Document
false0001755672 0001755672 2020-08-05 2020-08-05 0001755672 2020-08-06 2020-08-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of Earliest Event Reported): August 5, 2020 
Corteva, Inc.
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
 
001-38710
 
82-4979096
(State or other jurisdiction
 
(Commission
 
(I.R.S. Employer
of Incorporation)
 
File Number)
 
Identification No.)
 
974 Centre Road, Building 735
Wilmington, Delaware 19805
(Address of principal executive offices)(Zip Code)
 
(302) 485-3000
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: 
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, par value $0.01 per share
 
CTVA
 
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company 
 
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

 



Item 2.02     Results of Operations and Financial Condition
On August 5, 2020, Corteva, Inc. (the "Company") announced its consolidated financial results for the quarter ended June 30, 2020. A copy of the Company’s press release, financial statement schedules, and related presentation are furnished herewith on Form 8-K as Exhibits 99.1, 99.2, and 99.3, respectively. The information contained in this report, including Exhibits 99.1, 99.2, and 99.3, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section. In addition, the information contained in this report shall not be deemed to be incorporated by reference into any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.

Item 9.01     Financial Statements and Exhibits

(d)
Exhibits.
Press Release dated August 5, 2020
Financial Statement Schedules dated August 5, 2020
Corteva Second Quarter 2020 Earnings Presentation dated August 5, 2020
104
The cover page from the Company’s Current Report on Form 8-K, formatted in Inline XBRL








SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
CORTEVA, INC.
 
(Registrant)
 
 
 
 
 
/s/ Brian Titus
 
Brian Titus
 
Vice President and Controller
 
August 5, 2020


a0805202q1h2020earningsr
News Release 2Q & 1H 2020 Corteva Reports Second Quarter and First Half 2020 Results and Provides Update on 2020 Guidance Company Delivers First Half Sales and Earnings Increases over Prior Year WILMINGTON, Del., August 5, 2020 – Corteva, Inc. (NYSE: CTVA) (“Corteva” or the “Company”) today reported financial results for the second quarter and first half ended June 30, 2020. 2Q 2020 Results Overview Income from Cont. Net Sales EPS Ops. (After Tax) GAAP $5.2 B $1.01 $766 M vs. 2Q 2019 (7)% +60% +59% Organic Sales1 Operating EPS1 Operating EBITDA1 NON-GAAP $5.4 B $1.26 $1.2 B vs. 2Q 2019 (3)% (11)% (15)% 1H 2020 Results Overview Income from Cont. Net Sales EPS Ops. (After Tax) GAAP $9.1 B $1.37 $1.0 B vs. 1H 20192 +2% +78% +76% Organic Sales1 Operating EPS1 Operating EBITDA1 NON-GAAP $9.4 B $1.85 $2.0 B vs. 1H 20192 +5% +6% +3% First Half 2020 Highlights • Reported net sales for first half 2020 were $9.1 billion, • GAAP income and earnings per share (EPS) from up 2% versus prior year, driven by volume and price continuing operations were $1.0 billion and $1.37 per improvement. Organic sales1 grew 5%, with growth in share, respectively. each region. • Operating EBITDA1 was $2.0 billion, up 3% versus • Seed sales rose 6% on a reported basis and 8% on prior year as price and volume gains in Seed, coupled an organic1 basis, with volume and price growth in with execution on synergies and productivity, more every region – particularly in corn and soybean in than offset currency headwinds and unfavorable North America. geographic mix in Crop Protection. • Crop Protection sales declined 4% on a reported basis – • Merger cost synergies and productivity were and were up 1% on an organic1 basis, as sales gains in approximately $130 million for the first half 2020 and EMEA3 and Asia Pacific were muted by declines in Latin remain on track to be $230 million for the full year. 3 America and North America . 1. Organic sales, Operating EPS, Pro Forma Operating EPS, Operating EBITDA and Pro Forma Operating EBITDA are non-GAAP measures. See page 7 for further discussion. 2. First half 2019 GAAP information is on a pro forma basis and was determined in accordance with Article 11 of Regulation S-X. Non-GAAP measures for these periods are reconciled to the GAAP pro forma measure. 3. North America is defined as U.S. and Canada. EMEA is defined as Europe, Middle East and Africa. 4. Enlist E3™ soybeans are jointly developed by Dow AgroSciences and MS Technologies™ 5. Represents coverage of total North America market, including branded, competitors and licensees. 1


 
News Release 2Q & 1H 2020 “Our results in the first half of 2020 highlight the strength of our global execution engine and our operational resilience in the face of historic market volatility. In the first half, we experienced sharp swings in commodity prices and foreign currency rates due to COVID-19, renewed trade and regulatory uncertainty, and new regulatory challenges. Amidst these external pressures, we delivered sales and earnings growth. We demonstrated strong price execution in Seed, supply chain flexibility, and solid market demand for our balanced and differentiated new product portfolios in both segments. Our results were strengthened by diligent efforts to further drive down costs, mitigate currency headwinds, and preserve cash. Further, our balance sheet and liquidity position remain strong, supported by targeted actions taken in the quarter. I am especially proud of our teams around the world, executing with focus and integrity in a rapidly evolving landscape, to ensure continued support for our customers and communities.” “Looking ahead, we will increase value for stakeholders through continued progress on our strategic objectives – positioning ourselves well to continue growing our presence in key channels and markets. Our priorities in the second half of 2020 include accelerating productivity actions and supporting the launch of key innovations, such as our Enlist weed control system, that will enable our customers to drive their profitability.” – James C. Collins, Jr., Corteva Chief Executive Officer Company Updates Taking Focused Steps to Drive Collaborating to Drive Technology Productivity and Cost Competitiveness Differentiation in Crop Protection The Company continues to deliver progress on its The Company announced a multi-year global previously communicated productivity program, as well as agreement for the research, development and global synergies and the recently announced spending actions commercialization of pheromone-based insect control intended to deliver additional earnings improvements in solutions – and solutions to extend the life of plant- 2020. These actions reflect targeted steps by Corteva based insect control traits. This action reflects Corteva’s to navigate near-term market volatility, while further continued commitment to growing its biologicals strengthening its cash flow and financial resiliency. portfolio, while increasing technology differentiation and accelerating its competitive advantages across its Seed and Crop Protection business platforms. Reinforcing Operational Discipline and Effectiveness Delivering Value for Customers In the second quarter, against the backdrop of COVID- 19, the Company navigated a historic 500-year flood in a Competitive Soybean Market in Midland, Michigan near one of its Crop Protection Despite a very competitive soybean market, Corteva manufacturing facilities. Since this time, the local continues to deliver solid progress on the accelerated ramp- operations teams have worked safely and diligently to up of Enlist E3TM4 soybeans in North America. For 2020, the restore all operations. Leveraging the strength of its Company expects Enlist E3 to achieve penetration on up to flexible and resilient supply chain, the Company was able 20% of U.S. soybean acres5 – in line with prior estimates. to minimize business impact. Corteva also expects E3 to represent 17% of its own soybean lineup for the year – an increase over earlier Strengthening Solid Liquidity Position estimates. In addition to its Enlist E3 technology, Corteva continues to provide superior product solutions, while During the quarter, Corteva took a strategic step to capturing price for value. further diversify its financing tools – strengthening its solid liquidity position. The Company launched a long- term debt offering in the form of bonds into the public Executing Strategy to Enhance Market markets, with $1 billion in notes that have been assigned Presence in the Retail Channel ratings in line with the Company’s long-term, issuer credit Corteva launched its global Brevant seed brand in the U.S. ratings of A-/A3/A (S&P/Moody’s/Fitch). to be sold exclusively through retail, beginning in 2021. This action is expected to expand retail access to Corteva Implementing Ongoing Portfolio Actions seed genetics, technology, and traits beyond its existing, to Drive Competitive Advantages comprehensive routes to market – providing greater choice and value for customers. Corteva continues to take actions to optimize its portfolio to enable the Company to capitalize on growth opportunities and drive margin expansion. During the second quarter, Corteva acquired the stake of its previously consolidated JV partner in PhytoGen Seed Company, giving Corteva 100% ownership and reflecting its growing presence in the cottonseed market. 2


 
News Release 2Q & 1H 2020 Summary of First Half 2020 For the first half ended June 30, 2020, reported net sales GAAP income from continuing operations after income increased 2% versus the same period last year, with an taxes was $1.0 billion in the first half of 2020. Operating organic sales1 increase of 5%. EBITDA1 for the first half of 2020 was $2.0 billion, an increase of 3% as compared to the same period last year Volumes increased 4% versus the prior-year period. on a pro forma basis. Price and volume gains in Seed Gains were driven by the recovery of planted area in and ongoing cost synergies and productivity efforts more North America, record corn sales in EMEA and growth in than offset currency and unfavorable geographic mix in Asia Pacific. Crop Protection. Local price increased 1% versus the prior-year period. Higher prices in Latin America partially offset the impact of currency, which represented a headwind of 3%. New products drove price gains in EMEA and Asia Pacific. ($ in millions, 1H 1H % % except where noted) 2020 2019 Change Organic Change1 Net Sales $9,147 $8,952 2% 5% North America $5,331 $5,177 3% 3% EMEA $2,110 $2,031 4% 8% Latin America $949 $1,018 (7)% 7% Asia Pacific $757 $726 4% 10% Summary of Second Quarter 2020 For the second quarter ended June 30, 2020, reported GAAP income from continuing operations after net sales decreased 7% versus the same quarter last income taxes was $766 million in the second quarter year, with an organic sales1 decrease of 3%. 2020, an increase of 59%. Operating EBITDA1 for the second quarter 2020 was $1.2 billion, a decrease of Volumes decreased 4% versus the prior-year period. 15% as compared to the same period last year. The These declines were driven by earlier deliveries in North seasonal volume declines, higher SG&A costs, and America, which shifted corn volumes into the first quarter the unfavorable impact of currency more than offset 2020, coupled with a normalized start to the season in the positive impact of price increases and ongoing Latin America in Crop Protection. cost synergies and productivity efforts. A $17 million unrealized gain on financial hedge instruments Local price increased 1% versus the prior-year period, reduced currency impacts in the quarter. with higher prices in Latin America in response to currency. Currency and portfolio represented headwinds of 3% and 1%, respectively. ($ in millions, 2Q 2Q % % except where noted) 2020 2019 Change Organic Change1 Net Sales $5,191 $5,556 (7)% (3)% North America $3,566 $3,785 (6)% (5)% EMEA $643 $667 (4)% 3% Latin America $515 $653 (21)% (7)% Asia Pacific $467 $451 4% 10% 3


 
News Release 2Q & 1H 2020 Crop Protection Summary launches, including RinskorTM and ArylexTM herbicides, Crop Protection net sales were approximately $3.2 billion were offset by a normalized start to the season in Latin for the first half of 2020 compared to approximately America, resulting in flat volumes. $3.3 billion in the first half of 2019. The decrease was due to a 4% decline in currency and a 1% impact from Crop Protection operating EBITDA was $547 million for portfolio, partially offset by a 1% increase in local price. the first half of 2020, down from pro forma operating EBITDA of $670 million for the first half of 2019. The Unfavorable currency impacts were primarily due to the unfavorable impact of currency and geographic mix in Brazilian Real and the Euro. The increase in local price Latin America, together with increased investment in was primarily driven by increases in Latin America in R&D, more than offset cost synergies and ongoing response to currency. Volume gains led by new product productivity actions. % % ($ in millions, 1H 1H except where noted) 2020 2019 Change Organic Change1 North America $1,138 $1,165 (2)% (1)% EMEA $965 $953 1% 6% Latin America $527 $653 (19)% (6)% Asia Pacific $524 $515 2% 8% Total 1H Crop $3,154 $3,286 (4)% 1% Protection Net Sales Crop Protection net sales were approximately $1.7 billion competitive pressures in North America – particularly in in the second quarter of 2020 compared to approximately herbicides. Unfavorable currency impacts were led by $1.9 billion in the second quarter of 2019. The decrease the Brazilian Real. The portfolio impact was driven by was due to a 7% decline in volume, a 5% decline in divestitures in North America, Asia Pacific and EMEA. currency, and a 1% impact from portfolio actions, partially The increase in local price was driven by increases in offset by a 2% increase in local price. Latin America in response to currency. The decrease in volume was primarily driven by the Crop Protection operating EBITDA was $309 million in effect of an earlier start to the Latin America season in the second quarter of 2020, down from $450 million in the year-ago period, which shifted Crop Protection sales the second quarter of 2019. Gains from cost synergies from third quarter 2019 to second quarter 2019, as well and ongoing productivity actions were more than offset as rework on Vessarya® fungicide due to formulation by volume declines in Latin America and North America, challenges. These impacts were coupled with increased the unfavorable impact of currency and increased investment in R&D. ($ in millions, 2Q 2Q % % except where noted) 2020 2019 Change Organic Change1 North America $663 $686 (3)% (2)% EMEA $379 $393 (4)% 1% Latin America $309 $466 (34)% (20)% Asia Pacific $302 $312 (3)% 3% Total 2Q Crop $1,653 $1,857 (11)% (5)% Protection Net Sales 4


