FMC Corporation delivers solid third quarter 2022 results reflecting continued growth momentum, maintains full-year profit outlook

Third Quarter Adjusted EPS versus Guidance (midpoint)*

+13 cents*

+11 cents

Depreciation and amortization

+1 cent

Minority interest

+3 cents

Interest expense

-1 cent

Rounding

-1 cent

* Guidance refers to midpoint of EPS guidance presented on August 3, 2022

FMC Revenue

Q3 2022

Total Revenue Change (GAAP)

15 %

Less FX Impact

(4 %)

Organic¹ Revenue Change (Non-GAAP)

19 %

Full Year 2022 Outlook²

Q4 2022 Outlook²

Revenue

$5.6 to $5.8 billion

$1.42 to $1.62 billion

Growth at midpoint vs. 2021*

13 %

8 %

Adjusted EBITDA

$1.37 to $1.43 billion

$395 to $455 million

Growth at midpoint vs. 2021*

7 %

15 %

Adjusted EPS^

$7.10 to $7.60

$2.05 to $2.55

Growth at midpoint vs. 2021*

7 %

9 %

^Adjusted EPS estimates assume 127 million diluted shares for full year and 127 million diluted shares for Q4. Outlook for Adjusted EPS and WADSO does not include the impact of any share repurchases that may take place in 2022.

*Percentages are calculated using whole numbers. Minor differences may exist due to rounding.

FMC CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(Unaudited, in millions, except per share amounts) 

Three Months Ended
September 30,

Nine Months Ended
September 30,

2022

2021

2022

2021

Revenue

$ 1,377.2

$ 1,194.0

$ 4,180.3

$ 3,631.6

Costs of sales and services

899.7

682.5

2,539.1

2,078.4

Gross margin

$   477.5

$   511.5

$ 1,641.2

$ 1,553.2

Selling, general and administrative expenses

179.4

183.5

562.7

519.0

Research and development expenses

78.5

79.5

229.8

219.4

Restructuring and other charges (income)

9.0

32.8

98.9

52.3

Total costs and expenses

$ 1,166.6

$   978.3

$ 3,430.5

$ 2,869.1

Income from continuing operations before non-operating pension
and postretirement charges (income), interest expense, net and income taxes

$   210.6

$   215.7

$   749.8

$   762.5

Non-operating pension and postretirement charges (income)

(1.7)

1.5

6.5

3.9

Interest expense, net

41.8

33.1

107.0

98.1

Income (loss) from continuing operations before income taxes

$  170.5

$   181.1

$   636.3

$   660.5

Provision (benefit) for income taxes

36.0

9.2

133.0

75.8

Income (loss) from continuing operations

$   134.5

$   171.9

$   503.3

$   584.7

Discontinued operations, net of income taxes

(16.2)

(9.7)

(42.2)

(32.4)

Net income (loss)

$   118.3

$   162.2

$   461.1

$   552.3

Less: Net income (loss) attributable to noncontrolling interests

(2.7)

2.5

(1.5)

3.4

Net income (loss) attributable to FMC stockholders

$   121.0

$   159.7

$   462.6

$   548.9

Amounts attributable to FMC stockholders:

  Income (loss) from continuing operations

$  137.2

$  169.4

$   504.8

$   581.3

  Discontinued operations, net of tax

(16.2)

(9.7)

(42.2)

(32.4)

  Net income (loss)

$   121.0

$   159.7

$   462.6

$   548.9

Basic earnings (loss) per common share attributable to FMC stockholders:

  Continuing operations

$     1.09

$     1.32

$     3.99

$     4.51

  Discontinued operations

(0.13)

(0.08)

(0.33)

(0.25)

  Basic earnings per common share

$     0.96

$     1.24

$     3.66

$     4.26

Average number of shares outstanding used in basic earnings per share
computations

126.2

128.3

126.2

129.0

Diluted earnings (loss) per common share attributable to FMC stockholders:

  Continuing operations

$    1.08

$    1.32

$    3.98

$    4.48

  Discontinued operations

(0.13)

(0.08)

(0.33)

(0.25)

  Diluted earnings per common share

$     0.95

$     1.24

$     3.65

$     4.23

Average number of shares outstanding used in diluted earnings per share
computations

126.9

129.0

126.9

129.7

Other Data:

Capital additions and other investing activities

$     37.9

$     32.7

$   102.7

$     98.6

Depreciation and amortization expense

41.4

43.4

126.6

128.5

On July 1, 2022, we changed our method for inventory costing from the last-in, first-out ("LIFO") cost method to the first-in, first-out
("FIFO") cost method for inventory in the United States. On July 1, 2022, we also changed our method of accounting for the determination of
the market-related value of assets for a class of assets within the qualified U.S. defined benefit plan ("the Plan"), impacting our net periodic
pension cost. Further detail will be included in our Q3 2022 Form 10-Q. Impacts to our recasted Condensed Consolidated Statements of
Income (Loss) are not material. Certain prior year amounts within these earnings tables have been recasted to reflect the accounting policy
changes described above.

