in the market to value these OTC derivative contracts. The specific terms of the contracts, as well as market observable inputs, such as interest rates and credit risk assumptions, are factored into the models. As all significant inputs are market observable, all interest rate swaps are classified within Level 2. Changes in the fair values of contracts not designated as hedging instruments for accounting purposes are recognized in our Consolidated Statements of Operations as a component of interest expense. See Note 13, Derivative Financial Instruments and Hedging Activities, for additional information about interest rate swaps designated as fair value and cash flow hedges.
        
Deferred compensation and other assets — Our deferred compensation investments, Rabbi Trust assets and available-for-sale investments in common stock of other companies are valued based on unadjusted quoted prices on active exchanges and are classified within Level 1. Changes in the fair values of these other assets are primarily recognized in our Consolidated Statements of Operations as a component of marketing, general and administrative expenses.

Embedded derivative asset — The embedded derivative asset relates to contingent payments inherent in our investment in CF Nitrogen. The inputs into the fair value measurement include the probability of future upgrades and downgrades of CF Industries' credit rating based on historical credit rating movements of other public companies and the discount rates to be applied to potential annual payments based on applicable historical and current yield coupon rates. Any actual upgrades or downgrades to CF Industries' credit rating could also impact the fair value of the embedded derivative asset. Based on these observable inputs, our fair value measurement is classified within Level 2. See Note 13, Derivative Financial Instruments and Hedging Activities, for additional information.

There were no material transfers between Level 1, Level 2 and Level 3 assets and liabilities during the three or six months ended February 28, 2019.
v3.19.1
Commitments and Contingencies
6 Months Ended
Feb. 28, 2019
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies [Text Block]
Commitments and Contingencies

Environmental

We are required to comply with various environmental laws and regulations incidental to our normal business operations. In order to meet our compliance requirements, we establish reserves for the probable future costs of remediation of identified issues, which are included in cost of goods sold and marketing, general and administrative in our Consolidated Statements of Operations. The resolution of any such matters may affect consolidated net income for any fiscal period; however, we believe any resulting liabilities, individually or in the aggregate, will not have a material effect on our consolidated financial position, results of operations or cash flows during any fiscal year.
    
Other Litigation and Claims

We are involved as a defendant in various lawsuits, claims and disputes, which are in the normal course of our business. The resolution of any such matters may affect consolidated net income for any fiscal period; however, we believe any resulting liabilities, individually or in the aggregate, will not have a material effect on our consolidated financial position, results of operations or cash flows during any fiscal year.

Guarantees

We are a guarantor for lines of credit and performance obligations of related, non-consolidated companies. As of February 28, 2019, our bank covenants allowed maximum guarantees of $1.0 billion, of which $197.1 million were outstanding. We have collateral for a portion of these contingent obligations. We have not recorded a liability related to the contingent obligations as we do not expect to pay out any cash related to them, and the fair values are considered immaterial. The underlying loans to the counterparties for which we provide these guarantees were current as of February 28, 2019.
v3.19.1
Subsequent Events
6 Months Ended
Feb. 28, 2019
Subsequent Events [Abstract]  
Subsequent Events
Subsequent Events

We completed our acquisition of West Central Distribution, LLC, a full-service wholesale distributor of agronomy products headquartered in Willmar, Minnesota, on March 1, 2019. Prior to completing this acquisition and through February 28, 2019, we had a 25% ownership interest in West Central Distribution, LLC, which was accounted for under the equity method of accounting.
v3.19.1
Organization, Basis of Presentation and Significant Accounting Policies (Policies)
6 Months Ended
Feb. 28, 2019
Accounting Policies [Abstract]  
Consolidation, Policy
Our consolidated financial statements include the accounts of CHS and all of our wholly owned and majority owned subsidiaries. The effects of all significant intercompany transactions have been eliminated.

These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended August 31, 2018, included in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the "SEC").
Recent Accounting Pronouncements
Recent Accounting Pronouncements

Adopted

In March 2017, the Financial Accounting Standards Board (the "FASB") issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Costs and Net Postretirement Benefit Cost. This ASU changes the presentation of net periodic pension cost and net periodic postretirement benefit cost in the Consolidated Statements of Operations. This ASU provides that the service cost component should be included in the same income statement line item as other compensation costs arising from services rendered by the employees during the period. The other components of net periodic benefit cost (such as interest, expected return on plan assets, prior service cost amortization and actuarial gain/loss amortization) are required to be presented in the Consolidated Statements of Operations separately outside of operating income. Additionally, only service cost may be capitalized in assets. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The guidance on the presentation of the components of net periodic benefit cost in the Consolidated Statements of Operations has been applied retrospectively, and the guidance regarding the capitalization of the service cost component in assets has been applied prospectively. The adoption of this guidance had no impact on previously reported income (loss) before income taxes or net income attributable to CHS; however, non-service cost components of net periodic benefit costs in prior periods have been reclassified from cost of goods sold and marketing, general and administrative expenses, and are now reported outside of operating income within other (income) loss. Refer to Note 2, Restatement of Previously Issued Financial Information, for the amounts of the retrospective adjustments recorded as a result of the adoption of this guidance.

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The amendments within this ASU narrow the existing definition of a business and provide a more robust framework for evaluating whether a transaction should be accounted for as an acquisition (or disposal) of assets or a business. The definition of a business impacts various areas of accounting, including acquisitions, disposals and goodwill. Under the new guidance, fewer acquisitions are expected to be considered businesses. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The guidance has been applied prospectively. The adoption of this amended guidance did not have a material impact on our consolidated financial statements.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. This ASU requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the Consolidated Statements of Cash Flows as well as disclosure about the nature of restrictions on cash, cash equivalents and amounts generally described as restricted cash. Additionally, the guidance requires disclosure of the total amount of cash, cash equivalents and restricted cash for each comparative period for which a Consolidated Balance Sheet is presented. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The amendments in this ASU were applied retrospectively to all periods presented. Refer to the additional disclosures pertaining to restricted cash within the Restricted Cash significant accounting policy above. The adoption of this amended guidance did not have a material impact on our Consolidated Statements of Cash Flows.

In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU is intended to reduce existing diversity in practice in how certain cash receipts and payments are presented and classified in the Consolidated Statements of Cash Flows. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year. The adoption of this amended guidance did not have a material impact on our Consolidated Statements of Cash Flows.

In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. This guidance eliminates the previous cost method of accounting for certain equity securities that did not have readily determinable fair values. This guidance also simplifies the impairment assessment and allows for a fair value measurement alternative for equity investments without readily determinable fair values and includes presentation and disclosure changes. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year and was applied following a prospective basis. We have elected to utilize the measurement alternative for equity investments that do not have readily determinable fair values and measure these investments at cost less impairment plus or minus observable price changes in orderly transactions. As a result of the adoption of this amended guidance, we reclassified approximately $4.7 million from accumulated other comprehensive loss to the opening balance of capital reserves within our Consolidated Balance Sheet as of September 1, 2018, which did not have a material impact on our consolidated financial statements.
    
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The amendments within this ASU, as well as within the additional clarifying ASUs issued by the FASB, provide a single comprehensive model to be used to determine the measurement of revenue and timing of recognition for revenue arising from contracts with customers. The core principle of the amended guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new revenue recognition guidance includes a five-step model for the recognition of revenue, including (1) identifying the contract with a customer, (2) identifying the performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the performance obligations, and (5) recognizing revenue when (or as) an entity satisfies a performance obligation. This ASU was effective for us beginning September 1, 2018, for our fiscal year 2019 and for interim periods within that fiscal year, and we elected to apply the modified retrospective method of adoption to all contracts as of the date of initial application. The majority of our revenues are attributable to forward commodity sales contracts, which are considered to be physically settled derivatives under ASC 815, Derivatives and Hedging (Topic 815). Revenues arising from derivative contracts accounted for under ASC 815 are specifically outside the scope of ASC Topic 606 and therefore not subject to the provisions of the new revenue recognition guidance. As such, the impact of adoption of the new revenue guidance has only been assessed for our revenue contracts that are not accounted for as derivative arrangements. The primary impact of adoption was changes to the timing of revenue recognition for certain revenue streams that had an immaterial impact. Following the modified retrospective method of adoption, we determined the cumulative effect of adoption for all contracts with customers that had not been completed as of the adoption date was less than $1.0 million. Additionally, the impact of applying ASC Topic 606 compared to previous guidance during the three and six months ended February 28, 2019, was an overall decrease to revenues of $9.6 million and $22.6 million, respectively. Other financial statement impacts related to the adoption of ASC Topic 606 were not material. Our revenue recognition accounting policy and additional information related to our revenue streams and related performance obligations required to be satisfied in order to recognize revenue can be found within the Significant Accounting Policies section above and within Note 3, Revenues.

Not Yet Adopted

In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This ASU reduces the complexity of accounting for implementation, setup and other upfront costs incurred in a cloud computing service arrangement that is hosted by a vendor. This ASU aligns the accounting for implementation costs of hosting arrangements, irrespective of whether the arrangements convey a license to the hosted software. This ASU permits either a prospective or retrospective transition approach. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year, with early adoption permitted. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans, which amends ASC 715-20, Compensation - Retirement Benefits - Defined Benefit Plans - General. This ASU modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans by removing and adding certain disclosures for these plans. The eliminated disclosures include (a) the amounts in accumulated other comprehensive income expected to be recognized in net periodic benefit costs over the next fiscal year and (b) the effects of a one-percentage-point change in assumed health care cost trend rates on the net periodic benefit costs and the benefit obligation for postretirement health care benefits. The new disclosures include the interest crediting rates for cash balance plans and an explanation of significant gains and losses related to changes in benefit obligations. This ASU is effective for us beginning September 1, 2021, for our fiscal year 2022 and for interim periods within that fiscal year, with early adoption permitted. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which amends ASC 820, Fair Value Measurement. This ASU modifies the disclosure requirements for fair value measurements by removing, modifying and adding certain disclosures. Specifically, the guidance removes the requirement to disclose the amount and reasons for any transfers between Level 1 and Level 2 of the fair value hierarchy and removes the requirement to disclose a description of the valuation processes used to value Level 3 fair value measurements. The guidance also requires additional disclosures surrounding Level 3 changes in unrealized gains/losses included in other comprehensive income as well as the range and weighted average of significant unobservable inputs calculation. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year. Early adoption is permitted. We elected to remove the disclosures permitted by ASU No. 2018-13 during the fourth quarter of fiscal 2018 but have not early adopted the new required additional disclosures, which is permitted by the guidance. The adoption of this amended guidance is not expected to have a material impact on our consolidated financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The amendments in this ASU introduce a new approach, based on expected losses, to estimate credit losses on certain types of financial instruments. This ASU is intended to provide financial statement users with more decision-useful information about the expected credit losses associated with most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures. Entities are required to apply the provisions of this ASU as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. This ASU is effective for us beginning September 1, 2020, for our fiscal year 2021 and for interim periods within that fiscal year. We are currently evaluating the impact the adoption will have on our consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which replaces the existing guidance within ASC 840, Leases. The amendments within this ASU, as well as within additional clarifying ASUs issued by the FASB, introduce a lessee model requiring entities to recognize assets and liabilities for most leases, but continue recognizing the associated expenses in a manner similar to existing accounting guidance. In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, which amends ASU No. 2016-02, Leases. This ASU is effective for us beginning September 1, 2019, for our fiscal year 2020 and for interim periods within that fiscal year. We have initiated our assessment of the new lease standard, including the utilization of surveys to gather more information about existing leases and the implementation of a new lease software to improve the collection, maintenance and aggregation of lease data necessary for the expanded reporting and disclosure requirements under the new lease standard. It is expected that the primary impact upon adoption will be the recognition, on a discounted basis, of our minimum commitments under noncancelable operating leases as right of use assets and liabilities on our Consolidated Balance Sheets. This will result in a material increase in assets and liabilities recorded on our Consolidated Balance Sheets. Although we expect the new lease guidance will have a material impact on our Consolidated Balance Sheets, we are continuing to evaluate the practical expedient guidance provisions available and the extent of potential impacts on our consolidated financial statements, processes and internal controls.
v3.19.1
Organization, Basis of Presentation and Significant Accounting Policies (Tables)
6 Months Ended
Feb. 28, 2019
Accounting Policies [Abstract]  
Reconciliation of Cash and Cash Equivalents
The following table provides a reconciliation of cash and cash equivalents and restricted cash as reported within our Consolidated Balance Sheets that aggregates to the amount presented in our Consolidated Statements of Cash Flows. During the six months ended February 28, 2019, we updated the presentation of our Consolidated Statements of Cash Flows to include restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on our Consolidated Statements of Cash Flows.

 
February 28, 2019
 
August 31, 2018
 
February 28, 2018
 
August 31, 2017
 
(Dollars in thousands)
Cash and cash equivalents
$
367,307

 
$
450,617

 
$
219,273

 
$
181,379

Restricted cash included in other current assets
89,371

 
90,193

 
68,600

 
83,561

Restricted cash included in other assets
684

 
3,130

 
3,293

 
7,332

Total cash and cash equivalents and restricted cash
$
457,362

 
$
543,940

 
$
291,166

 
$
272,272

Reconciliation of Restricted Cash
The following table provides a reconciliation of cash and cash equivalents and restricted cash as reported within our Consolidated Balance Sheets that aggregates to the amount presented in our Consolidated Statements of Cash Flows. During the six months ended February 28, 2019, we updated the presentation of our Consolidated Statements of Cash Flows to include restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on our Consolidated Statements of Cash Flows.

 
February 28, 2019
 
August 31, 2018
 
February 28, 2018
 
August 31, 2017
 
(Dollars in thousands)
Cash and cash equivalents
$
367,307

 
$
450,617

 
$
219,273

 
$
181,379

Restricted cash included in other current assets
89,371

 
90,193

 
68,600

 
83,561

Restricted cash included in other assets
684

 
3,130

 
3,293

 
7,332

Total cash and cash equivalents and restricted cash
$
457,362

 
$
543,940

 
$
291,166

 
$
272,272

v3.19.1
Restatement of Previously Issued Financial Information (Tables)
6 Months Ended
Feb. 28, 2019
Accounting Changes and Error Corrections [Abstract]  
Consolidated Financial Statement Adjustments
 
For the Three Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
Revenues
$
6,851,093

 
$
129,060

 
$
6,980,153

 
$

 
$
6,980,153

 
a, b, c
Cost of goods sold
6,708,610

 
136,239

 
6,844,849

 
335

 
6,845,184

 
a, b, c
Gross profit
142,483

 
(7,179
)
 
135,304

 
(335
)
 
134,969

 
 
Marketing, general and administrative
186,716

 
(3
)
 
186,713

 
845

 
187,558

 
c
Reserve and impairment charges (recoveries), net
(11,349
)
 
3

 
(11,346
)
 

 
(11,346
)
 
c
Operating earnings (loss)
(32,884
)
 
(7,179
)
 
(40,063
)
 
(1,180
)
 
(41,243
)
 
 
(Gain) loss on disposal of business
(7,705
)
 

 
(7,705
)
 

 
(7,705
)
 
 
Interest expense
40,176

 

 
40,176

 

 
40,176

 
 
Other (income) loss
(11,364
)
 

 
(11,364
)
 
(1,180
)
 
(12,544
)
 
 
Equity (income) loss from investments
(39,441
)
 

 
(39,441
)
 

 
(39,441
)
 
 
Income (loss) before income taxes
(14,550
)

(7,179
)
 
(21,729
)
 

 
(21,729
)
 
 
Income tax expense (benefit)
(181,176
)
 
(6,512
)
 
(187,688
)
 

 
(187,688
)
 
a, c
Net income (loss)
166,626

 
(667
)
 
165,959

 

 
165,959

 
 
Net income (loss) attributable to noncontrolling interests
(48
)
 

 
(48
)
 

 
(48
)
 
 
Net income (loss) attributable to CHS Inc. 
$
166,674

 
$
(667
)
 
$
166,007

 
$

 
$
166,007

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2017-17 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.