 
News Release 2Q & 1H 2020 Seed Summary Seed net sales were approximately $6.0 billion for the Global corn price increased 2%, and North America first half of 2020, up from approximately $5.7 billion in the soybean price increased 1% for the half. Unfavorable prior year. The increase was due to a 6% increase in currency impacts were primarily driven by the Brazilian volume and a 2% increase in local price, partially offset Real and the Euro. by a 2% decline in currency. Seed operating EBITDA was approximately $1.5 billion The increase in volume was driven by the recovery of for the first half of 2020, up 13% from pro forma segment planted area in North America, higher Safrinha sales and operating EBITDA of approximately $1.4 billion in the earlier summer corn deliveries in Latin America, and prior year. Volume gains, favorable mix, and ongoing market share gains in corn in EMEA. Local price gain cost synergies and productivity efforts were partially was driven by favorable mix globally, changes in route to offset by higher commissions, the unfavorable impact of market in EMEA, price increases in Latin America, and currency, higher royalties and higher input costs due to holding price in North America. lower production yields. ($ in millions, 1H 1H % % except where noted) 2020 2019 Change Organic Change1 North America $4,193 $4,012 5% 5% EMEA $1,145 $1,078 6% 11% Latin America $422 $365 16% 29% Asia Pacific $233 $211 10% 17% Total 1H $5,993 $5,666 6% 8% Seed Net Sales Seed net sales were approximately $3.5 billion in the Unfavorable currency impacts were primarily driven by second quarter of 2020, down from approximately the Brazilian Real. The increase in local price was led by $3.7 billion in the second quarter of 2019. The decrease increases across EMEA and Asia Pacific, with price was due to a 3% decline in volume and a 2% decline in gains in U.S. soybean amidst competitive pressures. currency, partially offset by a 1% increase in local price. Seed operating EBITDA was $956 million in the second Lower volumes were driven by earlier deliveries in North quarter of 2020, down 8% from the second quarter of America due to improved weather conditions and the 2019. Seasonal volume declines, higher royalties, and recovery of planted area, which shifted corn volumes into higher selling costs more than offset favorable mix and the first quarter of 2020. The impact of this shift was ongoing cost synergies and productivity efforts, including partially offset by earlier summer corn deliveries in Latin reductions in R&D during the period. America and market share gains in corn in Asia Pacific. ($ in millions, 2Q 2Q % % except where noted) 2020 2019 Change Organic Change1 North America $2,903 $3,099 (6)% (6)% EMEA $264 $274 (4)% 5% Latin America $206 $187 10% 27% Asia Pacific $165 $139 19% 27% Total 2Q $3,538 $3,699 (4)% (2)% Seed Net Sales 5


 
News Release 2Q & 1H2020 Outlook The Company continues to monitor near-term operating Corteva is not able to reconcile its forward-looking non- conditions to ensure business continuity in light of GAAP financial measures to its most comparable U.S. continued market volatility. At the time of this reporting, GAAP financial measures, as it is unable to predict with management expects operating EBITDA1 to be in the reasonable certainty items outside of its control, such as range of $1.9 billion to $2 billion for the full year 2020, significant items, without unreasonable effort. This with anticipated net sales growth of 1-2% for the same outlook does not contemplate any operational period. The Company’s operating EPS1 range is disruptions, significant changes in customers’ demand or expected to be between $1.25 and $1.45 per share. ability to pay, or further acceleration of currency impacts resulting from the COVID-19 pandemic. Second Quarter Conference Call The Company will host a live webcast of its second conference call is posted on the Company’s Investor quarter earnings conference call with investors to discuss Events and Presentations page. A replay of the its results and outlook tomorrow, August 6, 2020, at 9:00 webcast will also be available on the Investor Events a.m. ET. The slide presentation that accompanies the and Presentations page. About Corteva Agriscience Corteva, Inc. (NYSE: CTVA) is a publicly traded, global pure-play agriculture company that provides farmers around the world with the most complete portfolio in the industry – including a balanced and diverse mix of seed, crop protection and digital solutions focused on maximizing productivity to enhance yield and profitability. With some of the most recognized brands in agriculture and an industry-leading product and technology pipeline well positioned to drive growth, the Company is committed to working with stakeholders throughout the food system as it fulfils its promise to enrich the lives of those who produce and those who consume, ensuring progress for generations to come. Corteva became an independent public company on June 1, 2019, and was previously the Agriculture Division of DowDuPont. More information can be found at www.corteva.com. Follow Corteva on Facebook, Instagram, LinkedIn, Twitter and YouTube. Cautionary Statement About Forward-Looking Statements This communication contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, which are intended to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and may be identified by their use of words like “guidance”, "plans," "expects," "will," "anticipates," "believes," "intends," "projects," "estimates," “outlook,” or other words of similar meaning. All statements that address expectations or projections about the future, including statements about Corteva's strategy for growth, product development, regulatory approval, market position, anticipated benefits of recent acquisitions, timing of anticipated benefits from restructuring actions, outcome of contingencies, such as litigation and environmental matters, expenditures, and financial results, as well as expected benefits from, the separation of Corteva from DowDuPont, are forward- looking statements. Forward-looking statements are based on certain assumptions and expectations of future events which may not be accurate or realized. Forward-looking statements also involve risks and uncertainties, many of which are beyond Corteva's control. While the list of factors presented below is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Corteva's business, results of operations and financial condition. Some of the important factors that could cause Corteva's actual results to differ materially from those projected in any such forward-looking statements include: (i) failure to successfully develop and commercialize Corteva's pipeline; (ii) effect of competition and consolidation in Corteva's industry; (iii) failure to obtain or maintain the necessary regulatory approvals for some Corteva's products; (iv) failure to enforce Corteva's intellectual property rights or defend against intellectual property claims asserted by others; (v) effect of competition from manufacturers of generic products; (vi) impact of Corteva's dependence on third parties with respect to certain of its raw materials or licenses and commercialization; (vii) costs of complying with evolving regulatory requirements and the effect of actual or alleged violations of environmental laws or permit requirements; (viii) effect of the degree of public understanding and acceptance or perceived public acceptance of Corteva's biotechnology and other agricultural products; (ix) effect of changes in agricultural and related policies of governments and international organizations; (x) effect of industrial espionage and other disruptions to Corteva's supply chain, information technology or network systems; (xi) competitor's establishment of an intermediary platform for distribution of Corteva's products; (xii) effect of volatility in Corteva's input costs; (xiii) failure to raise capital through the capital markets or short-term borrowings on terms acceptable to Corteva; (xiv) failure of Corteva's customers to pay their debts to Corteva, including customer financing programs; (xv) failure to realize the anticipated benefits of the internal reorganizations taken by DowDuPont in connection with the spin-off of Corteva, including failure to benefit from significant cost synergies; (xvi) risks related to the indemnification obligations of legacy EID liabilities in connection with the separation of Corteva; (xvii) increases in pension and other post-employment benefit plan funding obligations; (xviii) effect of compliance with environmental laws and requirements and adverse judgments on litigation; (xix) risks related to Corteva's global operations; (xx) effect of climate change and unpredictable seasonal and weather factors; (xxi) effect of counterfeit products; (xxii) failure to effectively manage acquisitions, divestitures, alliances and other portfolio actions; (xxiii) risks related to non-cash charges from impairment of goodwill or intangibles assets; (xxiv) risks related to COVID-19; (xxv) risks related to oil and commodity markets; and (xxvi) other risks related to the Separation from DowDuPont. Additionally, there may be other risks and uncertainties that Corteva is unable to currently identify or that Corteva does not currently expect to have a material impact on its business. Where, in any forward-looking statement, an expectation or belief as to future results or events is expressed, such expectation or belief is based on the current plans and expectations of Corteva's management and expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. Corteva disclaims and does not undertake any obligation to update or revise any forward-looking statement, except as required by applicable law. A detailed discussion of some of the significant risks and uncertainties which may cause results and events to differ materially from such forward-looking statements or other estimates is included in the “Risk Factors” section of Corteva’s Annual Report on Form 10-K, as modified by subsequent Quarterly Reports on Forms 10-Q and Current Reports on Form 8-K. 6


 
News Release 2Q & 1H2020 Corteva Unaudited Pro Forma Financial Information In order to provide the most meaningful comparison of results of operations, supplemental unaudited pro forma financial information for the first half of 2019 has been included in this presentation. This presentation presents the pro forma results of Corteva, after giving effect to events that are (1) directly attributable to the merger of DuPont and Dow, debt retirement transactions related to paying off or retiring portions of Historical DuPont’s existing debt liabilities, and the separation and distribution to DowDuPont stockholders of all the outstanding shares of Corteva common stock; (2) factually supportable and (3) with respect to the pro forma statements of income, expected to have a continuing impact on the consolidated results. Refer to Corteva’s Form 10 registration statement filed on May 6, 2019, which can be found on the investors section of the Corteva website, for further details on the above transactions. The pro forma financial statements were prepared in accordance with Article 11 of Regulation S-X, and are presented for informational purposes only, and do not purport to represent what the results of operations would have been had the above actually occurred on the dates indicated, nor do they purport to project the results of operations for any future period or as of any future date. Regulation G (Non-GAAP Financial Measures) This earnings release includes information that does not conform to U.S. GAAP and are considered non-GAAP measures. These measures may include organic sales, organic growth (including by segment and region), operating EBITDA, pro forma operating EBITDA, operating EBITDA margin, pro forma operating EBITDA margin, operating earnings per share, pro forma operating earnings per share, base tax rate, and pro forma base tax rate. Management uses these measures internally for planning and forecasting, including allocating resources and evaluating incentive compensation. Management believes that these non-GAAP measures best reflect the ongoing performance of the Company during the periods presented and provide more relevant and meaningful information to investors as they provide insight with respect to ongoing operating results of the Company and a more useful comparison of year over year results. These non-GAAP measures supplement the Company's U.S. GAAP disclosures and should not be viewed as an alternative to U.S. GAAP measures of performance. Furthermore, such non-GAAP measures may not be consistent with similar measures provided or used by other companies. Reconciliations for these non-GAAP measures to U.S. GAAP are provided in the Selected Financial Information and Non-GAAP Measures starting on page A-6 of the Financial Statement Schedules. For first quarter and prior year, these non-GAAP measures are being reconciled to a pro forma GAAP financial measure prepared and presented in accordance with Article 11 of Regulation S-X. See Article 11 Pro Forma Combined Statements of Operations starting on page A-13 of the Financial Statement Schedules. Corteva is not able to reconcile its forward-looking non-GAAP financial measures to their most comparable U.S. GAAP financial measures, as it is unable to predict with reasonable certainty items outside of the company’s control, such as Significant Items, without unreasonable effort. For Significant items reported in the periods presented, refer to page A-6 of the Financial Statement Schedules. Beginning January 1, 2020, the company presents accelerated prepaid royalty amortization expense as a significant item. Accelerated prepaid royalty amortization represents the noncash charge associated with the recognition of upfront payments made to Monsanto in connection with the Company’s non-exclusive license in the United States and Canada for Monsanto's Genuity® Roundup Ready 2 Yield® Roundup Ready 2 Xtend® herbicide tolerance traits. During the five-year ramp-up period of Enlist E3TM, Corteva is expected to significantly reduce the volume of products with the Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits beginning in 2021, with expected minimal use of the trait platform after the completion of the ramp-up. Organic sales is defined as price and volume and excludes currency and portfolio impacts. Operating EBITDA is defined as earnings (i.e., income from continuing operations before income taxes) before interest, depreciation, amortization, non-operating benefits , net and foreign exchange gains (losses), excluding the impact of significant items (including goodwill impairment charges). Non-operating benefits, net consists of non-operating pension and other post-employment benefit (OPEB) credits, tax indemnification adjustments, environmental remediation and legal costs associated with legacy businesses and sites of Historical DuPont. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense. Operating EBITDA margin is defined as Operating EBITDA as a percentage of net sales. Operating earnings per share are defined as "Earnings per common share from continuing operations - diluted" excluding the after-tax impact of significant items (including goodwill impairment charges), the after- tax impact of non-operating benefits, net, and the after-tax impact of amortization expense associated with intangible assets existing as of the Separation from DowDuPont. Although amortization of the Company's intangible assets is excluded from these non-GAAP measures, management believes it is important for investors to understand that such intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in amortization of additional intangible assets. Base tax rate is defined as the effective tax rate excluding the impacts of foreign exchange gains (losses), non-operating benefits, net, amortization of intangibles as of the Separation from DowDuPont, and significant items (including goodwill impairment charges). The first half of 2019 is on a pro forma basis as discussed above in the paragraph ‘Corteva Unaudited Pro Forma Financial Information’. ® TM SM Trademarks and service marks of Dow AgroSciences, DuPont or Pioneer, and their affiliated companies or their respective owners. # # # 08/05/20 Media Contact: Investor Contact: Gregg Schmidt Megan Britt +1 302-485-3260 +1 302-485-3279 gregg.m.schmidt@corteva.com megan.britt@corteva.com 7


 
Exhibit
A- 1
Corteva, Inc.
Consolidated Statements of Operations
(Dollars in millions, except per share amounts)


 
 
 
 
 
 
 
 
 
Three Months Ended June 30,
 
Six Months Ended
June 30,
 
2020
 
2019
 
2020
 
2019
Net sales
$
5,191

 
$
5,556

 
$
9,147

 
$
8,952

Cost of goods sold
2,829

 
3,047

 
5,098

 
5,258

Research and development expense
273

 
269

 
553

 
568

Selling, general and administrative expenses
965

 
937

 
1,722

 
1,672

Amortization of intangibles
176

 
113


339

 
214

Restructuring and asset related charges - net
179

 
60

 
249

 
121

Integration and separation costs

 
330

 

 
542

Other income — net
89

 

 
90

 
31

Loss on early extinguishment of debt

 
13

 

 
13

Interest expense
14

 
34

 
24

 
93

Income from continuing operations before income taxes
844


753


1,252


502

Provision for income taxes on continuing operations
78

 
270

 
205


203

Income from continuing operations after income taxes
766


483


1,047


299

(Loss) income from discontinued operations after income taxes

 
(1,077
)
 
1

 
(717
)
 
 
 
 
 
 
 
 
Net income (loss)
766

 
(594
)
 
1,048

 
(418
)
 
 
 
 
 
 
 
 
Net income attributable to noncontrolling interests
6

 
14

 
16

 
26

 
 
 
 
 
 
 
 
Net income (loss) attributable to Corteva
$
760

 
$
(608
)
 
$
1,032

 
$
(444
)
 
 
 
 
 
 
 
 
Basic earnings (loss) per share of common stock:
 
 
 
 
 
 
 
Basic earnings per share of common stock from continuing operations
$
1.01

 
$
0.63

 
$
1.37

 
$
0.37

Basic loss per share of common stock from discontinued operations

 
(1.44
)
 

