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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

XAnnual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended December 31, 20172020
or
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from _______ to _______
Commission File Number 1-2376

FMC CORPORATION
(Exact name of registrant as specified in its charter)

__________________________________________________________________________
Delaware94-0479804
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
2929 Walnut Street
Philadelphia, Pennsylvania
PhiladelphiaPennsylvania19104
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: 215-299-6000

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.10 par value $0.10 per share
FMC
New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:
None


INDICATE BY CHECK MARK IF THE REGISTRANT IS A WELL-KNOWN SEASONED ISSUER, AS DEFINED IN RULEIndicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 OF THE SECURITIES ACT.    YES  of the Securities Act.    Yes  x    NO      No  ¨
INDICATE BY CHECK MARK IF THE REGISTRANT IS NOT REQUIRED TO FILE REPORTS PURSUANT TO SECTIONIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 AND SECTIONor Section 15(d) OF THE ACT.    YES  of the Act.    Yes  ¨    NO      No  x
INDICATE BY CHECK MARK WHETHER THE REGISTRANTIndicate by check mark whether the registrant (1) HAS FILED ALL REPORTS REQUIRED TO BE FILED BY SECTIONhas filed all reports required to be filed by Section 13 ORor 15(d) OF THE SECURITIES EXCHANGE ACT OFof the Securities Exchange Act of 1934 DURING THE PRECEDINGduring the preceding 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS)months (or for such shorter period that the registrant was required to file such reports), ANDand (2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PASThas been subject to such filing requirements for the past 90 DAYS.    YES  days.    Yes  x    NO       No   ¨
INDICATE BY CHECK MARK WHETHER THE REGISTRANT HAS SUBMITTED ELECTRONICALLY AND POSTED ON ITS CORPORATE WEBSITE, IF ANY, EVERY INTERACTIVE DATA FILE REQUIRED TO BE SUBMITTED AND POSTED PURSUANT TO RULEIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 OF REGULATIONof Regulation S-T DURING THE PRECEDING(§ 232.405 of this chapter) during the preceding 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO SUBMIT AND POST SUCH FILES)    YES  months (or for such shorter period that the registrant was required to submit such files).    Yes  x    NO      No  ¨
INDICATE BY CHECK MARK IF DISCLOSURE OF DELINQUENT FILERS PURSUANT TO ITEM 405 OF REGULATION S-K IS NOT CONTAINED HEREIN, AND WILL NOT BE CONTAINED, TO THE BEST OF REGISTRANT’S KNOWLEDGE, IN DEFINITIVE PROXY OR INFORMATION STATEMENTS INCORPORATED BY REFERENCE IN PART III OF THIS FORM 10-K OR ANY AMENDMENT TO THIS FORM 10-K    ¨Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.




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INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS A LARGE ACCELERATED FILER, AN ACCELERATED FILER, A NON-ACCELERATED FILER OR A SMALLER REPORTING COMPANY. SEE DEFINITIONS OF “LARGE ACCELERATED FILER,” “ACCELERATED FILER,” AND “SMALLER REPORTING COMPANY” IN RULE 12B-2 OF THE EXCHANGE ACT. (CHECK ONE):
Large accelerated filerAccelerated filer
LARGE ACCELERATED FILERNon-accelerated filerXACCELERATED FILERSmaller reporting company
NON-ACCELERATED FILERSMALLER REPORTING COMPANY
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
INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS A SHELL COMPANY (AS DEFINED IN RULE 12B-2 OF THE EXCHANGE ACT)    YES  ¨    NO  x
THE AGGREGATE MARKET VALUE OF VOTING STOCK HELD BY NON-AFFILIATES OF THE REGISTRANT AS OF JUNE 30, 2017, THE LAST DAY OF THE REGISTRANT’S SECOND FISCAL QUARTER WAS $9,724,855,894. THE MARKET VALUE OF VOTING STOCK HELD BY NON-AFFILIATES EXCLUDES THE VALUE OF THOSE SHARES HELD BY EXECUTIVE OFFICERS AND DIRECTORS OF THE REGISTRANT.
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER’S CLASSES OF COMMON STOCK, AS OF THE LATEST PRACTICABLE DATE
ClassEmerging growth companyDecember 31, 2017
Common Stock, par value $0.10 per share134,330,556
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.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)    Yes  ☐    No  
The aggregate market value of voting stock held by non-affiliates of the registrant as of June 30, 2020, the last day of the registrant’s second fiscal quarter was $12,829,126,457. The market value of voting stock held by non-affiliates excludes the value of those shares held by executive officers and directors of the registrant.
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

As of December 31, 2020, there were 129,353,583 of the registrant's common shares outstanding.

DOCUMENTS INCORPORATED BY REFERENCE
 
DOCUMENTFORM 10-K REFERENCE
Portions of Proxy Statement for 20182021 Annual Meeting of StockholdersPart III







FMC Corporation
20172020 Form 10-K
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PART I
FMC Corporation (FMC) was incorporated in 1928 under Delaware law and has its principal executive offices at 2929 Walnut Street, Philadelphia, Pennsylvania 19104. Throughout this Annual Reportannual report on Form 10-K, except where otherwise stated or indicated by the context, “FMC”"FMC", “We,” “Us,”the "Company", "We," "Us," or “Our”"Our" means FMC Corporation and its consolidated subsidiaries and their predecessors. Copies of the annual, quarterly and current reports we file with the Securities and Exchange Commission (“SEC”("SEC"), and any amendments to those reports, are available on our website at www.FMC.comwww.fmc.com as soon as practicable after we furnish such materials to the SEC.


ITEM 1.BUSINESS
ITEM 1.    BUSINESS
General
We are a diversified chemicalpure-play agricultural sciences company, serving agricultural, consumer and industrial markets globally withproviding innovative solutions applicationsto growers around the world with a robust product portfolio fueled by a market-driven discovery and market-leading products. We operatedevelopment pipeline in two distinct business segments: FMC Agricultural Solutions and FMC Lithium. Our FMC Agricultural Solutions segment develops, markets and sells all three major classes of crop protection, chemicals:plant health, precision agriculture, and professional pest and turf management. This powerful combination of advanced technologies includes leading insect control products based on Rynaxypyr® and Cyazypyr® active ingredients; Authority®, Boral®, Centium®, Command® and Gamit® branded herbicides; Isoflex™ active herbicide ingredient; Talstar® and Hero® branded insecticides herbicides(1); and flutriafol-based fungicides. TheseThe FMC portfolio also includes Arc™ farm intelligence and biologicals such as Quartzo® and Presence® bionematicides. Our products are used in agriculture to enhance crop yield and quality by controlling a broad spectrum of insects, weeds and disease, as well as in non-agricultural markets for pest control. Our FMC Lithium segment manufactures lithium for use in a wide range of lithium products, which are used primarily in energy storage, specialty polymers and chemical synthesis application.
DuPont Crop Protection Business
On March 31, 2017, we entered into a definitive Transaction Agreement (the “Transaction Agreement”) with E. I. du Pont de Nemours and Company (“DuPont"). On November 1, 2017, pursuant to the terms and conditions set forth in the Transaction Agreement, we completed the acquisition of certain assets relating to DuPont's Crop Protection business and research and development organization ("DuPont Crop Protection Business") (collectively, the "DuPont Crop Protection Business Acquisition"). In connection with this transaction, we sold to DuPont our FMC Health and Nutrition segment and paid DuPont $1.2 billion in cash. Our FMC Health and Nutrition business and its results have been presented as a discontinued operation for all periods presented throughout this document.
Cheminova A/S
On April 21, 2015, pursuant to the terms and conditions set forth in the Purchase Agreement, we completed the acquisition of 100 percent of the outstanding equity of Cheminova A/S, a Denmark Aktieselskab ("Cheminova") from Auriga Industries A/S, a Denmark Aktieselskab for an aggregate purchase price of $1.2 billion, excluding assumed net debt and hedged-related costs of approximately $0.6 billion (the “Acquisition”).
At December 31, 2016, we had substantially completed the integration of Cheminova into our FMC Agricultural Solutions segment.turf management.
FMC Strategy
FMC hasWe have streamlined itsour portfolio over the past seventen years to focus on technology-driven end markets with attractive long-term demand trends. The actions we have taken over the past year have better positioned each of our businesses to capitalize on future growth opportunities.
2017 was a pivotal year for FMC Agricultural Solutions, as we acquired a significant portion of the DuPont Crop Protection Business to transform FMC intobecome a tier-one leader and the fifth largest global innovation provider in the global agricultural chemicals market. The acquisition included DuPont’sOur strong competitive position is driven by our technology and innovation, as well as our geographic balance and crop diversity, which helped FMC to take market share in 2018, 2019, and 2020.
We have industry-leading insecticides and herbicides (the majority of which are patented technologies), exceptional discovery research capabilities and a global manufacturing network. FMC’s legacy business also had a strong year, as it reaped the benefits of proactive measures taken in 2015 and 2016 to outperform the market in another challenging year for crop chemical providers. FMC will begin launching its legacy technology pipeline of eight new active ingredients, starting with our bixafen fungicide launch in North America targeted for early 2019. We also launched about 50 new legacy product formulations in 2017, which is key to life cycle management of our products. The DuPont Crop Protection Business Acquisition added 15 discovery leads to our pipeline, and as a result of the acquisition, we expect to spend approximately 86.5 percent of FMC Agricultural Solutions sales on research and development annually. FMC acquired 14Our R&D pipeline includes 11 molecules and biological strains in our development pipeline (approximately 1-7 years away from commercialization) and more than 25 additional molecules and biological strains in our discovery pipeline (approximately 8-10 years from commercialization). We expect the first four product launches, including the first two significant active ingredients, out of this pipeline will occur in 2021. We own and operate a total of 25 manufacturing plants, from DuPont, and with 26 total plants today, we have the scale to operate this business with greaterstrong resources and global reach to address changing market conditions. Our supply chain organization effectively managed to continue supplying our customers and growing our business, despite multiple shutdowns and other disruptions in the Chinese chemical sector in 2018 and 2019. In the fourth quarter of 2020, we experienced logistics and supply chain constraints in the U.S., mostly due to the COVID-19 pandemic. We do not expect this to be completely resolved by the first quarter of 2021 but we are focused on ensuring we can mitigate supply chain risks and continue to expand our market growth opportunities. We posted solid overall results in 2020, despite numerous challenges related to the COVID-19 pandemic. As an agricultural sciences company, we are considered an "essential" industry in the countries in which we operate; we have avoided significant plant closures and all our manufacturing facilities and distribution warehouses remain operational and fully staffed. We will continue to assess the need related to cost-saving measures as appropriate.
FMC is oneOur revenues grew approximately 1 percent, or 7 percent organically(2) excluding the impacts of foreign currency, year over year in 2020, driven by double-digit growth for our diamides, Rynaxypyr® and Cyazypyr® active ingredients. Though we saw growth in additional active ingredients, the aggregate of the leading global producersrest of specialty lithiumour portfolio (excluding diamides) amounted to a mid-single digit decline, inclusive of a 2 percent decline in product registrations and rationalizations, which mostly offset the diamide growth discussed above. Rynaxypyr® and Cyazypyr® actives now represent over $1.8 billion in combined sales, representing approximately 55 percent growth since we acquired these molecules in November 2017. Products launched in 2020 and 2019 also contributed to revenue growth. We successfully launched our new bixafen fungicide under the Lucento® fungicide brand in North America in 2019, and we are on track to accomplish the $30 million to $50 million revenue target for this new active ingredient. We also launched several new formulated products in 2020, which is key to lifecycle management of our products. Approximately $50 million of our 2020 revenue growth came from 2020 product launches.
FMC performed slightly better than the overall crop protection market in 2020, which we estimate was flat versus 2019. Growth for FMC and the market was offset by significant headwinds from foreign currency. As mentioned above, our growth rate was 1 percent, and excluding the impact of foreign currency, our organic(1) growth rate was 7 percent. FMC’s innovation, starting with our current portfolio of advanced products and 2017 was a year of significant growth for FMC Lithium. In March, we announcedcontinuing through our intentionR&D discovery, development and new formulations, contributed to separate FMC Lithium into a publicly traded company during 2018. We took an important stepour performance. Our technology portfolio includes specific innovations in December, when we finalized  new operating agreements in Argentina. The provincial government ofplant health, application technology and delivery systems, as well as advanced agronomic insights through Arc™ farm intelligence, our precision agriculture tool that leverages artificial intelligence and machine learning.