For the three months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $22.5 million reduction of income before income taxes and a $22.6 million reduction of net income. These adjustments related to a $22.5 million increase of cost of goods sold and a $0.1 million increase of income tax expense related to the tax effect of the freight derivatives and related misstatements.

Intercompany misstatements
(b) The correction of intercompany misstatements had no impact on income (loss) before income taxes or net income (loss); however, the correction resulted in a $161.5 million increase of both revenues and cost of goods sold due to different practices of eliminating intercompany sales between CHS businesses that existed in previous periods.

Other misstatements
(c) The correction of other misstatements resulted in a $15.3 million increase of income before income taxes and a $21.9 million increase of net income. The $15.3 million increase of income before income taxes relates primarily to a $13.7 million decrease of cost of goods sold arising from the use of a unit of measure assumption in the calculation of an excise tax credit that was changed during fiscal 2018. The remaining increase relates to a $1.6 million decrease of cost of goods sold as a result of the valuation of crack spread derivatives. In addition to the increase of income before income taxes, an income tax benefit of $6.6 million was recorded to adjust for the impact of other identified misstatements, as well as income tax items that had previously been identified and recorded as out of period adjustments in subsequent periods.

Additionally, certain misclassification and offsetting adjustments were made between line items included in the Consolidated Statements of Operations, primarily due to the application of differing accounting policies between businesses. These misclassification adjustments resulted in a $27.7 million decrease of revenues and cost of goods sold.
 
For the Six Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
Revenues
$
14,899,982

 
$
112,055

 
$
15,012,037

 
$

 
$
15,012,037

 
a, b, c
Cost of goods sold
14,444,237

 
111,669

 
14,555,906

 
670

 
14,556,576

 
a, b, c
Gross profit
455,745

 
386

 
456,131

 
(670
)
 
455,461

 
 
Marketing, general and administrative
326,881

 
(668
)
 
326,213

 
1,691

 
327,904

 
c
Reserve and impairment charges (recoveries), net
(15,133
)
 

 
(15,133
)
 

 
(15,133
)
 
 
Operating earnings (loss)
143,997

 
1,054

 
145,051

 
(2,361
)
 
142,690

 
 
(Gain) loss on disposal of business
(7,705
)
 

 
(7,705
)
 

 
(7,705
)
 
 
Interest expense
80,878

 

 
80,878

 

 
80,878

 
 
Other (income) loss
(36,378
)
 

 
(36,378
)
 
(2,361
)
 
(38,739
)
 
 
Equity (income) loss from investments
(77,803
)
 

 
(77,803
)
 

 
(77,803
)
 
 
Income (loss) before income taxes
185,005

 
1,054

 
186,059

 

 
186,059

 
 
Income tax expense (benefit)
(161,240
)
 
(5,842
)
 
(167,082
)
 

 
(167,082
)
 
a, c
Net income (loss)
346,245

 
6,896

 
353,141

 

 
353,141

 
 
Net income (loss) attributable to noncontrolling interests
(512
)
 

 
(512
)
 

 
(512
)
 
 
Net income (loss) attributable to CHS Inc. 
$
346,757

 
$
6,896

 
$
353,653

 
$

 
$
353,653

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2017-17 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.

For the six months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.0 million reduction of income before income taxes and a $23.8 million reduction of net income. These adjustments related to a $23.0 million increase of cost of goods sold and a $0.8 million increase of income tax expense related to the tax effect of the freight derivatives and related misstatements.

Intercompany misstatements
(b) The correction of intercompany misstatements had no impact on income (loss) before income taxes or net income (loss); however, the correction resulted in a $150.2 million increase of both revenues and cost of goods sold due to different practices of eliminating intercompany sales between CHS businesses that existed in previous periods.

Other misstatements
(c) The correction of other misstatements resulted in a $24.1 million increase of income before income taxes and a $30.7 million increase of net income. The $24.1 million increase of income before income taxes relates primarily to a $13.7 million decrease of cost of goods sold that arose from a unit of measure assumption in the calculation of an excise tax credit that was changed during fiscal 2018. The remaining increase relates to a $7.9 million decrease of cost of goods sold related to the valuation of crack spread derivatives and a $2.6 million increase to expense related to postretirement benefit plan activity that resulted from a timing difference associated with the recording of certain benefit plan expenses (included in cost of goods sold and marketing, general and administrative expenses). In addition to the increase of income before income taxes, an income tax benefit of $6.6 million was recorded to adjust for the impact of other identified misstatements, as well as income tax items that had previously been identified and recorded as out of period adjustments in subsequent periods.

Additionally, certain misclassification and offsetting adjustments were made between line items included in the Consolidated Statements of Operations, primarily due to the application of differing accounting policies between businesses. These misclassification adjustments resulted in a $33.4 million decrease of revenues and cost of goods sold.

CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
 
For the Three Months Ended
February 28, 2018
 
For the Six Months Ended
February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Restatement References
 
(Dollars in thousands)
 
 
Net income (loss)
$
166,626

 
$
(667
)
 
$
165,959

 
$
346,245

 
$
6,896

 
$
353,141

 
a, c
Other comprehensive income (loss), net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
Postretirement benefit plan activity
3,141

 
1

 
3,142

 
7,338

 
(2,602
)
 
4,736

 
c
Unrealized net gain (loss) on available for sale investments
3,554

 

 
3,554

 
7,194

 

 
7,194

 
 
Cash flow hedges
1,063

 

 
1,063

 
1,059

 

 
1,059

 
 
Foreign currency translation adjustment
2,461

 
(109
)
 
2,352

 
(146
)
 
287

 
141

 
a
Other comprehensive income (loss), net of tax
10,219

 
(108
)
 
10,111

 
15,445

 
(2,315
)
 
13,130

 
 
Comprehensive income
176,845

 
(775
)
 
176,070

 
361,690

 
4,581

 
366,271

 
 
Less comprehensive income attributable to noncontrolling interests
(48
)
 

 
(48
)
 
(512
)
 

 
(512
)
 
 
Comprehensive income attributable to CHS Inc. 
$
176,893

 
$
(775
)
 
$
176,118

 
$
362,202

 
$
4,581

 
$
366,783

 
 

For the three months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $22.6 million reduction of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three months ended February 28, 2018, above. The adjustment related to foreign currency translation is attributable to the foreign currency impact associated with goodwill that was impaired during fiscal 2015.

Intercompany misstatements
(b) None.

Other misstatements
(c) The correction of other misstatements resulted in a $21.9 million increase of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three months ended February 28, 2018, above.

For the six months ended February 28, 2018

Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.8 million reduction of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the six months ended February 28, 2018, above. The adjustment related to foreign currency translation is attributable to the foreign currency impact associated with goodwill that was impaired during fiscal 2015.

Intercompany misstatements
(b) None.

Other misstatements
(c) The correction of other misstatements resulted in a $30.7 million increase of net income. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the six months ended February 28, 2018, above. The adjustment related to postretirement benefit plan activity is attributable to a timing difference associated with recording certain benefit plan expenses.

CHS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
 
For the Six Months Ended February 28, 2018
 
 
 
As Previously Reported
 
Restatement Adjustments
 
As Restated
 
Accounting
Changes*
 
As Presented
 
Restatement References
 
(Dollars in thousands)
 
 
 
Cash flows from operating activities:
 

 
 
 
 
 
 

 
 
 
 
Net income (loss)
$
346,245

 
$
6,896

 
$
353,141

 
$

 
$
353,141

 
a, c
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 

 
 
 
 
 
 
 


 
 
Depreciation and amortization
240,349

 

 
240,349

 

 
240,349

 
 
Amortization of deferred major repair costs
32,839

 

 
32,839

 

 
32,839

 
 
Equity (income) loss from investments
(77,803
)
 

 
(77,803
)
 

 
(77,803
)
 
 
Distributions from equity investments
78,461

 

 
78,461

 

 
78,461

 
 
Provision for doubtful accounts
(3,625
)
 

 
(3,625
)
 

 
(3,625
)
 
 
Gain and recovery on disposal of business
(24,236
)
 

 
(24,236
)
 

 
(24,236
)
 
 
Deferred taxes
(166,511
)
 
(2,944
)
 
(169,455
)
 

 
(169,455
)
 
a, c
Other, net
18,840

 
(2,604
)
 
16,236

 

 
16,236

 
c
Changes in operating assets and liabilities, net of acquisitions:
 

 
 
 
 
 
 
 


 
 
Receivables
169,359

 
29,868

 
199,227

 

 
199,227

 
c
Inventories
(1,076,037
)
 
(1,148
)
 
(1,077,185
)
 

 
(1,077,185
)
 
b, c
Derivative assets
(33,757
)
 
9,230

 
(24,527
)
 

 
(24,527
)
 
a, c
Margin and related deposits
17,895

 

 
17,895

 

 
17,895

 
 
Supplier advance payments
(409,581
)
 

 
(409,581
)
 

 
(409,581
)
 
 
Other current assets and other assets
21,344

 
(4,000
)
 
17,344

 
(18,998
)
 
(1,654
)
 
a, c
Customer margin deposits and credit balances
(51,591
)
 

 
(51,591
)
 

 
(51,591
)
 
 
Customer advance payments
314,372

 
18,500

 
332,872

 

 
332,872

 
c
Accounts payable and accrued expenses
(44,413
)
 
(27,634
)
 
(72,047
)
 

 
(72,047
)
 
b, c
Derivative liabilities
50,922

 
5,616

 
56,538

 

 
56,538

 
a, c
Other liabilities
(58,252
)
 

 
(58,252
)
 

 
(58,252
)
 
 
Net cash provided by (used in) operating activities
(655,180
)
 
31,780

 
(623,400
)
 
(18,998
)
 
(642,398
)
 
 
Cash flows from investing activities:
 

 
 
 
 
 
 
 


 
 
Acquisition of property, plant and equipment
(142,886
)
 

 
(142,886
)
 

 
(142,886
)
 
 
Proceeds from disposition of property, plant and equipment
59,680

 

 
59,680

 

 
59,680

 
 
Proceeds from sale of business
53,552

 

 
53,552

 

 
53,552

 
 
Expenditures for major repairs
(2,832
)
 

 
(2,832
)
 

 
(2,832
)
 
 
Investments redeemed
6,496

 

 
6,496

 

 
6,496

 
 
Changes in CHS Capital notes receivable, net
(25,846
)
 

 
(25,846
)
 

 
(25,846
)
 
 
Financing extended to customers
(66,014
)
 

 
(66,014
)
 

 
(66,014
)
 
 
Payments from customer financing
30,893

 

 
30,893

 

 
30,893

 
 
Other investing activities, net
(10,203
)
 

 
(10,203
)
 

 
(10,203
)
 
 
Net cash provided by (used in) investing activities
(97,160
)
 

 
(97,160
)
 

 
(97,160
)
 
 
Cash flows from financing activities:
 

 
 
 
 
 
 
 


 
 
Proceeds from lines of credit and long-term borrowings
18,414,973

 

 
18,414,973

 

 
18,414,973

 
 
Payments on lines of credit, long-term borrowings and capital lease obligations
(17,512,264
)
 
3,052

 
(17,509,212
)
 

 
(17,509,212
)
 
c
Preferred stock dividends paid
(84,334
)
 

 
(84,334
)
 

 
(84,334
)
 
 
Redemptions of equities
(4,742
)
 

 
(4,742
)
 

 
(4,742
)
 
 
Other financing activities, net
(49,874
)
 
(5,987
)
 
(55,861
)
 

 
(55,861
)
 
c
Net cash provided by (used in) financing activities
763,759

 
(2,935
)
 
760,824

 

 
760,824

 
 
Effect of exchange rate changes on cash and cash equivalents
(2,372
)
 

 
(2,372
)
 

 
(2,372
)
 
 
Net increase (decrease) in cash and cash equivalents and restricted cash
9,047

 
28,845

 
37,892

 
(18,998
)
 
18,894

 
c
Cash and cash equivalents and restricted cash at beginning of period
181,379

 

 
181,379

 
90,893

 
272,272

 
 
Cash and cash equivalents and restricted cash at end of period
$
190,426

 
$
28,845

 
$
219,271

 
$
71,895

 
$
291,166

 
 
* Previously reported amounts have been revised to reflect the impact of adopting ASU 2016-18 retrospectively during the first quarter of fiscal 2019. Refer to details related to the adoption of new ASUs within Note 1, Basis of Presentation and Significant Accounting Policies.



Freight derivatives and related misstatements
(a) The correction of freight derivatives and related misstatements resulted in a $23.8 million reduction of net income for the six months ended February 28, 2018. Refer to descriptions of the adjustments and their impact on net income (loss) in the Consolidated Statements of Operations section for the three and six months ended February 28, 2018, above. The impact of the adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassifications of less than $13.0 million between operating activity line items in the Consolidated Statement of Cash Flows; however, none of the freight derivatives and related misstatements impacted the classifications between operating, investing or financing activities.

Intercompany misstatements
(b) The correction of intercompany misstatements did not impact net income for the six months ended February 28, 2018; however, the impact of adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassification adjustments of less than $6.0 million between line items in the Consolidated Statement of Cash Flows. None of the intercompany misstatements impacted the classifications between operating, investing or financing activities within the Consolidated Statement of Cash Flows.
    
Other misstatements
(c) The correction of other misstatements resulted in a $30.7 million increase of net income for the six months ended February 28, 2018. Refer to further details of the adjustments and their impact on net income (loss) in the Consolidated Statement of Operations section for the three and six months ended February 28, 2018, above. The impact of the adjustments to the Consolidated Balance Sheets as of August 31, 2017, and February 28, 2018, resulted in certain misclassification adjustments between line items in the Consolidated Statements of Cash Flows. As a result, two misclassification adjustments were made between operating and financing activities, including a $3.1 million reduction of notes payable resulting from a duplicative entry and the misclassification of $6.0 million of cash associated with a timing difference for the application of in-transit cash. In addition, various misclassification adjustments were made between operating activity lines, the most significant of which related to (1) a $24.1 million decrease of inventory and increase in accounts receivable as of August 31, 2017, due to a timing difference related to the settlement of a single ocean vessel and (2) the $21.2 million net impact associated with the decrease of inventory and increase of accounts payable that resulted from the misclassification adjustment for certain items previously included within a contra-inventory account to accounts payable as of August 31, 2017, and February 28, 2018.
v3.19.1
Receivables (Tables)
6 Months Ended
Feb. 28, 2019
Receivables [Abstract]  
Schedule of Accounts, Notes, Loans and Financing Receivable
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Trade accounts receivable
$
1,415,994

 
$
1,578,764

CHS Capital notes receivable
592,985

 
569,379

Other
441,710

 
534,071

 
2,450,689

 
2,682,214

Less: allowances and reserves
223,625

 
221,813

Total receivables
$
2,227,064

 
$
2,460,401

v3.19.1
Revenues (Tables)
6 Months Ended
Feb. 28, 2019
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenues
The following table presents revenues recognized under ASC Topic 606 disaggregated by reportable segment, as well as the amount of revenues recognized under ASC Topic 815 and other applicable accounting guidance for the three and six months ended February 28, 2019. Other applicable accounting guidance primarily includes revenues recognized under ASC Topic 840, Leases and ASC Topic 470, Debt that fall outside the scope of ASC Topic 606.
 
