United states securities and exchange commission

Yüklə 5,84 Mb. səhifə 29/71 tarix 25.08.2018 ölçüsü 5,84 Mb. #74338

Bu səhifədəki naviqasiya:

• DuPont Assets Acquired and Liabilities Assumed on Aug 31, 2017

The acquisition method of accounting requires, among other things, that identifiable assets acquired and liabilities assumed be recognized on the balance sheet at fair value as of the acquisition date. In determining the fair value, DowDuPont utilized various forms of the income, cost and market approaches depending on the asset or liability being fair valued. The estimation of fair value required significant judgments related to future net cash flows (including net sales, cost of products sold, selling and marketing costs, and working capital/contributory asset charges), discount rates reflecting the risk inherent in each cash flow stream, competitive trends, market comparables and other factors. Inputs were generally determined by taking into account historical data, supplemented by current and anticipated market conditions, and growth rates.

96


Table of Contents
The table below presents the preliminary fair value that was allocated to DuPont's assets and liabilities based upon fair values as determined by DowDuPont. The valuation process to determine the fair values is not yet complete. The Company estimated the preliminary fair value of acquired assets and liabilities as of the date of acquisition based on information currently available and continues to adjust those estimates upon refinement of market participant assumptions for integrating businesses, finalization of tax returns in the pre-merger period and application of push-down accounting at the subsidiary level. The preliminary fair values are substantially complete with the exception of identifiable intangible assets, property, plant and equipment, income taxes and goodwill. As the Company finalizes the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period, but no later than one year from the date of the acquisition. The Company will reflect measurement period adjustments, if any, in the period in which the adjustments are recognized. Final determination of the fair values may result in further adjustments to the values presented in the following table:

DuPont Assets Acquired and Liabilities Assumed on Aug 31, 2017			Estimated fair value as previously reported 1			Measurement period adjustments 2			Estimated fair value adjusted
In millions
Fair Value of Assets Acquired
Cash and cash equivalents			$	4,005		$	—		$	4,005
Marketable securities			2,849			—			2,849
Accounts and notes receivable - Trade			6,199			—			6,199
Accounts and notes receivable - Other			1,652			—			1,652
Inventories			8,886			(79		)	8,807
Other current assets			360			—			360
Assets held for sale			3,184			564			3,748
Investment in nonconsolidated affiliates			1,685			(31		)	1,654
Other investments			50			—			50
Noncurrent receivables			84			—			84
Property			12,122			(181		)	11,941
Goodwill 3			45,501			(396		)	45,105
Other intangible assets 3			27,844			(623		)	27,221
Deferred income tax assets			487			(203		)	284
Deferred charges and other assets			1,942			—			1,942
Total Assets			$	116,850		$	(949	)	$	115,901
Fair Value of Liabilities Assumed
Notes payable			$	4,046		$	—		$	4,046
Long-term debt due within one year			1,273			—			1,273
Accounts payable - Trade			2,344			—			2,344
Accounts payable - Other			939			—			939
Income taxes payable			140			—			140
Accrued and other current liabilities			3,517			—			3,517
Liabilities held for sale			104			11			115
Long-Term Debt			9,878			—			9,878
Deferred income tax liabilities			9,408			(940		)	8,468
Pension and other postretirement benefits - noncurrent			8,092			(36		)	8,056
Other noncurrent obligations			2,028			—			2,028
Total Liabilities			$	41,769		$	(965	)	$	40,804
Noncontrolling interests			401			16			417
Net Assets (Consideration for the Merger)			$	74,680		$	—		$	74,680
1.	As previously reported in the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2017.
2.	The Company recorded measurement period adjustments in the fourth quarter of 2017 to reflect facts and circumstances in existence as of the Merger. These measurement period adjustments primarily related to changes in preliminary valuation assumptions, including market participant estimates of cash flows and estimates of asset useful lives, as well as other initial estimates. All measurement period adjustments were offset against goodwill.
3.		See Note 13 for additional information.