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____________________ 
Catamarca formalized these agreements(1)    Hero® insecticide is a restricted use pesticide in the U.S.
(2)    Organic revenue growth is a non-GAAP term which excludes the impact of foreign currency changes. Refer to the "Results of Operations" section of our Management's Discussion and Analysis in Item 7 for our organic revenue non-GAAP reconciliation.
Acquisitions and Divestitures
In May 2020, FMC entered into a binding offer with Isagro S.p.A ("Isagro") to acquire the remaining rights for Fluindapyr active ingredient assets from Isagro. In July 2020, we entered into an asset sale and purchase agreement with Isagro. On October 2, 2020, we closed on the transaction with a purchase price of approximately $65 million. Fluindapyr has been jointly developed by passing legislation that setsFMC and Isagro under a 2012 research and development collaboration agreement. The transaction provides FMC with full global rights to the Fluindapyr active ingredient, including key U.S., European, Asian, and Latin American fungicide markets. The transaction transfers to FMC all intellectual property, know-how, registrations, product formulations and other global assets of the proprietary broad-spectrum fungicide molecule. The acquired assets have been classified as in-process research and development. See Note 9 in the consolidated financial statements included within this Form 10-K for accounting considerations. The transaction will expand our royalty ratesfungicide portfolio by giving us full global rights to the Fluindapyr active ingredient and is an important strategic addition to our commitments to corporate social responsibility programs, while also pavingproduct line.
In 2019, we completed the way for us to expand capacity. As an independent company,separation of our FMC Lithium will havesegment, which was renamed Livent Corporation, or "Livent", following its initial public offering ("IPO") that closed on October 15, 2018. After completion of the IPO, FMC owned 123 million shares of Livent's common stock, representing approximately 84 percent of the total outstanding shares of Livent's common stock. On March 1, 2019, we completed the distribution of 123 million shares of common stock of Livent as a focused investor basepro rata dividend on shares of FMC. Following the distribution, FMC has zero shares of Livent and strong balance sheet, ensuring itzero exposure to lithium markets. The financial information within this filing has been recast to present the financial capacity to pursue its growth plans and be a leading force in this critical industry. We made several strategic decisions during the last few years to focusformer FMC Lithium on downstream, higher-value products. We convert most of our lithium carbonate and chloride production into high-purity materials, including lithium hydroxide used in electric vehicle ("EV") batteries, and butyllithium and lithium metalsas a discontinued operation retrospectively for specialty applications. In 2017, we expanded capacity in multiple locations, including a new lithium hydroxide plant in China that can produce 9,000 metric tons per year to meet accelerating demand for FMC’s products. Commercial sales from this facility began in June, and we had full commercial production for the final four months of 2017. We remain on track to reach 30,000 metric tons of lithium hydroxide manufacturing capacity by the end of 2019, by adding another 12,000 metric tons of capacity. To feed these downstream products, we also announced plans to more than double lithium carbonate production at our Argentina site to approximately 40,000 metric tons per year by 2022. In addition, debottlenecking projects at our major facilities are contributing to short-term capacity increases. We will also continue to invest in other higher growth, higher value segments of the lithium market, including butyllithium for use in chemical synthesis and high purity lithium metal for aerospace and energy storage applications.all relevant periods presented.
We maintain our commitment to enterprise sustainability, including responsible stewardship. As we grow, we will do so in a responsible way. Safety and business ethics will remain of utmost importance. Meeting and exceeding our customers’ expectations will continue to be a primary focus.


Financial Information About Our Business Segments
(Financial Information (inin Millions))
See Note 19 "Segment Information" to our consolidated financial statements included in this Form 10-K. Also see below for selected financial information related to our segments.
The following table shows the principal products produced by our two business, segments, theirits raw materials and uses:
SegmentProductProductRaw MaterialsUses
FMC Agricultural SolutionsInsecticidesInsecticidesSynthetic and biological chemical intermediatesProtection of crops, including soybean, corn, fruits and vegetables, cotton, sugarcane, rice, and cereals, from insects and for non-agricultural applications including pest control for home, garden and other specialty markets
HerbicidesHerbicidesSynthetic and biological chemical intermediatesProtection of crops, including cotton, sugarcane, rice, corn, soybeans, cereals, fruits and vegetables from weed growth and for non-agricultural applications including turf and roadsides
FungicidesFungicidesSynthetic and biological chemical intermediatesProtection of crops, including cereals, fruits and vegetables from fungal disease
FMC LithiumLithiumVarious lithium productsBatteries, polymers, pharmaceuticals, greases and lubricants, glass and ceramics and other industrial uses


With a worldwide manufacturing and distribution infrastructure, we are better able to respond rapidly to global customer needs, offset downward economic trends in one region with positive trends in another and match local revenues to local costs to reduce the impact of currency volatility. The charts below detail our sales by major geographic region and major product category.

fmc-20201231_g1.jpg

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The following table provides our long-lived assets by major geographic region.geographical region:
(in Millions)December 31,
20202019
Long-lived assets
North America$1,230.2 $1,190.7 
Latin America792.7 837.0 
Europe, Middle East, and Africa1,513.9 1,448.0 
Asia2,044.4 2,064.8 
Total$5,581.2 $5,540.5 


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FMC Agricultural Solutions
                        
Overview

            



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Our FMC Agricultural Solutions segment, which represents approximately 88 percent of our 2017 consolidated revenues, operates in the agrochemicals industry. This segment develops, manufactures and sells a portfolio of crop protection, professional pest control and lawn and garden products.


Products and Markets
FMC Agricultural Solutions'Our portfolio is comprised of three major pesticide categories: insecticides, herbicides and fungicides. The majority of our product lines consist of insecticides and herbicides, and we have a small but fast-growing portfolio of fungicides mainly used in high value crop segments. Our insecticides are used to control a wide spectrum of pests, while our herbicide portfolio primarily targets a large variety of difficult-to-control weeds. We are also investing substantially in a plant health program that includes biological crop protection products, seed treatments and micronutrients.micro-nutrients. Biological technologies developed by FMC’s R&D team in Denmark offer excellent sustainability profiles and serve as strong complements to our synthetic products. Our biologicals feature attributes that exceed the competition, such as high stability, long shelf life, low use rates and compatibility with other chemistries.
In the Latin American region, which includes the large agricultural market of Brazil, we sell directly to large growers through our own sales and marketing organization, and we access the market through independent distributors.distributors and co-ops. In North America, we access the market through several major national and regional distributors and have our own sales and marketing organization in Canada. With the 2015 acquisition of Cheminova, we nowWe access the EuropeanEurope, Middle East & Africa markets through our own sales and marketing organizations. With the 2017 acquisition of the DuPont Crop Protection Business, we nowWe access key Asian markets through large distributors, in addition to either local independent distributors or our own sales and marketing organizations. Through these and other alliances, along with our own targeted marketing efforts, access to novel technologies and our innovation initiatives, we expect to maintain and enhance our access in key agricultural and non-crop markets and develop new products that will help us continue to compete effectively.
Industry Overview
The three principal categories of agricultural and non-crop chemicals are: herbicides, insecticides and fungicides, representing approximately 4240 percent, 2830 percent and 2728 percent of global industry revenue, respectively.
The agrochemicals industry is relativelymore consolidated but further consolidation is likely asfollowing several recent mergers of the leading crop protection companies, are actively pursuing merger opportunities. Leading crop protection companieswhich now include FMC, ChemChina (owner of Syngenta AG,Group, which includes the former Syngenta and Adama), Bayer AG
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(acquired Monsanto Company,in 2018), BASF AG and Corteva Agriscience (the agricultural division of former DowDuPont, and Adamaspun out in June 2019). These five innovation companies currently represent approximately 7475 percent of the crop protection industry’s global sales. The next tiergroup of agrochemical producers include UPL Ltd. (UPL also acquired Arysta in February 2019), Sumitomo Chemical Company Ltd., Nufarm Ltd., Platform Specialty Products Corporation, and United PhosphorousNufarm Ltd. FMC employs various differentiated strategies and competes with unique technologies focusing on certain crops, markets and geographies, while also being supported by a low-cost manufacturing model.

Growth
The 2017 acquisition of a significant portion ofWe are among the DuPont Crop Protection Business positions FMC among leading agrochemical producers in the world. The acquiredSome of our key insecticides are predominantly based on patent-protected active ingredients and are growingcontinue to grow well above market patterns. Our complementary technologies will lead tocombine improved formulation capabilities and a broader innovation pipeline, resulting in new and differentiated products. We will take advantage of enhanced market access positions and an expanded portfolio to deliver near-term growth.
We will continue to grow by obtaining new and approved uses for existing product lines and acquiring, accessing, developing, marketing, distributing and/or selling complementary chemistries and related technologies in order to strengthen our product portfolio and our capabilities to effectively service our target markets and customers.
Our growth efforts focus on developing environmentally compatible and sustainable solutions that can effectively increase farmers’ yields and provide cost-effective alternatives to chemistries which may be prone to resistance. We are committed to providing unique, differentiated products to our customers by acquiring and further developing technologies as well as investing in innovation to extend product life cycles. Our external growth efforts include product acquisitions, in-licensing of chemistries and technologies and alliances that bolster our market access, complement our existing product portfolio or provide entry into adjacent spaces. We have entered into a range of development and distribution agreements with other companies that provide access to new technologies and products which we can subsequently commercialize.
In 2020, we announced the launch of our Arc™ farm intelligence platform, an exclusive precision agriculture platform that enables growers and advisors to more accurately predict pest pressure before it becomes a problem. Nearly 4 million acres across six countries were covered by our platform during its pilot rollout. It is expanding significantly and supports product recommendations for multiple FMC Lithiumactive ingredients, led by our diamides. We have other precision agriculture initiatives and new product launches such as Isoflex™ herbicide. We also launched FMC Ventures, our new venture capital arm targeting strategic investments in start-ups and early-stage companies that are developing and applying emerging technologies in the agricultural industry. The group will be making small, seed type investments.

Diamide Growth Strategy

Our product portfolio features two key diamide-class molecules – Rynaxypyr® (chlorantraniliprole) and Cyazypyr® (cyantraniliprole) actives – with combined annual revenues of approximately $1.8 billion in 2020. These two molecules are industry-leading in terms of performance, combining highly effective low dose rates with fast-acting, systemic, long residual control. These attributes quickly established Rynaxypyr® active as the world’s leading insect control technology and we expect it to continue on a strong growth trajectory notwithstanding the expiration of composition of matter patents covering Rynaxypyr® active in certain countries starting in late 2022. Our Cyazypyr® active, a second-generation diamide, is growing quickly as we obtain more product registrations. We expect it to continue to grow strongly notwithstanding the expiration of its active ingredient composition of matter patents starting in the mid-2020s. This expectation is based on not only our broad patent estate and the timing of key patent milestones, but also on other critical elements that will allow FMC to continue to profitably grow the diamide franchise well beyond the expiration of key patents. These other critical elements include registration and data protection, commercial strategies, brand recognition, as well as manufacturing and supply chain complexity and FMC efficiencies.
Patents and Trade Secrets. The FMC diamide insect control patent estate is made up of many different patent families which cover: Composition of matter – both active ingredients and certain intermediates; Manufacturing processes – both active ingredients and certain intermediates; Formulations; Uses; and Applications. For Rynaxypyr® and Cyazypyr® actives related patents, as of December 31, 2020, we had 33 families with granted patents filed in up to 76 countries, with a total of 897 active granted patents as well as numerous pending patent applications. See "Patents, Trademarks and Licenses" within this Item 1 for more details. FMC’s process patents cover the manufacturing processes for both active ingredients – chlorantraniliprole and cyantraniliprole – as well as key intermediates that are used to make the final products. Chlorantraniliprole is a complex molecule to produce, requiring 16 separate steps; FMC owns granted patents covering many of these 16 process steps and several of the intermediate chemicals, and we protect other aspects of the manufacturing processes by trade secret. Cyantraniliprole is similarly complex and covered by a comparable range of intellectual property. Many of these intermediate process patents run well past the expiration of the composition of matter patents, and in some cases stretch until the end of this decade. Third parties that intend to manufacture and sell generic chlorantraniliprole or cyantraniliprole and rely on FMC’s extensive product safety data will be required to demonstrate that their product has the same regulatory safety profile as FMC Rynaxypyr® and Cyazypyr® actives. To meet regulatory requirements for such difficult-to-manufacture molecules, we believe
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that third parties will have to produce these active ingredients using the same processes that are patented by FMC and if so, would be infringing before patent expiration and subject to our challenge for infringement. FMC also owns formulation patents which cover the use of chlorantraniliprole or cyantraniliprole in specific formulations found in commercially important end-use products.
            Regulatory Data Protection. In addition to the patent estate, various pesticide laws and regulations around the world offer added protection to the initial active ingredient registrant in the form of data protection and registration timelines that can extend after the composition or process patents have expired. These rules can effectively provide a product innovator and initial active ingredient registrant such as FMC with a further period of exclusive use of the key reference data even after the applicable AI composition of matter patents have expired. Further, in certain countries, even after the period of exclusive use has expired, a generic entrant seeking to rely on the initial registrant’s reference data may have to pay significant compensation to the initial registrant. For FMC’s diamide products, such rights apply in key markets including United States, Brazil and the European Union.
Growing the Branded FMC Diamide Franchise. FMC is executing its strategy to supply end-use pesticide products that include Rynaxypyr® and Cyazypyr® actives to a broad range of companies prior to patent expiration, and in return establishing long-term commitments from the companies to purchase the diamide active ingredients from FMC. These arrangements may also include limited patent, data and/or trademark licenses. Such partner relationships allow us to grow our business by having others develop and sell diamide-based products to meet farmers' needs not within our current portfolio, offering those farmers a better alternative to competing insecticides with product safety or efficacy profiles which are less attractive than Rynaxypyr® or Cyazypyr® actives. These agreements can require the third party to use the well-known and trusted Rynaxypyr® or Cyazypyr® brand names on the end-use products formulated with active ingredient supplied by FMC. As of December 31, 2020, we had global agreements with four major multinational companies and approximately 50 separate local-country agreements covering 14 countries. We are continuing to explore opportunities with additional companies beyond those with whom we are already engaged.