 
(0.96
)
Basic earnings (loss) per share of common stock
$
1.01

 
$
(0.81
)
 
$
1.37

 
$
(0.59
)
 
 
 
 
 
 
 
 
Diluted earnings (loss) per share of common stock:
 
 
 
 
 
 
 
Diluted earnings per share of common stock from continuing operations
$
1.01

 
$
0.63

 
$
1.37

 
$
0.37

Diluted loss per share of common stock from discontinued operations

 
(1.44
)
 

 
(0.96
)
Diluted earnings (loss) per share of common stock
$
1.01

 
$
(0.81
)
 
$
1.37

 
$
(0.59
)
 
 
 
 
 
 
 
 
Average number of shares outstanding used in earnings per share (EPS) calculation (in millions)
 
 
 
 
 
 
 
  Basic
749.2

 
749.4

 
749.6

 
749.4

  Diluted
751.6

 
750.0

 
752.0

 
749.7







A- 2
Corteva, Inc.
Condensed Consolidated Balance Sheets
(Dollars in millions, except per share amounts)

 
 
June 30, 2020
 
December 31, 2019
 
June 30, 2019
Assets
 
 
 
 
 
 
Current assets
 
 
 
 
 
 
Cash and cash equivalents
 
$
2,809

 
$
1,764

 
$
2,077

Marketable securities
 
60

 
5

 
6

Accounts and notes receivable, net
 
6,772

 
5,528

 
7,434

Inventories
 
3,589

 
5,032

 
3,918

Other current assets
 
1,192

 
1,190

 
1,010

Total current assets
 
14,422

 
13,519

 
14,445

Investment in nonconsolidated affiliates
 
62


66


64

Property, plant and equipment, net of accumulated depreciation June 30, 2020 - $3,565 ; December 31, 2019 - $3,326 and June 30, 2019 - $3,207
 
4,293


4,546


4,543

Goodwill
 
10,069


10,229


10,249

Other intangible assets
 
11,070


11,424


11,832

Deferred income taxes
 
290


287


325

Other assets
 
1,974


2,326


2,464

Total Assets
 
$
42,180

 
$
42,397

 
$
43,922

 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
Current liabilities
 
 
 
 
 
 
Short-term borrowings and finance lease obligations
 
$
1,529


$
7


$
2,058

Accounts payable
 
2,891


3,702


3,139

Income taxes payable
 
369


95


282

Accrued and other current liabilities
 
2,740


4,434


3,135

Total current liabilities
 
7,529

 
8,238

 
8,614

Long-Term Debt
 
1,102


115


117

Other Noncurrent Liabilities
 








Deferred income tax liabilities
 
752


920


1,430

Pension and other post employment benefits - noncurrent
 
6,039


6,377


5,538

Other noncurrent obligations
 
1,957


2,192


2,156

Total noncurrent liabilities
 
9,850

 
9,604

 
9,241

 
 
 
 
 
 
 
Commitments and contingent liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' equity
 
 
 
 
 
 
Common stock, $0.01 par value; 1,666,667,000 shares authorized;
issued at June 30, 2020 - 748,485,000, December 31, 2019 - 748,577,000, and June 30, 2019 - 748,815,000
 
7


7


7

Additional paid-in capital
 
27,891


27,997


28,081

Retained earnings / (accumulated deficit)
 
508


(425
)

97

Accumulated other comprehensive loss
 
(3,845
)

(3,270
)

(2,375
)
Total Corteva stockholders' equity
 
24,561

 
24,309


25,810

Noncontrolling interests
 
240


246


257

Total equity
 
24,801

 
24,555

 
26,067

Total Liabilities and Equity
 
$
42,180

 
$
42,397

 
$
43,922



A- 3
Corteva, Inc.
Condensed Consolidated Statement of Cash Flows
(Dollars in millions, except per share amounts)


 
Six Months Ended
June 30,
 
2020
 
20191
Operating activities
 
 
 
 
 
 
 
Net income (loss)
$
1,048

 
$
(418
)
Adjustments to reconcile net income to cash used for operating activities:

 

Depreciation and amortization
583

 
1,084

Benefit from deferred income tax
(136
)
 
(473
)
Net periodic pension benefit
(202
)
 
(146
)
Pension contributions
(39
)
 
(92
)
Net loss (gain) on sales of property, businesses, consolidated companies, and investments
30

 
(67
)
Restructuring and asset related charges - net
249

 
238

Amortization of inventory step-up

 
257

Goodwill impairment charge

 
1,102

Loss on early extinguishment of debt

 
13

Other net loss
185

 
172

Changes in operating assets and liabilities - net
(2,587
)
 
(2,758
)
Cash used for operating activities
(869
)

(1,088
)
Investing activities
 
 
 
Capital expenditures
(202
)

(834
)
Proceeds from sales of property, businesses, and consolidated companies - net of cash divested
18

 
125

Acquisitions of businesses - net of cash acquired

 
(9
)
Proceeds from sales of ownership interests in nonconsolidated affiliates

 
21

Purchases of investments
(361
)
 
(13
)
Proceeds from sales and maturities of investments
298

 
37

Other investing activities - net
(5
)
 
(1
)
Cash used for investing activities
(252
)
 
(674
)
Financing activities
 
 
 
Net change in borrowings (less than 90 days)
966

 
173

Proceeds from debt
2,434

 
1,001

Payments on debt
(879
)
 
(6,803
)
Repurchase of common stock
(50
)
 

Proceeds from exercise of stock options
17

 
39

Dividends paid to stockholders
(194
)
 

Payments for acquisition of subsidiary's interest from the non-controlling interest
(60
)
 

Distributions to DowDuPont

 
(317
)
Cash transferred to DowDuPont at Internal Reorganizations

 
(2,053
)
Contributions from Dow and DowDuPont

 
7,396

Debt extinguishment costs

 
(79
)
Other financing activities
(20
)
 
(42
)
Cash provided by (used for) financing activities
2,214

 
(685
)
Effect of exchange rate changes on cash, cash equivalents and restricted cash
(95
)
 
(64
)
Increase (decrease) in cash, cash equivalents and restricted cash
998

 
(2,511
)
Cash, cash equivalents and restricted cash at beginning of period
2,173

 
5,024

Cash, cash equivalents and restricted cash at end of period
$
3,171

 
$
2,513

1.
The cash flows for the six months ended June 30, 2019 includes cash flows of historical DuPont's ECP and Specialty Products Business.


A- 4
Corteva, Inc.
Pro Forma Consolidated Statements of Operations1 
(Dollars in millions, except per share amounts)

 
 
 
 
 
 
 
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2020
 
2019
 
2020
 
20192
Net sales
$
5,191

 
$
5,556

 
$
9,147

 
$
8,952

Cost of goods sold
2,829

 
3,047

 
5,098

 
5,069

Research and development expense
273

 
269

 
553

 
568

Selling, general and administrative expenses
965

 
937

 
1,722

 
1,675

Amortization of intangibles
176


113


339

 
214

Restructuring and asset related charges - net
179

 
60

 
249

 
121

Integration and separation costs

 
330

 

 
430

Other income — net
89

 

 
90

 
31

Loss on early extinguishment of debt

 
13

 

 
13

Interest expense
14


34


24


48

Income from continuing operations before income taxes
844


753


1,252


845

Provision for income taxes on continuing operations
78


270


205

 
250

Income from continuing operations after income taxes
766


483


1,047


595

 
 
 
 
 
 
 
 
Net income from continuing operations attributable to noncontrolling interests
6


13


16


21

 
 
 
 
 
 
 
 
Net income from continuing operations attributable to Corteva
$
760


$
470

 
$
1,031


$
574

 
 
 
 
 
 
 
 
Basic earnings per share of common stock from continuing operations
$
1.01

 
$
0.63

 
$
1.37

 
$
0.77

 
 
 

 
 
 

Diluted earnings per share of common stock from continuing operations
$
1.01


$
0.63

 
$
1.37

 
$
0.77

 
 
 
 
 
 
 
 
Average number of shares outstanding used in earnings per share (EPS) calculation (in millions)
 
 
 
 
 
 
 
  Basic
749.2

 
749.4

 
749.6

 
749.4

  Diluted
751.6


750.0


752.0

 
749.7


1.
See Article 11 Pro Forma Combined Statement of Operations on page A-15.
2.
Period is presented on a Pro Forma Basis, prepared in accordance with Article 11 of Regulation S-X.






A- 5
Corteva, Inc.
Consolidated Segment Information
(Dollars in millions, except per share amounts)



 
 
Three Months Ended
June 30,

Six Months Ended
June 30,
SEGMENT NET SALES - SEED
 
2020
 
2019
 
2020
 
2019
    Corn
 
$
2,057

 
$
2,309

 
$
3,921

 
$
3,777

    Soybean
 
1,085

 
998

 
1,266

 
1,129

    Other oilseeds
 
219

 
200

 
467

 
425

    Other
 
177

 
192

 
339

 
335

Seed
 
$
3,538

 
$
3,699

 
$
5,993

 
$
5,666

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,

Six Months Ended
June 30,
SEGMENT NET SALES - CROP PROTECTION
 
2020
 
20191
 
2020
 
20191
    Herbicides
 
$
909

 
$
1,003

 
$
1,732

 
$
1,764

    Insecticides
 
445

 
452

 
823

 
828

    Fungicides
 
224

 
302

 
453

 
522

    Other
 
75

 
100

 
146

 
172

Crop Protection
 
$
1,653

 
$
1,857

 
$
3,154

 
$
3,286

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,

Six Months Ended
June 30,
GEOGRAPHIC NET SALES - SEED
 
2020
 
2019
 
2020
 
2019
North America 2
 
$
2,903


$
3,099


$
4,193

 
$
4,012

EMEA 3
 
264


274


1,145

 
1,078

Latin America
 
206


187


422

 
365

Asia Pacific
 
165


139


233

 
211

Rest of World 4
 
635

 
600

 
1,800

 
1,654

Net Sales
 
$
3,538

 
$
3,699

 
$
5,993

 
$
5,666

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,

Six Months Ended
June 30,
GEOGRAPHIC NET SALES - CROP PROTECTION
 
2020
 
2019
 
2020
 
2019
North America 2
 
$
663


$
686


$
1,138

 
$
1,165

EMEA 3
 
379


393


965

 
953

Latin America
 
309


466


527

 
653

Asia Pacific
 
302


312


524

 
515

Rest of World 4
 
990

 
1,171

 
2,016

 
2,121

Net Sales
 
$
1,653

 
$
1,857

 
$
3,154

 
$
3,286

 
 
 
 
 
 
 
 
 
1. Prior periods have been reclassified to conform to current period presentation.
 
 
 
 
 
 
2. Reflects U.S. & Canada
 
 
 
 
 
 
 
 
3. Reflects Europe, Middle East, and Africa
 
 
 
 
 
 
 
 
4. Reflects EMEA, Latin America, and Asia Pacific
 
 
 
 
 
 
 
 




A- 6
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)

 
 
Three Months Ended
June 30,

Six Months Ended
June 30,
 
 
2020
 
2019
 
2020
 
2019
OPERATING EBITDA
 
As Reported
 
As Reported
 
As Reported
 
Pro Forma
Seed
 
$
956

 
$
1,036

 
$
1,537

 
$
1,361

Crop Protection
 
309

 
450

 
547

 
670

Corporate Expenses
 
(29
)
 
(34
)
 
(54
)
 
(61
)
Operating EBITDA (Non-GAAP)
 
$
1,236

 
$
1,452

 
$
2,030

 
$
1,970

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,

Six Months Ended
June 30,
 
 
2020
 
2019
 
2020
 
2019
RECONCILIATION OF INCOME FROM CONTINUING OPERATIONS AFTER INCOME TAXES TO OPERATING EBITDA
 
As Reported
 
As Reported
 
As Reported
 
Pro Forma
Income from continuing operations after income taxes (GAAP)
 
$
766


$
483


$
1,047


$
595

Provision for income taxes on continuing operations
 
78


270


205


250

Income from continuing operations before income taxes (GAAP)
 
844

 
753

 
1,252

 
845

Depreciation and amortization
 
300


227


583

 
485

Interest income
 
(9
)

(17
)

(27
)
 
(33
)
Interest expense
 
14


34


24

 
48

Exchange (gains) losses - net1
 
(1
)

32

 
60

 
59

Non-operating benefits - net2
 
(91
)

(32
)
 
(164
)
 
(74
)
Significant items charge3
 
179


455


302


640

Operating EBITDA (Non-GAAP)
 
1,236


1,452


2,030


1,970


1.
Refer to page A-14 for pre-tax and after tax impacts of exchange losses - net.
2.
Non-operating benefits—net consists of non-operating pension and other post-employment benefit (OPEB) (benefits) costs, tax indemnification adjustments, environmental remediation and legal costs associated with legacy EID businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense.
3.
Refer to page A-9 for pre-tax and after tax impacts of significant items.