 
ASC 606
 
ASC 815
 
Other Guidance
 
Total Revenues
For the Three Months Ended February 28, 2019:
 
(Dollars in thousands)
Energy
 
$
1,310,529

 
$
164,248

 
$

 
$
1,474,777

Ag
 
984,000

 
3,976,765

 
33,780

 
4,994,545

Corporate and Other
 
4,744

 

 
9,473

 
14,217

Total revenues
 
$
2,299,273

 
$
4,141,013

 
$
43,253

 
$
6,483,539

 
 
 
 
 
 
 
 
 
For the Six Months Ended February 28, 2019:
 
 
 
 
 
 
 
 
Energy
 
$
3,173,056

 
$
463,009

 
$

 
$
3,636,065

Ag
 
2,339,825

 
8,890,193

 
69,924

 
11,299,942

Corporate and Other
 
9,978

 

 
21,843

 
31,821

Total revenues
 
$
5,522,859

 
$
9,353,202

 
$
91,767

 
$
14,967,828

v3.19.1
Inventories (Tables)
6 Months Ended
Feb. 28, 2019
Inventory Disclosure [Abstract]  
Schedule of Inventory, Current
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Grain and oilseed
$
1,350,927

 
$
1,298,522

Energy
827,468

 
715,161

Crop nutrients
469,946

 
246,326

Feed and farm supplies
771,810

 
391,906

Processed grain and oilseed
114,177

 
99,426

Other
20,452

 
17,308

Total inventories
$
3,554,780

 
$
2,768,649


v3.19.1
Investments (Tables)
6 Months Ended
Feb. 28, 2019
Investments [Abstract]  
Investment Holdings, Schedule of Investments [Table Text Block]
 
February 28, 2019
 
August 31, 2018
 
(Dollars in thousands)
Equity method investments:
 
 
 
CF Industries Nitrogen, LLC
$
2,725,095

 
$
2,735,073

Ventura Foods, LLC
372,220

 
360,150

Ardent Mills, LLC
208,989

 
205,898

Other equity method investments
288,513

 
288,016

Other investments
123,280

 
122,788

Total investments
$
3,718,097

 
$
3,711,925

Equity Method Investments [Table Text Block]
The following table provides aggregate summarized unaudited financial information for our equity method investments in CF Nitrogen, Ventura Foods and Ardent Mills for the six months ended February 28, 2019, and 2018:
 
For the Six Months Ended
February 28,
 
2019
 
2018
 
(Dollars in thousands)
Net sales
$
4,385,722

 
$
3,788,709

Gross profit
615,772

 
420,912

Net earnings
382,852

 
227,988

Earnings attributable to CHS Inc.
108,552

 
61,432

v3.19.1
Goodwill and Other Intangible Assets (Tables)
6 Months Ended
Feb. 28, 2019
Finite-Lived Intangible Assets [Line Items]  
Schedule of Intangible Assets and Goodwill [Table Text Block]
 
February 28,
2019
 
August 31,
2018
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net
 
(Dollars in thousands)
Customer lists
$
40,815

 
$
(14,500
)
 
$
26,315

 
$
40,815

 
$
(13,082
)
 
$
27,733

Trademarks and other intangible assets
6,536

 
(5,038
)
 
1,498

 
6,536

 
(4,931
)
 
1,605

Total intangible assets
$
47,351

 
$
(19,538
)
 
$
27,813

 
$
47,351

 
$
(18,013
)
 
$
29,338

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense
 
(Dollars in thousands)
Year 1
$
3,034

Year 2
2,958

Year 3
2,877

Year 4
2,787

Year 5
2,667

v3.19.1
Notes Payable and Long-Term Debt (Tables)
6 Months Ended
Feb. 28, 2019
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instruments

February 28, 2019

August 31, 2018

(Dollars in thousands)
Notes payable
$
1,857,728


$
1,437,264

CHS Capital notes payable
785,463


834,932

Total notes payable
$
2,643,191


$
2,272,196


Schedule of Interest,Net
Interest expense for the three months ended February 28, 2019, and 2018, was $41.3 million and $40.2 million, respectively, net of capitalized interest of $2.6 million and $1.3 million, respectively. Interest expense for the six months ended February 28, 2019, and 2018, was $80.2 million and $80.9 million, respectively, net of capitalized interest of $4.6 million and $3.1 million, respectively.
v3.19.1
Equities (Tables)
6 Months Ended
Feb. 28, 2019
Class of Stock [Line Items]  
Schedule of Accumulated Other Comprehensive Income (Loss)
 
Pension and Other Postretirement Benefits
 
Unrealized Net Gain on Available for Sale Investments
 
Cash Flow Hedges
 
Foreign Currency Translation Adjustment
 
Total
 
(Dollars in thousands)
Balance as of August 31, 2018, net of tax
$
(140,335
)
 
$
8,861

 
$
(5,882
)
 
$
(62,559
)
 
$
(199,915
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications
175

 

 
(317
)
 
(25
)
 
(167
)
Amounts reclassified out
2,565

 

 
(1,475
)
 

 
1,090

Total other comprehensive income (loss), before tax
2,740

 

 
(1,792
)
 
(25
)
 
923

Tax effect
(639
)
 

 
485

 
(380
)
 
(534
)
Other comprehensive income (loss), net of tax
2,101

 

 
(1,307
)
 
(405
)
 
389

Reclassifications
416

 
(8,861
)
 
983

 
2,756

 
(4,706
)
Balance as of November 30, 2018, net of tax
$
(137,818
)
 
$

 
$
(6,206
)
 
$
(60,208
)
 
$
(204,232
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications
102

 

 
18,954

 
3,176

 
22,232

Amounts reclassified out
2,564

 

 
(5,677
)
 

 
(3,113
)
Total other comprehensive income (loss), before tax
2,666

 

 
13,277

 
3,176

 
19,119

Tax effect
(664
)
 

 
(3,308
)
 
(263
)
 
(4,235
)
Other comprehensive income (loss), net of tax
2,002

 

 
9,969

 
2,913

 
14,884

Balance as of February 28, 2019, net of tax
$
(135,816
)
 
$

 
$
3,763

 
$
(57,295
)
 
$
(189,348
)


 
Pension and Other Postretirement Benefits
 
Unrealized Net Gain on Available for Sale Investments
 
Cash Flow Hedges
 
Foreign Currency Translation Adjustment
 
Total
 
(Dollars in thousands)
Balance as of August 31, 2017, net of tax
$
(132,444
)
 
$
10,041

 
$
(6,954
)
 
$
(51,003
)
 
$
(180,360
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications

 
4,044

 
(435
)
 
(612
)
 
2,997

Amounts reclassified out
4,214

 

 
429

 
(2,042
)
 
2,601

Total other comprehensive income (loss), before tax
4,214

 
4,044

 
(6
)
 
(2,654
)
 
5,598

Tax effect
(2,620
)
 
(404
)
 
2

 
443

 
(2,579
)
Other comprehensive income (loss), net of tax
1,594

 
3,640

 
(4
)
 
(2,211
)
 
3,019

Balance as of November 30, 2017, net of tax (As Restated)
$
(130,850
)
 
$
13,681

 
$
(6,958
)
 
$
(53,214
)
 
$
(177,341
)
Other comprehensive income (loss), before tax:
 
 
 
 
 
 
 
 
 
Amounts before reclassifications

 
6,562

 
1,081

 
2,774

 
10,417

Amounts reclassified out
4,451

 
(1,527
)
 
425

 

 
3,349

Total other comprehensive income (loss), before tax
4,451

 
5,035

 
1,506

 
2,774

 
13,766

Tax effect
(1,309
)
 
(1,481
)
 
(443
)
 
(422
)
 
(3,655
)
Other comprehensive income (loss), net of tax
3,142

 
3,554

 
1,063

 
2,352

 
10,111

Balance as of February 28, 2018, net of tax (As Restated)
$
(127,708
)
 
$
17,235

 
$
(5,895
)
 
$
(50,862
)
 
$
(167,230
)
Schedule of Stockholders Equity
Changes in equities for the six months ended February 28, 2019, and 2018 are as follows:
 
Equity Certificates
 
 
 
Accumulated
Other
Comprehensive
Loss
 
 
 
 
 
 
 
Capital
Equity
Certificates
 
Nonpatronage
Equity
Certificates
 
Nonqualified Equity Certificates
 
Preferred
Stock
 
 
Capital
Reserves
 
Noncontrolling
Interests
 
Total
Equities
 
(Dollars in thousands)
Balance, August 31, 2018
$
3,837,580

 
$
29,498

 
$
742,378

 
$
2,264,038

 
$
(199,915
)
 
$
1,482,003

 
$
9,446

 
$
8,165,028

Reversal of prior year redemption estimates
24,072

 

 

 

 

 

 

 
24,072

Redemptions of equities
(22,004
)
 
(183
)
 
(1,885
)
 

 

 

 

 
(24,072
)
Preferred stock dividends

 

 

 

 

 
(84,334
)
 

 
(84,334
)
Reclassification of unrealized (gain) loss on investments

 

 

 

 
(4,706
)
 
4,706

 

 

Other, net
(409
)
 

 
(26
)
 

 

 
3,436

 
318

 
3,319

Net income (loss)

 

 

 

 

 
347,504

 
(389
)
 
347,115

Other comprehensive income (loss), net of tax

 

 

 

 
389

 

 

 
389

Estimated 2019 cash patronage refunds

 

 

 

 

 
(89,344
)
 

 
(89,344
)
Estimated 2019 equity redemptions
(50,081
)
 

 

 

 

 

 

 
(50,081
)
Balance, November 30, 2018
$
3,789,158

 
$
29,315

 
$
740,467

 
$
2,264,038

 
$
(204,232
)
 
$
1,663,971

 
$
9,375

 
$
8,292,092

Reversal of prior year patronage and redemption estimates
6,681

 

 
(345,330
)
 

 

 
420,330

 

 
81,681

Distribution of 2018 patronage refunds

 

 
349,353

 

 

 
(424,333
)
 

 
(74,980
)
Redemptions of equities
(5,988
)
 
(74
)
 
(619
)
 

 

 

 

 
(6,681
)
Preferred stock dividends

 

 

 

 

 
(42,167
)
 

 
(42,167
)
Other, net
(774
)
 

 
2,589

 

 

 
(2,888
)
 
(581
)
 
(1,654
)
Net income (loss)

 

 

 

 

 
248,766

 
(462
)
 
248,304

Other comprehensive income (loss), net of tax

 

 

 

 
14,884

 

 

 
14,884

Estimated 2019 cash patronage refunds

 

 

 

 

 
(69,400
)
 

 
(69,400
)
Estimated 2019 equity redemptions
(39,850
)
 

 

 

 

 

 

 
(39,850
)
Balance, February 28, 2019
$
3,749,227

 
$
29,241

 
$
746,460

 
$
2,264,038

 
$
(189,348
)
 
$
1,794,279

 
$
8,332

 
$
8,402,229





 
Equity Certificates
 
 
 
Accumulated
Other
Comprehensive
Loss*
 
 
 
 
 
 
 
Capital
Equity
Certificates
 
Nonpatronage
Equity
Certificates
 
Nonqualified Equity Certificates
 
Preferred
Stock
 
 
Capital
Reserves*
 
Noncontrolling
Interests*
 
Total
Equities*
 
(Dollars in thousands)
Balance, August 31, 2017
$
3,906,426

 
$
29,836

 
$
405,387

 
$
2,264,038

 
$
(180,360
)
 
$
1,267,808

 
$
12,505

 
$
7,705,640

Reversal of prior year redemption estimates
1,561

 

 

 

 

 

 

 
1,561

Redemptions of equities
(1,449
)
 
(53
)
 
(59
)
 

 

 

 

 
(1,561
)
Preferred stock dividends

 

 

 

 

 
(84,334
)
 

 
(84,334
)
Other, net
(1,498
)
 
(66
)
 
(344
)
 

 

 
3,954

 
(2
)
 
2,044

Net income (loss)

 

 

 

 

 
187,646

 
(464
)
 
187,182

Other comprehensive income (loss), net of tax

 

 

 

 
3,019

 

 

 
3,019

Estimated 2018 cash patronage refunds

 

 

 

 

 
(50,702
)
 

 
(50,702
)
Estimated 2018 equity redemptions
(19,901
)
 

 

 

 

 

 

 
(19,901
)
Balance, November 30, 2017 (As Restated)
$
3,885,139

 
$
29,717

 
$
404,984

 
$
2,264,038

 
$
(177,341
)
 
$
1,324,372

 
$
12,039

 
$
7,742,948

Reversal of prior year patronage and redemption estimates
1,060

 

 
(126,333
)
 

 

 
126,333

 

 
1,060

Distribution of 2017 patronage refunds

 

 
128,858

 

 

 
(128,858
)
 

 

Redemptions of equities
(953
)
 
(16
)
 
(91
)
 

 

 

 

 
(1,060
)
Preferred stock dividends

 

 

 

 

 
(42,167
)
 

 
(42,167
)
Other, net
(2,652
)
 
(45
)
 
(1
)
 

 

 
816

 
(60
)
 
(1,942
)
Net income (loss)

 

 

 

 

 
166,007

 
(48
)
 
165,959

Other comprehensive income (loss), net of tax

 

 

 

 
10,111

 

 

 
10,111

Estimated 2018 cash patronage refunds

 

 

 

 

 
3,823

 

 
3,823

Estimated 2018 equity redemptions
(12,375
)
 

 

 

 

 

 

 
(12,375
)
Balance, February 28, 2018 (As Restated)
$
3,870,219

 
$
29,656

 
$
407,417

 
$
2,264,038

 
$
(167,230
)
 
$
1,450,326

 
$
11,931

 
$
7,866,357

* Certain amounts associated with Accumulated Other Comprehensive Loss, Capital Reserves and Noncontrolling Interests in the changes in equities table above were restated to reflect the impact of the misstatements associated with the restatement of previously issued financial statements. Note that the majority of the restatement adjustments within the changes in equities table above relate to the opening restatement adjustments to the August 31, 2017, balances. Additionally, the misstatements for activity in the changes in equities table above relates primarily to net income (loss) during the first quarter of fiscal 2018. Refer to further details included within Note 2, Restatement of Previously Issued Financial Information.
Preferred Stock [Text Block]
Preferred Stock Dividends

The following is a summary of dividends per share by class of preferred stock for the three and six months ended February 28, 2019, and 2018. Note that due to the timing of dividend declarations during the first quarter of each fiscal year, the per share amount of dividends is comprised of two quarterly dividend declarations for those periods.