Overview
OurComplexity of manufacturing. Today FMC Lithium segment represents 12 percentmanufactures all the required intermediates in the multi-step processes, as well as the final Rynaxypyr® and Cyazypyr® actives, at our own active ingredient manufacturing plants or through key contract manufacturers who produce under long-term exclusive technology-license agreements. For a third party to replicate this complex supply chain and manufacturing network would be a major undertaking with very large capital requirements. In addition, given our manufacturing know-how, scale of our 2017 consolidated revenues.operations, and continual investment in manufacturing process improvement, we believe FMC’s manufacturing costs will be substantially lower than any other party seeking to produce these diamide products.
While lithium is sold into a varietyCollectively, these four factors -- deep patent estate, proprietary regulatory data, strong commercial approach leveraging our brand recognition, and capabilities of end markets, we have focusedmanaging large scale manufacturing complexity – provide us the basis for our strategy on specialty productsexpectation that require a high level of manufacturing and technical know-how to meet customer requirements.
Lithium is a critical element in advanced batteries for use in hybrid electric, plug-in hybrids and all-electric vehicles. The electrochemical properties of lithium make it an ideal material for portable energy storage, including EVs, smart phones, tablets, laptop computers, military devices and other energy storage technologies.
Organolithium products are highly valued in the polymer market as initiators in the production of synthetic rubbers and elastomers. Organolithiums are also sold to fine chemical and pharmaceutical customers who use lithium's unique chemical properties to synthesize high value-added products.
Industry Overview
            

FMC Lithium serves a diverse group of markets. Our product offerings are primarily inorganic and generally have few cost-effective substitutes. A major growth driver for lithium in the future will be the ratecompany of adoption of electric vehicles.

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Most markets for lithium chemicals are global with significant growth occurring both in Asiachoice to supply chlorantraniliprole and North America, primarily driven bycyantraniliprole products to third-party partners, and ultimately to farmers, well into the development and manufacture of lithium ion batteries. There are three key producers of lithium compounds: FMC, Albemarle Corporation (previously Rockwood Holdings, Inc.) and Sociedad Química y Minera de Chile S.A. In addition to these producers, Orocobre is ramping up production from its brine source in Argentina and several Chinese producers convert lithium containing hard rock concentrates sourced from Australia into lithium compounds. We expect additional capacity to be added by new and existing producers for the next several years. FMC and Albemarle Corporation are the primary producers of specialty lithium products.future.
Source and Availability of Raw Materials
RawWe utilize numerous vendors to supply raw materials used byand intermediate chemicals to support operations. These materials are sourced on a global basis to strategically balance FMC’s vendor portfolio.
Patents, Trademarks and Licenses
As an agricultural sciences company, FMC Agricultural Solutions, primarily processed chemicals, are obtained from a variety of suppliers worldwide. We extract ores usedbelieves in FMC Lithium’s manufacturing processes from lithium brinesinnovation and in Argentina.
Patents
protecting that innovation through intellectual property rights. We own and license a significant number of U.S. and foreign patents, trademarks, trade secrets and other intellectual property that are cumulatively important to our business. In addition, we seek to license our proprietary technologies through partnering arrangements that effectively allow us to capitalize from our intellectual property. The FMC intellectual property estate provides us with an importanta significant competitive advantage. advantage which we seek to expand and renew on a continual basis. We manage our technology investment to discover and develop new active ingredients and biological products, as well as to continue to improve manufacturing processes and existing active ingredients through new formulations, mixtures or other concepts. FMC’s technology innovation processes capture those innovations and protect them through the most appropriate form of intellectual property rights.We also in-license certain active ingredients and other technologies under patents held by third parties, and have granted licenses to certain of our patents to third parties.
Our patents cover many aspects of our products,business, including our chemical and biological active ingredients, intermediate chemicals, manufacturing processes to produce such active ingredients or intermediates, formulations, and product uses, as well as many aspects of our research and development activities.activities that support the FMC new product pipeline. Patents are granted by individual jurisdictions and the duration of our patents depends on their respective jurisdictions. jurisdictions and payment of annuities.
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As of December 31, 2020, the Company owned a total of approximately 220 active granted U.S. patents and 2,600 active granted foreign patents (includes Supplemental Patent Certificates); we also have approximately 1,600 patent applications pending globally.
In our current product portfolio, our diamide insect control products based on Rynaxypyr® (Chlorantraniliprole) and Cyazypyr® (Cyantraniliprole) active ingredients have a substantial patent estate which will remain in force well into the future. More details regarding our diamide granted patent estate are set forth in the tables below:

Numbers of active Granted Patents by type*: Chlorantraniliprole and Cyantraniliprole, as of December 31, 2020
United StatesForeign
Active Ingredients21252
Intermediates and Methods of Manufacturing23254
Formulations/Mixtures/Applications9338
Total53844
*Patent families were only placed under one type but may cover several types.


Remaining Life of Granted Patents: Chlorantraniliprole and Cyantraniliprole, as of December 31, 2020
United StatesForeign
Through December 31, 202536550
2026 - 203015266
2031 - 2036228
Total53844

We also own many trademarks that are well recognized by customers or product end-users. Unlike patents, ownership rights in trademarks do not expirecan be continued indefinitely so long as the trademarks are continued in useproperly used and properly protected - werenewal fees are paid.
We actively monitor and manage our patents and trademarks to maintain such protection. Weour rights in these assets and we strategically take aggressive action when we believe our intellectual property rights are being infringed. While we believe that the invalidity or loss of any particularly significantparticular patent, trademark or license would be a remote possibility, and/or would not likely have a material adverse effect on the overall business of FMC.
We own a number of U.S.our patent and foreign patents, trademarks and licenses that are cumulatively importanttrademark estate related to our business. We do not believe thatdiamide insect control products based on Rynaxypyr® and Cyazypyr® active ingredients in the lossaggregate are of any individual or combination of related patents, trademarks or licenses would have a material adverse effect on the overall business of FMC. The duration ofimportance to our patents depends on their respective jurisdictions.operations.
Seasonality
The seasonal nature of the crop protection market and the geographic spread of the FMC Agricultural Solutionsour business can result in significant variations in quarterly earnings among geographic locations. FMC Agricultural Solutions'Our products sold in the northern hemisphere (North America, Europe and parts of Asia) serve seasonal agricultural markets from March through September, generally resulting in significant earnings in the first and second quarters, and third quarters.to a lesser extent in the fourth quarter. Markets in the southern hemisphere (Latin America and parts of the Asia Pacific region, including Australia) are served from July through February, generally resulting in earnings in the third, fourth and first quarters. The remainder of our business is generally not subject to significant seasonal fluctuations.
Competition
We encounter substantial competition in each of our two business segments.business. We market our products through our own sales organization and through alliance partners, independent distributors and sales representatives. The number of our principal competitors varies from segmentmarket to segment.market. In general, we compete by providing advanced technology, high product quality, reliability, quality customer and technical service, and by operating in a cost-efficient manner.
Our FMC Agricultural Solutions segmentbusiness competes primarily in the global chemical crop protection market for insecticides, herbicides and fungicides. Industry products include crop protection chemicals and, for certain major competitors, genetically engineered (crop biotechnology) products. Competition from generic agrochemical producers is significant as a number of key product patents held industry-wide have expired in the last decade.two decades. In general, we compete as an innovator by focusing on product development, including novel formulations, proprietary mixes, and advanced delivery systems and by acquiring or licensing (mostly) proprietary chemistries or technologies that complement our product and geographic focus. We also differentiate ourselves by our global cost-competitiveness through our manufacturing strategies, establishing effective product stewardship programs and developing strategic alliances that strengthen market access in key countries and regions.
Our FMC Lithium segment sells lithium-based products worldwide. We and our two most significant competitors in lithium extract the element from naturally occurring lithium-rich brines located in the Andes Mountains
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Table of Argentina and Chile, which are believed to be the world’s most significant and lowest cost sources of lithium.Contents
Research and Development Expense
We perform research and development in all of our segments with the majority of our efforts focused in the FMC Agricultural Solutions segment. The developmentR&D efforts in the FMC Agricultural Solutions segmentour business focus on discovering and developing environmentally

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sound solutions — both new active ingredients and new product formulations that cost-effectively increase farmers’meet the needs of farmers to maximize yields and provide alternatives tocontrol pests by providing new products that utilize both existing and new active ingredient chemistries. Our researchOn June 24, 2019, we announced our investment of more than $50 million at our FMC Stine Research Center in Newark, Delaware, to upgrade infrastructure and development expenses incomplete construction on a new state-of-the-art, greenhouse and laboratory facility. Due to the last three years are set forth below:
 Year Ended December 31,
(in Millions)2017 2016 2015
FMC Agricultural Solutions$138.4
 $131.4
 $132.4
FMC Lithium3.1
 3.1
 3.5
Total$141.5
 $134.5
 $135.9
pandemic, work on the greenhouse project did not progress as anticipated during 2020. We anticipate that the project will be completed by 2023.
Environmental Laws and Regulations
A discussion of environmental related factors can be found in Item 7 “Management’s"Management’s Discussion and Analysis of Financial Condition and Results of Operations”Operations" and in Note 10 “Environmental Obligations”12 "Environmental Obligations" in the notes to our consolidated financial statements included in this Form 10-K.
Human Capital
Employees
We employ approximately 7,0006,400 people with about 1,8001,500 people in our domestic operations and 5,2004,900 people in our foreign operations.
Approximately 23 percent of our U.S.-based and 3233 percent of our foreign-based employees, respectively, are represented by collective bargaining agreements. We have successfully concluded most of our recent contract negotiations without any material work stoppages. In those rare instances where a work stoppage has occurred, there has been no material effect on consolidated sales and earnings. We cannot predict, however, the outcome of future contract negotiations. In 2018, seven2021, six foreign collective-bargaining agreements will be expiring. These contracts affect about 27approximately 15 percent of our foreign-based employees. There will beare no U.S. collective-bargaining agreements expiring in 2018.2021.
SecuritiesTalent Engagement and Exchange CommissionRetention
At FMC, it is important that we focus our programs and initiatives on sustaining strong leaders who are committed to engaging and developing their employees, so they can lead competitively, innovate change, improve business performance, and successfully maintain a competitive advantage. FMC’s leadership development program components include in-class and self-paced learning, development planning and stretch assignments, project-based action learning and rotational learning, mentoring and coaching, and leadership and functional assessments. Our programs are designed to provide engaging, collaborative, and creative learning environments. Employees leverage their experiences in these programs to develop their leadership abilities to their highest levels, enabling them to deliver innovative solutions, strong results and continued growth. Three of our signature leadership programs are science of leadership, the art of leadership, and keys to leadership. We hold quarterly Town Hall meetings and engage with our employees continuously through regular email updates, social media, webcasts, and other channels. We ask our employees to complete surveys and participate in focus groups, we distribute certain reports to keep our employees informed, we require our employees to complete specific trainings and we are piloting a voluntary e-learning program with other development and learning opportunities. We also reach out to new talent through social media.
FMC continually strives to meet the needs of our employees, shareholders, and customers through competitive rewards, policies, and practices that support the company as an employer of choice in every market where we compete for talent. FMC compensates employees through total reward programs that are aligned with performance and competencies. Performance-based direct pay programs include competitive base pay, annual bonus opportunities, sales incentive plans, and long-term incentives. These compensation elements along with benefits, work-life flexibility, recognition awards, talent and career development, enable FMC to offer a comprehensive total reward package designed for employees throughout their career. We also enhanced our offerings during the COVID-19 pandemic to better support our employees and their families by:
Paying our essential workers a special recognition award
Fully covering the costs of COVID-19 testing and vaccines
Expanding our Dependent Care offerings
Providing more flexibility in taking out 401K loans
Enhancing Employee Assistance Program presentations and offerings to assist employees with mental well being
Expanding flexible work opportunities
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Culture and Inclusion
We strive to be an inclusive workplace where our employees reflect the community, are valued, find purpose in their work, and grow and contribute to their fullest potential. We are broadening investments in social areas, including Diversity and Inclusion and racial and gender equity. We launched two task forces, one on Social Justice and Racial Equity, and the other focused on Gender Equity. Our goal for 2027 is to have Black/African American representation in our U.S. workforce to be 14 percent and female representation to be 50 percent of our global workforce across all regions and job levels. The company has developed new global policies and practices to attract and hire talented individuals from underrepresented minorities. For every new hire we now require diverse candidate slates and multiple dimensions of diversity represented by each interview panel. We are expanding our applicant pools and pipelines by adding a new Human Resource role for diversity talent sourcing and partnering with an external recruiting agency specializing in diverse hiring. Diverse views, backgrounds and experiences are key to our success. We launched three additional Employee Resource Groups ("ERGs") in 2019. FMC has six total ERGs with more than twenty employee resource group chapters. We scored 100 percent on the Human Rights Campaign Foundation’s 2021 Corporate Equality Index, a U.S. benchmarking survey measuring corporate policies and practices related to lesbian, gay, bisexual, transgender and queer ("LGBTQ") workplace equality. This is our second consecutive year receiving a score of 100 percent. Over the past several years, we have had significant policy changes related to parental leave and domestic partner and transgender inclusion benefits in the U.S. Due to our diversity and inclusion strategy, women in senior management positions increased from 32 percent in 2019 to 34 percent in 2020.
Safety
Safety is a core value of FMC. At FMC, people come first. We strive for an injury-free workplace, where every employee returns home the same way they arrived. We encourage a culture of open reporting, so we can learn from our mistakes and work towards continuous improvement in behaviors and processes. As a result of our firm commitment to safety, our 2020 TRIR of 0.08 is among the lowest in the industry globally and in the upper decile of peer companies in North America, placing our company among the safest organizations in the chemical industry. This milestone underscores our employees’ commitment to work every day with safety at the forefront of their thoughts and actions. We empower our employees to always put safety first. 2020 presented us with the unique challenge of the COVID-19 pandemic. FMC responded by enacting robust Business Continuity Plans ("BCPs") to ensure continued safe operation at all of our manufacturing sites. These BCPs have been so effective, FMC has not experienced an on-site transmission of the virus to date. In 2021, we continue our journey, focusing on improving management systems and tools. In addition, we continue to engage our global workforce through focused campaigns which address issues and trends identified through analysis of our environment, health and safety data – for example – our current TH!NK. SAFE. campaign addressing "Line of Fire" injuries.
Sustainability
We are committed to delivering products that maintain a safe and secure food supply and to do so in a way that protects the environment for future generations. To reflect this commitment, we reset our sustainability goals in October 2019 to challenge ourselves and ensure that we are helping to create a better world. Our new goals include achieving (i) 100 percent research and development spend on developing sustainable products by 2025, (ii) <0.1 Total Recordable Incident Rate ("TRIR") by 2025, (iii) a 25 percent reduction in Energy Intensity by 2030, (iv) a 25 percent reduction in Green House Gas ("GHG") emissions intensity by 2030, (v) a 20 percent reduction in Water-Use Intensity in High-Risk Locations by 2030, (vi) a sustained Waste Disposed Intensity through 2030 (from our 2018 base year level), and (vii) a 100 on the Community Engagement Index by 2025. In 2020, FMC made progress towards meeting its commitments on the updated goals.
FMC developed and utilizes its award-winning Sustainability Assessment Tool to determine the sustainability of new active ingredients and formulated products in the research and development pipeline and to evaluate products currently on the market. This assessment, along with other stewardship processes and tools, ensures the introduction and continued use of environmentally sustainable agricultural solutions.
At FMC we promote stewardship at each stage of the product life cycle, and stewardship priorities are built into the core of research and development, portfolio and marketing strategies for a truly proactive approach. We continue to strive for open and transparent communications about our product stewardship successes and challenges. FMC is continuing to phase out Highly Hazardous Pesticides ("HHPs") from our product portfolio. In 2020, HHPs accounted for less than 0.4 percent of our total sales.
SEC Filings
Securities and Exchange Commission (SEC)SEC filings are available free of charge on our website, www.fmc.com. Our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports are posted as soon as practicable after we furnish such materials to the SEC.
In accordance
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REGULATION FD DISCLOSURES
The Company’s investor relations website, located at https://investors.fmc.com, should be considered as a recognized channel of distribution, and the Company may periodically post important information to the web site for investors, including information that the Company may wish to disclose publicly for purposes of complying with New York Stock Exchange (NYSE) rules, on May 22, 2017, we filed a certification signed by our Chief Executive Officer (CEO) that, as of the date of the certification, he was unaware of any violation by FMC of the NYSE’s corporate governance listing standards. We also file with each Form 10-Qfederal securities laws and our disclosure obligations under the SEC's Regulation FD. We encourage investors and others interested in the Company to monitor our investor relations website for material disclosures. Our website address is included in this Form 10-K certificationsas a textual reference only and the information on the website is not incorporated by the CEO and Chief Financial Officer under sections 302 and 906 of the Sarbanes-Oxley Act of 2002.reference into this Form 10-K.