A- 7
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)

PRICE - VOLUME - CURRENCY ANALYSIS
REGION
 
 
 
Q2 2020 vs. Q2 2019
Percent Change Due To:
 
Net Sales Change (GAAP)
Organic Change 1 (Non-GAAP) 
Local Price &
 
 
Portfolio /
 
$
%
$
%
Product Mix
Volume
Currency
Other
North America
$
(219
)
(6
)%
$
(201
)
(5
)%
 %
(5
)%
(1
)%
 %
EMEA
(24
)
(4
)%
19

3
 %
3
 %
 %
(7
)%
 %
Latin America
(138
)
(21
)%
(44
)
(7
)%
4
 %
(11
)%
(14
)%
 %
Asia Pacific
16

4
 %
46

10
 %
2
 %
8
 %
(5
)%
(1
)%
Rest of World
(146
)
(8
)%
21

1
 %
3
 %
(2
)%
(9
)%
 %
Total
$
(365
)
(7
)%
$
(180
)
(3
)%
1
 %
(4
)%
(3
)%
(1
)%
 
 
 
 
 
 
 
 
 
SEED
 
 
 
 
 
 
 
 
 
Q2 2020 vs. Q2 2019
Percent Change Due To:
 
Net Sales Change (GAAP)
Organic Change 1 (Non-GAAP) 
Local Price &
 
 
Portfolio /
 
$
%
$
%
Product Mix
Volume
Currency
Other
North America
$
(196
)
(6
)%
$
(185
)
(6
)%
 %
(6
)%
 %
 %
EMEA
(10
)
(4
)%
14

5
 %
5
 %
 %
(9
)%
 %
Latin America
19

10
 %
51

27
 %
2
 %
25
 %
(17
)%
 %
Asia Pacific
26

19
 %
37

27
 %
9
 %
18
 %
(8
)%
 %
Rest of World
35

6
 %
102

17
 %
5
 %
12
 %
(11
)%
 %
Total
$
(161
)
(4
)%
$
(83
)
(2
)%
1
 %
(3
)%
(2
)%
 %
 
 
 
 
 
 
 
 
 
CROP PROTECTION
 
Q2 2020 vs. Q2 2019
Percent Change Due To:
 
Net Sales Change (GAAP)
Organic Change 1 (Non-GAAP) 
Local Price &
 
 
Portfolio /
 
$
%
$
%
Product Mix
Volume
Currency
Other
North America
$
(23
)
(3
)%
$
(16
)
(2
)%
1
 %
(3
)%
 %
(1
)%
EMEA
(14
)
(4
)%
5

1
 %
1
 %
 %
(4
)%
(1
)%
Latin America
(157
)
(34
)%
(95
)
(20
)%
5
 %
(25
)%
(14
)%
 %
Asia Pacific
(10
)
(3
)%
9

3
 %
(1
)%
4
 %
(5
)%
(1
)%
Rest of World
(181
)
(16
)%
(81
)
(7
)%
2
 %
(9
)%
(8
)%
(1
)%
Total
$
(204
)
(11
)%
$
(97
)
(5
)%
2
 %
(7
)%
(5
)%
(1
)%





A- 8
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)

PRICE - VOLUME - CURRENCY ANALYSIS
REGION
 
 
 
First Half 2020 vs. First Half 2019
Percent Change Due To:
 
Net Sales Change (GAAP)
Organic Change 1 (Non-GAAP) 
Local Price &
 
 
Portfolio /
 
$
%
$
%
Product Mix
Volume
Currency
Other
North America
$
154

3
 %
$
179

3
 %
 %
3
 %
 %
 %
EMEA
79

4
 %
173

8
 %
2
 %
6
 %
(4
)%
 %
Latin America
(69
)
(7
)%
66

7
 %
7
 %
 %
(14
)%
 %
Asia Pacific
31

4
 %
75

10
 %
2
 %
8
 %
(5
)%
(1
)%
Rest of World
41

1
 %
314

8
 %
3
 %
5
 %
(7
)%
 %
Total
$
195

2
 %
$
493

5
 %
1
 %
4
 %
(3
)%
 %
 
 
 
 
 
 
 
 
 
SEED
 
 
 
 
 
 
 
 
 
First Half 2020 vs. First Half 2019
Percent Change Due To:
 
Net Sales Change (GAAP)
Organic Change 1 (Non-GAAP) 
Local Price &
 
 
Portfolio /
 
$
%
$
%
Product Mix
Volume
Currency
Other
North America
$
181

5
 %
$
190

5
 %
1
 %
4
 %
 %
 %
EMEA
67

6
 %
119

11
 %
4
 %
7
 %
(5
)%
 %
Latin America
57

16
 %
105

29
 %
9
 %
20
 %
(13
)%
 %
Asia Pacific
22

10
 %
36

17
 %
8
 %
9
 %
(7
)%
 %
Rest of World
146

9
 %
260

16
 %
6
 %
10
 %
(7
)%
 %
Total
$
327

6
 %
$
450

8
 %
2
 %
6
 %
(2
)%
 %
 
 
 
 
 
 
 
 
 
CROP PROTECTION
 
First Half 2020 vs. First Half 2019
Percent Change Due To:
 
Net Sales Change (GAAP)
Organic Change 1 (Non-GAAP) 
Local Price &
 
 
Portfolio /
 
$
%
$
%
Product Mix
Volume
Currency
Other
North America
$
(27
)
(2
)%
$
(11
)
(1
)%
(1
)%
 %
 %
(1
)%
EMEA
12

1
 %
54

6
 %
1
 %
5
 %
(4
)%
(1
)%
Latin America
(126
)
(19
)%
(39
)
(6
)%
5
 %
(11
)%
(13
)%
 %
Asia Pacific
9

2
 %
39

8
 %
 %
8
 %
(4
)%
(2
)%
Rest of World
(105
)
(5
)%
54

3
 %
2
 %
1
 %
(7
)%
(1
)%
Total
$
(132
)
(4
)%
$
43

1
 %
1
 %
 %
(4
)%
(1
)%

1.
Organic sales is defined as price and volume and excludes currency and portfolio impacts.



A- 9
Corteva, Inc.
Significant Items
(Dollars in millions, except per share amounts)


SIGNIFICANT ITEMS BY SEGMENT (PRE-TAX)
 
 
 
 
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2020
 
2019
 
2020
 
2019
 
As Reported
 
As Reported
 
As Reported
 
Pro Forma
Seed
$
(135
)
 
$
(101
)
 
$
(145
)
 
$
(152
)
Crop Protection
(40
)
 
(2
)
 
(111
)
 
(25
)
Corporate
(4
)
 
(352
)
 
(46
)
 
(463
)
Total significant items before income taxes
$
(179
)

$
(455
)

$
(302
)

$
(640
)
 
 
 
 
 
 
 
 
SIGNIFICANT ITEMS - PRE-TAX, AFTER TAX, AND EPS IMPACTS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax
 
After tax8
 
($ Per Share)
 
 
2020
 
2019
 
2020
 
2019
 
2020
 
2019
1st Quarter
As Reported

 
Pro Forma

 
As Reported

 
Pro Forma

 
As Reported

 
Pro Forma

Integration costs 1
$

 
$
(100
)
 
$

 
$
(16
)
 
$

 
$
(0.02
)
Restructuring and asset related charges, net 2
(70
)
 
(61
)
 
(57
)
 
(53
)
 
(0.08
)
 
(0.07
)
Loss on divestiture 3
(53
)
 
(24
)
 
(43
)
 
(24
)
 
(0.06
)
 
(0.03
)
Income tax items 4

 

 
(19
)
 

 
(0.02
)
 

1st Quarter  Total
$
(123
)
 
$
(185
)
 
$
(119
)
 
$
(93
)
 
$
(0.16
)
 
$
(0.12
)
 
 
 
 
 
 
 
 
 
 
 
 
 
2nd Quarter
As Reported
 
As Reported
 
As Reported
 
As Reported
 
As Reported
 
As Reported
Integration and separation costs 1
$

 
$
(330
)
 
$

 
$
(436
)
 
$

 
$
(0.58
)
Restructuring and asset related charges, net 2
(179
)
 
(60
)
 
(143
)
 
(48
)
 
(0.19
)
 
(0.06
)
Amortization of inventory step up 5

 
(52
)
 

 
(41
)
 

 
(0.06
)
Loss on early extinguishment of debt 6

 
(13
)
 

 
(10
)
 

 
(0.01
)
Income tax items 4

 

 
29

 

 
0.04

 

2nd Quarter  Total
$
(179
)
 
$
(455
)
 
$
(114
)
 
$
(535
)
 
$
(0.15
)
 
$
(0.71
)
 
 
 
 
 
 
 
 
 
 
 
 
Year-to-date Total 7
$
(302
)
 
$
(640
)
 
$
(233
)
 
$
(628
)
 
$
(0.31
)
 
$
(0.84
)

1.
Integration and separation costs includes costs incurred to prepare for and close the Merger, post-Merger integration expenses, and costs incurred to prepare for the Business Separations. These costs primarily consist of financial advisory, information technology, legal, accounting, consulting and other professional advisory fees associated with the preparation and execution of these activities. For periods prior to Q2 2019, this includes only integration costs.

The after tax charge for the second quarter of 2019 includes a net tax charge of $(114) related to U.S. state blended tax rate changes associated with the Business Separations and a net tax charge of $(96) related to application of the U.S. Tax Reform's foreign tax provisions.

The after tax charge for the first quarter of 2019 includes a net tax charge of $(32) related to U.S. state blended tax rate changes associated with the Internal Reorganizations and a tax benefit of $102 related to an internal legal entity restructuring associated with the Internal Reorganizations.

2.
First quarter and second quarter 2020 included restructuring and asset related charges of $(70) and $(179), respectively. The charge for the second quarter included a $(41) charge related to the Execute to Win Productivity Program and a $(138) charge related to non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits. The charge for the first quarter included a $(63) charge related to the Execute to Win Productivity Program, a $(10) charge related to non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits, and a $3 asset related benefit associated with the DowDuPont Synergy Program.

First quarter and second quarter 2019 included restructuring and asset related charges of $(61) and $(60), respectively, primarily related to the DowDuPont Cost Synergy Program.



A- 10
Corteva, Inc.
Significant Items
(Dollars in millions, except per share amounts)

3.
First quarter 2020 included a loss of $(53) included in other income - net related to the expected sale of the La Porte site, for which the company signed an agreement during the first quarter 2020.

First quarter 2019 included a loss of $(24) included in other income - net related to DAS's sale of a joint venture related to synergy actions.

4.
Second quarter 2020 reflects a benefit of $29 due to an elective change in accounting method that alters the 2019 impact of the business separation on the 2017 Tax Cuts and Jobs Act's foreign tax provisions. First quarter 2020 included an after tax charge related to the impact of a state tax valuation allowance in the U.S. based on a change in judgment about the realizability of a deferred tax asset.

5.
Second quarter 2019 includes amortization of inventory step up of $(52) included in cost of goods sold related to the amortization of the inventory step-up in connection with the Merger.

6.
Second quarter 2019 includes a loss on the early extinguishment of debt of $(13) related to the difference between the redemption price and the par value of the Make Whole Notes and Term Loan Facility, partially offset by the write-off unamortized step-up related to the fair value step-up of EID's debt.

7.
Earnings per share for the year may not equal the sum of quarterly earnings per share due to the changes in average share calculations.

8.
Unless specifically addressed in notes above, the income tax effect on significant items was calculated based upon the enacted tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.




A- 11
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)

Operating Earnings Per Share (Non-GAAP)
 
 
 
 
 
 
 
 
Operating earnings (loss) per share is defined as earnings per share from continuing operations – diluted, excluding non-operating benefits - net, amortization of intangibles (existing as of Separation), and significant items.
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,
 
 
2020
 
2019
 
2020
 
2019
 
 
$
 
$
 
EPS (diluted)
 
EPS (diluted)
Net income from continuing operations attributable to Corteva (GAAP)
 
$
760


$
470

 
$
1.01


$
0.63

Less: Non-operating benefits - net, after tax 1
 
67

 
30

 
0.09

 
0.04

Less: Amortization of intangibles (existing as of Separation), after tax
 
(137
)
 
(89
)
 
(0.19
)
 
(0.12
)
Less: Significant items charge, after tax
 
(114
)
 
(535
)
 
(0.15
)
 
(0.71
)
Operating Earnings (Non-GAAP)
 
$
944

 
$
1,064

 
$
1.26

 
$
1.42

 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
June 30,
 
 
2020
 
20192
 
2020
 
20192
 
 
$
 
$
 
EPS (diluted)
 
EPS (diluted)
Net income from continuing operations attributable to Corteva (GAAP)
 
$
1,031

 
$
574

 
$
1.37

 
$
0.77

Less: Non-operating benefits - net, after tax 1
 
124

 
61

 
0.16

 
0.08

Less: Amortization of intangibles (existing as of Separation), after tax
 
(251
)
 
(170
)
 
(0.33
)
 
(0.22
)
Less: Significant items charge, after tax
 
(233
)
 
(628
)
 
(0.31
)
 
(0.84
)
Operating Earnings (Non-GAAP)
 
$
1,391

 
$
1,311

 
$
1.85

 
$
1.75


1.
Non-operating benefits—net consists of non-operating pension and other post-employment benefit (OPEB) benefits (costs), tax indemnification adjustments, and environmental remediation and legal costs associated with legacy EID businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense.
2.
Period is presented on a Pro Forma Basis, prepared in accordance with Article 11 of Regulation S-X.




A- 12
Corteva, Inc.
Operating EBITDA to Operating Earnings Per Share
(Dollars in millions, except per share amounts)


Operating EBITDA to Operating Earnings Per Share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2020
 
2019
 
2020
 
2019
 
 
As Reported
 
As Reported
 
As Reported
 
Pro Forma
Operating EBITDA (Non-GAAP)1
 
$
1,236

 
$
1,452

 
2,030

 
1,970

Depreciation
 
(124
)
 
(114
)
 
(244
)
 
(271
)
Interest Income
 
9

 
17

 
27

 
33

Interest Expense
 
(14
)
 
(34
)
 
(24
)
 
(48
)
Provision for income taxes on continuing operations before significant items, non-operating benefits - net, amortization of intangibles (existing as of Separation), and exchange gains/(losses), net (Non-GAAP)1
 
(160
)
 
(230
)
 
(307
)
 
(305
)
Base income tax rate from continuing operations (Non-GAAP)1
 
14.5
%
 
17.4
%
 
17.2
%
 
18.1
%
Exchange gains (losses) - net, after tax2
 
3

 
(14
)
 
(75
)
 
(47
)
Net income attributable to non-controlling interests
 
(6
)
 
(13
)
 
(16
)
 
(21
)
Operating Earnings (Non-GAAP)1
 
$
944

 
$
1,064

 
$
1,391

 
$
1,311

Diluted Shares (in millions)
 
751.6

 
750.0

 
752.0

 
749.7

Operating Earnings Per Share (Non-GAAP)1
 
$
1.26

 
$
1.42

 
$
1.85

 
$
1.75


1.
Refer to pages A-6, A-7, and A-8 for Non-GAAP reconciliations.
2.
Refer to page A-14 for pre-tax and after tax impacts of exchange gains (losses) - net.