 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
Nasdaq
symbol
 
2019
 
2018
 
2019
 
2018
 
(Dollars per share)
8% Cumulative Redeemable
CHSCP
 
$
0.50

 
0.50

 
1.50

 
1.50

Class B Cumulative Redeemable, Series 1
CHSCO
 
$
0.49

 
0.49

 
1.48

 
1.48

Class B Reset Rate Cumulative Redeemable, Series 2
CHSCN
 
$
0.44

 
0.44

 
1.33

 
1.33

Class B Reset Rate Cumulative Redeemable, Series 3
CHSCM
 
$
0.42

 
0.42

 
1.27

 
1.27

Class B Cumulative Redeemable, Series 4
CHSCL
 
$
0.47

 
0.47

 
1.41

 
1.41

v3.19.1
Benefit Plans Schedule of Net Benefit Costs (Tables)
6 Months Ended
Feb. 28, 2019
Retirement Benefits [Abstract]  
Schedule of Net Benefit Costs of Assumptions Used
 
Qualified
Pension Benefits
 
Non-Qualified
Pension Benefits
 
Other Benefits
 
2019
 
2018
 
2019
 
2018
 
2019
 
2018
Components of net periodic benefit costs for the three months ended February 28 are as follows:
 (Dollars in thousands)
  Service cost
$
9,648

 
$
9,920

 
$
78

 
$
137

 
$
263

 
$
236

  Interest cost
7,099

 
5,991

 
187

 
178

 
274

 
227

  Expected return on assets
(11,242
)
 
(12,049
)
 

 

 

 

  Prior service cost (credit) amortization
42

 
360

 
(19
)
 
7

 
(139
)
 
(142
)
  Actuarial (gain) loss amortization
3,087

 
4,511

 
1

 
16

 
(407
)
 
(306
)
  Settlement (gain) loss
169

 

 

 

 

 

Net periodic benefit cost
$
8,803

 
$
8,733

 
$
247

 
$
338

 
$
(9
)
 
$
15

Components of net periodic benefit costs for the six months ended February 28 are as follows:
 
  Service cost
$
19,296

 
$
19,839

 
$
155

 
$
274

 
$
527

 
$
472

  Interest cost
14,198

 
11,992

 
374

 
356

 
547

 
454

  Expected return on assets
(22,484
)
 
(24,089
)
 

 

 

 

  Prior service cost (credit) amortization
85

 
719

 
(37
)
 
15

 
(278
)
 
(283
)
  Actuarial (gain) loss amortization
6,174

 
11,399

 
1

 
30

 
(814
)
 
(612
)
  Settlement (gain) loss
169

 

 

 

 

 

Net periodic benefit cost
$
17,438

 
$
19,860

 
$
493

 
$
675

 
$
(18
)
 
$
31

v3.19.1
Segment Reporting (Tables)
6 Months Ended
Feb. 28, 2019
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment

Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Three Months Ended February 28, 2019:
(Dollars in thousands)
Revenues, including intersegment revenues
$
1,570,968


$
4,998,137


$

 
$
16,694


$
(102,260
)

$
6,483,539

Operating earnings (loss)
301,721


(47,129
)

(9,880
)
 
4,933




249,645

Interest expense
(1,652
)

25,398


15,342

 
3,299


(1,118
)

41,269

Other (income) loss
(2,217
)
 
(10,257
)
 
(392
)
 
(15
)
 
1,118

 
(11,763
)
Equity (income) loss from investments
(995
)

128


(35,542
)
 
(5,307
)



(41,716
)
Income (loss) before income taxes
$
306,585


$
(62,398
)

$
10,712

 
$
6,956


$


$
261,855

Intersegment revenues
$
(96,191
)

$
(3,592
)

$

 
$
(2,477
)

$
102,260


$

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Three Months Ended February 28, 2018: (As Restated)
(Dollars in thousands)
Revenues, including intersegment revenues
$
1,771,809

 
$
5,300,503

 
$

 
$
13,168

 
$
(105,327
)
 
$
6,980,153

Operating earnings (loss)
25,318

 
(53,125
)
 
(7,239
)
 
(6,197
)
 


 
(41,243
)
(Gain) loss on disposal of business

 
(7,705
)
 

 

 

 
(7,705
)
Interest expense
2,629

 
22,784

 
12,676

 
2,665

 
(578
)
 
40,176

Other (income) loss
(1,122
)
 
(9,112
)
 
(433
)
 
(2,455
)
 
578

 
(12,544
)
Equity (income) loss from investments
(660
)
 
(5,567
)
 
(24,012
)
 
(9,202
)
 

 
(39,441
)
Income (loss) before income taxes
$
24,471

 
$
(53,525
)
 
$
4,530

 
$
2,795

 
$

 
$
(21,729
)
Intersegment revenues
$
(100,010
)
 
$
(3,575
)
 
$

 
$
(1,742
)
 
$
105,327

 
$



 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Six Months Ended February 28, 2019:
(Dollars in thousands)
Revenues, including intersegment revenues
$
3,881,048

 
$
11,306,851

 
$

 
$
35,761

 
$
(255,832
)
 
$
14,967,828

Operating earnings (loss)
537,360

 
32,998

 
(15,008
)
 
8,793

 

 
564,143

(Gain) loss on disposal of business

 
(1,412
)
 

 

 

 
(1,412
)
Interest expense
2,585

 
46,398

 
29,021

 
4,062

 
(1,889
)
 
80,177

Other (income) loss
(3,203
)
 
(31,245
)
 
(1,963
)
 
(963
)
 
1,889

 
(35,485
)
Equity (income) loss from investments
(1,068
)
 
1,337

 
(76,457
)
 
(32,036
)
 

 
(108,224
)
Income (loss) before income taxes
$
539,046

 
$
17,920

 
$
34,391

 
$
37,730

 
$

 
$
629,087

Intersegment revenues
$
(244,983
)
 
$
(6,909
)
 
$

 
$
(3,940
)
 
$
255,832

 
$

Total assets at February 28, 2019
$
4,349,524

 
$
6,969,518

 
$
2,745,652

 
$
2,871,480

 
$

 
$
16,936,174

 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
 
Ag
 
Nitrogen Production
 
Corporate
and Other
 
Reconciling
Amounts
 
Total
For the Six Months Ended February 28, 2018: (As Restated)
(Dollars in thousands)
Revenues, including intersegment revenues
$
3,845,809

 
$
11,381,530

 
$

 
$
31,943

 
$
(247,245
)
 
$
15,012,037

Operating earnings (loss)
149,349

 
7,784

 
(10,374
)
 
(4,069
)
 

 
142,690

(Gain) loss on disposal of business

 
(7,705
)
 

 

 

 
(7,705
)
Interest expense
8,264

 
40,388

 
25,948

 
7,245

 
(967
)
 
80,878

Other (income) loss
(2,010
)
 
(32,698
)
 
(2,171
)
 
(2,827
)
 
967

 
(38,739
)
Equity (income) loss from investments
(1,812
)
 
(13,821
)
 
(44,347
)
 
(17,823
)
 

 
(77,803
)
Income (loss) before income taxes
$
144,907

 
$
21,620

 
$
10,196

 
$
9,336

 
$

 
$
186,059

Intersegment revenues
$
(234,864
)
 
$
(7,608
)
 
$

 
$
(4,773
)
 
$
247,245

 
$

v3.19.1
Derivative Financial Instruments and Hedging Activities (Tables)
6 Months Ended
Feb. 28, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Reconciliation of gross and net fair values of assets and liabilities subject to offsetting arrangements
 
February 28, 2019
 
 
 
Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting
 
 
 
Gross Amounts Recognized
 
Cash Collateral
 
Derivative Instruments
 
Net Amounts
 
(Dollars in thousands)
Derivative Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
223,133

 
$

 
$
27,357

 
$
195,776

Foreign exchange derivatives
18,814

 

 
3,792

 
15,022

Embedded derivative asset
20,557

 

 

 
20,557

Total
$
262,504

 
$

 
$
31,149

 
$
231,355

Derivative Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
212,028

 
$
5,446

 
$
27,357

 
$
179,225

Foreign exchange derivatives
4,582

 

 
3,792

 
790

Total
$
216,610

 
$
5,446

 
$
31,149

 
$
180,015



 
August 31, 2018
 
 
 
Amounts Not Offset on the Consolidated Balance Sheet but Eligible for Offsetting
 
 
 
Gross Amounts Recognized
 
Cash Collateral
 
Derivative Instruments
 
Net Amounts
 
(Dollars in thousands)
Derivative Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
313,033

 
$

 
$
26,781

 
$
286,252

Foreign exchange derivatives
15,401

 

 
8,703

 
6,698

Embedded derivative asset
23,595

 

 

 
23,595

Total
$
352,029

 
$

 
$
35,484

 
$
316,545

Derivative Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
421,054

 
$
12,983

 
$
26,781

 
$
381,290

Foreign exchange derivatives
24,701

 

 
8,703

 
15,998

Total
$
445,755

 
$
12,983

 
$
35,484

 
$
397,288

Derivatives Not Designated as Hedging Instruments

The following table sets forth the pretax gains (losses) on derivatives not accounted for as hedging instruments that have been included in our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018.

 
 
 
For the Three Months Ended
February 28,
 
For the Six Months Ended February 28,
 
Location of
Gain (Loss)
 
2019
 
(As Restated) 2018
 
2019
 
(As Restated) 2018
 
 
 
(Dollars in thousands)
Commodity derivatives
Cost of goods sold
 
$
72,010

 
$
(113,961
)
 
$
65,563

 
$
(81,045
)
Foreign exchange derivatives
Cost of goods sold
 
8,284

 
(5,818
)
 
27,981

 
948

Foreign exchange derivatives
Marketing, general and administrative
 
(583
)
 
344

 
(1,414
)
 
(151
)
Interest rate derivatives
Interest expense
 

 
(1
)
 

 
(1
)
Embedded derivative
Other income
 
392

 
433

 
1,963

 
2,171

Total
 
$
80,103

 
$
(119,003
)
 
$
94,093

 
$
(78,078
)
Schedule of Derivative Instruments, Purchase and Sales Contracts
all outstanding commodity and freight contracts accounted for as derivative instruments.
 
February 28, 2019
 
August 31, 2018
 
Long
 
Short
 
Long
 
Short
 
(Units in thousands)
Grain and oilseed - bushels
584,349

 
776,597

 
715,866

 
929,873

Energy products - barrels
18,674

 
8,884

 
17,011

 
8,329

Processed grain and oilseed - tons
1,676

 
1,593

 
1,064

 
2,875

Crop nutrients - tons
12

 
58

 
11

 
76

Ocean freight - metric tons
85

 
90

 
227

 
45

Natural gas - MMBtu

 

 
610

 

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value
The following table presents the fair value of our commodity derivative instruments designated as cash flow hedges and the line items on our Consolidated Balance Sheets in which they are recorded.
 
 
Derivative Assets
 
 
 
Derivative Liabilities
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
 
(Dollars in thousands)
 
 
 
(Dollars in thousands)
Derivative assets
 
$
13,822

 
$
812

 
Derivative liabilities
 
$
1,937

 
$
634

The following table presents the fair value of our derivative interest rate swap instruments designated as fair value hedges and the line items on our Consolidated Balance Sheets in which they are recorded.
 
 
Derivative Assets
 
 
 
Derivative Liabilities
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
Balance Sheet Location
 
February 28, 2019
 
August 31, 2018
 
 
(Dollars in thousands)
 
 
 
(Dollars in thousands)
Derivative assets
 
$

 
$

 
Derivative liabilities
 
$
332

 
$
771

Other assets
 
377

 

 
Other liabilities
 
4,401

 
8,681

Total
 
$
377

 
$

 
Total
 
$
4,733

 
$
9,452

Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss)
The following table sets forth the pretax gains (losses) on derivatives accounted for as hedging instruments that have been included in our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018.
 
 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
Gain (Loss) on Fair Value Hedging Relationships:
 
Location of
Gain (Loss)
 
2019
 
2018
 
2019
 
2018
 
 
 
 
(Dollars in thousands)
Interest rate swaps
 
Interest expense
 
$
(6,052
)
 
$
(9,571
)
 
$
(7,007
)
 
$
(17,888
)
Hedged item
 
Interest expense
 
6,052

 
9,571

 
7,007

 
17,888

Total
 
$

 
$

 
$

 
$

Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location
The following table provides the location and carrying amount of hedged liabilities in our Consolidated Balance Sheets as of February 28, 2019, and August 31, 2018.
 
 
February 28, 2019
 
August 31, 2018
Balance Sheet Location
 
Carrying Amount of Hedged Liabilities
 
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Liabilities
 
Carrying Amount of Hedged Liabilities
 
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Liabilities
 
 
(Dollars in thousands)
Long-term debt
 
$
478,541

 
$
16,459

 
$
485,548

 
$
9,452

Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss)
The following table presents the pretax gains (losses) recorded in other comprehensive income relating to cash flow hedges for the three and six months ended February 28, 2019, and 2018:
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
 
2019
 
2018
 
2019
 
2018
 
 
(Dollars in thousands)
Commodity derivatives
 
$
14,170

 
$

 
$
11,707

 
$

Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)
The following table presents the pretax gains (losses) relating to cash flow hedges that were reclassified from accumulated other comprehensive loss into our Consolidated Statements of Operations for the three and six months ended February 28, 2019, and 2018:
 
 
 
For the Three Months Ended February 28,
 
For the Six Months Ended February 28,
 
Location of
Gain (Loss)
 
2019
 
2018
 
2019
 
2018
 
 
 
(Dollars in thousands)
Commodity derivatives
Cost of goods sold
 
$
6,102

 
$

 
$
8,002

 
$

v3.19.1
Fair Value Measurements (Tables)
6 Months Ended
Feb. 28, 2019
Fair Value Disclosures [Abstract]  
Fair Value Measurements, Recurring and Nonrecurring
 
February 28, 2019
 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
 
(Dollars in thousands)
Assets:
 

 
 

 
 

 
 

Commodity derivatives
$
52,318

 
$
184,637

 
$

 
$
236,955

Foreign currency derivatives

 
18,893

 

 
18,893

Interest rate swap derivatives

 
377

 

 
377

Deferred compensation assets
38,703

 

 

 
38,703

Embedded derivative asset

 
20,557

 

 
20,557

Other assets
5,495

 

 

 
5,495

Total
$
96,516

 
$
224,464

 
$

 
$
320,980

Liabilities:
 

 
 

 
 
 
 

Commodity derivatives
$
22,743

 
$
191,222

 
$

 
$
213,965

Foreign currency derivatives

 
4,592

 

 
4,592

Interest rate swap derivatives

 
4,733

 

 
4,733

Total
$
22,743

 
$
200,547

 
$

 
$
223,290


 
August 31, 2018
 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
 
(Dollars in thousands)
Assets:
 
 
 
 
 
 
 
Commodity derivatives
$
54,487

 
$
259,359

 
$

 
$
313,846

Foreign currency derivatives

 
15,401

 

 
15,401

Deferred compensation assets
39,073

 

 

 
39,073

Embedded derivative asset

 
23,595

 

 
23,595

Other assets
5,334

 

 

 
5,334

Total
$
98,894

 
$
298,355

 
$

 
$
397,249

Liabilities:
 
 
 
 
 
 
 