ITEM 1A.
ITEM 1A.    RISK FACTORS
Below lists our risk factors updated for these events.
Among the factors that could have an impact on our ability to achieve operating results and meet our other goals are:
Industry Risks:
Pricing and volumes in our markets are sensitive to a number of industry specific and global issues and events including:
Capacity utilizationCompetition and new agricultural technologies - Our Lithium business is sensitive to industry capacity utilization. As a result, pricing tends to fluctuate when capacity utilization changes occur within the industry.
Competition - All of our segments facefaces competition, which could affect our ability to maintain or raise prices, successfully enter certain markets or retain our market position. Competition for our FMC Agricultural Solutions business includes not only generic suppliers of the same pesticidal active ingredients but also alternative proprietary pesticide chemistries and crop protection technologies that are bred into or applied onto seeds. Increased generic presence in agricultural chemical markets has been driven by the number of significant product patents and product data protections that have expired in the last decade, and this trend is expected to continue. Also, there are changing competitive dynamics in the agro-chemicalagrochemical industry as some of our competitors are attempting to consolidate,have consolidated, resulting in them having greater scale and diversity.diversity, as well as market reach. These competitive differences may not be overcome and may erode our business.
Changes Agriculture in our customer base - Our customer base hasmany countries is changing and new technologies (e.g., precision pest prediction or application, data management) continue to emerge. At this time, the scope and potential impact of these technologies are largely unknown but could have the potential to change, especially when long-term supply contracts are renegotiated. Our FMC Lithium business is most sensitive to this risk.disrupt our business.
Climatic conditions - Our FMC Agricultural Solutions markets are affected by climatic conditions, which could adversely impact crop pricing and pest infestations; forinfestations. For example, drought may reduce the need for fungicides, which could result in fewer sales and greater unsold inventories in the market, whereas excessive rain could lead to increased plant disease or weed growth requiring growers to purchase and use more pesticides. Adverse weather conditions can impact our abilityDrought and/or increased temperatures may change insect pest pressures, requiring growers to extract lithium efficiently from our lithium reserves in Argentina.use more, less, or different insecticides. Natural disasters can impact production at our facilities in various parts of the world. The nature of these events makes them difficult to predict.
Geographic cyclicality - While our business is well balanced geographically, in any given calendar quarter a certain geography(ies) will predominate in light of seasonal variations in the demand for our products given the nature of the crop protection market and the geographic regions in which we operate. Unexpected market conditions in any such predominating geography(ies), such as adverse weather, pest pressures, or other risks described herein, may impact our business if occurring during a calendar quarter in which such geography(ies) is predominating.
Changing regulatory environment and public perception - Changes in the regulatory environment, particularly in the United States,U.S., Brazil, China, India, Argentina and the European Union, could adversely impact our ability to continue producing and/or selling certain products in our domestic and foreign markets or could increase the cost of doing so. Our FMC Agricultural Solutions business is mostAdditionally, changes to the regulatory environment may be influenced by non-government public pressure as a result of negative perception regarding the use of our crop protection products. We are sensitive to this general regulatory risk given the need to obtain and maintain pesticide registrations in every country in which we sell our products. Many countries require re-registration of pesticides to meet new and more challenging requirements; while we defend our products vigorously, these re-registration processes may result in significant additional data costs, reduced number of permitted product uses, or potential product cancellation. Compliance with changing laws and regulations may involve significant costs or capital expenditures or require changes in business practice that could result in reduced profitability. In the European Union, the regulatory risk specifically includes the chemicals regulation known as REACH (Registration, Evaluation, and Authorization of Chemicals), which affects each of our business segmentsrequires manufacturers to varying degrees. The fundamental principle behind the REACH regulation is that manufacturers must verify through a special registration system that their chemicals can be marketed safely.
Geographic concentrationpresence outside of U.S. - Although weWe have operations in most regions, the majority of our FMC Agricultural Solutions sales outside the United States have principally been to customersa strong presence in Latin America, including Brazil, ArgentinaEurope and Mexico. WithAsia, as well as in the acquisitionU.S. Growth of the DuPont Crop Protection business, we are expanding our international sales,geographic footprint particularly in Europe and key Asian countries such as India. Accordingly,India means that developments in those parts ofoutside the worldU.S. will generally have a more significant effect on our operations.operations than in the past. Our operations outside the United StatesU.S. are subject to special risks and restrictions, including: fluctuations in currency values; exchange control regulations; changes in local political or economic conditions; governmental pricing directives; import and trade restrictions;restrictions or tariffs; import or export licensing requirements and trade policy; restrictions on the ability to repatriate funds; and other potentially detrimental domestic and foreign governmental practices or policies affecting U.S. companies doing business abroad.
Pharmaceutical
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Climate change and government regulation of greenhouse gases - Our Lithium facilityThe effects of climate change such as rising sea levels, drought, flooding and general volatility in Bessemer City, North Carolina, and some of our manufacturing processes at that facility, as well as some of our customers, are subject to regulation by the U.S. Food and Drug Administration (FDA) or similar foreign agencies. Regulatory requirements of the FDA are complex, and any failure to comply with them including as a result of contamination due to acts of sabotageseasonal temperatures could subject us and/or our customers to fines, injunctions, civil penalties, lawsuits, recall or seizure of products, total or partial suspension of production, denial of government approvals, withdrawal of marketing approvals and criminal prosecution. Any of these actions could adversely impact our net sales, undermine goodwill established with our customers, damage commercial prospects for our products and materially adversely affect our results of operations.

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operations globally. Extreme weather events attributable to climate change may result in, among other things, physical damage to our property and equipment, and interruptions to our supply chain. Climate change regulation - Changesmay also impact markets in which we sell our products, where, for example, a prolonged drought may result in decreased demand for our products. The more gradual effects of persistent temperature change in geographies with significant agricultural lands may result in changes in lands suitable for agriculture or changes in the mix of crops suitable for cultivation and the pests that may be present in such geographies. For example, prolonged increase in average temperature may make northern lands suitable for growing crops not grown historically in such climes, leading farmers to shift from crops such as wheat to soybean and may result in new or different weed, plant disease or insect pressures on such crops – such changes would impact the mix of pesticide products farmers would purchase, which may be adverse for us, depending on the local market and our product mix. Additionally, changes in the governmental regulation of greenhouse gases, depending on their nature and scope, could subject our manufacturing operations to significant additional costs or limits on operations.
Fluctuations in commodity prices - Our operating results could be significantly affected by the cost of commodities including- both chemical raw materials.material commodities and harvested crop commodities. We may not be able to raise prices or improve productivity sufficiently to offset future increases in chemical raw material commodity pricing. Accordingly, increases in such commodity prices may negatively affect our financial results. We use hedging strategies to address material commodity price risks, where hedge strategies are available on reasonable terms. However, we are unable to avoid the risk of medium- and long-term increases. Additionally, fluctuations in harvested crop commodity prices could negatively impact our customers' ability to sell their products at previously forecasted prices resulting in reduced customer liquidity. Inadequate customer liquidity could affect our customers’ abilities to pay for our products and, therefore, affect existing and future sales or our ability to collect on customer receivables.
Supply arrangements - Certain raw materials are critical to our production processes.processes and our purchasing strategy and supply chain design are complex. While we have made supply arrangements to meet planned operating requirements, an inability to obtain the critical raw materials or operate under contract manufacturing arrangements would adversely impact our ability to produce certain products.products and could lead to operational disruption and increase uncertainties around business performance. We increasingly source critical intermediates and finished products from a number of suppliers, largely outside of the U.S. and principally in China. An inability to obtain these products or execute under contract sourcing arrangements would adversely impact our ability to sell products.
Economic
Operational Risks:
COVID-19 and political changeglobal pandemic cycles - Our businessThe rapid spread of the novel coronavirus (COVID-19) outbreak has beencaused significant disruptions in the U.S. and couldglobal economies, and economists expect the impact will continue to be adversely affected by economic and political changessignificant. As an agricultural sciences company, we are considered an "essential" industry in the markets where we compete including: inflation rates, recessions, trade restrictions, foreign ownership restrictions and economic embargoes imposed by the United States or any of the foreign countries in which we do business; changesoperate; we have avoided significant plant closures and all our manufacturing facilities and distribution warehouses remain operational and fully staffed. While we have maintained business continuity and sustained our operations with safety as a priority, the full extent of the disruptions on either our business and operations or the global economy are on-going. In addition, the duration of the pandemic and its adverse effects are unknown and rapidly evolving. External and internal factors and events related to COVID-19 could result in laws, taxation,employee isolation and regulationsburnout, leading to operational disruption and unexpected, regrettable attrition, which may impact the interpretationsustainability of our "high touch" agile culture. We have seen some logistics challenges and applicationshortages of these laws, taxes,packaging materials and regulations; restrictions imposedcontainers, as many industries have increased e-commerce and delivery of goods, creating extra demand on packaging materials, as well as related higher costs and pockets of demand reduction. We may continue to experience disruption caused by the United States government or foreign governments through exchange controls or taxation policy; nationalization or expropriationCOVID-19 in our supply chain, logistics, and pockets of property, undeveloped property rights,demand, as well as on farm worker labor required for planting, harvesting and legal systems or political instability; other governmental actions;packing crops (especially fruits, vegetables and other external factors overspecialty crops) in the food chain going forward. This outbreak may impact access to our production sites or our ability to adequately and safely staff these sites, the ability of raw material suppliers to produce and deliver goods to us, our ability to ship our products to production, warehousing or customer sites, the ability of our sales organization to make sales or for customers (or indirect customers such as farmers) to purchase our products, or the ability to collect on customer receivables. Our supply chain and business operations could be disrupted from the temporary closure of third-party supplier and manufacturer facilities, interruptions in product supply or restrictions on the export or shipment of our products. Any disruption of our suppliers and contract manufacturers could impact our sales and operating results. The outbreak, and governmental responses to the outbreak, have caused disruption in certain food distribution systems and labor markets for planting and harvesting, which in turn have created operational and financial pressures on some farmers who are the ultimate users of the vast majority of our products. If those pressures continue and grow more widespread or severe, and if farmers materially change their planting decisions or choose not to protect their crops with our products, such pressures on farmers could impact our sales and operating results. Global health concerns, such as coronavirus, could also result in social, economic, and labor instability in the countries in which we or our customers and suppliers
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operate. These uncertainties could have no control. Economica material adverse effect on our business and political conditions within the United Statesour results of operation and foreign jurisdictions or strained relations between countries can cause fluctuations in demand, price volatility, supply disruptions, or loss of property. In Argentina, continued inflation and foreign exchange controlsfinancial condition. A widespread health crisis could adversely affect the global economy, resulting in an economic downturn that could impact demand for our business. Realignmentproducts. Although our production operations that support agriculture have generally been viewed as "essential" and exempted from governmental lockdown orders, the future impact of change in regional economic arrangements couldthe outbreak is highly uncertain and cannot be predicted and there is no assurance that the outbreak will not have an operationala material adverse impact on our businesses. In China, unpredictable enforcementthe future results of environmental regulations could result in unanticipated shutdownsthe Company. The extent of manufacturing activity in broad geographic areas duethe impact will depend on future developments, including the availability of vaccines and other actions taken to non-attainment acrosscontain the entire area rather than specific infractions or actions of individual producers, impacting our contract manufacturers and raw material suppliers.coronavirus.