A- 13
Corteva, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in millions, except per share amounts)


Reconciliation of Base Income Tax Rate to Effective Income Tax Rate
Base income tax rate is defined as the effective income tax rate less the effect of exchange gains (losses), significant items, amortization of intangibles (existing as of Separation), and non-operating benefits - net.
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2020
 
2019
 
2020
 
2019
 
As Reported
 
As Reported
 
As Reported
 
Pro Forma
Income from continuing operations before income taxes (GAAP)
$
844

 
$
753

 
$
1,252

 
$
845

Add: Significant items - charge 1
179


455


302


640

           Non-operating benefits - net
(91
)

(32
)

(164
)

(74
)
           Amortization of intangibles (existing as of Separation)
176


113


339

 
214

Less: Exchange gains (losses), net2
1


(32
)

(60
)

(59
)
Income from continuing operations before income taxes, significant items, non-operating benefits - net, amortization of intangibles (existing as of Separation), and exchange gains (losses), net (Non-GAAP)
$
1,107

 
$
1,321

 
$
1,789

 
$
1,684

 
 
 
 
 
 
 
 
Provision for income taxes on continuing operations (GAAP)
$
78


$
270


205

 
$
250

Add: Tax benefits (expenses) on significant items charge1
65


(80
)

69


12

          Tax expenses on non-operating benefits - net
(24
)

(2
)

(40
)

(13
)
          Tax benefits on amortization of intangibles (existing as of Separation)
39


24


88


44

          Tax benefits (expenses) on exchange gains (losses), net2
2


18


(15
)

12

Provision for income taxes on continuing operations before significant items, non-operating benefits - net, amortization of intangibles (existing as of Separation), and exchange gains (losses), net (Non-GAAP)
$
160


$
230


$
307


$
305

 
 
 
 
 
 
 
 
Effective income tax rate (GAAP)
9.2
%
 
35.9
 %
 
16.4
 %
 
29.6
 %
Significant items, non-operating benefits, and amortization of intangibles (existing as of Separation) effect
5.1
%
 
(19.4
)%
 
2.2
 %
 
(11.6
)%
Tax rate from continuing operations before significant items, non-operating benefits - net, and amortization of intangibles (existing as of Separation)
14.3
%

16.5
 %

18.6
 %

18.0
 %
Exchange gains (losses), net effect2
0.2
%
 
0.9
 %
 
(1.4
)%
 
0.1
 %
Base income tax rate from continuing operations (Non-GAAP)
14.5
%

17.4
 %

17.2
 %

18.1
 %
 
 
 
 
 
 
 
 
1. See Significant Items table for further detail.
2. See page A-14 for further details of exchange gains (losses).




A- 14
Corteva, Inc.
(Dollars in millions, except per share amounts)


Exchange Gains/Losses
 
 
 
 
 
 
 
 
The company routinely uses foreign currency exchange contracts to offset its net exposures, by currency, related to the foreign currency-denominated monetary assets and liabilities. The objective of this program is to maintain an approximately balanced position in foreign currencies in order to minimize, on an after-tax basis, the effects of exchange rate changes on net monetary asset positions. The hedging program gains (losses) are largely taxable (tax deductible) in the United States (U.S.), whereas the offsetting exchange gains (losses) on the remeasurement of the net monetary asset positions are often not taxable (tax deductible) in their local jurisdictions. The net pre-tax exchange gains (losses) are recorded in other income (expense) - net and the related tax impact is recorded in provision for (benefit from) income taxes on continuing operations in the Consolidated Statements of Operations.
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2020
 
2019
 
2020
 
2019
Subsidiary Monetary Position (Loss) Gain
 
 
 
 
 
 
 
 
Pre-tax exchange (losses) gains
 
$
(13
)
 
$
17

 
$
(239
)
 
$
7

Local tax benefits (expenses)
 
5

 
7

 
28

 
(3
)
Net after tax impact from subsidiary exchange (losses) gains
 
$
(8
)
 
$
24

 
$
(211
)

$
4

 
 
 
 
 
 
 
 
 
Hedging Program Gain (Loss)
 
 
 
 
 
 
 
 
Pre-tax exchange gains (losses)
 
$
14

 
$
(49
)
 
$
179

 
$
(66
)
Tax (expenses) benefits
 
(3
)
 
11

 
(43
)
 
15

Net after tax impact from hedging program exchange gains (losses)
 
$
11

 
$
(38
)
 
$
136

 
$
(51
)
 
 
 
 
 
 
 
 
 
Total Exchange Gain (Loss)
 
 
 
 
 
 
 
 
Pre-tax exchange gains (losses)
 
$
1


$
(32
)

$
(60
)

$
(59
)
Tax benefits (expenses)
 
2


18

 
(15
)
 
12

Net after tax exchange gains (losses)
 
$
3

 
$
(14
)
 
$
(75
)
 
$
(47
)
 
 
 
 
 
 
 
 
 
As shown above, the "Total Exchange Loss" is the sum of the "Subsidiary Monetary Position Loss" and the "Hedging Program Gain (Loss)."




A- 15
Corteva, Inc.
Article 11 Pro Forma Combined Statement of Operations
(Dollars in millions, except per share amounts)


 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
June 30, 2019
 
As Reported Corteva
 
Adjustments
 
Pro Forma Corteva
 
 
Merger1
 
Debt Retirement2
 
Separations Related3
 
Net sales
$
8,952

 
$

 
$

 
$

 
$
8,952

Cost of goods sold
5,258

 
(205
)
 

 
16

 
5,069

Research and development expense
568

 

 

 

 
568

Selling, general and administrative expenses
1,672

 

 

 
3

 
1,675

Amortization of intangibles
214

 

 

 

 
214

Restructuring and asset related charges - net
121

 

 

 

 
121

Integration and separation costs
542

 

 

 
(112
)
 
430

Other income - net
31

 

 

 

 
31

Loss on early extinguishment of debt
13

 

 


 

 
13

Interest expense
93

 

 
(45
)
 

 
48

Income from continuing operations before income taxes
502

 
205

 
45

 
93

 
845

Benefit from income taxes on continuing operations
203

 
36

 
10

 
1

 
250

Income from continuing operations after income taxes
299

 
169

 
35

 
92

 
595

Net income from continuing operations attributable to noncontrolling interests
21

 

 

 

 
21

 
 
 
 
 
 
 
 
 
 
Net income from continuing operations attributable to Corteva
$
278

 
$
169

 
$
35

 
$
92

 
$
574

 
 
 
 
 
 
 
 
 
 
Basic earnings per share of common stock from continuing operations
$
0.37

 
 
 
 
 
 
 
$
0.77

 
 
 
 
 
 
 
 
 

Diluted earnings per share of common stock from continuing operations
$
0.37

 
 
 
 
 
 
 
$
0.77

 
 
 
 
 
 
 
 
 
 
Average number of shares outstanding used in earnings per share (EPS) calculation (in millions):
 
 
 
 
 
 
 
 
 
  Basic
749.4

 
 
 
 
 
 
 
749.4

  Diluted
749.7

 
 
 
 
 
 
 
749.7


1.
Related to the amortization of EID’s agriculture business’ inventory step-up recognized in connection with the Merger, as the incremental amortization is directly attributable to the Merger and will not have a continuing impact.
2.
Represents removal of interest expense related to the debt redemptions/repayments.
3.
Adjustments directly attributable to the separations and distributions of Corteva, Inc. include the following: removal of Telone® Soil Fumigant business (“Telone®”) results (as Telone® did not transfer to Corteva as part of the common control combination of DAS); impact from the distribution agreement entered into between Corteva and Dow that allows for Corteva to become the exclusive distributor of Telone® products for Dow; elimination of one-time transaction costs directly attributable to the Corteva Distribution; the impact of certain manufacturing, leasing and supply agreements entered into in connection with the Corteva Distribution; and the related tax impacts of these items.




q220earningspresentation
2Q & 1H 2020 Earnings Conference Call August 6, 2020


 
Safe Harbor Regarding Forward-Looking Statements Forward-Looking Statements This presentation contains certain estimates and forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, which are intended to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and may be identified by their use of words like “plans,” “expects,” “will,” “anticipates,” “believes,” “intends,” “projects,” “estimates”, “guidance”, or other words of similar meaning. All statements that address expectations or projections about the future, including statements about Corteva’s strategy for growth, product development, regulatory approval, market position, anticipated benefits of recent acquisitions, timing of anticipated benefits from restructuring actions, outcome of contingencies, such as litigation and environmental matters, expenditures, and financial results, as well as expected benefits from, the separation of Corteva from DuPont, are forward-looking statements. Forward-looking statements are based on certain assumptions and expectations of future events which may not be accurate or realized. Forward-looking statements also involve risks and uncertainties, many of which are beyond Corteva's control. While the list of factors presented below is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Corteva's business, results of operations and financial condition. Some of the important factors that could cause Corteva's actual results to differ materially from those projected in any such forward-looking statements include: (i) failure to successfully develop and commercialize Corteva's pipeline; (ii) effect of competition and consolidation in Corteva's industry; (iii) failure to obtain or maintain the necessary regulatory approvals for some Corteva's products; (iv) failure to enforce Corteva's intellectual property rights or defend against intellectual property claims asserted by others; (v) effect of competition from manufacturers of generic products; (vi) impact of Corteva's dependence on third parties with respect to certain of its raw materials or licenses and commercialization; (vii) costs of complying with evolving regulatory requirements and the effect of actual or alleged violations of environmental laws or permit requirements; (viii) effect of the degree of public understanding and acceptance or perceived public acceptance of Corteva's biotechnology and other agricultural products; (ix) effect of changes in agricultural and related policies of governments and international organizations; (x) effect of industrial espionage and other disruptions to Corteva's supply chain, information technology or network systems; (xi) competitor's establishment of an intermediary platform for distribution of Corteva's products; (xii) effect of volatility in Corteva's input costs; (xiii) failure to raise capital through the capital markets or short-term borrowings on terms acceptable to Corteva; (xiv) failure of Corteva's customers to pay their debts to Corteva, including customer financing programs; (xv) failure to realize the anticipated benefits of the internal reorganizations taken by DowDuPont in connection with the spin-off of Corteva, including failure to benefit from significant cost synergies; (xvi) risks related to the indemnification obligations of legacy EID liabilities in connection with the separation of Corteva; (xvii) increases in pension and other post-employment benefit plan funding obligations; (xviii) effect of compliance with environmental laws and requirements and adverse judgments on litigation; (xix) risks related to Corteva's global operations; (xx) effect of climate change and unpredictable seasonal and weather factors; (xxi) effect of counterfeit products; (xxii) failure to effectively manage acquisitions, divestitures, alliances and other portfolio actions; (xxiii) risks related to non-cash charges from impairment of goodwill or intangibles assets; (xxiv) risks related to COVID-19; (xxv) risks related to oil and commodity markets, and (xxvi) other risks related to Corteva’s Separation from DowDuPont. Additionally, there may be other risks and uncertainties that Corteva is unable to currently identify or that Corteva does not currently expect to have a material impact on its business. Where, in any forward-looking statement or other estimate, an expectation or belief as to future results or events is expressed, such expectation or belief is based on the current plans and expectations of Corteva’s management and expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. Corteva disclaims and does not undertake any obligation to update or revise any forward-looking statement or other estimate, except as required by applicable law. A detailed discussion of some of the significant risks and uncertainties which may cause results and events to differ materially from such forward-looking statements or other estimates is included in the “Risk Factors” section of Corteva’s Annual Report on Form 10-K, as modified by subsequent Quarterly Reports on Forms 10-Q and Current Reports on Form 8-K. 2


