8-KRegulation FD

Corteva, Inc. 8-K Report, Regulation FD Disclosure (Aug 1, 2019)

Filed August 1, 2019For Securities:CTVA

Summary

Corteva, Inc. (CTVA) filed an 8-K on August 1, 2019, to provide investors with unaudited pro forma combined financial information. This filing is crucial as it offers historical financial data on a basis consistent with how Corteva will report its financial results as an independent, publicly traded company following its separation from DowDuPont (now DuPont de Nemours, Inc.). The pro forma statements adjust for significant historical events including the DowDuPont merger, internal reorganizations, debt retirement transactions, and the Corteva Distribution itself, presenting financial performance as if these events had occurred on January 1, 2016. This disclosure is intended to equip the financial community with tools to understand Corteva's operational performance and strategic decisions by providing a more consistent historical financial narrative. Investors should review this information, particularly Exhibit 99.1 containing the pro forma income statements and segment information, in conjunction with Corteva's Form 10 registration statement to gain a comprehensive understanding of the company's historical financial position and performance as a standalone entity.

Key Highlights

  • 1Corteva, Inc. (CTVA) became an independent public company on June 1, 2019, following its separation from DowDuPont.
  • 2The 8-K provides unaudited pro forma combined financial statements and historical segment information.
  • 3The pro forma data adjusts for significant corporate events: the DowDuPont merger, internal reorganizations, debt retirement transactions, and the Corteva Distribution.
  • 4The pro forma information is presented as if these events occurred on January 1, 2016, to ensure a consistent historical reporting basis.
  • 5This disclosure is furnished under Regulation FD to provide the financial community with tools for analysis and performance evaluation.
  • 6The furnished information is for informational purposes and is not intended to project future performance.
  • 7Investors are advised to read this information in conjunction with Corteva's Form 10 registration statement.

Frequently Asked Questions

The primary purpose of this 8-K filing is to provide investors with unaudited pro forma combined financial information. This information is presented on a historical basis as if certain significant corporate transactions, including the DowDuPont merger, internal reorganizations, debt retirements, and the Corteva Distribution, had occurred earlier. This ensures a consistent historical financial reporting basis for Corteva as an independent company.

The pro forma financial statements presented in Exhibit 99.1 have been adjusted to give effect to the DowDuPont merger, the internal reorganization of DowDuPont's businesses, debt retirement transactions, and the Corteva Distribution (the separation of Corteva as an independent agricultural business). These adjustments aim to present a more comparable historical view.

No, the information contained in this 8-K, including Exhibit 99.1, is being furnished pursuant to Regulation FD and is for informational purposes only. It shall not be deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section. It also will not be incorporated by reference into other SEC filings unless expressly stated.

'Pro forma' means 'for the sake of form' or 'as a matter of procedure'. In this financial context, it refers to financial statements that have been adjusted to reflect the expected impact of specific events or transactions as if they had occurred at an earlier point in time. This allows for a more consistent and comparable view of historical financial performance.