Commodity derivatives
$
31,778

 
$
389,911

 
$

 
$
421,689

Foreign currency derivatives

 
24,701

 

 
24,701

Interest rate swap derivatives

 
9,452

 

 
9,452

Total
$
31,778

 
$
424,064

 
$

 
$
455,842


v3.19.1
Organization, Basis of Presentation and Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Feb. 28, 2018
Aug. 31, 2017
Cash and Cash Equivalents [Line Items]        
Cash and cash equivalents $ 367,307 $ 450,617 $ 219,273 $ 181,379
Total cash and cash equivalents and restricted cash 457,362 543,940 291,166 272,272
Restricted cash included in other current assets        
Cash and Cash Equivalents [Line Items]        
Restricted cash 89,371 90,193 68,600 83,561
Restricted cash included in other assets        
Cash and Cash Equivalents [Line Items]        
Restricted cash $ 684 $ 3,130 $ 3,293 $ 7,332
v3.19.1
Organization, Basis of Presentation and Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Sep. 01, 2018
Feb. 28, 2019
Nov. 30, 2018
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]            
Increase (decrease) to cost of goods sold   $ 6,056,126   $ 6,845,184 $ 14,069,774 $ 14,556,576
Increase to marketing, general and administrative expense   177,429   187,558 339,925 327,904
Increase to other income   11,763   12,544 35,485 38,739
Overall decrease to revenues   (6,483,539)   (6,980,153) (14,967,828) (15,012,037)
Accounting Standards Update 2017-07            
New Accounting Pronouncements or Change in Accounting Principle [Line Items]            
Increase (decrease) to cost of goods sold       335   670
Increase to marketing, general and administrative expense       845   1,691
Increase to other income       $ 1,180   $ 2,361
Accounting Standards Update 2016-01            
New Accounting Pronouncements or Change in Accounting Principle [Line Items]            
Reclassification from AOCI $ 4,700   $ 0      
Accounting Standards Update 2014-09            
New Accounting Pronouncements or Change in Accounting Principle [Line Items]            
Cumulative effect of adoption for all contracts and customers that had not been completed as of the adoption date $ 1,000          
Overall decrease to revenues   (2,299,273)     (5,522,859)  
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09            
New Accounting Pronouncements or Change in Accounting Principle [Line Items]            
Overall decrease to revenues   $ 9,600     $ 22,600  
v3.19.1
Restatement of Previously Issued Financial Information - Summary of Impacts of the Restatement Adjustments on Previously Reported Consolidated Statements of Operations (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Nov. 30, 2018
Feb. 28, 2018
Nov. 30, 2017
Feb. 28, 2019
Feb. 28, 2018
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Revenues $ 6,483,539   $ 6,980,153   $ 14,967,828 $ 15,012,037
Cost of goods sold 6,056,126   6,845,184   14,069,774 14,556,576
Gross profit 427,413   134,969   898,054 455,461
Marketing, general and administrative 177,429   187,558   339,925 327,904
Reserve and impairment charges (recoveries), net     (11,346)     (15,133)
Operating earnings (loss) 249,645   (41,243)   564,143 142,690
Gain (Loss) on Disposition of Business 0   (7,705)   (1,412) (7,705)
Interest Expense 41,269   40,176   80,177 80,878
Other (income) loss (11,763)   (12,544)   (35,485) (38,739)
Equity (income) loss from investments (41,716)   (39,441)   (108,224) (77,803)
Income (loss) before income taxes 261,855   (21,729)   629,087 186,059
Income tax expense (benefit) 13,551   (187,688)   33,668 (167,082)
Net income (loss) 248,304 $ 347,115 165,959 $ 187,182 595,419 353,141
Net income (loss) attributable to noncontrolling interests (462)   (48)   (851) (512)
Net income (loss) attributable to CHS Inc. $ 248,766   166,007   $ 596,270 353,653
As Previously Reported            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Revenues     6,851,093     14,899,982
Cost of goods sold     6,708,610     14,444,237
Gross profit     142,483     455,745
Marketing, general and administrative     186,716     326,881
Reserve and impairment charges (recoveries), net     (11,349)     (15,133)
Operating earnings (loss)     (32,884)     143,997
Gain (Loss) on Disposition of Business     7,705     (7,705)
Interest Expense     40,176     80,878
Other (income) loss     (11,364)     (36,378)
Equity (income) loss from investments     (39,441)     (77,803)
Income (loss) before income taxes     (14,550)     185,005
Income tax expense (benefit)     (181,176)     (161,240)
Net income (loss)     166,626     346,245
Net income (loss) attributable to noncontrolling interests     (48)     (512)
Net income (loss) attributable to CHS Inc.     166,674     346,757
Restatement Adjustments            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Revenues     129,060     112,055
Cost of goods sold     136,239     111,669
Gross profit     (7,179)     386
Marketing, general and administrative     (3)     (668)
Reserve and impairment charges (recoveries), net     3     0
Operating earnings (loss)     (7,179)     1,054
Gain (Loss) on Disposition of Business     0     0
Interest Expense     0     0
Other (income) loss     0     0
Equity (income) loss from investments     0     0
Income (loss) before income taxes     (7,179)     1,054
Income tax expense (benefit)     (6,512)     (5,842)
Net income (loss)     (667)     6,896
Net income (loss) attributable to noncontrolling interests     0     0
Net income (loss) attributable to CHS Inc.     (667)     6,896
As Restated            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Revenues     6,980,153     15,012,037
Cost of goods sold     6,844,849     14,555,906
Gross profit     135,304     456,131
Marketing, general and administrative     186,713     326,213
Reserve and impairment charges (recoveries), net     (11,346)     (15,133)
Operating earnings (loss)     (40,063)     145,051
Gain (Loss) on Disposition of Business     7,705     (7,705)
Interest Expense     40,176     80,878
Other (income) loss     (11,364)     (36,378)
Equity (income) loss from investments     (39,441)     (77,803)
Income (loss) before income taxes     (21,729)     186,059
Income tax expense (benefit)     (187,688)     (167,082)
Net income (loss)     165,959     353,141
Net income (loss) attributable to noncontrolling interests     (48)     (512)
Net income (loss) attributable to CHS Inc.     166,007     353,653
Freight Derivatives And Related Misstatements [Member] | Restatement Adjustments            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Cost of goods sold     22,500     23,000
Income (loss) before income taxes     (22,500)     (23,000)
Income tax expense (benefit)     100     800
Net income (loss)     (22,600)     (23,800)
Revisions related to ASU 2017-07            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Cost of goods sold     335     670
Gross profit     (335)     (670)
Marketing, general and administrative     845     1,691
Operating earnings (loss)     (1,180)     (2,361)
Other (income) loss     $ (1,180)     $ (2,361)
v3.19.1
Restatement of Previously Issued Financial Information - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended 12 Months Ended
Feb. 28, 2019
Nov. 30, 2018
Feb. 28, 2018
Nov. 30, 2017
Feb. 28, 2019
Feb. 28, 2018
Aug. 31, 2017
Aug. 31, 2018
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to income before income taxes $ 261,855   $ (21,729)   $ 629,087 $ 186,059    
Increase (decrease) to net income 248,304 $ 347,115 165,959 $ 187,182 595,419 353,141    
Decrease in cash (367,307)   (219,273)   (367,307) (219,273) $ (181,379) $ (450,617)
Increase (decrease) to cost of goods sold 6,056,126   6,845,184   14,069,774 14,556,576    
Increase (decrease) to income tax expense 13,551   (187,688)   33,668 (167,082)    
Increase (decrease) to revenues 6,483,539   6,980,153   14,967,828 15,012,037    
Decrease of inventory $ (3,554,780)       $ (3,554,780)     $ (2,768,649)
Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to income before income taxes     (7,179)     1,054    
Increase (decrease) to net income     (667)     6,896    
Increase (decrease) to cost of goods sold     136,239     111,669    
Increase (decrease) to income tax expense     (6,512)     (5,842)    
Increase (decrease) to revenues     129,060     112,055    
Freight Derivatives And Related Misstatements [Member]                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Misstatement between line items in the Consolidated Statements of Cash Flows           3,000    
Freight Derivatives And Related Misstatements [Member] | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to income before income taxes     (22,500)     (23,000)    
Increase (decrease) to net income     (22,600)     (23,800)    
Increase (decrease) to cost of goods sold     22,500     23,000    
Increase (decrease) to income tax expense     100     800    
Misstatement between line items in the Consolidated Statements of Cash Flows             13,000  
Intercompany Misstatements                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Misstatement between line items in the Consolidated Statements of Cash Flows           3,000    
Intercompany Misstatements | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to revenues     161,500     150,200    
Misstatement between line items in the Consolidated Statements of Cash Flows             6,000  
Other Misstatements | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to income before income taxes     15,300     24,100    
Increase (decrease) to net income     21,900     30,700    
Increase (decrease) to cost of goods sold     (1,600)          
Increase (decrease) to income tax expense     (6,600)     (6,600)    
Increase (decrease) to revenues     (28,000)          
Misstatement between line items in the Consolidated Statements of Cash Flows           18,300 21,200  
Reduction of notes payable     3,100     3,100    
Other Misstatements, Misclassification Adjustment [Member] | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to revenues           (33,400)    
Other Misstatements, Excise Tax Credit [Member] | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to cost of goods sold     (13,700)     (13,700)    
Other Misstatements, Valuation of Derivatives [Member] | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to cost of goods sold           (7,900)    
Other Misstatements, Postretirement Benefit Plan Activity | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Increase (decrease) to cost of goods sold           2,600    
Other Misstatements, Timing Difference | Restatement Adjustments                
Error Corrections and Prior Period Adjustments Restatement [Line Items]                
Negative cash balance     $ 6,000     $ 6,000    
Decrease of inventory             24,100  
Increase in accounts receivable             $ 24,100  
v3.19.1
Restatement of Previously Issued Financial Information - Summary of Impacts of the Restatement Adjustments on Previously Reported Consolidated Statements of Comprehensive Income (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Nov. 30, 2018
Feb. 28, 2018
Nov. 30, 2017
Feb. 28, 2019
Feb. 28, 2018
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Net income (loss) $ 248,304 $ 347,115 $ 165,959 $ 187,182 $ 595,419 $ 353,141
Other comprehensive income (loss), net of tax:            
Postretirement benefit plan activity 2,002   3,142   4,103 4,736
Unrealized net gain (loss) on available for sale investments 0   3,554   0 7,194
Cash flow hedges 9,969   1,063   8,662 1,059
Foreign currency translation adjustment     2,352     141
Other comprehensive income (loss), net of tax 14,884 $ 389 10,111 $ 3,019 15,273 13,130
Comprehensive income 263,188   176,070   610,692 366,271
Less comprehensive income attributable to noncontrolling interests (462)   (48)   (851) (512)
Comprehensive income attributable to CHS Inc. $ 263,650   176,118   $ 611,543 366,783
As Previously Reported            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Net income (loss)     166,626     346,245
Other comprehensive income (loss), net of tax:            
Postretirement benefit plan activity     3,141     7,338
Unrealized net gain (loss) on available for sale investments     3,554     7,194
Cash flow hedges     1,063     1,059
Foreign currency translation adjustment     2,461     (146)
Other comprehensive income (loss), net of tax     10,219     15,445
Comprehensive income     176,845     361,690
Less comprehensive income attributable to noncontrolling interests     (48)     (512)
Comprehensive income attributable to CHS Inc.     176,893     362,202
Restatement Adjustments            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Net income (loss)     (667)     6,896
Other comprehensive income (loss), net of tax:            
Postretirement benefit plan activity     1     (2,602)
Unrealized net gain (loss) on available for sale investments     0     0
Cash flow hedges     0     0
Foreign currency translation adjustment     (109)     287
Other comprehensive income (loss), net of tax     (108)     (2,315)
Comprehensive income     (775)     4,581
Less comprehensive income attributable to noncontrolling interests     0     0
Comprehensive income attributable to CHS Inc.     $ (775)     $ 4,581
v3.19.1
Restatement of Previously Issued Financial Information - Summary of Impacts of the Restatement Adjustments on Previously Reported Consolidated Statements of Cash Flows (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Nov. 30, 2018
Feb. 28, 2018
Nov. 30, 2017
Feb. 28, 2019
Feb. 28, 2018
Cash flows from operating activities:            
Net income (loss) $ 248,304 $ 347,115 $ 165,959 $ 187,182 $ 595,419 $ 353,141
Adjustments to reconcile net income to net cash provided by (used in) operating activities:            
Depreciation and amortization         233,628 240,349
Amortization of deferred major repair costs         38,283 32,839
Equity (income) loss from investments (41,716)   (39,441)   (108,224) (77,803)
Distributions from equity investments         113,164 78,461
Provision for doubtful accounts         6,988 (3,625)
Gain and recovery on disposal of business         (1,534) (24,236)
Deferred taxes           (169,455)
Other, net         3,332 16,236
Changes in operating assets and liabilities, net of acquisitions:            
Receivables         177,334 199,227
Inventories         (786,527) (1,077,185)
Derivative assets         (89,524) 24,527
Margin and related deposits         9,939 17,895
Supplier advance payments         (314,947) (409,581)
Other current assets and other assets         12,543 (1,654)
Customer margin deposits and credit balances         (4,762) (51,591)
Customer advance payments         326,788 332,872
Accounts payable and accrued expenses         (291,812) (72,047)
Derivative liabilities         (229,145) 56,538
Other liabilities         (28,681) (58,252)
Net cash provided by (used in) operating activities         (125,251) (642,398)
Cash flows from investing activities:            
Acquisition of property, plant and equipment         (177,991) (142,886)
Proceeds from disposition of property, plant and equipment         25,680 59,680
Proceeds from sale of business         1,730 53,552
Expenditures for major repairs         (2,634) (2,832)
Investments redeemed           6,496
Changes in CHS Capital notes receivable, net         (30,508) (25,846)
Financing extended to customers         (6,660) (66,014)
Financing extended to customers           30,893
Other investing activities, net         5,275 (10,203)
Net cash provided by (used in) investing activities         (98,263) (97,160)
Cash flows from financing activities:            
Proceeds from lines of credit and long-term borrowings           18,414,973
Payments on lines of credit, long-term borrowings and capital lease obligations         (12,000,939) (17,509,212)
Preferred stock dividends paid         (84,334) (84,334)
Redemptions of equities         (30,753) (4,742)
Other financing activities, net         (30,332) (55,861)
Net cash provided by (used in) financing activities         138,987 760,824