Operational Risks:
Market access risk - Our results may be affected by changes in distribution channels, which could impact our ability to access the market.
Business disruptions - AsWe produce products through a partcombination of the DuPont Crop Protection integration we nowowned facilities and contract manufacturers. We own and operate large-scale active ingredient manufacturing facilities in the United StatesU.S. (Mobile), Puerto Rico (Manati) and, China (Pudong and Jinshan) in addition to our Legacy active ingredient plants in(Jinshan), Denmark (Ronland), and India (Panoli). This presents us with additional operating risks as ourOur operating results will beare dependent in part on the continued operation of the various acquiredthese production facilities and the ability to manufacture products on schedule.facilities. Interruptions at these facilities may materially reduce the productivity and profitability of a particular manufacturing facility, or the profitability of our business as a whole, during and after the period of such operational difficulties.whole. Although we take precautions to enhance the safety of our operations and minimize the risk of disruptions, our operations and those of our contract manufacturers are subject to hazards inherent in chemical manufacturing and the related storage and transportation of raw materials, products and wastes. These potential hazards include explosions, fires, severe weather and natural disasters, mechanical failure, unscheduled downtimes, supplier disruptions, labor shortages or other labor difficulties, information technology systems outages, disruption in our supply chain or manufacturing and distribution operations, transportation interruptions, chemical spills, discharges or releases of toxic or hazardous substances or gases, shipment of contaminated or off-specification product to customers, storage tank leaks, other environmental risks, or other sudden disruption in business operations beyond our control as a result of events such as acts of sabotage, terrorism or war, civil or political unrest, natural disasters, pandemic situations and large scale power outages.outages and public health epidemics/pandemics. Some of these hazards may cause severe damage to or destruction of property and equipment or personal injury and loss of life and may result in suspension of operations or the shutdown of affected facilities.
Litigation and environmental risks - Current reserves relating to our ongoing litigation and environmental liabilities may ultimately prove to be inadequate.
Hazardous materials - We manufacture and transport certain materials that are inherently hazardous due to their toxic or volatile nature. While we take precautions to handle and transport these materials in a safe manner, if they are mishandled or released into the environment, they could cause property damage or result in personal injury claims against us.
Environmental compliance - We are subject to extensive federal, state, local, and foreign environmental and safety laws, regulations, directives, rules and ordinances concerning, among other things, emissions in the air, discharges to land and water, and the generation, handling, treatment, disposal and remediation of hazardous waste and other materials. We may face liability arising out of the normal course of business, including alleged personal injury or property damage due to exposure to chemicals or other hazardous substances at our current or former facilities or chemicals that we manufacture, handle or own. We take our environmental responsibilities very seriously, but there is a risk of environmental impact inherent in our manufacturing operations and transportation of chemicals. Any substantial liability for environmental damage could have a material adverse effect on our financial condition, results of operations and cash flows.

Technology Risks:
Technological and new product discovery/development - Our ability to compete successfully depends in part upon our ability to maintain a superior technological capability and to continue to identify, develop and commercialize new and innovative, high value-added products for existing and future customers. Our investment in the discovery and development of new pesticidal active ingredients relies on discovery of new chemical molecules or biological strains. Such discovery processes depend on our scientists being able to find new molecules and strains, which are novel and outside of patents held by others, and such molecules/strains being efficacious against target pests, and our ability to develop those molecules and strains into new products without creating an undue risk to human health and the environment, and then meeting applicable regulatory criteria. The timeline from active ingredient discovery through full development and product launch averages 8-10 years depending on local regulatory requirements; the complexity and duration of developing new products create risks that product concepts may fail during development or, when launched, may not meet then-current market needs or competitive conditions.

Portfolio Management and Integration Risks:
Portfolio management risks - We continuously review our portfolio which includes the evaluation of potential business acquisitions that may strategically fit our business and strategic growth initiatives. If we are unable to successfully integrate and develop our acquired businesses, we could fail to achieve anticipated synergies which would include expected cost savings and revenue growth. Failure to achieve these anticipated synergies could materially and adversely affect our financial results. In addition to strategic acquisitions we evaluate the diversity of our portfolio in light of our objectives and alignment with our growth strategy. In implementing this strategy we may not be successful in separating underperforming or non-strategic assets. The gains or losses on the divestiture of, or lost operating
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income from, such assets (e.g., divesting) may affect the Company’s earnings. Moreover, we may incur asset impairment charges related to acquisitions or divestitures that reduce earnings. Significant effort will likely be required to ensure that the right mix of resources are trained, engaged and focused on achieving business objectives while adhering to our core values of safety, ethics and compliance.
Innovation and intellectual property - Our innovation efforts are protected by patents, trade secrets and other intellectual property rights that cover many of our current products, manufacturing processes, and product uses, as well as many aspects of our research and development activities supporting our new product pipeline. Trademarks protect valuable brands associated with our products. Patents and trademarks are granted by individual jurisdictions and the duration of our patents depends on their respective jurisdictions and payment of annuities. Our future performance will depend on our ability to address active ingredient composition of matter patent expirations through effective enforcement of our patents that continue to cover key chemical intermediates and process patents, as well as portfolio life cycle management, particularly for our high value diamide insecticides (see "Diamide Growth Strategy" and "Patents, Trademarks and Licenses" in Item 1 for more details). If our innovation efforts fail to continue to make process improvements to reduce costs, such conditions could impede our competitive position. Some of our competitors may secure patents on production methods or uses of products that may limit our ability to compete cost-effectively.
Enforcement of intellectual property rights - The composition of matter patents on our Rynaxypyr® active ingredient is nearing its expiration in several key countries. We have a broad estate of additional patents regarding the production of Rynaxypyr® active ingredient, as well as trademark and data exclusivity protection in certain countries that extend well beyond the active ingredient composition of matter patents. (See "Diamide Growth Strategy" and "Patents, Trademarks and Licenses" in Item 1). We intend to strategically and vigorously enforce our patents and other forms of intellectual property and have done so already against several third parties. Other third parties may seek to enter markets with infringing products or may find alternative production methods that avoid infringement or we may not be successful in litigating to enforce our patents due to the risks inherent in any litigation. Patents involve complex factual and legal issues and, thus, the scope, validity or enforceability of any patent claims we have or may obtain cannot be clearly predicted. Patents may be challenged in the courts, as well as in various administrative proceedings before U.S. or foreign patent offices, and may be deemed unenforceable, invalidated or circumvented. We are currently and may in the future be a party to various lawsuits or administrative proceedings involving our patents. Such challenges can result in some or all of the claims of the asserted patent being invalidated or deemed unenforceable. In such circumstances, an adverse patent enforcement decision which could lead to the entry of competing chlorantraniliprole products in relevant markets may materially and adversely impact our financial results.
Major enterprise initiatives - In the fourth quarter of 2020 we completed the go-live on a single global instance of SAP S/4 HANA. There are execution and change management activities that may affect our ability to operationalize and monetize the investment made in the system. The post implementation period may place significant demands on certain of our internal functional groups, particularly finance and information technology, as we continue to adapt to the new system. Failure to successfully execute and realize the expected synergies from a single global instance could materially and adversely affect our expected performance.
Potential tax implications of FMC Lithium separation - We have received an opinion from outside counsel to the effect that the spin-off of FMC Lithium as a distribution to our stockholders, completed in March 2019, qualified as a non-taxable transaction for U.S. federal income tax purposes. The opinion is based on certain assumptions and representations as to factual matters from both FMC and FMC Lithium, as well as certain covenants by those parties. The opinion cannot be relied upon if any of the assumptions, representations or covenants is incorrect, incomplete or inaccurate or is violated in any material respect. The opinion of counsel is not binding upon the IRS or the courts and there is no assurance that the IRS or a court will not take a contrary position. It is possible that the IRS or a state or local taxing authority could take the position that aforementioned transaction results in the recognition of significant taxable gain by FMC, in which case FMC may be subject to material tax liabilities.

Financial Risks:
Foreign exchange rate risks - We are an international company operating in many countries around the world, and thus face foreign exchange rate risks in the normal course of our business. We are particularly sensitive to the Brazilian real, the euro, the Indian rupee, the Chinese yuan, the Mexican peso, the Argentine peso and the U.S. dollar. While we engage in hedging and other strategies to mitigate those risks, unexpected severe changes in foreign exchange may create risks that could materially and adversely affect our expected performance.
Uncertain tax rates - Our future effective tax rates may be materially impacted by numerous items including: a future change in the composition of earnings from foreign and domestic tax jurisdictions, as earnings in foreign jurisdictions are typically taxed at different statutory rates than the U.S. federal statutory rate; accounting for uncertain tax positions; business combinations; expiration of statute of limitations or settlement of tax audits; changes in valuation allowance; changes in tax law; currency gains and losses; and the potential decision to repatriate certain future foreign earnings on which U.S. or foreign withholding taxes have not been previously accrued.
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Uncertain recoverability of investments in long-lived assets - We have significant investments in long-lived assets and continually review the carrying value of these assets for recoverability in light of changing market conditions and alternative product sourcing opportunities. We may recognize future impairments of long-lived assets which could adversely affect our results of operations.
Pension and postretirement plans - Our U.S. Plan reached fully funded status during 2018. The primary investment strategy is a liability hedging approach with an objective of maintaining the funded status of the plan such that the funded status volatility is minimized and the likelihood that we will be required to make significant contributions to the plan is limited. The portfolio is comprised of 100 percent fixed income securities and cash. Nevertheless, obligations related to our pension and postretirement plans reflect certain assumptions. To the extent actual experience differs from these assumptions, our costs and funding obligations could increase or decrease significantly.

General Risk Factors:
Market access risk - Our results may be affected by changes in distribution channels, which could impact our ability to access the market.
Compliance with laws and regulations - The global regulatory environment is becoming increasingly complex and requires more resources to effectively manage, which may increase the potential for misunderstanding or misapplication of regulatory standards.
Talent engagement and culture - The inability to recruit and retain key personnel, the unexpected loss of key personnel, or other external and internal factors and events could culminate in employee attrition and may adversely affect our operations. In addition, our future success depends in part on our ability to identify and develop talent to succeed senior management and other key members of the organization.
Economic and political change - Our business has been and could continue to be adversely affected by economic and political changes in the markets where we compete including: inflation rates, recessions, trade restrictions, tariff increases or potential new tariffs, foreign ownership restrictions and economic embargoes imposed by the U.S. or any of the foreign countries in which we do business; changes in laws, taxation, and regulations and the interpretation and application of these laws, taxes, and regulations; restrictions imposed by the U.S. government or foreign governments through exchange controls or taxation policy; nationalization or expropriation of property, undeveloped property rights, and legal systems or political instability; other governmental actions; and other external factors over which we have no control. Economic and political conditions within the U.S. and foreign jurisdictions or strained relations between countries could result in fluctuations in demand, price volatility, loss of property, state sponsored cyberattacks, supply disruptions, or other disruptions. In Argentina, continued inflation and foreign exchange controls could adversely affect our business. Realignment of change in regional economic arrangements could have an operational impact on our businesses. In China, unpredictable enforcement of environmental regulations could result in unanticipated shutdowns in broad geographic areas, impacting our contract manufacturers and raw material suppliers.
Information technology security and data privacy risks - As with all enterprise information systems, our information technology systems could be penetrated by outside parties’ intent on extracting information, corrupting information, deploying ransomware, or disrupting business processes. Remote and other work arrangements may leave the Company more vulnerable to a cyberattack. Our systems have in the past been, and likely will in the future be, subject to unauthorized access attempts. Unauthorized access could disrupt our business operations and could result in failures or interruptions in our computer systems, andlockout from systems due to ransomware, or in the loss of assets and could have a material adverse effect on our business, financial condition or results of operations. In addition, breaches of our security measures or the accidental loss, inadvertent disclosure, or unapproved dissemination of proprietary information or sensitive or confidential information about the company,Company, our employees, our vendors, or our customers, could result in litigation, violations of various data privacy regulations in some jurisdictions,