FMC CORPORATION

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO FMC STOCKHOLDERS (GAAP) TO
ADJUSTED AFTER-TAX EARNINGS FROM CONTINUING OPERATIONS, ATTRIBUTABLE TO FMC
STOCKHOLDERS (NON-GAAP)

(Unaudited, in millions, except per share amounts)

Three Months Ended
September 30,

Nine Months Ended
September 30,

2022

2021

2022

2021

Net income (loss) attributable to FMC stockholders (GAAP)

$   121.0

$   159.7

$   462.6

$   548.9

Corporate special charges (income):

Restructuring and other charges (income) ^(a)

9.0

32.8

98.9

52.3

Non-operating pension and postretirement charges (income) ^(b)

(1.7)

1.5

6.5

3.9

Transaction-related charges ^(c)

—

—

—

0.4

Income tax expense (benefit) on Corporate special charges (income) ^(d)

(1.0)

(3.3)

(2.8)

(8.1)

Discontinued operations attributable to FMC stockholders, net of income taxes

16.2

9.7

42.2

32.4

Tax adjustment ^(f)

12.1

(16.5)

32.0

(12.7)

Adjusted after-tax earnings from continuing operations attributable to FMC
stockholders (Non-GAAP) ⁽¹⁾

$   155.6

$   183.9

$   639.4

$   617.1

Diluted earnings per common share (GAAP)

$     0.95

$     1.24

$     3.65

$     4.23

Corporate special charges (income) per diluted share, before tax:

Restructuring and other charges (income)

0.07

0.25

0.78

0.40

Non-operating pension and postretirement charges (income)

(0.01)

0.01

0.05

0.04

Income tax expense (benefit) on Corporate special charges (income), per diluted share

(0.01)

(0.02)

(0.02)

(0.06)

Discontinued operations attributable to FMC stockholders, net of income taxes per diluted share ^(e)

0.13

0.08

0.33

0.25

Tax adjustments per diluted share

0.10

(0.13)

0.25

(0.10)

Diluted adjusted after-tax earnings from continuing operations per share,
attributable to FMC stockholders (Non-GAAP)

$     1.23

$     1.43

$     5.04

$     4.76

Average number of shares outstanding used in diluted adjusted after-tax earnings
from continuing operations per share computations

126.9

129.0

126.9

129.7

(1)

The Company believes that the Non-GAAP financial measure "Adjusted after-tax earnings from continuing operations attributable to FMC stockholders" and its presentation on a per share basis provides useful information about the Company's operating results to management, investors, and securities analysts. Adjusted earnings excludes the effects of corporate special charges, tax-related adjustments and the results of our discontinued operations. The Company also believes that excluding the effects of these items from operating results allows management and investors to compare more easily the financial performance of its underlying business from period to period.

(a)

Three Months Ended September 30, 2022:

Restructuring and other charges (income) includes charges relating to environmental sites of $3.4 million, as well as severance and other restructuring-related charges of $2.0 million from various restructuring programs and other charges of $3.6 million.

Three Months Ended September 30, 2021:

Restructuring and other charges (income) is primarily comprised of $23.8 million of charges for the establishment of reserves for certain historical India indirect tax matters that were triggered during the period. These charges are also comprised of severance and restructuring charges of $2.1 million from other restructuring programs, as well as environmental sites of $3.7 million and other charges of $3.2 million.

Nine Months Ended September 30, 2022:

Restructuring and other charges (income) is primarily comprised of $76.1 million in exit charges related to our decision to cease operations and business in Russia.  Restructuring and other charges (income) also includes charges relating to environmental sites of $1.0 million, as well as severance and other restructuring-related charges of $16.6 million from various restructuring programs and other charges of $5.2 million.

Nine Months Ended September 30, 2021:

Restructuring and other charges (income) is comprised of costs related to India indirect tax matters, as mentioned above, of $23.8 million. These charges also include regional realignment activities, primarily the move of our European headquarters, including severance and employee relocation costs, of $8.9 million. Additionally, restructuring and other charges (income) is comprised of charges associated with certain in-flight restructuring programs from the integration of the DuPont Crop Protection Business, including severance, accelerated depreciation on certain fixed assets, and other costs of $5.8 million. These charges also include severance and restructuring charges of $4.2 million from other restructuring programs, as well as environmental sites and other charges of $9.6 million.