Effect of exchange rate changes on cash and cash equivalents         (2,051) (2,372)
Net increase (decrease) in cash and cash equivalents and restricted cash         (86,578) 18,894
Cash and cash equivalents and restricted cash at beginning of period   $ 543,940   272,272 543,940 272,272
Cash and cash equivalents and restricted cash at end of period $ 457,362   291,166   $ 457,362 291,166
As Previously Reported            
Cash flows from operating activities:            
Net income (loss)     166,626     346,245
Adjustments to reconcile net income to net cash provided by (used in) operating activities:            
Depreciation and amortization           240,349
Amortization of deferred major repair costs           32,839
Equity (income) loss from investments     (39,441)     (77,803)
Distributions from equity investments           78,461
Provision for doubtful accounts           (3,625)
Gain and recovery on disposal of business           (24,236)
Deferred taxes           (166,511)
Other, net           18,840
Changes in operating assets and liabilities, net of acquisitions:            
Receivables           169,359
Inventories           (1,076,037)
Derivative assets           (33,757)
Margin and related deposits           17,895
Supplier advance payments           (409,581)
Other current assets and other assets           21,344
Customer margin deposits and credit balances           (51,591)
Customer advance payments           314,372
Accounts payable and accrued expenses           (44,413)
Derivative liabilities           50,922
Other liabilities           (58,252)
Net cash provided by (used in) operating activities           (655,180)
Cash flows from investing activities:            
Acquisition of property, plant and equipment           (142,886)
Proceeds from disposition of property, plant and equipment           59,680
Proceeds from sale of business           53,552
Expenditures for major repairs           (2,832)
Investments redeemed           6,496
Changes in CHS Capital notes receivable, net           (25,846)
Financing extended to customers           (66,014)
Financing extended to customers           30,893
Other investing activities, net           (10,203)
Net cash provided by (used in) investing activities           (97,160)
Cash flows from financing activities:            
Proceeds from lines of credit and long-term borrowings           18,414,973
Payments on lines of credit, long-term borrowings and capital lease obligations           (17,512,264)
Preferred stock dividends paid           (84,334)
Redemptions of equities           (4,742)
Other financing activities, net           (49,874)
Net cash provided by (used in) financing activities           763,759
Effect of exchange rate changes on cash and cash equivalents           (2,372)
Net increase (decrease) in cash and cash equivalents and restricted cash           9,047
Cash and cash equivalents and restricted cash at beginning of period       181,379   181,379
Cash and cash equivalents and restricted cash at end of period     190,426     190,426
Restatement Adjustments            
Cash flows from operating activities:            
Net income (loss)     (667)     6,896
Adjustments to reconcile net income to net cash provided by (used in) operating activities:            
Depreciation and amortization           0
Amortization of deferred major repair costs           0
Equity (income) loss from investments     0     0
Distributions from equity investments           0
Provision for doubtful accounts           0
Deferred taxes           (2,944)
Other, net           (2,604)
Changes in operating assets and liabilities, net of acquisitions:            
Receivables           29,868
Inventories           (1,148)
Derivative assets           9,230
Margin and related deposits           0
Supplier advance payments           0
Other current assets and other assets           (4,000)
Customer margin deposits and credit balances           0
Customer advance payments           18,500
Accounts payable and accrued expenses           (27,634)
Derivative liabilities           5,616
Other liabilities           0
Net cash provided by (used in) operating activities           31,780
Cash flows from investing activities:            
Acquisition of property, plant and equipment           0
Proceeds from disposition of property, plant and equipment           0
Proceeds from sale of business           0
Expenditures for major repairs           0
Investments redeemed           0
Changes in CHS Capital notes receivable, net           0
Financing extended to customers           0
Financing extended to customers           0
Other investing activities, net           0
Net cash provided by (used in) investing activities           0
Cash flows from financing activities:            
Proceeds from lines of credit and long-term borrowings           0
Payments on lines of credit, long-term borrowings and capital lease obligations           3,052
Preferred stock dividends paid           0
Redemptions of equities           0
Other financing activities, net           (5,987)
Net cash provided by (used in) financing activities           (2,935)
Effect of exchange rate changes on cash and cash equivalents           0
Net increase (decrease) in cash and cash equivalents and restricted cash           28,845
Cash and cash equivalents and restricted cash at beginning of period       0   0
Cash and cash equivalents and restricted cash at end of period     28,845     28,845
As Restated            
Cash flows from operating activities:            
Net income (loss)     165,959     353,141
Adjustments to reconcile net income to net cash provided by (used in) operating activities:            
Depreciation and amortization           240,349
Amortization of deferred major repair costs           32,839
Equity (income) loss from investments     (39,441)     (77,803)
Distributions from equity investments           78,461
Provision for doubtful accounts           (3,625)
Gain and recovery on disposal of business           (24,236)
Deferred taxes           (169,455)
Other, net           16,236
Changes in operating assets and liabilities, net of acquisitions:            
Receivables           199,227
Inventories           (1,077,185)
Derivative assets           (24,527)
Margin and related deposits           17,895
Supplier advance payments           (409,581)
Other current assets and other assets           17,344
Customer margin deposits and credit balances           (51,591)
Customer advance payments           332,872
Accounts payable and accrued expenses           (72,047)
Derivative liabilities           56,538
Other liabilities           (58,252)
Net cash provided by (used in) operating activities           (623,400)
Cash flows from investing activities:            
Acquisition of property, plant and equipment           (142,886)
Proceeds from disposition of property, plant and equipment           59,680
Proceeds from sale of business           53,552
Expenditures for major repairs           (2,832)
Investments redeemed           6,496
Changes in CHS Capital notes receivable, net           (25,846)
Financing extended to customers           (66,014)
Financing extended to customers           30,893
Other investing activities, net           (10,203)
Net cash provided by (used in) investing activities           (97,160)
Cash flows from financing activities:            
Proceeds from lines of credit and long-term borrowings           18,414,973
Payments on lines of credit, long-term borrowings and capital lease obligations           (17,509,212)
Preferred stock dividends paid           (84,334)
Redemptions of equities           (4,742)
Other financing activities, net           (55,861)
Net cash provided by (used in) financing activities           760,824
Effect of exchange rate changes on cash and cash equivalents           (2,372)
Net increase (decrease) in cash and cash equivalents and restricted cash           37,892
Cash and cash equivalents and restricted cash at beginning of period       181,379   181,379
Cash and cash equivalents and restricted cash at end of period     219,271     219,271
Accounting Standards Update 2016-18            
Changes in operating assets and liabilities, net of acquisitions:            
Other current assets and other assets           (18,998)
Net cash provided by (used in) operating activities           (18,998)
Cash flows from financing activities:            
Net increase (decrease) in cash and cash equivalents and restricted cash           (18,998)
Cash and cash equivalents and restricted cash at beginning of period       $ 90,893   90,893
Cash and cash equivalents and restricted cash at end of period     71,895     71,895
Other Misstatements | Restatement Adjustments            
Cash flows from operating activities:            
Net income (loss)     $ 21,900     $ 30,700
v3.19.1
Receivables - Schedule of Receivables (Details) - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Receivables [Abstract]    
Trade accounts receivable $ 1,415,994 $ 1,578,764
CHS Capital notes receivable 592,985 569,379
Other 441,710 534,071
Receivables, gross 2,450,689 2,682,214
Less: allowances and reserves 223,625 221,813
Total receivables $ 2,227,064 $ 2,460,401
v3.19.1
Receivables - Narrative (Details) - USD ($)
$ in Millions
6 Months Ended
Feb. 28, 2019
Aug. 31, 2018
Notes Receivable, Long-Term    
Interest Income Accrual Term, Discontinued 90 days  
CHS Capital long-term notes receivable additional available credit of counterparty $ 551.1  
Maximum [Member]    
Notes Receivable, Short-Term    
CHS Capital notes receivable, current, term 12 months  
CHS Capital Notes Receivable [Member]    
Notes Receivable, Long-Term    
CHS Capital long-term notes receivable, non-current, term 10 years  
CHS Capital long-term notes receivable $ 197.6 $ 203.0
Commercial Notes to Notes and Loans Receivable, Net, Percentage 66.00% 40.00%
Producer Notes to Notes and Loans Receivable, Net, Percentage 34.00% 60.00%
v3.19.1
Revenues - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Sep. 01, 2018
Aug. 31, 2018
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]            
Overall decrease to revenues $ (6,483,539) $ (6,980,153) $ (14,967,828) $ (15,012,037)    
Contract liabilities 560,400   560,400     $ 167,200
Revenue recognized 45,800   130,100      
Accounting Standards Update 2014-09            
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]            
Cumulative effect of adoption for all contracts and customers that had not been completed as of the adoption date         $ 1,000  
Overall decrease to revenues (2,299,273)   (5,522,859)      
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09            
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]            
Overall decrease to revenues $ 9,600   $ 22,600      
v3.19.1
Revenues - Disaggregation of Revenues (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Disaggregation of Revenue [Line Items]        
Revenues $ 6,483,539 $ 6,980,153 $ 14,967,828 $ 15,012,037
Energy        
Disaggregation of Revenue [Line Items]        
Revenues 1,474,777   3,636,065  
Ag        
Disaggregation of Revenue [Line Items]        
Revenues 4,994,545   11,299,942  
Corporate and Other        
Disaggregation of Revenue [Line Items]        
Revenues 14,217   31,821  
ASC 606        
Disaggregation of Revenue [Line Items]        
Revenues 2,299,273   5,522,859  
ASC 606 | Energy        
Disaggregation of Revenue [Line Items]        
Revenues 1,310,529   3,173,056  
ASC 606 | Ag        
Disaggregation of Revenue [Line Items]        
Revenues 984,000   2,339,825  
ASC 606 | Corporate and Other        
Disaggregation of Revenue [Line Items]        
Revenues 4,744   9,978  
ASC 815        
Disaggregation of Revenue [Line Items]        
Revenues 4,141,013   9,353,202  
ASC 815 | Energy        
Disaggregation of Revenue [Line Items]        
Revenues 164,248   463,009  
ASC 815 | Ag        
Disaggregation of Revenue [Line Items]        
Revenues 3,976,765   8,890,193  
ASC 815 | Corporate and Other        
Disaggregation of Revenue [Line Items]        
Revenues 0   0  
Other Guidance        
Disaggregation of Revenue [Line Items]        
Revenues 43,253   91,767  
Other Guidance | Energy        
Disaggregation of Revenue [Line Items]        
Revenues 0   0  
Other Guidance | Ag        
Disaggregation of Revenue [Line Items]        
Revenues 33,780   69,924  
Other Guidance | Corporate and Other        
Disaggregation of Revenue [Line Items]        
Revenues $ 9,473   $ 21,843  
v3.19.1
Inventories - Schedule of Inventories (Details) - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Inventory Disclosure [Abstract]    
Grain and oilseed $ 1,350,927 $ 1,298,522
Energy 827,468 715,161
Crop nutrients 469,946 246,326
Feed and farm supplies 771,810 391,906
Processed grain and oilseed 114,177 99,426
Other 20,452 17,308
Total inventories $ 3,554,780 $ 2,768,649
v3.19.1
Inventories - Narrative (Details) - USD ($)
$ in Millions
Feb. 28, 2019
Aug. 31, 2018
Inventory Disclosure [Abstract]    
LIFO inventory, difference amount had FIFO inventory valuation method been used $ 219.8 $ 345.0
Percentage of LIFO inventory 18.00% 16.00%
v3.19.1
Investments - Narrative (Details)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 01, 2016
USD ($)
Feb. 28, 2019
USD ($)
Feb. 28, 2018
USD ($)
Feb. 28, 2019
USD ($)
Feb. 28, 2018
USD ($)
Aug. 31, 2018
USD ($)
Schedule of Equity Method Investments [Line Items]            
Equity (income) loss from investments   $ (41,716) $ (39,441) $ (108,224) $ (77,803)  
Cost Method Investments   123,280   123,280   $ 122,788
Investments   $ 3,718,097   $ 3,718,097   3,711,925
CF Nitrogen LLC [Member]            
Schedule of Equity Method Investments [Line Items]            
Payments to Acquire Equity Method Investments $ 2,800,000          
Ownership percentage   10.00%   10.00%    
Equity Method Investments   $ 2,725,095   $ 2,725,095   2,735,073
Ventura Foods, LLC            
Schedule of Equity Method Investments [Line Items]            
Equity Method Investments   372,220   372,220   360,150
Ardent Mills LLC [Member]            
Schedule of Equity Method Investments [Line Items]            
Equity Method Investments   208,989   208,989   205,898
Nitrogen Production [Member]            
Schedule of Equity Method Investments [Line Items]            
Equity (income) loss from investments   $ (35,542) (24,012) $ (76,457) (44,347)  
Foods [Member] | Ventura Foods, LLC            
Schedule of Equity Method Investments [Line Items]            
Ownership percentage   50.00%   50.00%    
Corporate and Other            
Schedule of Equity Method Investments [Line Items]            
Equity (income) loss from investments   $ (5,307) (9,202) $ (32,036) (17,823)  
Corporate and Other | Ardent Mills LLC [Member]            
Schedule of Equity Method Investments [Line Items]            
Ownership percentage   12.00%   12.00%    
Number of parent companies   3   3    
Ag            
Schedule of Equity Method Investments [Line Items]            
Equity (income) loss from investments   $ 128 $ (5,567) $ 1,337 $ (13,821)  
Miscellaneous Investments [Member]            
Schedule of Equity Method Investments [Line Items]            
Equity Method Investments   $ 288,513   $ 288,513   $ 288,016
v3.19.1
Investments Equity Method investments (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Schedule of Equity Method Investments [Line Items]        
Net income (loss) attributable to CHS Inc. $ 248,766 $ 166,007 $ 596,270 $ 353,653
Ardent Mills, Ventura, CF Nitrogen [Member] [Member]        
Schedule of Equity Method Investments [Line Items]        
Net Sales     4,385,722 3,788,709
Gross Profit     615,772 420,912
Net earnings     382,852 227,988
Net income (loss) attributable to CHS Inc.     $ 108,552 $ 61,432
v3.19.1
Goodwill and Other Intangible Assets Goodwill by Segment (Details)
$ in Thousands
Feb. 28, 2019
USD ($)
Goodwill [Roll Forward]  
Goodwill $ 138,464
v3.19.1
Goodwill and Other Intangible Assets Intangibles (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Aug. 31, 2018
Finite-Lived Intangible Assets [Line Items]          