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and also potentially result in liabilitya liability. While we have taken measures to us.assess the requirements of, and to comply with the European Union's General Data Protection Regulation and data privacy regulations in other countries, these measures may be challenged by authorities that regulate data-related compliance. We could incur significant expense in facilitating and responding to investigations and if the measures we have taken prove to be inadequate, we could face fines or penalties. This could damage our reputation, or otherwise harm our business, financial condition, or results of operations.
Capital-intensive businessAccess to debt and capital markets - With the acquisition of DuPont Crop Protection assets and the planned continued expansion of our Lithium business, our business is more capital intensive than it has been historically. We rely on cash generated from operations and external financing to fund our growth and ongoingworking capital needs. Limitations on access to external financing could adversely affect our operating results. Moreover, interest payments, dividends and the expansion of our business or other business opportunities may require significant amounts of capital. We believe that our cash from operations and available borrowings under our revolving credit facility will be sufficient to meet these needs in the foreseeable future. However, if we need external financing, our access to credit markets and pricing of our capital will be dependent upon maintaining sufficient credit ratings from credit rating agencies and the state of the capital markets generally. There can be no assurances that we would be able to obtain equity or debt financing on terms we deem acceptable, and it is possible that the cost of any financings could increase significantly, thereby increasing our expenses and decreasing our net income. If we are
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unable to generate sufficient cash flow or raise adequate external financing, including as a result of significant disruptions in the global credit markets, we could be forced to restrict our operations and growth opportunities, which could adversely affect our operating results.
Credit default risks - We may use our existing revolving credit facility to meet our cash needs, to the extent available. In the event of a default in this credit facility or any of our senior notes, we could be required to immediately repay all outstanding borrowings and make cash deposits as collateral for all obligations the facility supports, which we may not be able to do. Any default under any of our credit arrangements could cause a default under many of our other credit agreements and debt instruments. Without waivers from lenders party to those agreements, any such default could have a material adverse effect on our ability to continue to operate.
Litigation and environmental risks - Current reserves relating to our ongoing litigation and environmental liabilities may ultimately prove to be inadequate.
Hazardous materials - We manufacture and transport certain materials that are inherently hazardous due to their toxic or volatile nature. While we take precautions to handle and transport these materials in a safe manner, if they are mishandled or released into the environment, they could cause property damage or result in personal injury claims against us.
Environmental compliance - We are subject to extensive federal, state, local, and foreign environmental and safety laws, regulations, directives, rules and ordinances concerning, among other things, emissions in the air, discharges to land and water, and the generation, handling, treatment, disposal and remediation of hazardous waste and other materials. We may face liability arising out of the normal course of business, including alleged personal injury or property damage due to exposure to chemicals or other hazardous substances at our current or former facilities or chemicals that we manufacture, handle or own. We take our environmental responsibilities very seriously, but there is a risk of environmental impact inherent in our manufacturing operations and transportation of chemicals. Any substantial liability for environmental damage could have a material adverse effect on our financial condition, results of operations and cash flows.
Compliance with Laws and Regulations: The global regulatory environment is becoming increasingly complex and requires more resources to effectively manage, which may increase the potential for misunderstanding or misapplication of regulatory standards.
Workforce - The inability to recruit and retain key personnel or the unexpected loss of key personnel may adversely affect our operations. In addition, our future success depends in part on our ability to identify and develop talent to succeed senior management and other key members of the organization.

Technology Risks:
Technological change - Our ability to compete successfully depends in part upon our ability to maintain a superior technological capability and to continue to identify, develop and commercialize new and innovative, high value-added products for existing and future customers.  Our investment in the discovery and development of new pesticidal active ingredients for FMC Agricultural Solutions relies on discovery of new chemical molecules. Such discovery processes depend on our scientists being able to find new molecules, which are novel and outside of patents held by others, and such molecules being efficacious against target pests without creating an undue risk to human health and the environment, and then meeting applicable regulatory criteria.    
Failure to make process improvements - Failure to continue to make process improvements to reduce costs could impede our competitive position.
Patents of competitors - Some of our competitors may secure patents on production methods or uses of products that may limit our ability to compete cost-effectively.

Portfolio Management and Integration Risks:
Portfolio management risks - We continuously review our portfolio which includes the evaluation of potential business acquisitions that may strategically fit our business and strategic growth initiatives. If we are unable to successfully integrate and develop our acquired businesses, we could fail to achieve anticipated synergies which would include expected cost savings and revenue growth. Failure to achieve these anticipated synergies, could materially and adversely affect our

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financial results. In addition to strategic acquisitions we evaluate the diversity of our portfolio in light of our objectives and alignment with our growth strategy. In implementing this strategy we may not be successful in separating underperforming or non-strategic assets. The gains or losses on the divestiture of, or lost operating income from, such assets (e.g., divesting) may affect the company’s earnings. Moreover, we may incur asset impairment charges related to acquisitions or divestitures that reduce earnings.
Continuing integration challenges - Failure to successfully integrate the acquired DuPont business and transition the management information systems of the DuPont business from the ERP system provided under Transition Services Agreement by DuPont to a management information system integrated with FMC’s legacy products could result in interruption of operations or failure to achieve synergies we expect. This could cause our future results of operations to be materially worse than expected. 
FMC Lithium separation challenges - We are separating our FMC Lithium business at that same time as we continue to integrate the DuPont assets into FMC Agricultural Solutions as well as implement other major initiatives such as the migration to a single global instance of SAP S4 HANA.  These three projects will place significant demands on certain functions who are heavily involved in all three projects, particularly finance and information technology.  Failure to successfully execute such projects could materially and adversely affect our expected performance in FMC Agricultural Solutions and/or FMC Lithium.

Financial Risks:
Exposure to global economic conditions - Deterioration in the global economy and worldwide credit and foreign exchange markets could adversely affect our business. A worsening of global or regional economic conditions or financial markets could adversely affect both our own and our customers' ability to meet the terms of sale or our suppliers' ability to perform all their commitments to us. A slowdown in economic growth in our international markets, or a deterioration of credit or foreign exchange markets could adversely affect customers, suppliers and our overall business there. Customers in weakened economies may be unable to purchase our products, or it could become more expensive for them to purchase imported products in their local currency, or sell their commodities at prevailing international prices, and we may be unable to collect receivables from such customers.
Foreign exchange rate risks - We are an international company and face foreign exchange rate risks in the normal course of our business. We are particularly sensitive to the Brazilian real, the euro, the Chinese yuan, the Mexican peso, and the Argentine peso. Our acquisition of DuPont Crop Protection business has significantly expanded our operations and sales in certain foreign countries and correspondingly may increase our exposure to foreign exchange risks.
Uncertain tax rates - Our future effective tax rates may be materially impacted by numerous items including: a future change in the composition of earnings from foreign and domestic tax jurisdictions, as earnings in foreign jurisdictions are typically taxed at more favorable rates than the United States federal statutory rate; accounting for uncertain tax positions; business combinations; expiration of statute of limitations or settlement of tax audits; changes in valuation allowance; changes in tax law; and the potential decision to repatriate certain future foreign earnings on which United States or foreign withholding taxes have not been previously accrued.
Uncertain recoverability of investments in long-lived assets - We have significant investments in long-lived assets and continually review the carrying value of these assets for recoverability in light of changing market conditions and alternative product sourcing opportunities.
Pension and postretirement plans - Obligations related to our pension and postretirement plans reflect certain assumptions. To the extent our plans' actual experience differs from these assumptions, our costs and funding obligations could increase or decrease significantly.

ITEM 1B.UNRESOLVED STAFF COMMENTS

ITEM 1B.    UNRESOLVED STAFF COMMENTS

None.


ITEM 2.PROPERTIES
ITEM 2.    PROPERTIES
FMC leases executive offices in Philadelphia, Pennsylvania and operates 3325 manufacturing facilities in 17 countries as well as one mine in Argentina.18 countries. Our major research and development facilities are in Newark, Delaware, Ewing, New Jersey,Delaware; Shanghai, China and Copenhagen, Denmark.
We have long-term mineral rights to the Salar del Hombre Muerto lithium reserves in Argentina. Our FMC Lithium division requires the lithium brine that is mined from these reserves, without which other sources of raw materials would have to be obtained.
We believe our facilities are in good operating conditions. The number and location of our owned or leased production properties for continuing operations are:are as follows:

North AmericaLatin AmericaEurope, Middle East and AfricaAsiaTotal
Total5261225
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 North America 
Latin
America
 Europe, Middle East and Africa 
Asia-
Pacific
 Total
FMC Agricultural Solutions4 3 6 13 26
FMC Lithium1 2 1 3 7
Total5 5 7 16 33

ITEM 3.
ITEM 3.    LEGAL PROCEEDINGS

Like hundreds of other industrial companies, we have been named as one of many defendants in asbestos-related personal injury litigation. Most of these cases allege personal injury or death resulting from exposure to asbestos in premises of FMC or to asbestos-containing components installed in machinery or equipment manufactured or sold by discontinued operations. The machinery and equipment businesses we owned or operated did not fabricate the asbestos-containing component parts at issue in the litigation, and to this day, neither the U.S. Occupational Safety and Health Administration nor the Environmental Protection Agency has banned the use of these components. Further, the asbestos-containing parts for this machinery and equipment were accessible only at the time of infrequent repair and maintenance. A few jurisdictions have permitted claims to proceed against equipment manufacturers relating to insulation installed by other companies on such machinery and equipment. We believe that, overall, the claims against FMC are without merit.
As of December 31, 2017,2020, there were approximately 9,0009,100 premises and product asbestos claims pending against FMC in several jurisdictions. Since the 1980s, approximately 114,000117,000 asbestos claims against FMC have been discharged, the overwhelming majority of which have been dismissed without any payment to the claimant. Since the 1980s, settlements with claimants have totaled approximately $89$130 million.
We intend to continue managing these asbestos-related cases in accordance with our historical experience. We have established a reserve for this litigation within our discontinued operations and believe that any exposure of a loss in excess of the established reserve cannot be reasonably estimated. Our experience has been that the overall trends in asbestos litigation have changed over time. Over the last several years, we have seen changes in the jurisdictions where claims against FMC are being filed and changes in the mix of products named in the various claims. Because these claim trends have yet to form a predictable pattern, we are presently unable to reasonably estimate our asbestos liability with respect to claims that may be filed in the future.
SeePlease see Note 1 “Principal"Principal Accounting Policies and Related Financial Information" - Environmental obligations, Note 10 “Environmental Obligations”12 "Environmental Obligations" and Note 18 “Guarantees,20 "Guarantees, Commitments and Contingencies”Contingencies" in the notes to our consolidated financial statements included in this Form 10-K, the content of which are incorporated by reference to this Item 3.

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ITEM 4.MINE SAFETY DISCLOSURES

ITEM 4.    MINE SAFETY DISCLOSURES

Not Applicable.


ITEM 4A.EXECUTIVE OFFICERS OF THE REGISTRANT

ITEM 4A.    INFORMATION ABOUT OUR EXECUTIVE OFFICERS

The executive officers of FMC Corporation, the offices they currently hold, their business experience since at least January 1, 2010during the previous five years and their ages as of December 31, 2017,2020, are as follows:follows. Each executive officer has been employed by the Company for more than five years.


Name
Age on
12/31/2017
Office and year of election and other
information
Mark A. Douglas58President, Chief Executive Officer, and Director (20-present), President and Chief Operating Officer (18-19), President, FMC Agricultural Solutions (12-18); President, Industrial Chemicals Group (11-12); Vice President, Global Operations and International Development (10-11); Vice President, President Asia, Dow Advanced Materials (09-10); Board Member, Quaker Houghton (13-present); Board Member CropLife International (17-present); Board Member Pennsylvania Academy of the Fine Arts (16-present)
Pierre R. Brondeau6063Executive Chairman of the Board (20-Present); Chief Executive Officer and Chairman of the Board (18-20); President, Chief Executive Officer and Chairman of the Board (10-present)(10-18); President and Chief Executive Officer of Dow Advanced Materials, a specialty materials company (08-09); President and Chief Operating Officer of Rohm and Haas Company, a predecessor of Dow Advanced Materials (07-08); Board Member, T.E. Connectivity Electronics (07-present); Board Member, American Chemistry Council (17-present); Board Trustee, Franklin Institute (17-present), Board Member, Livent Corporation (18-present)
Paul W. GravesAndrew D. Sandifer4651Executive Vice President and Chief Financial Officer (12-present)(18-present); Managing Director, Goldman Sachs Group (06-12)Vice President and Treasurer (16-18); Vice President, Corporate Transformation (14-16); Board Member, Philabundance (14-present); Board Trustee, Germantown Academy (17-present)
Andrea E. UtechtMichael F. Reilly6957Executive Vice President, General Counsel, Chief Compliance Officer and Secretary (01-present)
Mark A. Douglas55President, FMC Agricultural Solutions (12-present); President, Industrial Chemicals Group (11-12)(19-present); Vice President, Global OperationsAssociate General Counsel and International Development (10-11)Chief Compliance Officer (16-19); Vice President, President Asia, Dow Advanced Materials (09-10)Associate General Counsel (13-16); Board Member, Quaker Chemical (13-present)First State Montessori Academy, Inc. (18-present)
All officers are elected to hold office for one year or until their successors are elected and qualified. No family relationships exist among any of the above-listed officers, and there are no arrangements or understandings between any of the above-listed officers and any other person pursuant to which they serve as an officer. The above-listed officers have not been involved in any legal proceedings during the past ten years of a nature for which the SEC requires disclosure that are material to an evaluation of the ability or integrity of any such officer.