 
A Reminder About Non-GAAP Financial Measures and Pro Forma Financial Information Corteva Unaudited Pro Forma Financial Information In order to provide the most meaningful comparison of results of operations, supplemental unaudited pro forma financial information for the first quarter of 2019 has been included in this presentation. This presentation presents the pro forma results of Corteva, after giving effect to events that are (1) directly attributable to the merger of DuPont and Dow, debt retirement transactions related to paying off or retiring portions of Historical DuPont’s existing debt liabilities, and the separation and distribution to DowDuPont stockholders of all the outstanding shares of Corteva common stock; (2) factually supportable and (3) with respect to the pro forma statements of income, expected to have a continuing impact on the consolidated results. Refer to Corteva’s Form 10 registration statement filed on May 6, 2019, which can be found on the investors section of the Corteva website, for further details on the above transactions. The pro forma financial statements were prepared in accordance with Article 11 of Regulation S-X, and are presented for informational purposes only, and do not purport to represent what the results of operations would have been had the above actually occurred on the dates indicated, nor do they purport to project the results of operations for any future period or as of any future date. Regulation G (Non-GAAP Financial Measures) This is earnings release includes information that does not conform to U.S. GAAP and are considered non-GAAP measures. These measures may include organic sales, organic growth (including by segment and region), operating EBITDA, pro forma operating EBITDA, operating EBITDA margin, pro forma operating EBITDA margin, operating earnings per share, pro forma operating earnings per share, base tax rate and pro forma base tax rate. Management uses these measures internally for planning and forecasting, including allocating resources and evaluating incentive compensation. Management believes that these non-GAAP measures reflect the ongoing performance of the Company during the periods presented and provide more relevant and meaningful information to investors as they provide insight with respect to ongoing operating results of the Company and a more useful comparison of year over year results. These non-GAAP measures supplement the Company's U.S. GAAP disclosures and should not be viewed as an alternative to U.S. GAAP measures of performance. Furthermore, such non-GAAP measures may not be consistent with similar measures provided or used by other companies. Reconciliations for these non-GAAP measures to U.S. GAAP are provided in the Selected Financial Information and Non-GAAP Measures starting on page A-6 of the Financial Statement Schedules. For first quarter 2019, these non-GAAP measures are being reconciled to a pro forma GAAP financial measure prepared and presented in accordance with Article 11 of Regulation S-X. Reconciliations for these non-GAAP measures to their most directly attributable U.S. GAAP measure are provided on slides 26 - 32 of this presentation. Corteva is not able to reconcile its forward-looking non-GAAP financial measures to their most comparable U.S. GAAP financial measures, as it is unable to predict with reasonable certainty items outside of the company’s control, such as Significant Items, without unreasonable effort. For Significant Items reported in the periods presented, refer to page A-9 of the Financial Statement Schedules. Beginning January 1, 2020, the company presents accelerated prepaid royalty amortization expense as a significant item. Accelerated prepaid royalty amortization represents the noncash charge associated with the recognition of upfront payments made to Monsanto in connection with the Company’s non-exclusive license in the United States and Canada for Monsanto's Genuity® Roundup Ready 2 Yield® Roundup Ready 2 Xtend® herbicide tolerance traits. During the five-year ramp-up period of Enlist E3TM, Corteva is expected to significantly reduce the volume of products with the Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits beginning in 2021, with expected minimal use of the trait platform after the completion of the ramp-up. Organic sales is defined as price and volume and excludes currency and portfolio impacts. Operating EBITDA is defined as earnings (i.e., income from continuing operations before income taxes) before interest, depreciation, amortization, non-operating benefits, net and foreign exchange gains (losses), excluding the impact of significant items (including goodwill impairment charges). Non-operating benefits, net consists of non-operating pension and other post-employment benefit (OPEB) credits, tax indemnification adjustments, environmental remediation and legal costs associated with legacy businesses and sites of Historical DuPont. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense. Operating EBITDA margin is defined as Operating EBITDA as a percentage of net sales. Operating earnings per share are defined as "Earnings per common share from continuing operations - diluted" excluding the after-tax impact of significant items (including goodwill impairment charges), the after-tax impact of non-operating benefits, net, and the after-tax impact of amortization expense associated with intangible assets existing as of the Separation from DowDuPont. Although amortization of the Company's intangible assets is excluded from these non-GAAP measures, management believes it is important for investors to understand that such intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in amortization of additional intangible assets. Base tax rate is defined as the effective tax rate excluding the impacts of foreign exchange gains (losses), non-operating benefits, net, amortization of intangibles as of the Separation from DowDuPont, and significant items (including goodwill impairment charges). The first half of 2019 is on a pro forma basis as discussed above in the paragraph ‘Corteva Unaudited Pro Forma Financial Information’. 3


 
Keeping our organization resilient through crisis Employee Safety & Customer Support & Government & Community Diversity, Equity & Security Supply Resilience Outreach Inclusion Ensuring the health Keeping our supply Doing our part in the Challenging our and safety or our chain open and communities where organization to model global workforce supporting our we operate the highest standard customers remotely of respect for people Picture Delivering on our purpose with operational agility and cultural integrity 4


 
Keeping our priorities for shareholder value creation in focus 2Q 2020 Highlights 01 02 03 04 05 Instill a strong Drive disciplined Develop innovative Attain best-in-class Deliver above- culture capital allocation solutions cost structure market growth  Taking action to  Issued $1 billion in  Scaled Enlist E3TM  Realized merger cost  Organic sales(2) up 5 accelerate our long-term notes, 7x soybeans to 17% of synergies and percent overall with Diversity, Equity and over-subscribed our U.S. soybean productivity of growth in every region Inclusion journey  Acquired the stake of portfolio ~$130 million for first  Delivered 2 percent  Launched our 2030 previously  Delivered $30 million half year-over-year price sustainability goals consolidated JV in earnings  On track to deliver improvement in global  Executing on spending partner in Phytogen improvement from new $230 million in merger corn seed products actions with Seed Company Crop Protection cost synergies and  Increased U.S. $15 million delivered in  Returned products, remain on productivity for full soybean price despite first half approximately $250 track to deliver $100 year market million to shareholders million for full year competitiveness in 1H’20 through dividends and share repurchases(1) (1) Date of last share repurchase was March 10, 2020. (2) Organic sales is a non-GAAP measures. See slide 3 for further discussion. 5


 
Navigating choppy market backdrop and economic downturn Market driver Observed impact  Crisis has impacted demand for ethanol and meat Lower  U.S. ethanol production is running at approximately 85% of pre-COVID levels Commodity Demand  Lower demand is expected to build U.S. corn ending stock levels  Corn prices have declined 11 percent over the course of the planting season  Pandemic-related slowdown induced currency exchange rate volatility Currency  U.S. dollar strengthened relative to several key foreign currencies Volatility  Brazilian Real has weakened more than 30 percent to the U.S. dollar since January  China has purchased U.S. corn, wheat, and soybeans in first half Trade  Weaker currencies have made Latin America more competitive in export market Uncertainty  Monitoring China progress on Phase 1 requirements as possible tailwind Deterioration in key market drivers impacted first half momentum 6


 
1H 2020 Performance Highlights Net Sales Operating EBITDA(1), (2) Highlights $ in millions Reported net sales up 2% with organic $9.1B $9.0B $2,030 growth(2) in both segments Reported Op. EBITDA(2) 2% $1,970 Growth Earnings improved on strong volume Organic(2) 3% and price growth in Seed in all regions 5% (3) 1H'19 1H'20 1H'19 1H'20 Delivered approximately $130 million in merger-related synergies and Sales Growth by Segment Op. EBITDA Margin(2) productivity Seed Crop Protection Op. > 20 basis point margin Reported 6% Reported 4% EBITDA 22.2% improvement led by Margin(2) Seed segment Currency headwinds reduced earnings Organic(2) 8% Organic(2) 1% by approximately $110 million with pricing actions partially offsetting impact Focused execution delivered organic growth in both segments (1) Income from Continuing Ops after income taxes was $595 million and $1,047 million for the six months ended June 30, 2019 and 2020, respectively, a year-over-year growth of 76% (2) Organic sales, Operating EBITDA and Operating EBITDA Margin are non-GAAP measures. See slide 3 for further discussion. (3) First half 2019 is on a pro forma basis and was determined in accordance with Article 11 of Regulation S-X. 7


 
Perspectives on First Half Performance Momentum Challenges Global corn seed portfolio and new corn seed Currency devaluation, primarily in Europe technology launches, like Qrome® and Brazil Disciplined execution in U.S. soybean seed Lower corn planted acreage increase in North leading to price gains America than originally expected New Crop Protection product growth, Vessarya fungicide formulation challenge particularly Arylex and Rinskor herbicides requiring returns to rework volume Pricing actions in Latin America to partially Herbicide volume declines in North America offset currency devaluation and Latin America in 2Q’20 Cost synergy and productivity savings offset Traction on spending actions to offset continued cost of goods sold headwinds investment in growth Used positive momentum to overcome market and competitive challenges 8


 
2Q 2020 Highlights ($’s in millions, except EPS) 2Q 2019 2Q 2020 Change Net Sales $5,556 $5,191 (7)% GAAP Income from Continuing Operations After Income Taxes $483 $766 59% Operating EBITDA(1) $1,452 $1,236 (15)% Operating EBITDA Margin(1) 26.1% 23.8% ~(230) bps GAAP EPS from Continuing Operations $0.63 $1.01 60% Operating EPS(1) $1.42 $1.26 (11)% 2Q 2020 Net Sales Bridge ($ in millions) 2Q 2020 Operating EBITDA (1) Bridge ($ in millions) 5,556 1,452 1,236 5,191 Non- North Latin (1) Asia 2Q 2019 Price Production Other 2Q 2020 2Q 2019 (1) (1) EMEA (1) Portfolio Currency 2Q 2020 Portfolio Currency Volume Production America America Pacific Costs(2) Costs(3) Lower volumes on seasonal shifts and currency partially offset by synergies and productivity (1) Organic sales, Operating EBITDA, Operating EBITDA margin and Operating earnings per share are non-GAAP measures. See slide 3 for further discussion. (2) Production costs are net of synergies realized in the period. (3) Non-Production Costs includes costs such as selling, leveraged function costs and product development, net of synergies realized in the period. 9


 
Updated Full Year 2020 Guidance(1) Net Sales Operating EBITDA(1) Operating EPS(2),(4) $ in billions $ in millions $1.43 ~$13.9 - $14.1B $13.8B $1.25 – 1.45 $1,987 $1,900 - $2,000 FY'19 FY'20E (3) (3) FY'19 FY'20E FY'19 FY'20E Sales Growth Op. EBITDA(2) vPY Operating EPS(2) vPY ~$400 million in currency (2) headwinds for FY20E, FY19 Reported Organic Mid-point Mid-point ~1-2% ~5-6% ~2% includes ~$70 million in gains from ~6% divestitures Updating full year guidance to reflect focused 2H execution (1) Guidance does not contemplate any further operational disruptions, significant changes in customers’ demand or ability to pay, or further acceleration of currency impacts resulting from the COVID-19 pandemic. (2) Organic Sales, Operating EBITDA and Operating EPS are non-GAAP measures. See slide 3 for further discussion. (3) Full year 2019 information is on a pro forma basis and was determined in accordance with Article 11 of Regulation S-X. (4) See appendix charts for detailed Operating EPS modeling assumptions 10


 
Second Half 2020 Key Assumptions 2H’20 Growth Cost Management Other Financial Organic Growth(1) 6 - 7% Synergies / Productivity Gains on Divestitures . Growth largely due to Latin America . 2H’20 synergies and productivity . ~$70 million headwind on gains Crop Protection volume and pricing actions ~$100 million – FY2020 from divestitures in 4Q’19 not . ~$80 million favorable shift in sales target of $230 million on track expected to recur for 3Q’20 compared to prior year . Headwind on North America 4Q Costs of Goods / SARD Cash Flow seed deliveries given 2021 market . ~$50 million of remaining COGS . Focus on working capital uncertainty headwinds expected to be incurred improvements . Crop Protection new product sales in 2H’20 - $150 million for FY20 on . Capital expenditures ~$300 million (1) growth ~$150 million ex-currency track for 2H’20 – FY2020 target of – on track for $250 million for . SG&A and R&D expected to be up ~$500 million on track FY2020 ~$20 million over prior year due to new product launch costs Currency . Driving spending reduction actions . ~$300 million EBITDA headwind, net of hedging . Partial offset from pricing in Latin America (1) Organic sales is a non-GAAP measures. See slide 3 for further discussion. 11


 
Net Sales Progression and Critical Second Half Actions Net Sales by Region in Second Half(1) Asia Pacific Latin America  2H captures conclusion of the summer  Execution on high-demand products, season in Brazil and start of safrinha like Spinosyns insecticide and ~10% RinskorTM herbicide  Leverage advantaged portfolio in Brazil corn to execute on Safrinha season  Seasonal shift in seed sales in India due to early monsoon season  VessaryaTM fungicide rework, restocking in ~40% the channel and growth ~15% ~40% of 2H(1) Sales are concentrated in North America(2) Europe, Middle East and Latin America Africa  4Q captures start of the 2021 season   Continue to penetrate European Secure orders and position product in markets with new Crop Protection North America to prepare for start of 2021 technology, particularly ArylexTM season herbicide and IsoclastTM insecticide ~35%  Continue scaling of EnlistTM E3 soybean TM  Improve corn seed market share in technology and Enlist herbicides South Africa (1) Second half sales split by region based on 2019 actuals. (2) North America is defined as United States and Canada. 12


 
New and Differentiated Products Driving Growth Seed Crop Protection Qrome® Corn Seed Net Sales New Products Net Sales $ in millions $ in millions . First year of full launch in 2020 • ArylexTM herbicide in cereals with ~$700 novel technology and favorable ~$1,000 . Sales expanded to U.S. multi-channel environmental profile $750 brands & Canada Pioneer brands • RinskorTM rice herbicide solution for $450 . Corteva mix increased from 2% in 2019 diverse use in multiple crops – U.S. to +20% in 1H 2020 in North America(1) EPA Green Chemistry Award Winner TM . Large contributor to 2% price increase $70 • Isoclast new broad spectrum in global corn seed for first half 2020 insecticide with novel chemistry TM 2018 2019 2020E 2019 2020E • Zorvec fungicide – new site and mode of action for consistency and control Enlist E3 Soybeans Net Sales Spinosyns Insecticide Net Sales $ in millions $ in millions . Expect EnlistTM E3 adoption >20% of . 7% growth globally through 1H 2020, U.S. acres in 2020; 17% of Corteva ~$200 net of currency ~$750 $680 volumes . Continued progress on capacity . Broadly licensed to the industry with expansion investment over 120 licensees . $30 Chewing segment of insecticide market . Greater confidence from growers on the expected to grow 3-5% in 2020 use of EnlistTM herbicides 2019 2020E 2019 2020E (1) North America is defined as United States and Canada. 13


 
Focused execution in the second half 1 Maintain momentum 2 Adapt and respond  Strong start to corn seed invoicing and  More aggressive spending actions product deliveries in Latin America and North America  Flexible, agile supply chain  Retail strategy and Brevant launch   Seed harvest and availability, particularly New herbicide products (e.g., Arylex, TM Enlist Solo and Duo, and Rinskor) Enlist E3 soybeans  Drive continued growth in spinosyns and Isoclast insecticides Sustaining our momentum and responding with agility to changing conditions 14


 