Amortization of Intangible Assets $ 800 $ 800 $ 1,500 $ 1,700  
Other Intangible Assets [Member] | Minimum [Member]          
Finite-Lived Intangible Assets [Line Items]          
Finite-Lived Intangible Asset, Useful Life     2 years    
Other Intangible Assets [Member] | Maximum [Member]          
Finite-Lived Intangible Assets [Line Items]          
Finite-Lived Intangible Asset, Useful Life     30 years    
Customer Lists [Member]          
Finite-Lived Intangible Assets [Line Items]          
Finite-Lived Intangible Assets, Carrying Amount 40,815   $ 40,815   $ 40,815
Finite-Lived Intangible Assets, Accumulated Amortization (14,500)   (14,500)   (13,082)
Finite-Lived Intangible Assets, Net 26,315   26,315   27,733
Trademarks and other intangible assets [Member]          
Finite-Lived Intangible Assets [Line Items]          
Finite-Lived Intangible Assets, Carrying Amount 6,536   6,536   6,536
Finite-Lived Intangible Assets, Accumulated Amortization (5,038)   (5,038)   (4,931)
Finite-Lived Intangible Assets, Net 1,498   1,498   1,605
Total intangible assets [Domain]          
Finite-Lived Intangible Assets [Line Items]          
Finite-Lived Intangible Assets, Carrying Amount 47,351   47,351   47,351
Finite-Lived Intangible Assets, Accumulated Amortization (19,538)   (19,538)   (18,013)
Finite-Lived Intangible Assets, Net $ 27,813   $ 27,813   $ 29,338
v3.19.1
Goodwill and Other Intangible Assets (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization of Intangible Assets $ 800 $ 800 $ 1,500 $ 1,700
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months 3,034   3,034  
Finite-Lived Intangible Assets, Amortization Expense, Year Two 2,958   2,958  
Finite-Lived Intangible Assets, Amortization Expense, Year Three 2,877   2,877  
Finite-Lived Intangible Assets, Amortization Expense, Year Four 2,787   2,787  
Finite-Lived Intangible Assets, Amortization Expense, Year Five $ 2,667   $ 2,667  
v3.19.1
Notes Payable and Long-Term Debt - Schedule of Notes Payable and Long-Term Debt (Details) - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Debt Instrument [Line Items]    
Notes payable $ 2,643,191 $ 2,272,196
Notes payable [Member]    
Debt Instrument [Line Items]    
Notes payable 1,857,728 1,437,264
CHS Capital notes payable    
Debt Instrument [Line Items]    
Notes payable $ 785,463 $ 834,932
v3.19.1
Notes Payable and Long-Term Debt - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Sep. 04, 2018
Debt Instrument [Line Items]          
Interest expense $ 41.3 $ 40.2 $ 80.2 $ 80.9  
Capitalized interest 2.6 $ 1.3 $ 4.6 $ 3.1  
Five-Year Revolving Facilities | Line of Credit | Revolving credit facility          
Debt Instrument [Line Items]          
Debt instrument, term     5 years    
Current borrowing capacity 3,000.0   $ 3,000.0    
Outstanding balance 604.0   604.0    
Repurchase Facility | Subordinated Debt          
Debt Instrument [Line Items]          
Outstanding balance $ 150.0   $ 150.0    
Maximum borrowing capacity         $ 150.0
v3.19.1
Equities Changes in Equity (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Sep. 01, 2018
Feb. 28, 2019
Nov. 30, 2018
Feb. 28, 2018
Nov. 30, 2017
Feb. 28, 2019
Feb. 28, 2018
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance $ 8,165,028 $ 8,292,092 $ 8,165,028 $ 7,742,948 $ 7,705,640 $ 8,165,028 $ 7,705,640
Reversal of prior year patronage and redemption estimates   81,681 24,072 1,060 1,561    
Patronage Refunds   (74,980)   0      
Redemptions of equities   (6,681) (24,072) (1,060) (1,561)    
Preferred stock dividends   (42,167) (84,334) (42,167) (84,334)    
Other, net   (1,654) 3,319 (1,942) 2,044    
Net income (loss)   248,304 347,115 165,959 187,182 595,419 353,141
Net income (loss) attributable to CHS Inc.   248,766   166,007   596,270 353,653
Net income (loss) attributable to noncontrolling interests   (462)   (48)   (851) (512)
Other comprehensive income (loss), net of tax   14,884 389 10,111 3,019 15,273 13,130
Estimated 2019 cash patronage refunds   (69,400) (89,344) 3,823 (50,702)    
Estimated 2019 equity redemptions   (39,850) (50,081) (12,375) (19,901)    
Ending Balance   8,402,229 8,292,092 7,866,357 7,742,948 8,402,229 7,866,357
Capital equity certificates [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance 3,837,580 3,789,158 3,837,580 3,885,139 3,906,426 3,837,580 3,906,426
Reversal of prior year patronage and redemption estimates   6,681 24,072 1,060 1,561    
Patronage Refunds   0   0      
Redemptions of equities   (5,988) (22,004) (953) (1,449)    
Other, net   (774) (409) (2,652) (1,498)    
Estimated 2019 equity redemptions   (39,850) (50,081) (12,375) (19,901)    
Ending Balance   3,749,227 3,789,158 3,870,219 3,885,139 3,749,227 3,870,219
Nonpatronage Equity Certificates [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance 29,498 29,315 29,498 29,717 29,836 29,498 29,836
Reversal of prior year patronage and redemption estimates   0 0 0 0    
Patronage Refunds   0   0      
Redemptions of equities   (74) (183) (16) (53)    
Other, net       (45) (66)    
Ending Balance   29,241 29,315 29,656 29,717 29,241 29,656
Non-qualified Equity Certificates [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance 742,378 740,467 742,378 404,984 405,387 742,378 405,387
Reversal of prior year patronage and redemption estimates   (345,330) 0 (126,333) 0    
Patronage Refunds   349,353   128,858      
Redemptions of equities   (619) (1,885) (91) (59)    
Other, net   2,589 (26) (1) (344)    
Ending Balance   746,460 740,467 407,417 404,984 746,460 407,417
Preferred Stock [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance 2,264,038 2,264,038 2,264,038 2,264,038 2,264,038 2,264,038 2,264,038
Patronage Refunds   0   0      
Redemptions of equities   0 0 0 0    
Ending Balance   2,264,038 2,264,038 2,264,038 2,264,038 2,264,038 2,264,038
Accumulated Other Comprehensive Income (Loss) [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance (199,915) (204,232) (199,915) (177,341) (180,360) (199,915) (180,360)
Patronage Refunds   0   0      
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax     (4,706)        
Other comprehensive income (loss), net of tax   14,884 389 10,111 3,019    
Ending Balance   (189,348) (204,232) (167,230) (177,341) (189,348) (167,230)
Capital Reserves [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance 1,482,003 1,663,971 1,482,003 1,324,372 1,267,808 1,482,003 1,267,808
Reversal of prior year patronage and redemption estimates   420,330 0 126,333 0    
Patronage Refunds   (424,333)   (128,858)      
Preferred stock dividends   (42,167) (84,334) (42,167) (84,334)    
Other, net   (2,888) 3,436 816 3,954    
Net income (loss) attributable to CHS Inc.   248,766 347,504 166,007 187,646    
Estimated 2019 cash patronage refunds   (69,400) (89,344) 3,823 (50,702)    
Ending Balance   1,794,279 1,663,971 1,450,326 1,324,372 1,794,279 1,450,326
Noncontrolling Interest [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Beginning Balance 9,446 9,375 9,446 12,039 12,505 9,446 12,505
Patronage Refunds   0   0      
Other, net   (581) 318 (60) (2)    
Net income (loss) attributable to noncontrolling interests   (462) (389) (48) (464)    
Ending Balance   $ 8,332 9,375 $ 11,931 $ 12,039 $ 8,332 $ 11,931
Accounting Standards Update 2016-01              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax $ (4,700)   0        
Accounting Standards Update 2016-01 | Accumulated Other Comprehensive Income (Loss) [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax     4,706        
Accounting Standards Update 2016-01 | Capital Reserves [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax     (4,706)        
Accounting Standards Update 2016-01 | Noncontrolling Interest [Member]              
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax     $ 0        
v3.19.1
Equities Accumulated Other Comprehensive Income (Loss) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Nov. 30, 2018
Feb. 28, 2018
Nov. 30, 2017
Feb. 28, 2019
Feb. 28, 2018
Accumulated Other Comprehensive Income (Loss) [Line Items]            
Beginning Balance $ 8,292,092 $ 8,165,028 $ 7,742,948 $ 7,705,640 $ 8,165,028 $ 7,705,640
Other comprehensive income (loss), net of tax 14,884 389 10,111 3,019 15,273 13,130
Ending Balance 8,402,229 8,292,092 7,866,357 7,742,948 8,402,229 7,866,357
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member]            
Accumulated Other Comprehensive Income (Loss) [Line Items]            
Beginning Balance (137,818) (140,335) (130,850) (132,444) (140,335) (132,444)
Other Comprehensive Income (Loss), before Reclassifications, before Tax 102 175 0 0    
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax 2,564 2,565 4,451 4,214    
Other Comprehensive Income (Loss), before Tax 2,666 2,740 4,451 4,214    
Other Comprehensive Income (Loss), Tax (664) (639) (1,309) (2,620)    
Other comprehensive income (loss), net of tax 2,002 2,101 3,142 1,594    
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax   416        
Ending Balance (135,816) (137,818) (127,708) (130,850) (135,816) (127,708)
Accumulated Net Investment Gain (Loss) Attributable to Parent [Member]            
Accumulated Other Comprehensive Income (Loss) [Line Items]            
Beginning Balance 0 8,861 13,681 10,041 8,861 10,041
Other Comprehensive Income (Loss), before Reclassifications, before Tax 0 0 6,562 4,044    
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax 0 0 (1,527) 0    
Other Comprehensive Income (Loss), before Tax 0 0 5,035 4,044    
Other Comprehensive Income (Loss), Tax 0 0 (1,481) (404)    
Other comprehensive income (loss), net of tax 0 0 3,554 3,640    
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax   (8,861)        
Ending Balance 0 0 17,235 13,681 0 17,235
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member]            
Accumulated Other Comprehensive Income (Loss) [Line Items]            
Beginning Balance (6,206) (5,882) (6,958) (6,954) (5,882) (6,954)
Other Comprehensive Income (Loss), before Reclassifications, before Tax 18,954 (317) 1,081 (435)    
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax (5,677) (1,475) 425 429    
Other Comprehensive Income (Loss), before Tax 13,277 (1,792) 1,506 (6)    
Other Comprehensive Income (Loss), Tax (3,308) 485 (443) 2    
Other comprehensive income (loss), net of tax 9,969 (1,307) 1,063 (4)    
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax   983        
Ending Balance 3,763 (6,206) (5,895) (6,958) 3,763 (5,895)
Accumulated Foreign Currency Adjustment Attributable to Parent [Member]            
Accumulated Other Comprehensive Income (Loss) [Line Items]            
Beginning Balance (60,208) (62,559) (53,214) (51,003) (62,559) (51,003)
Other Comprehensive Income (Loss), before Reclassifications, before Tax 3,176 (25) 2,774 (612)    
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax 0 0 0 (2,042)    
Other Comprehensive Income (Loss), before Tax 3,176 (25) 2,774 (2,654)    
Other Comprehensive Income (Loss), Tax (263) (380) (422) 443    
Other comprehensive income (loss), net of tax 2,913 (405) 2,352 (2,211)    
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax   2,756        
Ending Balance (57,295) (60,208) (50,862) (53,214) (57,295) (50,862)
Accumulated Other Comprehensive Income (Loss) [Member]            
Accumulated Other Comprehensive Income (Loss) [Line Items]            
Beginning Balance (204,232) (199,915) (177,341) (180,360) (199,915) (180,360)
Other Comprehensive Income (Loss), before Reclassifications, before Tax 22,232 (167) 10,417 2,997    
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax (3,113) 1,090 3,349 2,601    
Other Comprehensive Income (Loss), before Tax 19,119 923 13,766 5,598    
Other Comprehensive Income (Loss), Tax (4,235) (534) (3,655) (2,579)    
Other comprehensive income (loss), net of tax 14,884 389 10,111 3,019    
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax   (4,706)        
Ending Balance $ (189,348) $ (204,232) $ (167,230) $ (177,341) $ (189,348) $ (167,230)
v3.19.1
Equities Dividends Per Share (Details) - $ / shares
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
8% Cumulative Redeemable [Member]        
8% Cumulative Redeemable [Line Items]        
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears $ 0.50 $ 0.50 $ 1.50 $ 1.50
Class B, Series 1 Preferred Stock [Member]        
8% Cumulative Redeemable [Line Items]        
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears 0.49 0.49 1.48 1.48
Class B, Series 2 Preferred Stock [Member]        
8% Cumulative Redeemable [Line Items]        
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears 0.44 0.44 1.33 1.33
Class B, Series 3 Preferred Stock [Member]        
8% Cumulative Redeemable [Line Items]        
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears 0.42 0.42 1.27 1.27
Class B, Series 4 Preferred Stock [Member]        
8% Cumulative Redeemable [Line Items]        
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears $ 0.47 $ 0.47 $ 1.41 $ 1.41
v3.19.1
Income Taxes (Details)
6 Months Ended 12 Months Ended
Feb. 28, 2019
Aug. 31, 2018
Income Tax Contingency [Line Items]    
Corporate Tax Rate 21.00% 25.70%
v3.19.1
Benefit Plans - Net Periodic Benefit Cost (Details) - USD ($)
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Qualified Pension Benefits        
Component of net periodic benefit costs: [Abstract]        
Service cost $ 9,648,000 $ 9,920,000 $ 19,296,000 $ 19,839,000
Interest cost 7,099,000 5,991,000 14,198,000 11,992,000
Expected return on assets (11,242,000) (12,049,000) (22,484,000) (24,089,000)
Prior service cost (credit) amortization 42,000 360,000 85,000 719,000
Actuarial (gain) loss amortization 3,087,000 4,511,000 6,174,000 11,399,000
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement and Curtailment 169,000   169,000  
Net periodic benefit cost 8,803,000 8,733,000 17,438,000 19,860,000
Defined Benefit Plan, Plan Assets, Contributions by Employer     0  
Non-Qualified Pension Benefits        
Component of net periodic benefit costs: [Abstract]        
Service cost 78,000 137,000 155,000 274,000
Interest cost 187,000 178,000 374,000 356,000
Expected return on assets 0 0 0 0
Prior service cost (credit) amortization (19,000) 7,000 (37,000) 15,000
Actuarial (gain) loss amortization 1,000 16,000 1,000 30,000
Net periodic benefit cost 247,000 338,000 493,000 675,000
Other Benefits        
Component of net periodic benefit costs: [Abstract]        
Service cost 263,000 236,000 527,000 472,000
Interest cost 274,000 227,000 547,000 454,000
Expected return on assets 0 0 0 0
Prior service cost (credit) amortization (139,000) (142,000) (278,000) (283,000)
Actuarial (gain) loss amortization (407,000) (306,000) (814,000) (612,000)
Net periodic benefit cost $ (9,000) $ 15,000 $ (18,000) $ 31,000
v3.19.1
Segment Reporting - Segment Information (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Aug. 31, 2018
Segment Reporting Information [Line Items]          
Revenues $ 6,483,539 $ 6,980,153 $ 14,967,828 $ 15,012,037  
Operating earnings (loss) 249,645 (41,243) 564,143 142,690  
(Gain) loss on disposal of business 0 (7,705) (1,412) (7,705)  
Interest Expense 41,269 40,176 80,177 80,878  
Other (income) loss (11,763) (12,544) (35,485) (38,739)  
Equity (income) loss from investments (41,716) (39,441) (108,224) (77,803)  
Income (loss) before income taxes 261,855 (21,729) 629,087 186,059  
Total assets 16,936,174   16,936,174   $ 16,381,178
Energy          
Segment Reporting Information [Line Items]          
Revenues, including intersegment revenues 1,570,968 1,771,809 3,881,048 3,845,809  
Revenues 1,474,777   3,636,065    
Operating earnings (loss) 301,721 25,318 537,360 149,349  
Interest Expense (1,652) 2,629 2,585 8,264  
Other (income) loss (2,217) (1,122) (3,203) (2,010)  
Equity (income) loss from investments (995) (660) (1,068) (1,812)  
Income (loss) before income taxes 306,585 24,471 539,046 144,907  
Total assets 4,349,524   4,349,524    
Ag          
Segment Reporting Information [Line Items]          
Revenues, including intersegment revenues 4,998,137 5,300,503 11,306,851 11,381,530  