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PART II
 
ITEM 5.MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDERS MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
ITEM 5.    MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDERS MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
FMC common stock of $0.10 par value is traded on the New York Stock Exchange (Symbol: FMC). There were 2,6732,370 registered common stockholders as of December 31, 2017. Presented below are the 2017 and 2016 quarterly summaries of the high and low prices of the FMC common stock.
 2017 2016
Common stock prices:
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
High$72.04
 $77.38
 $93.44
 $96.02
 $42.03
 $50.57
 $49.19
 $60.00
Low56.42
 69.81
 72.65
 87.56
 32.24
 36.72
 43.26
 45.77
Our Board of Directors has declared regular quarterly dividends since 2006; however, any future payment of dividends will depend on our financial condition, results of operations, conditions in the financial markets and such other factors as are deemed relevant by our Board of Directors. Total cash dividends of $88.8 million, $88.6 million and $86.4 million were paid in 2017, 2016 and 2015, respectively.2020.
FMC’s annual meeting of stockholders will be held at 2:00 p.m. on Tuesday, April 24, 2018,27, 2021 via live webcast at FMC Tower, 2929 Walnut Street Philadelphia, Pennsylvania.www.virtualshareholdermeeting.com/FMC2021. Notice of the meeting, together with proxy materials, will be mailed approximately five weeks prior to the meeting to stockholders of record as of February 27, 2018.March 3, 2021.

Transfer Agent and Registrar of Stock:
EQ Shareowner Services
1110 Centre Pointe Curve, Suite 101orP.O. Box 64874
Mendota Heights, MN 55120-4100St. Paul, MN 55164-0854
Wells Fargo Bank, N.A.Phone: 1-800-468-9716
Shareowner Services
1110 Centre Pointe Curve, Suite 101orP.O. Box 64854
Mendota Heights, MN 55120-4100St. Paul, MN 55164-0854
Phone: 1-800-468-9716
(651-450-4064 local and outside the U.S.)
www.wellsfargo.com/shareownerserviceshttps://equiniti.com/us/


Stockholder Return Performance Presentation
The graph that follows shall not be deemed to be incorporated by reference into any filing made by FMC under the Securities Act of 1933 or the Securities Exchange Act of 1934.
The following Stockholder Performance Graph compares the five-year cumulative total return on FMC’s Common Stock with the S&P 500 Index and the S&P 500 Chemicals Index. The comparison assumes $100 was invested on December 31, 2012,2015, in FMC’s Common Stock and in both of the indices, and the reinvestment of all dividends.
201520162017201820192020
FMC Corporation$100.00 $146.23 $246.44 $194.27 $266.40 $311.42 
S&P 500 Index100.00 111.76135.99130.25170.91201.81
S&P 500 Chemicals Index100.00 109.98139.16123.23150.07176.46
 2012 2013 2014 2015 2016 2017
FMC Corporation$100.00
 $129.87
 $99.18
 $69.20
 $101.19
 $170.54
S&P 500 Index100.00
 132.04
 149.89
 151.94
 169.82
 206.62
S&P 500 Chemicals Index100.00
 131.43
 145.42
 139.42
 153.34
 194.02



fmc-20201231_g3.jpg
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The following table summarizes information with respect to the purchase of our common stock during the three months ended December 31, 2017:2020:
ISSUER PURCHASES OF EQUITY SECURITIES
 
   Publicly Announced Program
Period
Total Number of Shares Purchased (1)
Average Price Paid Per ShareTotal Number of Shares PurchasedTotal Dollar Amount PurchasedMaximum Dollar Value of Shares that May Yet be Purchased
October187,511 $107.18 186,581 $19,999,977 $580,000,643 
November224,837 113.36 210,000 23,818,775 556,181,868 
December53,983 118.91 51,957 6,181,212 550,000,656 
Total466,331 $111.52 448,538 $49,999,964 
___________________
(1)    Includes shares purchased in open market transactions by the independent trustee of the FMC Corporation Non-Qualified Savings and Investment Plan ("NQSP").

In 2020, 0.4 million shares were repurchased under the publicly announced repurchase program. At December 31, 2020, approximately $550 million remained unused under our Board-authorized repurchase program. This repurchase program does not include a specific timetable or price targets and may be suspended or terminated at any time. Shares may be purchased through open market or privately negotiated transactions at the discretion of management based on its evaluation of market conditions and other factors. We also reacquire shares from time to time from employees in connection with the vesting, exercise and forfeiture of awards under our equity compensation plans. In addition, the independent trustee of our non-qualified deferred compensation plan reacquires shares from time to time through open-market purchases relating to investments by employees in our common stock, one of the investment options available under the Plan.


20
     
Publicly Announced Program (1)
Period
Total Number of Shares Purchased (2)
 Average Price Paid Per Share Total Number of Shares Purchased Total Dollar Amount Purchased Maximum Dollar Value of Shares that May Yet be Purchased
October 1-31, 2017340
 $93.14
 
 $
 $238,779,078
November 1-30, 2017118
 93.68
 
 
 238,779,078
December 1-31, 20179,274
 93.03
 
 
 238,779,078
Total9,732
 $93.05
 
 $
 $238,779,078
____________________ 
(1)
This repurchase program does not include a specific timetable or price targets and may be suspended or terminated at any time. Shares may be purchased through open market or privately negotiated transactions at the discretion of management based on its evaluation of market conditions and other factors.
(2)We also reacquire shares from time to time from employees in connections with vesting, exercise, and forfeiture of awards under our equity compensation plans.

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ITEM 6.SELECTED FINANCIAL DATA
ITEM 6.    SELECTED FINANCIAL DATA
SELECTED CONSOLIDATED FINANCIAL DATA
The selected consolidated financial and other data presented below for, and as of the end of, each of the years in the five-year period ended December 31, 2017,2020, are derived from our consolidated financial statements. The selected consolidated financial data should be read in conjunction with our consolidated financial statements for the year ended December 31, 2017.2020.
 
 Year Ended December 31,
(in Millions, except per share data)20202019201820172016
Income Statement Data:
Revenue$4,642.1 $4,609.8 $4,285.3 $2,531.2 $2,274.8 
Income from continuing operations before equity in (earnings) loss of affiliates, non-operating pension and postretirement charges (income), interest expense, net and income taxes902.2 821.6 740.9 158.5 197.8 
Income (loss) from continuing operations before income taxes729.8 655.0 608.4 95.8 111.6 
Income (loss) from continuing operations$578.9 $543.5 $537.6 $(133.1)$73.4 
Discontinued operations, net of income taxes (1)
(28.3)(63.3)(26.1)671.5 138.3 
Net income (loss)$550.6 $480.2 $511.5 $538.4 $211.7 
Less: Net income (loss) attributable to noncontrolling interest(0.9)2.8 9.4 2.6 2.6 
Net income (loss) attributable to FMC stockholders$551.5 $477.4 $502.1 $535.8 $209.1 
Amounts attributable to FMC stockholders:
Continuing operations, net of income taxes$579.8 $540.7 $531.4 $(135.7)$71.1 
Discontinued operations, net of income taxes(28.3)(63.3)(29.3)671.5 138.0 
Net income (loss)$551.5 $477.4 $502.1 $535.8 $209.1 
Basic earnings (loss) per common share attributable to FMC stockholders:
Continuing operations$4.46 $4.12 $3.94 $(1.01)$0.53 
Discontinued operations(0.22)(0.48)(0.22)5.00 1.03 
Net income (loss)$4.24 $3.64 $3.72 $3.99 $1.56 
Diluted earnings (loss) per common share attributable to FMC stockholders:
Continuing operations$4.44 $4.10 $3.91 $(1.01)$0.53 
Discontinued operations(0.22)(0.48)(0.22)5.00 1.03 
Net income (loss)$4.22 $3.62 $3.69 $3.99 $1.56 
Balance Sheet Data:
Total assets$10,186.4 $9,872.7 $9,974.3 $9,206.3 $6,139.3 
Long-term debt3,023.1 3,113.9 2,531.0 3,094.2 1,801.2 
Other Data:
Cash dividends declared per share$1.80 $1.64 $0.90 $0.66 $0.66 
 Year Ended December 31,
(in Millions, except per share data and ratios)2017 2016 2015 2014 2013
Income Statement Data:         
Revenue$2,878.6

$2,538.9
 $2,491.0
 $2,430.5
 $2,368.7
Income (loss) from continuing operations before equity in (earnings) loss of affiliates, interest income and expense and income taxes259.8

243.2
 (146.5) 246.0
 380.6
Income (loss) from continuing operations before income taxes180.8

180.8
 (207.4) 206.8
 353.8
Income (loss) from continuing operations(83.3)
130.7
 (212.6) 190.4
 342.4
Discontinued operations, net of income taxes (1)
621.7

81.0
 711.1
 131.7
 (34.4)
Net income$538.4
 $211.7
 $498.5
 $322.1
 $308.0
Less: Net income attributable to noncontrolling interest2.6
 2.6
 9.5
 14.6
 14.1
Net income attributable to FMC stockholders$535.8
 $209.1
 $489.0
 $307.5
 $293.9
Amounts attributable to FMC stockholders:         
Continuing operations, net of income taxes$(85.9)
$128.4
 $(222.0) $180.6
 $336.0
Discontinued operations, net of income taxes621.7

80.7
 711.0
 126.9
 (42.1)
Net income$535.8
 $209.1
 $489.0
 $307.5
 $293.9
Basic earnings (loss) per common share attributable to FMC stockholders:         
Continuing operations$(0.64)
$0.96
 $(1.66) $1.35
 $2.48
Discontinued operations4.63

0.60
 5.32
 0.95
 (0.32)
Net income$3.99
 $1.56
 $3.66
 $2.30
 $2.16
Diluted earnings (loss) per common share attributable to FMC stockholders:         
Continuing operations$(0.64)
$0.96
 $(1.66) $1.34
 $2.47
Discontinued operations4.63

0.60
 5.32
 0.95
 (0.31)
Net income$3.99
 $1.56
 $3.66
 $2.29
 $2.16
Balance Sheet Data:         
Total assets$9,206.3

$6,139.3
 $6,325.9
 $5,326.0
 $5,224.6
Long-term debt3,094.2

1,801.2
 2,037.8
 1,140.9
 1,178.2
Other Data:         
Ratio of earnings (loss) to fixed charges (2)
3.0
  3.4
 (1.9) 5.5
 11.2
Cash dividends declared per share$0.660
 $0.660
 $0.660
 $0.600
 $0.540
____________________
 ____________________
(1)Discontinued operations, net of income taxes includes, in periods up to their respective sales, our discontinued FMC Health and Nutrition, FMC Peroxygens and FMC Alkali Chemicals division.(1)    Discontinued operations, net of income taxes includes, in periods up to their respective dispositions, our discontinued FMC Lithium and FMC Health and Nutrition segments. It also includes other historical discontinued gains and losses related to adjustments to our estimates of our retained liabilities for environmental exposures, general liability, workers’ compensation, postretirement benefit obligations, legal defense, property maintenance and other costs, losses for the settlement of litigation and gains related to property sales. Amount in 2017 includes the divestiture gain associated with FMC Health and Nutrition. Amount in 2015 includes the divestiture gain associated with the FMC Alkali Chemicals division sale while 2014 and 2013 include charges associated with the sale of the FMC Peroxygens business.
(2)In calculating this ratio, earnings consist of income (loss) from continuing operations before income taxes plus interest expense, net of amortization expense related to debt discounts, fees and expenses, amortization of capitalized interest, interest included in rental expenses (assumed to be one-third of rent) and equity in (earnings) loss of affiliates. Fixed charges consist of interest expense, amortization of debt discounts, fees and expenses, interest capitalized as part of fixed assets and interest included in rental expenses.



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FORWARD-LOOKING INFORMATION

Statement under the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995: WeFMC and ourits representatives may from time to time make written or oral statements that are “forward-looking”"forward-looking" and provide other than historical information, including statements contained herein, in Management’s Discussion and Analysis of Financial Condition and Results of Operations within, in ourFMC’s other filings with the SEC, orand in reports or letters to ourFMC stockholders.

In some cases, we haveFMC has identified forward-looking statements by such words or phrases as “will"will likely result,” “is" "is confident that,” “expect,” “expects,” “should,” “could,” “may,” “will" "expect," "expects," "should," "could," "may," "will continue to,” “believe,” “believes,” “anticipates,” “predicts,” “forecasts,” “estimates,” “projects,” “potential,” “intends”" "believe," "believes," "anticipates," "predicts," "forecasts," "estimates," "projects," "potential," "intends" or similar expressions identifying “forward-looking statements”"forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including the negative of those words and phrases. Such forward-looking statements are based on ourmanagement’s current views and assumptions regarding future events, future business conditions and the outlook for the company based on currently available information. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any results, levels of activity, performance or achievements expressed or implied by any forward-looking statement. TheseCurrently, one of the most significant factors is the potential adverse effect of the current COVID-19 pandemic on our financial condition, results of operations, cash flows and performance, which is substantially influenced by the potential adverse effect of the pandemic on our customers and suppliers and the global economy and financial markets. The extent to which COVID-19 impacts us will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. Additional factors include, among other things, the risk factors listed in Item 1A ofand other cautionary statements filed with the SEC included within this Form 10-K. We wish10-K as well as other SEC filings and public communications. Moreover, investors are cautioned to cautioninterpret many of these factors as being heightened as a result of the ongoing and numerous adverse impacts of COVID-19. FMC cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Forward-looking statements are qualified in their entirety by the above cautionary statement. FMC undertakes no obligation, and specifically disclaims any duty, to update or revise any forward-looking statements to reflect events or circumstances arising after the date on which they were made, except as otherwise required by law.