(b)

Our non-operating pension and postretirement charges (income) are defined as those costs (benefits) related to interest, expected return on plan assets, amortized actuarial gains and losses and the impacts of any plan curtailments or settlements. These are excluded from our Adjusted Earnings and are primarily related to changes in pension plan assets and liabilities which are tied to financial market performance and we consider these costs to be outside our operational performance. We continue to include the service cost and amortization of prior service cost in our Adjusted Earnings results noted above. These elements reflect the current year operating costs to our businesses for the employment benefits provided to active employees. See note on page 1 of earnings release tables discussing accounting policy change for pensions on July 1, 2022.

(c)

Charges related to legal and professional fees associated with acquisition activities, primarily associated with the DuPont Crop Protection Business Acquisition.               

(d)

 The income tax expense (benefit) on Corporate special charges (income) is determined using the applicable rates in the taxing jurisdictions in which the corporate special charge or income occurred and includes both current and deferred income tax expense (benefit) based on the nature of the non-GAAP performance measure.

(e)

Three and Nine Months Ended September 30, 2022 and 2021

Discontinued operations includes provisions, net of recoveries, for environmental liabilities and legal reserves and expenses related to previously discontinued operations and retained liabilities. Discontinued operations, net of income taxes for the three and nine months ended September 30, 2021 includes a gain on sale of approximately $13 million, net of tax from the sale of land at a discontinued site.

(f)

We exclude the GAAP tax provision, including discrete items, from the Non-GAAP measure of income, and include a Non-GAAP tax provision based upon the projected annual Non-GAAP effective tax rate. The GAAP tax provision includes certain discrete tax items including, but are not limited to: income tax expenses or benefits that are not related to continuing operating results in the current year; tax adjustments associated with fluctuations in foreign currency remeasurement of certain foreign operations; certain changes in estimates of tax matters related to prior fiscal years; certain changes in the realizability of deferred tax assets and related interim accounting impacts; and changes in tax law. Management believes excluding these discrete tax items assists investors and securities analysts in understanding the tax provision and the effective tax rate related to continuing operating results thereby providing investors with useful supplemental information about FMC's operational performance.

Three Months Ended
September 30,

Nine Months Ended
September 30,

2022

2021

2022

2021

Non-GAAP tax adjustments

Revisions to valuation allowances of historical deferred tax
assets

$              —

$           (5.9)

$              —

$           (5.4)

Foreign currency remeasurement and other discrete items

12.1

(10.6)

32.0

(7.3)

Total Non-GAAP tax adjustments

$           12.1

$         (16.5)

$           32.0

$         (12.7)

RECONCILIATION OF NET INCOME (LOSS) (GAAP) TO ADJUSTED EARNINGS FROM CONTINUING
OPERATIONS, BEFORE INTEREST, INCOME TAXES, DEPRECIATION AND AMORTIZATION, AND
NONCONTROLLING INTERESTS (NON-GAAP)

(Unaudited, in millions)

Three Months Ended
September 30,

Nine Months Ended
September 30,

2022

2021

2022

2021

Net income (loss) (GAAP)

$   118.3

$   162.2

$   461.1

$   552.3

Restructuring and other charges (income)

9.0

32.8

98.9

52.3

Non-operating pension and postretirement charges (income)

(1.7)

1.5

6.5

3.9

Transaction-related charges

—

—

—

0.4

Discontinued operations, net of income taxes

16.2

9.7

42.2

32.4

Interest expense, net

41.8

33.1

107.0

98.1

Depreciation and amortization

41.4

43.4

126.6

128.5

Provision (benefit) for income taxes

36.0

9.2

133.0

75.8

Adjusted earnings from continuing operations, before interest, income taxes,
depreciation and amortization, and noncontrolling interests (Non-GAAP) ⁽¹⁾

$   261.0

$   291.9

$   975.3

$   943.7

(1)     Referred to as Adjusted EBITDA. Defined as operating profit excluding corporate special charges (income) and depreciation and amortization expense.