 
2Q 2020 Regional Net Sales Highlights – Crop Protection (1) (1) Global Net Sales North Reported Organic Latin Reported Organic America(2) 3% 2% America 34% 20% Q2 2019 Q2 2020 Q2 2019 Q2 2020 $1.9B Net Sales ($MM) $686 $663 Net Sales ($MM) $466 $309 Volume Price Currency Portfolio Volume Price Currency Portfolio $1.7B (3)% 1% - % (1)% (25)% 5% (14)% - % Reported Volume declines driven by competitive Lower volumes on VessaryaTM rework due soybean herbicide market to formulation issue and normalized start to 11% season in Brazil in herbicides Pricing gains reflect timing of grower Organic(1) incentive discounts Currency impact from Brazilian Real partially offset by pricing 5% Reported Organic(1) Asia Reported Organic(1) EMEA(3) 4% 1% Pacific 3% 3% Q2'19 Q2'20 Q2 2019 Q2 2020 Q2 2019 Q2 2020 Net Sales ($MM) $393 $379 Net Sales ($MM) $312 $302 Volume Price Currency Portfolio Volume Price Currency Portfolio Volume Price Currency Portfolio (7)% 2% (5)% (1)% - % 1% (4)% (1)% 4% (1)% (5)% (1)% Continued penetration of new products, Volume growth due to strong start to including RinskorTM herbicide, largely monsoon season in India offset by strong early demand in Q1 Ramp-up of new technology, including (1) Organic sales growth is a non-GAAP measure. See slide 3 for further discussion. Spinetoram and PyraxaltTM insecticides and (2) North America is defined as U.S. and Canada. Unfavorable currency impact (3) EMEA Is defined as Europe, Middle East and Africa. RinskorTM herbicide 16


 
2Q 2020 Regional Net Sales Highlights – Seed North Reported Organic(1) Latin Reported Organic(1) Global Net Sales (2) America 6% 6% America 10% 27% Q2 2019 Q2 2020 Q2 2019 Q2 2020 $3.7B Net Sales ($MM) $3,099 $2,903 Net Sales ($MM) $187 $206 Volume Price Currency Portfolio Volume Price Currency Portfolio Reported (6)% - % - % - % 25% 2% (17)% - % $3.5B Lower seed volume on 1Q deliveries Volume growth on earlier summer deliveries in 4% Brazil and strong demand in Argentina (1) New products, including Qrome®, and Organic proprietary seed treatment driving price Unfavorable currency impact from Brazilian 2% improvements, offset by higher sample Real seed Reported Organic(1) Asia Reported Organic(1) EMEA(3) 4% 5% Pacific 19% 27% Q2 2019 Q2 2020 Q2 2019 Q2 2020 Q2'19 Q2'20 Net Sales ($MM) $274 $264 Net Sales ($MM) $139 $165 Volume Price Currency Portfolio Volume Price Currency Portfolio Volume Price Currency Portfolio (3)% 1% (2)% - % - % 5% (9)% - % 18% 9% (8)% - % Volume growth driven by route-to-market strategy, offset by shift to Q1 on early Market share gains and market penetration demand drove volume gains in corn in India (1) Organic sales growth is a non-GAAP measure. See slide 3 for further discussion. Pricing increases across all crops, partially (2) North America is defined as U.S. and Canada. offset by unfavorable currency impact Market share gains in rice (3) EMEA Is defined as Europe, Middle East and Africa. 17


 
1H 2020 Regional Net Sales Highlights – Crop Protection North Reported Organic(1) Latin Reported Organic(1) Global Net Sales America(2) 2% 1% America 19% 6% 1H 2019 1H 2020 1H 2019 1H 2020 $3.3B Net Sales ($MM) $1,165 $1,138 Net Sales ($MM) $653 $527 $3.2B Volume Price Currency Portfolio Volume Price Currency Portfolio - % (1)% - % (1)% (11)% 5% (13)% - % Reported Volume flat as improved spring application Lower volumes on VessaryaTM rework due to 4% season was offset by competitive herbicide formulation issue and normalized start to market, coupled with early demand in 4Q’19 season in Brazil primarily in herbicides (1) Organic Currency impact from Brazilian Real partially Pricing reflects timing of grower incentive offset by pricing 1% discount recognition Reported Organic(1) Asia Reported Organic(1) EMEA(3) 1% 6% Pacific 2% 8% 1H 2019 1H 2020 1H 2019 1H 2020 1H'19 1H'20 Net Sales ($MM) $953 $965 Net Sales ($MM) $515 $524 Volume Price Currency Portfolio Volume Price Currency Portfolio Volume Price Currency Portfolio 5% 1% (4)% (1)% 8% - % (4)% (2)% 1% (4)% (1)% - % Continued penetration of new products, Volume growth due to continued strong including ArylexTM and RinskorTM demand for insecticides, including herbicides spinosyns (1) Organic sales growth is a non-GAAP measure. See slide 3 for further discussion. Unfavorable currency impact Ramp-up of new technology, including (2) North America is defined as U.S. and Canada. TM TM (3) EMEA Is defined as Europe, Middle East and Africa. Rinskor herbicide and Pyraxalt insecticide 18


 
1H 2020 Regional Net Sales Highlights – Seed North Reported Organic(1) Latin Reported Organic(1) Global Net Sales America(2) 5% 5% America 16% 29% 1H 2019 1H 2020 1H 2019 1H 2020 $6.0B Net Sales ($MM) $4,012 $4,193 Net Sales ($MM) $365 $422 Volume Price Currency Portfolio Volume Price Currency Portfolio 4% 1% - % - % 20% 9% (13)% - % Reported $5.7B Higher soybean and corn seed volume on Share gains in Brazil Safrinha and Summer 6% recovery of planted area seasons driving volume growth Organic(1) New products, including Qrome®, Unfavorable currency impact from Brazilian proprietary seed treatment, and strong Real partially offset by pricing on improved mix 8% pricing discipline Reported Organic(1) Asia Reported Organic(1) EMEA(3) 6% 11% Pacific 10% 17% 1H 2019 1H 2020 1H 2019 1H 2020 1H'19 1H'20 Net Sales ($MM) $1,078 $1,145 Net Sales ($MM) $211 $233 Volume Price Currency Portfolio Volume Price Currency Portfolio Volume Price Currency Portfolio 7% 4% (5)% - % 9% 8% (7)% - % 6% 2% (2)% - % Volume growth on record corn sales driven Volume gains due to corn acreage growth in by route-to-market in Eastern Europe South Asia Improved pricing from route-to-market Early monsoon season in India driving (1) Organic sales growth is a non-GAAP measure. See slide 3 for further discussion. (2) North America is defined as U.S. and Canada. changes offset by currency volume and price growth in rice (3) EMEA Is defined as Europe, Middle East and Africa. 19


 
Segment Performance Highlights – Crop Protection 2Q 2020 1H 2020 ($ in millions) 2Q 2020 vPY ($ in millions) 1H 2020 vPY Operating EBITDA $309 (31)% Operating EBITDA $547 (18)% Operating EBITDA Margin 18.7% (550)bps Operating EBITDA Margin 17.3% (310)bps Operating EBITDA Bridge ($ in millions) Operating EBITDA Bridge ($ in millions) $450 $670 $309 $547 2Q’19 Portfolio Currency Volume Price Production Non- Other 2Q’20 1H’19(1) Portfolio Currency Volume Price Production Non- Other 1H’20 Costs(2) Production Costs(2) Production Costs(3) Costs(3) 2Q/1H Key Drivers New products drove growth in Lower herbicide volumes in North Pricing offset 50% of the currency Europe and Asia America and Latin America impact New product gains more than offset by currency and herbicide volume declines (1) First half 2019 is on a pro forma basis and was determined in accordance with Article 11 of Regulation S-X.. (3) Non-Production Costs includes costs such as selling, leveraged function costs and product development, net of synergies realized in the period. (2) Production costs are net of synergies realized in the period. 20


 
Segment Performance Highlights – Seed 2Q 2020 1H 2020 ($ in millions) 2Q 2020 vPY ($ in millions) 1H 2020 vPY Operating EBITDA $956 (8)% Operating EBITDA $1,537 +13% Operating EBITDA Margin 27% (100)bps Operating EBITDA Margin 25.6% +160bps Operating EBITDA Bridge ($ in millions) Operating EBITDA Bridge ($ in millions) $1,036 $1,537 $1,361 $956 2Q’19 Portfolio Currency Volume Price Production Non- Other 2Q’20 1H’19(1) Portfolio Currency Volume Price Production Non- Other 1H’20 Costs(2) Production Costs(2) Production Costs(3) Costs(3) 2Q/1H Key Drivers Global improvement in seed North America market rebound Synergies and productivity pricing Focused execution delivered accretive price and volume gains (1) First half 2019 is on a pro forma basis and was determined in accordance with Article 11 of Regulation S-X.. (3) Non-Production Costs includes costs such as selling, leveraged function costs and product development, net of synergies realized in the period. (2) Production costs are net of synergies realized in the period. 21


 
2Q 2020 Operating EPS(1) Variance Operating EPS(1) Bridge ($) $1.42 ($0.07 ) ($0.12) $0.03 $(0.08) $0.04 $0.02 $0.02 $1.26 1 2 3 4 5 6 (2) (4) Q2'19 Currency Volume/Price Production Costs Non-Production Change in Base EGL Other/Portfolio Q2'20 (3) (1) Costs Tax Rate Currency 1 Volume/Price 2 Production Costs(2) 3 . Currency headwinds predominately from Brazilian Real . Declines driven by early seed deliveries in North America . Continued realization of merger-related synergies and a normalized start to the crop protection season in . On-going productivity actions Latin America Non-Production Costs(3) 4 Change in Base Tax Rate(1) 5 EGL(4) 6 . Higher selling costs . Q2’20 Base Income Tax Rate: 14.5% . After-tax exchange gains on balance sheet hedging . Q2’19 Base Income Tax Rate: 17.4% program Synergies and productivity were offset by volume declines and unfavorable currency impacts 1) Operating earnings per share and base tax rate are non-GAAP measures. See slide 3 for further discussion. GAAP EPS for the second quarter 2019 and 2020 was $0.63 and $1.01, respectively 2) Production costs are net of synergies realized in the period. 3) Non-Production Costs includes costs such as selling, leveraged function costs and product development, net of synergies realized in the period. 4) EGL is defined as Exchange Gain / (Loss) 22


 
1H 2020 Regional Net Sales Highlights North America(1) Europe, Middle Latin America Asia Pacific East, Africa Net Sales $5.33B $5.18B $2.11B Reported Reported $1.02B Reported Reported 3% 4% 7% $0.73B $0.76B 4% $2.03B Organic(2) Organic (2) $0.95B Organic (2) Organic (2) 3% 8% 7% 10% 1H'19 1H'20 1H'19 1H'20 1H'19 1H'20 1H'19 1H'20 Volume Price Currency Portfolio Volume Price Currency Portfolio Volume Price Currency Portfolio Volume Price Currency Portfolio 3% - % - % - % 6% 2% (4)% - % - % 7% (14)% - % 8% 2% (5)% (1)% Regional Highlights Seed growth Above market growth Currency volatility New product demand Favorable pricing in corn and soybeans New route to market in Russia and Share gains in Brazil safrinha and Double digit organic growth on on improved mix led by Qrome® corn Ukraine drove volume and price summer seasons driving seed volume volume and price improvements seed growth in Seed growth Pricing improvement from seed Strong demand for corn in South Asia Recovery in corn and soybean planted Strong demand for new products and rice in Philippines area with strong early start such as ArylexTM herbicide technology mix offset by unfavorable currency impact from Brazilian Real Insecticide growth led by Competitive pressures in herbicides Spinosyns and PyraxaltTM pressured Crop Protection volume Headwinds as a result of impact Prior year seasonal shift from 3Q’19 to and price from phase out of regulatory 2Q’19 impacting 1H’19 sales by challenged products suppressing $80 million coupled with higher product 1) North America is defined as U.S. and Canada. 2) Organic sales growth is a non-GAAP measure. See slide 3 for further discussion. growth returns 23


 
Update on 2020 Key Inputs Factor Updated FY20 Guidance 1H 2020 Trend 2H 2020 . Expecting $400 million headwind to . Operating EBITDA impacted negatively by . Expect ~$300 million headwind, primarily Currency Operating EBITDA currency devaluation related to BRL . Partially offset by pricing . $110 million headwind in the half . Expecting ~$100 million in Crop Protection . Partially offset by pricing pricing for currency . . . 10 million acre recovery driving volume 10 million acre recovery with 20% attributable Replant tailwind in soybeans anticipated in North America Market (segment split - 65% Seed/ 35% Crop to corn 3Q 2020, partially offset by lower soybean Rebound Protection) . No benefit from reversal of corn seed replant deliveries in 3Q compared to prior year . Replant tailwind on soybean pricing due to wet conditions in the Eastern Corn Belt driving corn replant similar to last year . Global Corn Seed Price(1) . Expecting greater than $150 million over . Up 2% globally year-over-year Expecting more than $75 million prior year improvement over prior year . Up 1% in the U.S. year-over-year U.S. Soybean Seed Price(1) . Up low single digits based on first half . No soybean deliveries expected in 4Q 2020 results . Disciplined, selective approach . Expecting Net sales increase year-over- . Delivered ~$100 million in net sales . Expect ~$150 million in net sales increase New Crop Protection year of $250 million; $100 million in increase in the half, ex-currency(3); ~$30 in the second half, ex-currency(3); ~$70 Products Operating EBITDA million in Operating EBITDA million in Operating EBITDA . Expecting merger cost synergies and . Delivered approx. $130 million in . Expect ~$100 million in merger-related cost synergies/productivity Cost of Goods Sold productivity ~$230 million synergies and productivity . COGS headwinds on higher input costs in . Seed COGS increased in the half due to . ~$50 million in COGS headwinds in 2H, seed due to lower yields and higher impact of unfavorable yields more than offset by synergies and soybean royalty costs . Catalyst materials cost increase productivity . Expecting ~$50 million increase on higher . Reported SG&A and R&D costs increased . Expect ~$20 million on higher R&D and selling SG&A and R&D spend related to commissions, ERP, ~$30 million, on higher commissions and costs product launch costs and R&D selling costs, partially offset by spending (1) Based on 2020 season. . Driving spending reduction actions (2) Predominately relates to Latin America season investments actions and currency (3) Organic sales growth is a non-GAAP measure. See slide 3 for further discussion. 24


 
FY20 Modeling Guidance - Operating Earnings Per Share(1) ($ in millions, except where noted) Guidance Commentary Depreciation (480 – 490) Interest Income 30 – 40 (55 – 65) Primarily represents cost of short-term borrowings to fund working Interest Expense capital Base Tax Rate(1) 18% - 20% Exchange Losses – net, 2H forecast represents cost of balance sheet hedging program, net (105 – 115) after tax of tax Net Income – Non- (20 – 25) controlling interest Diluted Shares ~752 Operating Earnings Per ~$1.25 – $1.45 (6)% vPY using the midpoint Share(1) (1) Base tax rate and operating earnings per share are non-GAAP measures. Corteva does not provide a reconciliation of forward-looking non-GAAP measures. See slide 3 for further discussion. 25


 
Corteva Non-GAAP Calculation of Corteva Operating EBITDA Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 In millions As Reported As Reported As Reported Pro Forma Income from continuing operations, net of tax (GAAP) $ 766 $ 483 $ 1,047 $ 595 Provision for income taxes on continuing operations 78 270 205 250 Income from continuing operations before income taxes $ 844 $ 753 $ 1,252 $ 845 + Depreciation and Amortization 300 227 583 485 - Interest income (9) (17) (27) (33) + Interest expense 14 34 24 48 + / - Exchange (gains) losses, net (1) 32 60 59 + / - Non-operating benefits, net (91) (32) (164) (74) + Significant items charge 179 455 302 640 1 Corteva Operating EBITDA (Non-GAAP) $ 1,236 $ 1,452 $ 2,030 $ 1,970 1. Corteva Operating EBITDA is defined as earnings (i.e., income from continuing operations before income taxes) before interest, depreciation, amortization, non-operating benefits (costs) - net and foreign exchange gains (losses), excluding the impact of significant items. Non-operating benefits (costs) - net consists of non-operating pension and other post-employment benefit (OPEB) credits (costs), tax indemnification adjustments, environmental remediation and legal costs associated with Historical DuPont businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense.