Revenues 4,994,545   11,299,942    
Operating earnings (loss) (47,129) (53,125) 32,998 7,784  
Interest Expense 25,398 22,784 46,398 40,388  
Other (income) loss (10,257) (9,112) (31,245) (32,698)  
Equity (income) loss from investments 128 (5,567) 1,337 (13,821)  
Income (loss) before income taxes (62,398) (53,525) 17,920 21,620  
Total assets 6,969,518   6,969,518    
Nitrogen Production [Member]          
Segment Reporting Information [Line Items]          
Revenues, including intersegment revenues 0 0 0 0  
Operating earnings (loss) (9,880) (7,239) (15,008) (10,374)  
Interest Expense 15,342 12,676 29,021 25,948  
Other (income) loss (392) (433) (1,963) (2,171)  
Equity (income) loss from investments (35,542) (24,012) (76,457) (44,347)  
Income (loss) before income taxes 10,712 4,530 34,391 10,196  
Total assets 2,745,652   2,745,652    
Corporate and Other          
Segment Reporting Information [Line Items]          
Revenues, including intersegment revenues 16,694 13,168 35,761 31,943  
Revenues 14,217   31,821    
Operating earnings (loss) 4,933 (6,197) 8,793 (4,069)  
Interest Expense 3,299 2,665 4,062 7,245  
Other (income) loss (15) (2,455) (963) (2,827)  
Equity (income) loss from investments (5,307) (9,202) (32,036) (17,823)  
Income (loss) before income taxes 6,956 2,795 37,730 9,336  
Total assets 2,871,480   2,871,480    
Reconciling Amounts          
Segment Reporting Information [Line Items]          
Revenues (102,260) (105,327) (255,832) (247,245)  
Operating earnings (loss) 0 0 0  
Interest Expense (1,118) (578) (1,889) (967)  
Other (income) loss 1,118 578 1,889 967  
Equity (income) loss from investments 0 0 0 0  
Income (loss) before income taxes 0 0 0 0  
Total assets 0   0    
Intersegment Eliminations [Member]          
Segment Reporting Information [Line Items]          
Revenues 0 0 0 0  
Intersegment Eliminations [Member] | Energy          
Segment Reporting Information [Line Items]          
Revenues (96,191) (100,010) (244,983) (234,864)  
Intersegment Eliminations [Member] | Ag          
Segment Reporting Information [Line Items]          
Revenues (3,592) (3,575) (6,909) (7,608)  
Intersegment Eliminations [Member] | Nitrogen Production [Member]          
Segment Reporting Information [Line Items]          
Revenues 0 0 0 0  
Intersegment Eliminations [Member] | Corporate and Other          
Segment Reporting Information [Line Items]          
Revenues (2,477) (1,742) (3,940) (4,773)  
Intersegment Eliminations [Member] | Reconciling Amounts          
Segment Reporting Information [Line Items]          
Revenues $ 102,260 105,327 255,832 247,245  
Operating Segments [Member] | Energy          
Segment Reporting Information [Line Items]          
(Gain) loss on disposal of business   0 0 0  
Operating Segments [Member] | Ag          
Segment Reporting Information [Line Items]          
(Gain) loss on disposal of business   (7,705) (1,412) (7,705)  
Operating Segments [Member] | Nitrogen Production [Member]          
Segment Reporting Information [Line Items]          
(Gain) loss on disposal of business   0 0 0  
Corporate, Non-Segment [Member]          
Segment Reporting Information [Line Items]          
(Gain) loss on disposal of business   0 0 0  
Reconciling Amounts          
Segment Reporting Information [Line Items]          
(Gain) loss on disposal of business   $ 0 $ 0 $ 0  
v3.19.1
Derivative Financial Instruments and Hedging Activities - Purchase and Sale Contracts (Details) - Not Designated as Hedging Instrument
t in Thousands, T in Thousands, MMBtu in Thousands, Bushels in Thousands, Barrels in Thousands
Feb. 28, 2019
T
t
Bushels
MMBtu
Barrels
Aug. 31, 2018
T
t
Bushels
MMBtu
Barrels
Grain and oilseed - bushels | Long [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | Bushels 584,349 715,866
Grain and oilseed - bushels | Short [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | Bushels 776,597 929,873
Energy products - barrels | Long [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | Barrels 18,674 17,011
Energy products - barrels | Short [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | Barrels 8,884 8,329
Processed grain and oilseed - tons | Long [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount 1,676 1,064
Processed grain and oilseed - tons | Short [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount 1,593 2,875
Crop nutrients - tons | Long [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount 12 11
Crop nutrients - tons | Short [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount 58 76
Ocean freight - metric tons | Long [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | t 85 227
Ocean freight - metric tons | Short [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | t 90 45
Natural gas - MMBtu | Long [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | MMBtu 0 610
Natural gas - MMBtu | Short [Member]    
Derivative [Line Items]    
Derivative, Nonmonetary Notional Amount | MMBtu 0 0
v3.19.1
Derivative Financial Instruments and Hedging Activities - Derivatives (Details)
$ in Thousands, bbl in Millions
6 Months Ended 12 Months Ended
Feb. 28, 2019
USD ($)
bbl
Aug. 31, 2018
USD ($)
bbl
Derivative [Line Items]    
Derivative Asset, Noncurrent $ 25,400 $ 23,100
Derivative Liability, Noncurrent 3,200 7,900
Derivative Asset, Fair Value, Amount Not Offset Against Collateral 231,355 316,545
Derivative Assets 262,504 352,029
Derivative Asset, Fair Value, Gross Amount Not Offset on Balance Sheet 31,149 35,484
Derivative Liability, Fair Value, Amount Not Offset Against Collateral 180,015 397,288
Derivative Liabilities 216,610 445,755
Derivative Liability, Collateral, Right to Reclaim Cash, Offset 5,446 12,983
Derivative Liability, Fair Value, Gross Amount Not Offset on Balance Sheet $ 31,149 35,484
Credit Rating Agencies Threshold, Minimum 66.67%  
CF Nitrogen LLC [Member]    
Derivative [Line Items]    
Annual Payment Receivable Contingent On Investment Credit Rating $ 5,000  
Embedded derivative asset 20,600  
Foreign currency derivatives | Not Designated as Hedging Instrument    
Derivative [Line Items]    
Derivative Asset, Fair Value, Amount Not Offset Against Collateral 15,022 6,698
Derivative Assets 18,814 15,401
Derivative Asset, Fair Value, Gross Amount Not Offset on Balance Sheet 3,792 8,703
Derivative Liability, Fair Value, Amount Not Offset Against Collateral 790 15,998
Derivative Liabilities 4,582 24,701
Derivative Liability, Collateral, Right to Reclaim Cash, Offset 0 0
Derivative Liability, Fair Value, Gross Amount Not Offset on Balance Sheet 3,792 8,703
Derivative Asset, Notional Amount 839,500 988,800
Interest rate swap derivatives | Designated as Hedging Instrument    
Derivative [Line Items]    
Derivative Assets 377  
Derivative Liabilities 4,733 9,452
Embedded Derivative Financial Instruments [Member] | Not Designated as Hedging Instrument    
Derivative [Line Items]    
Derivative Asset, Fair Value, Amount Not Offset Against Collateral 20,557 23,595
Derivative Assets 20,557 23,595
Derivative Asset, Fair Value, Gross Amount Not Offset on Balance Sheet 0 0
Commodity derivatives | Not Designated as Hedging Instrument    
Derivative [Line Items]    
Derivative Asset, Fair Value, Amount Not Offset Against Collateral 195,776 286,252
Derivative Assets 223,133 313,033
Derivative Asset, Fair Value, Gross Amount Not Offset on Balance Sheet 27,357 26,781
Derivative Liability, Fair Value, Amount Not Offset Against Collateral 179,225 381,290
Derivative Liabilities 212,028 421,054
Derivative Liability, Collateral, Right to Reclaim Cash, Offset 5,446 12,983
Derivative Liability, Fair Value, Gross Amount Not Offset on Balance Sheet 27,357 $ 26,781
Fair Value Hedging | Interest rate swap derivatives | Designated as Hedging Instrument    
Derivative [Line Items]    
Derivative Asset, Notional Amount $ 495,000  
Cash Flow Hedging    
Derivative [Line Items]    
Aggregate notional amount of cash flow hedges (in barrels) | bbl 5.9 1.1
Cash Flow Hedging | Designated as Hedging Instrument    
Derivative [Line Items]    
Derivative Assets $ 13,822 $ 812
Derivative Liabilities $ 1,937 $ 634
v3.19.1
Derivative Financial Instruments and Hedging Activities - Pretax Gains (Losses) On Derivatives Not Accounted For As Hedging Instruments (Details) - Not Designated as Hedging Instrument - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Derivative Instruments and Hedging Activities Disclosures [Line Items]        
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net $ 80,103 $ (119,003) $ 94,093 $ (78,078)
Commodity derivatives | Cost of goods sold        
Derivative Instruments and Hedging Activities Disclosures [Line Items]        
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net 72,010 (113,961) 65,563 (81,045)
Foreign currency derivatives | Cost of goods sold        
Derivative Instruments and Hedging Activities Disclosures [Line Items]        
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net 8,284 (5,818) 27,981 948
Foreign currency derivatives | Selling, General and Administrative Expenses [Member]        
Derivative Instruments and Hedging Activities Disclosures [Line Items]        
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net (583) 344 (1,414) (151)
Interest rate derivatives | Interest Expense        
Derivative Instruments and Hedging Activities Disclosures [Line Items]        
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net 0 (1) 0 (1)
Embedded Derivative Financial Instruments [Member] | Other Income [Member]        
Derivative Instruments and Hedging Activities Disclosures [Line Items]        
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net $ 392 $ 433 $ 1,963 $ 2,171
v3.19.1
Derivative Financial Instruments and Hedging Activities - Schedule of Derivative Instruments in Statement of Financial Position, Fair Value (Details) - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Derivative [Line Items]    
Derivative Assets $ 262,504 $ 352,029
Derivative Liabilities 216,610 445,755
Designated as Hedging Instrument | Interest rate swap derivatives    
Derivative [Line Items]    
Derivative Assets 377  
Derivative Liabilities 4,733 9,452
Designated as Hedging Instrument | Derivative Liabilities Current [Member] | Interest rate swap derivatives    
Derivative [Line Items]    
Derivative Liabilities 332 771
Designated as Hedging Instrument | Other Assets [Member] | Interest rate swap derivatives    
Derivative [Line Items]    
Derivative Assets 377 0
Designated as Hedging Instrument | Other Liabilities | Interest rate swap derivatives    
Derivative [Line Items]    
Derivative Liabilities $ 4,401 $ 8,681
v3.19.1
Derivative Financial Instruments and Hedging Activities - Schedule of Derivative Instruments, Effect on Earnings (Details) - Designated as Hedging Instrument - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Derivative [Line Items]        
Gain (loss) on fair value hedging relationship $ 0 $ 0 $ 0 $ 0
Interest Expense | Interest rate swap derivatives        
Derivative [Line Items]        
Gain (loss) on fair value hedging relationship (6,052) (9,571) (7,007) (17,888)
Interest Expense | Hedged Item        
Derivative [Line Items]        
Gain (loss) on fair value hedging relationship $ 6,052 $ 9,571 $ 7,007 $ 17,888
v3.19.1
Derivative Financial Instruments and Hedging Activities - Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location (Details) - Designated as Hedging Instrument - Long-term debt - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Derivative [Line Items]    
Carrying Amount of Hedged Liabilities $ 478,541 $ 485,548
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Liabilities $ 16,459 $ 9,452
v3.19.1
Derivative Financial Instruments and Hedging Activities - Fair Value of Commodity Derivative Instruments (Details) - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Derivatives, Fair Value [Line Items]    
Derivative Assets $ 262,504 $ 352,029
Derivative Liabilities $ 216,610 $ 445,755
v3.19.1
Derivative Financial Instruments and Hedging Activities - Commodity Derivatives (Details) - Commodity derivatives - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Feb. 28, 2019
Feb. 28, 2018
Feb. 28, 2019
Feb. 28, 2018
Cost of goods sold        
Derivative [Line Items]        
Pretax gains (losses) reclassified from AOCI related to cash flow hedges $ 6,102 $ 0 $ 8,002 $ 0
Cash Flow Hedging        
Derivative [Line Items]        
Pretax gains (losses) recorded in OCI related to cash flow hedges $ 14,170 $ 0 $ 11,707 $ 0
v3.19.1
Fair Value Measurements - Fair Value Measurements (Details) - Fair Value, Measurements, Recurring [Member] - USD ($)
$ in Thousands
Feb. 28, 2019
Aug. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred compensation assets $ 38,703 $ 39,073
Embedded derivative asset 20,557 23,595
Other assets 5,495 5,334
Total assets 320,980 397,249
Foreign currency derivatives   24,701
Total liabilities 223,290 455,842
Quoted Prices in Active Markets for Identical Assets (Level 1)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred compensation assets 38,703 39,073
Embedded derivative asset 0 0
Other assets 5,495 5,334
Total assets 96,516 98,894
Foreign currency derivatives   0
Total liabilities 22,743 31,778
Significant Other Observable Inputs (Level 2)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred compensation assets 0 0
Embedded derivative asset 20,557 23,595
Other assets 0 0
Total assets 224,464 298,355
Foreign currency derivatives   24,701
Total liabilities 200,547 424,064
Fair Value, Inputs, Level 3 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred compensation assets 0 0
Embedded derivative asset 0 0
Other assets 0 0
Total assets 0 0
Foreign currency derivatives   0
Total liabilities 0 0
Commodity derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 236,955 313,846
Derivative Liability 213,965 421,689
Commodity derivatives | Quoted Prices in Active Markets for Identical Assets (Level 1)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 52,318 54,487
Derivative Liability 22,743 31,778
Commodity derivatives | Significant Other Observable Inputs (Level 2)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 184,637 259,359
Derivative Liability 191,222 389,911
Commodity derivatives | Fair Value, Inputs, Level 3 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 0 0
Derivative Liability 0 0
Foreign currency derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Foreign currency derivatives 18,893 15,401
Foreign currency derivatives 4,592  
Foreign currency derivatives | Quoted Prices in Active Markets for Identical Assets (Level 1)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Foreign currency derivatives 0 0
Foreign currency derivatives 0  
Foreign currency derivatives | Significant Other Observable Inputs (Level 2)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Foreign currency derivatives 18,893 15,401
Foreign currency derivatives 4,592  
Foreign currency derivatives | Fair Value, Inputs, Level 3 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Foreign currency derivatives 0 0
Foreign currency derivatives 0  
Interest rate swap derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 377  
Derivative Liability 4,733 9,452
Interest rate swap derivatives | Quoted Prices in Active Markets for Identical Assets (Level 1)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 0  
Derivative Liability 0 0
Interest rate swap derivatives | Significant Other Observable Inputs (Level 2)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 377  
Derivative Liability 4,733 9,452
Interest rate swap derivatives | Fair Value, Inputs, Level 3 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset 0  
Derivative Liability $ 0 $ 0
v3.19.1
Commitments and Contingencies Guarantees (Details)
$ in Millions
Feb. 28, 2019
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Guarantor obligations, maximum exposure, undiscounted $ 197.1
Maximum guarantees allowed by bank covenants $ 1,000.0
v3.19.1
Subsequent Events (Details)
Feb. 28, 2019
West Central [Member]  
Subsequent Event [Line Items]  
Ownership percentage 25.00%