RECONCILIATION OF CASH PROVIDED (REQUIRED) BY OPERATING ACTIVITIES OF
CONTINUING OPERATIONS (GAAP) TO FREE CASH FLOW (NON-GAAP)

(Unaudited, in millions)

Three Months Ended September 30,

Nine Months Ended September 30,

2022

2021

2022

2021

Cash provided (required) by operating activities of continuing operations
(GAAP)⁽¹⁾

$     417.6

$     337.6

$        15.7

$     298.2

Transaction and integration costs

—

2.6

0.5

8.4

Adjusted cash from operations⁽²⁾

$     417.6

$     340.2

$        16.2

$     306.6

Capital expenditures

(34.7)

(29.5)

(108.4)

(76.4)

Other investing activities

(3.2)

(3.2)

5.7

(22.2)

Capital additions and other investing activities

$      (37.9)

$      (32.7)

$   (102.7)

$      (98.6)

Cash provided (required) by operating activities of discontinued operations

(20.2)

(21.5)

(51.8)

(53.9)

Cash provided (required) by investing activities of discontinued operations

—

16.8

—

16.8

Transaction and integration costs

—

(2.6)

(0.5)

(8.4)

Investment in Enterprise Resource Planning system

—

—

—

(12.7)

Legacy and transformation

$      (20.2)

$        (7.3)

$      (52.3)

$      (58.2)

Free cash flow (Non-GAAP)⁽³⁾

$     359.5

$     300.2

$   (138.8)

$     149.8

(1)

The cash provided (required) by operating activities for the three months ended September 30, 2022 and 2021 is the calculation of the nine months ended September 30, 2022 and 2021 less the previously reported six months ended June 30, 2022 and 2021, respectively.

(2)

Adjusted cash from operations is defined as cash provided (required) by operating activities of continuing operations excluding the effects of transaction-related cash flows.

(3)

Free cash flow is defined as Adjusted cash from operations reduced by spending for capital additions and other investing activities as well as legacy and transformation spending. We believe that this Non-GAAP financial measure provides a useful basis for investors and securities analysts about the cash generated by routine business operations, including capital expenditures, in addition to assessing our ability to repay debt, fund acquisitions and return capital to shareholders through share repurchases and dividends. Our use of free cash flow has limitations as an analytical tool and should not be considered in isolation or as a substitute for an analysis of our results under U.S. GAAP.

RECONCILIATION OF REVENUE CHANGE (GAAP) TO 
ORGANIC REVENUE CHANGE (NON-GAAP) (1)

(Unaudited)

Three Months Ended
September 30, 2022 vs. 2021

Nine Months Ended
September 30, 2022 vs. 2021

Total Revenue Change (GAAP)

15 %

15 %

Less: Foreign Currency Impact

(4) %

(4) %

Organic Revenue Change (Non-GAAP)

19 %

19 %

(1)

We believe organic revenue growth (non-GAAP) provides management and investors with useful supplemental information regarding our on going revenue performance and trends by presenting revenue growth excluding the impact of fluctuations in foreign exchange rates.

FMC CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in millions) 

September 30, 2022

December 31, 2021

Cash and cash equivalents

$                 363.8

$                 516.8

Trade receivables, net of allowance of $34.5 in 2022 and $37.4 in 2021

2,599.9

2,583.7

Inventories

1,731.5

1,521.9

Prepaid and other current assets

415.4

431.4

Total current assets

$              5,110.6

$              5,053.8

Property, plant and equipment, net

789.6

817.0

Goodwill

1,574.1

1,463.3

Other intangibles, net

2,472.7

2,521.9

Deferred income taxes

184.1

194.1

Other long-term assets

633.6

623.0

Total assets

$            10,764.7

$            10,673.1

Short-term debt and current portion of long-term debt

$                 826.3

$                 440.8

Accounts payable, trade and other

1,045.7

1,135.0

Advanced payments from customers

3.3

630.7

Accrued and other liabilities

611.4

631.2

Accrued customer rebates

857.7

406.7

Guarantees of vendor financing

184.2

206.2

Accrued pensions and other postretirement benefits, current

4.3

4.3

Income taxes

99.3

65.4

Total current liabilities

$              3,632.2

$              3,520.3

Long-term debt, less current portion

$              2,732.5

$              2,731.7

Long-term liabilities

1,196.4

1,277.4

Equity

3,203.6

3,143.7

Total liabilities and equity

$            10,764.7

$            10,673.1

FMC CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in millions)

Nine Months Ended September 30,

2022

2021

Cash provided (required) by operating activities of continuing operations

$                    15.7

$                  298.2

Cash provided (required) by operating activities of discontinued operations

(51.8)

(53.9)

Cash provided (required) by investing activities of continuing operations

(294.2)

(115.9)

Cash provided (required) by investing activities of discontinued operations

—

16.8

Cash provided (required) by financing activities of continuing operations

197.7

(367.0)

Effect of exchange rate changes on cash

(20.4)

(6.1)

Increase (decrease) in cash and cash equivalents

$                (153.0)

$                (227.9)

Cash and cash equivalents of continuing operations, beginning of period

$                 516.8

$                 568.9

Cash and cash equivalents, beginning of period

$                  516.8

$                  568.9

Cash and cash equivalents, end of period

$                  363.8

$                 341.0