 
Corteva Segment Information Net sales by segment Three Months Ended June 30, Six Months Ended June 30, In millions 2020 2019 2020 2019 Seed $ 3,538 $ 3,699 $ 5,993 $ 5,666 Crop Protection 1,653 1,857 3,154 3,286 Total net sales $ 5,191 $ 5,556 $ 9,147 $ 8,952 Corteva Operating EBITDA Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 In millions As Reported As Reported As Reported Pro Forma Seed $ 956 $ 1,036 $ 1,537 $ 1,361 Crop Protection 309 450 547 670 Corporate (29) (34) (54) (61) 1 Corteva Operating EBITDA (Non-GAAP) $ 1,236 $ 1,452 $ 2,030 $ 1,970 1. Corteva Operating EBITDA is defined as earnings (i.e., income from continuing operations before income taxes) before interest, depreciation, amortization, non-operating benefits (costs) - net and foreign exchange gains (losses), excluding the impact of significant items. Non-operating benefits (costs) - net consists of non-operating pension and other post- employment benefit (OPEB) credits (costs), tax indemnification adjustments, environmental remediation and legal costs associated with Historical DuPont businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense. Operating EBITDA margin Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 As Reported As Reported As Reported Pro Forma Seed 27.0% 28.0% 25.6% 24.0% Crop Protection 18.7% 24.2% 17.3% 20.4% 2,3 Total Operating EBITDA margin (Non-GAAP) 23.8% 26.1% 22.2% 22.0% 2. Operating EBITDA margin is Operating EBITDA as a percentage of net sales. 3. Operating EBITDA margin %'s for Corporate are not presented separately above as they are not meaningful; however, the results are included in the Total margin %'s above.


 
Corteva significant items (Pretax) Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 In millions As Reported As Reported As Reported Pro Forma Seed Loss on divestiture - - - (24) Restructuring and asset-related charges - net (135) (49) (145) (76) Amortization of inventory step up - (52) - (52) Total Seed (135) (101) (145) (152) Crop Protection Loss on divestiture - - (53) - Restructuring and asset-related charges - net (40) (2) (58) (25) Total Crop Protection (40) (2) (111) (25) Corporate Integration and separation costs - (330) - (430) Loss on early extinguishment of debt - (13) - (13) Restructuring and asset-related charges - net (4) (9) (46) (20) Total Corporate (4) (352) (46) (463) Total significant items by segment (Pretax) (179) (455) (302) (640) Total tax impact of significant items 36 (80) 59 12 Tax only significant items 29 - 10 - Total significant items charge, net of tax 1 $ (114) $ (535) $ (233) $ (628) 1. Refer to page A-9 of the Financial Statement Schedules for further information on significant items, including tax only items.


 
Corteva Segment Information - Price, Volume Currency Analysis Region Q2 2020 vs. Q2 2019 Percent Change Due To: 2 Net Sales Change (GAAP) Organic Change (Non-GAAP) Local Price & $ (millions) % $ (millions) % Product Mix Volume Curre ncy Portfolio / Other North Ame rica1 $ (219) -6% $ (201) -5% 0% -5% -1% 0% EMEA1 (24) -4% 19 3% 3% 0% -7% 0% Latin America (138) -21% (44) -7% 4% -11% -14% 0% Asia Pacific 16 4% 46 10% 2% 8% -5% -1% Rest of World (146) -8% 21 1% 3% -2% -9% 0% Total $ (365) -7% $ (180) -3% 1% -4% -3% -1% Seed Q2 2020 vs. Q2 2019 Percent Change Due To: 2 Net Sales Change (GAAP) Organic Change (Non-GAAP) Local Price & $ (millions) % $ (millions) % Product Mix Volume Curre ncy Portfolio / Other North Ame rica1 $ (196) -6% $ (185) -6% 0% -6% 0% 0% EMEA1 (10) -4% 14 5% 5% 0% -9% 0% Latin America 19 10% 51 27% 2% 25% -17% 0% Asia Pacific 26 19% 37 27% 9% 18% -8% 0% Rest of World 35 6% 102 17% 5% 12% -11% 0% Total $ (161) -4% $ (83) -2% 1% -3% -2% 0% Crop Protection Q2 2020 vs. Q2 2019 Percent Change Due To: 2 Net Sales Change (GAAP) Organic Change (Non-GAAP) Local Price & $ (millions) % $ (millions) % Product Mix Volume Curre ncy Portfolio / Other North Ame rica1 $ (23) -3% $ (16) -2% 1% -3% 0% -1% EMEA1 (14) -4% 5 1% 1% 0% -4% -1% Latin America (157) -34% (95) -20% 5% -25% -14% 0% Asia Pacific (10) -3% 9 3% -1% 4% -5% -1% Rest of World (181) -16% (81) -7% 2% -9% -8% -1% Total $ (204) -11% $ (97) -5% 2% -7% -5% -1%


 
Corteva Segment Information - Price, Volume Currency Analysis Region Six Months Ended June 30, 2020 vs. Six Months Ended June 30, 2019 Percent Change Due To: 2 Net Sales Change (GAAP) Organic Change (Non-GAAP) Local Price & $ (millions) % $ (millions) % Product Mix Volume Curre ncy Portfolio / Other North Ame rica1 $ 154 3% $ 179 3% 0% 3% 0% 0% EMEA1 79 4% 173 8% 2% 6% -4% 0% Latin America (69) -7% 66 7% 7% 0% -14% 0% Asia Pacific 31 4% 75 10% 2% 8% -5% -1% Rest of World 41 1% 314 8% 3% 5% -7% 0% Total $ 195 2% $ 493 5% 1% 4% -3% 0% Seed Six Months Ended June 30, 2020 vs. Six Months Ended June 30, 2019 Percent Change Due To: 2 Net Sales Change (GAAP) Organic Change (Non-GAAP) Local Price & $ (millions) % $ (millions) % Product Mix Volume Curre ncy Portfolio / Other North Ame rica1 $ 181 5% $ 190 5% 1% 4% 0% 0% EMEA1 67 6% 119 11% 4% 7% -5% 0% Latin America 57 16% 105 29% 9% 20% -13% 0% Asia Pacific 22 10% 36 17% 8% 9% -7% 0% Rest of World 146 9% 260 16% 6% 10% -7% 0% Total $ 327 6% $ 450 8% 2% 6% -2% 0% Crop Protection Six Months Ended June 30, 2020 vs. Six Months Ended June 30, 2019 Percent Change Due To: 2 Net Sales Change (GAAP) Organic Change (Non-GAAP) Local Price & $ (millions) % $ (millions) % Product Mix Volume Curre ncy Portfolio / Other North Ame rica1 $ (27) -2% $ (11) -1% -1% 0% 0% -1% EMEA1 12 1% 54 6% 1% 5% -4% -1% Latin America (126) -19% (39) -6% 5% -11% -13% 0% Asia Pacific 9 2% 39 8% 0% 8% -4% -2% Rest of World (105) -5% 54 3% 2% 1% -7% -1% Total $ (132) -4% $ 43 1% 1% 0% -4% -1% 1. North America is defined as U.S. and Canada. EMEA is defined as Europe, Middle East and Africa. 2. Organic sales is defined as price and volume and excludes currency and portfolio impacts.


 
Corteva Non-GAAP Calculation of Corteva Operating EPS Three Months Ended June 30, 2020 2019 2020 2019 $ (millions) $ (millions) EPS (diluted) EPS (diluted) As Reported As Reported As Reported As Reported Net income from continuing operations attributable to Corteva (GAAP) $ 760 $ 470 $ 1.01 $ 0.63 Less: Non-operating benefits - net, after tax2 67 30 0.09 0.04 Less: Amortization of intangibles (existing as of Separation), after tax (137) (89) (0.19) (0.12) Less: Significant items charge, after tax (114) (535) (0.15) (0.71) 1 Operating Earnings (Non-GAAP) $ 944 $ 1,064 $ 1.26 $ 1.42 Six Months Ended June 30, 2020 2019 2020 2019 $ (millions) $ (millions) EPS (diluted) EPS (diluted) As Reported Pro Forma As Reported Pro Forma Net income from continuing operations attributable to Corteva (GAAP) $ 1,031 $ 574 $ 1.37 $ 0.77 Less: Non-operating benefits - net, after tax2 124 61 0.16 0.08 Less: Amortization of intangibles (existing as of Separation), after tax (251) (170) (0.33) (0.22) Less: Significant items charge, after tax (233) (628) (0.31) (0.84) 1 Operating Earnings (Non-GAAP) $ 1,391 $ 1,311 $ 1.85 $ 1.75 1. Operating earnings is defined as net income from continuing operations attributable to Corteva excluding the after-tax impact of significant items, non-operating benefits - net, and amortization of intangible assets (existing as of Separation). Although amortization of intangible assets (existing as of Separation) is excluded from these non-GAAP measures, management believes it is important for investors to understand that such intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in amortization of additional intangible assets. 2. Non-operating benefits - net consists of non-operating pension and other post-employment benefit (OPEB) benefits (costs), tax indeminfication adjustments, environmental remediation and legal costs associated with legacy EID businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense.


 
Corteva Non-GAAP Calculation of Corteva Base Tax Rate Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 As Reported As Reported As Reported Pro Forma Income from continuing operations before income taxes (GAAP) $ 844 $ 753 $ 1,252 $ 845 Add: Significant items - charge 179 455 302 640 Non-operating benefits - net (91) (32) (164) (74) Amortization of intangibles (existing as of Separation) 176 113 339 214 2 Less: Exchange gains (losses), net 1 (32) (60) (59) Income from continuing operations before income taxes, significant items, non-operating benefits - net, amortization of intangibles (existing as of Separation), and exchange gains (losses), net (Non- GAAP) $ 1,107 $ 1,321 $ 1,789 $ 1,684 Provision for income taxes on continuing operations (GAAP) $ 78 $ 270 $ 205 $ 250 Add: Tax benefits (expenses) on significant items charge 65 (80) 69 12 Tax expenses on non-operating benefits - net (24) (2) (40) (13) Tax benefits on amortization of intangibles (existing as of Separation) 39 24 88 44 Tax benefits (expenses) on exchange gains (losses), net 2 18 (15) 12 Provision for income taxes on continuing operations before significant items, non-operating benefits - net, amortization of intangibles (existing as of Separation), and exchange gains (losses), net (Non- GAAP) $ 160 $ 230 $ 307 $ 305 Effective income tax rate (GAAP) 9.2% 35.9% 16.4% 29.6% Significant items, non-operating benefits, and amortization of intangibles (existing as of Separation) effect 5.1% -19.4% 2.2% -11.6% Tax rate from continuing operations before significant items, non-operating benefits - net, and amortization of intangibles (existing as of Separation) 14.3% 16.5% 18.6% 18.0% Exchange gains (losses), net effect 0.2% 0.9% -1.4% 0.1% Base income tax rate from continuing operations (Non-GAAP)1 14.5% 17.4% 17.2% 18.1% 1. Base income tax rate is defined as the effective income tax rate less the effect of exchange gains (losses), significant items, amortization of intangibles (existing as of Separation), and non-operating benefits - net. 2. Refer to page A-14 of the Financial Statement Schedules for further information on exchange gains (losses).


 
v3.20.2
Cover Document
Aug. 06, 2020
Aug. 05, 2020
Cover [Abstract]    
Document Type   8-K
Document Period End Date   Aug. 05, 2020
Entity Registrant Name   Corteva, Inc
Entity Incorporation, State or Country Code   DE
Entity File Number   001-38710
Entity Tax Identification Number   82-4979096
Entity Address, Address Line One   974 Centre Road
Entity Address, Address Line Two   Building 735
Entity Address, City or Town   Wilmington
Entity Address, State or Province   DE
Entity Address, Postal Zip Code   19805
City Area Code   302
Local Phone Number   485-3000
Written Communications   false
Soliciting Material   false
Pre-commencement Tender Offer   false
Pre-commencement Issuer Tender Offer   false
Title of 12(b) Security   Common Stock, par value $0.01 per share
Trading Symbol   CTVA
Security Exchange Name   NYSE
Entity Emerging Growth Company   false
Amendment Flag false  
Entity Central Index Key 0001755672