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ITEM 7.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 7.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview
We are a diversified chemicalan agricultural sciences company, serving agricultural, consumer and industrial markets globally withproviding innovative solutions applicationsto growers around the world with a robust product portfolio fueled by a market-driven discovery and market-leading products.development pipeline in crop protection, plant health, precision agriculture and professional pest and turf management. We operate in twoa single distinct business segments: FMC Agricultural Solutionssegment and FMC Lithium. Our FMC Agricultural Solutions segment develops, marketsdevelop, market and sellssell all three major classes of crop protection chemicals: insecticides, herbicides and fungicides. These products are used in agriculture to enhance crop yield and quality by controlling a broad spectrum of insects, weeds and disease, as well as in non-agricultural markets for pest control. OurThis powerful combination of advanced technologies includes leading insect control products based on Rynaxypyr® and Cyazypyr® active ingredients; Authority®, Boral®, Centium®, Command® and Gamit® branded herbicides; Isoflex™ active herbicide ingredient; Talstar® and Hero® branded insecticides; and flutriafol-based fungicides. The FMC Lithium segment manufactures lithiumportfolio also includes Arc™ farm intelligence and biologicals such as Quartzo® and Presence® bionematicides.

COVID-19 Pandemic

In March 2020, the World Health Organization characterized COVID-19 as a pandemic, and the President of the United States declared the COVID-19 outbreak a national emergency. The rapid spread of the outbreak has caused significant disruptions in the U.S. and global economies.

As an agricultural sciences company, we are considered an "essential" industry in the countries in which we operate; we have avoided significant plant closures and all our manufacturing facilities and distribution warehouses remain operational and fully staffed. However, we did have a third party U.S. toller that was disrupted in the fourth quarter because of COVID-related staffing issues, which signifies one of the ongoing business risks that the pandemic creates. We do not yet know the full extent of the disruptions on either our business and operations or the global economy nor the duration of the pandemic and its adverse effects.

We have implemented new procedures to support the health and safety of our employees and we are following all U.S. Centers for useDisease Control and Prevention, as well as state and regional health department guidelines. The well-being of our employees is FMC's top priority. Although most FMC office-based employees around the world have been working remotely during this period, we have implemented procedures to safely return to the workplace in regions where the pandemic is controlled and local health officials have deemed this to be safe in compliance with any government regulations. In addition, we have thousands of employees who continue operating our manufacturing sites and distribution warehouses. In all our facilities, we are using a variety of best practices to address COVID-19 risks, following the protocols and procedures recommended by leading health authorities. We are monitoring the situation in regions where the pandemic continues to escalate and in such regions will remain in a wide rangeremote working environment until it is safe to return to the workplace. During 2020 we have made significant investments in our employees as a result of lithium products,the COVID-19 pandemic, including through enhanced dependent care pay policies, recognition bonuses, increased flexibility of work schedules and hours of work to accommodate remote working arrangements, and investment in IT infrastructure to promote remote work. Through these efforts we have successfully avoided any COVID-19 related furloughs or workforce reductions to date.

In addition to addressing the needs of the Company and our employees, FMC has been a leader in supporting the needs of the communities in which FMC has operations and those generally in need as a result of the pandemic. Since the advent of the pandemic, we have donated in excess of 233,000 personal protective equipment supplies, including N95 masks, surgical masks, protective cover suits, goggles and similar items. We have also donated more than 1,800 containers and canisters used to transport alcohol-based disinfecting solution. Additional efforts include financial contributions to hunger-relief organizations; assisting with disinfecting schools and other public spaces in villages; and supporting various community initiatives.

In our supply chain, sourcing of raw materials and intermediates was not a significant issue, although we continued to see some logistics challenges and related higher costs. We are usedconscious of the potential downside risks in future periods and expect to continue to experience disruption caused by COVID-19 in our supply chain and logistics. We have also seen some pockets of reduced demand as a result of COVID-19, primarily related to disruptions of farm worker labor required for planting, harvesting and packing crops (especially fruits, vegetables and other specialty crops) which may continue going forward. As discussed in energy storage, specialty polymersour 2020 quarterly reports, we implemented price increases and chemical synthesis application.cost-saving measures across the company to offset impacts of the COVID-19 pandemic and related foreign currency headwinds. We amended our debt covenants with our banks on April 22, 2020 (see Note 11 for more details) to provide significant additional headroom above any of the COVID-19 related scenarios assessed by the company. We will continue to monitor the economic environment related to the pandemic on an ongoing basis and assess the impacts on our business.

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2017
2020 Highlights
The following are the more significant developments in our businesses during the year ended December 31, 2017:2020:
On November 1, 2017, we successfully completed the acquisitionRevenue of the DuPont Crop Protection Business which was a significant milestone and transformed FMC into a tier-one leader and the fifth largest global provider$4,642.1 million in the agricultural chemicals market. This acquisition brought greater scale and regional balance to our business, improved our market access and expanded our product portfolio and technology pipeline significantly. On November 1, 2017, we completed the previously disclosed sale of our FMC Health and Nutrition business to DuPont. The sale resulted in a gain of approximately $918 million ($727 million, net of tax).
Revenue of $2,878.6 million in 2017 increased $339.7 million or approximately 13 percent versus last year. A more detailed review of revenues by segment is included under the section entitled “Results of Operations”. On a regional basis, sales in North America increased 14 percent, sales in Asia increased 21 percent and sales in Europe, Middle East and Africa (EMEA) increased by 5 percent and sales in Latin America increased by 14 percent.
Our gross margin, excluding acquisition-related charges, of $1,121.5 million2020 increased approximately $190.3$32.3 million or approximately 201 percent versus last year. A more detailed review of revenues is included under the section entitled "Results of Operations". On a regional basis, sales in North America decreased 8 percent, driven primarily by timing of shipments and supply chain disruptions, including COVID related factors, sales in Latin America increased by 1 percent, sales in Europe, Middle East and Africa increased by 4 percent and sales in Asia increased 6 percent, primarily by volume growth.
Our gross margin of $2,052.0 million decreased $31.6 million or approximately 2 percent versus last year. The decrease in gross margin was primarily driven by unfavorable foreign currency impacts primarily in Latin America. Gross margin as a percent of revenue is approximately 39of 44 percent versus 37decreased slightly from 45 percent in 2016. The increasethe prior year period, primarily due to unfavorable foreign currency headwinds.
Selling, general and administrative expenses decreased from $792.9 million to $729.7 million. Selling, general and administrative expenses, excluding transaction-related charges, of $676.4 million decreased $38.7 million or approximately 5 percent. These decreases were a result of cost-saving measures implemented in gross margin was primarily driven by improved pricing and mixresponse to the pandemic. Transaction-related charges are presented in our FMC Lithium business as well asAdjusted Earnings Non-GAAP financial measurement below under the salesection titled "Results of higher margin products from the acquired DuPont Crop Protection Business.Operations".
Selling, general and administrative expenses increased 35 percent from $458.5 million to $618.6 million. The change is primarily due to acquisition-related charges incurred in 2017 related to the DuPont Crop Protection Business Acquisition which was $130.2 million of the increase. Selling, general and administrative expenses, excluding non-operating pension and postretirement charges and acquisition-related charges, of $470.2 million increased $58.5 million or approximately 14 percent. Non-operating pension and postretirement charges and acquisition-related charges are presented in our Adjusted Earnings Non-GAAP financial measurement below under the section titled “Results of Operations”.
Research and development expenses of $141.5$287.9 million decreased $10.2 million or 3 percent. The decrease was primarily due to cost-saving measures taken in response to the COVID-19 pandemic. We did not cancel any research and development projects, but we phased some differently to allow lower costs this year in response to the pandemic without fundamentally impacting long-term timelines. We maintain our commitment to invest resources to discover new active ingredients and formulations that support resistance management and sustainable agriculture.
Net income (loss) attributable to FMC stockholders of $551.5 million increased $7.0$74.1 million or 5approximately 16 percent from $477.4 million in the prior year period. The higher results were driven by cost-saving measures of a combined $73.4 million in selling, general, and administrative and research and development expenses combined in response to the pandemic. Restructuring and other charges were $38.8 million lower versus prior year and discontinued operations expense decreased $35 million compared to the prior year. These increases to income were slightly offset by higher tax expense and higher provision for income taxes of $39.4 million and higher non-operating pension and postretirement charges of $13.1 million. Adjusted after-tax earnings from continuing operations attributable to FMC stockholders of $809.0 million increased $5.3 million or approximately 1 percent. See the disclosure of our Adjusted Earnings Non-GAAP financial measurement under the section titled "Results of Operations".

Other 2020 Highlights
In November 2020, we successfully completed the implementation of our new SAP system. We now have a single, modern system across the entire company for the first time in our history.

On October 2, 2020, we closed on the previously disclosed transaction with Isagro S.p.A ("Isagro") for a purchase price of approximately $65 million, which resulted in a charge in the fourth quarter of 2020. The increaseFluindapyr acquisition has been treated as an asset acquisition for accounting purposes as it does not meet the definition of a business. Therefore, any acquired in-process research and development was due toimmediately expensed. See Note 9 in the consolidated financial statements included within this Form 10-K for further details.

In June 2020, we launched FMC Ventures, our new venture capital arm targeting strategic investments in discoverystart-ups and product development fromearly-stage companies that are developing and applying emerging technologies in the newly acquired state of the art facilities from the DuPont Crop Protection Business Acquisition.agricultural industry. The group will be making small, seed type investments.
Net income attributable to FMC stockholders of $535.8 million increased approximately $326.7 million from $209.1 million in the prior year period primarily due to the gain on sale of our discontinued FMC Health and Nutrition of approximately $727 million, net of tax. The increase was partially offset by a provisional income tax charge of $315.9 million related to the recently enacted Tax Cuts and Jobs Act (the "Act"). Adjusted after-tax earnings from continuing operations attributable to FMC stockholders of $368.3 million increased approximately $110.6 million or 43 percent due to higher results in FMC Agricultural Solutions and FMC Lithium. See the disclosure of our Adjusted Earnings Non-GAAP financial measurement below under the section titled “Results of Operations”.
Other 2017 Highlights
In FMC Lithium,May 2020, we are seeingannounced the benefitslaunch of our strategy to grow our business in the technology-driven specialty end markets, where demand continues to accelerateArc™ farm intelligence platform, a proprietary precision agriculture platform that enables growers and pricing trends across our portfolio remain favorable. In March, we announced our intention to separate FMC Lithium into a publicly traded company during 2018. In June, we started commercial sales from our new lithium hydroxide facility in China. We expanded production of lithium carbonate at our Argentina site through debottlenecking projects, and we also announced plansadvisors to more than double lithium carbonate production at that same site to at least 40,000 metric tons by 2022.accurately predict pest pressure before it becomes a problem.


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On August 1, 2017, we completed the sale of the Omega-3 business to Pelagia AS for $38 million.

In May 2017, we entered into a new $1.5 billion term loan facility to fund the Transaction Agreement with DuPont.We also entered into an amended and restated $1.5 billion revolving credit facility and amended the existing term loan facility at that time. Among other things, the amendments temporarily increased the maximum leverage ratio financial covenant in order to permit the debt incurred under the contemplated New Term Loan Facility along with certain other changes to permit the expected transaction.

20182021 Outlook


We believeOur 2021 expectation for the crop protection chemical market will be flat to up low single digits and we believe that the Lithium market will continue to see significant demand growth in 2018. We believe that our 2018 plan is very achievable, as it relies on things we control rather than on expectations of positive external events.

We expect to deliver segment revenue and earnings growth in each business. In FMC Agricultural Solutions, we will focus on the integration of the DuPont Crop Protection Business and on creating a stronger combined business to capitalize on the products and expertise of these two former organizations. We expect to outperform theoverall global crop protection market growth is that it will be up low-single digits on a percentage basis in 2018, owingU.S. dollars. Commodity prices for many of the major crops are higher and stock-to-use ratios have improved compared to our recently acquired productsthis time last year. All regions are seeing some benefit from better crop commodity prices, while the impacts from COVID on crop demand appear to be lessening.
We expect 2021 revenue will be in the range of approximately $4.9 billion to $5.1 billion, up approximately 8 percent at the midpoint versus 2020. We also expect adjusted EBITDA(1) of $1.32 billion to $1.42 billion, which represents 10 percent growth at the midpoint versus 2020 results. 2021 adjusted earnings are expected to be in the range of $6.65 to $7.35 per diluted share(1), up 13 percent at the midpoint versus 2020, excluding any impact from potential share repurchases in 2021. For cash flow outlook, refer to the liquidity and to our proactive competitive positioning of our legacy business. We believe that FMC Lithium will increasecapital resources section below.
(1)Although we provide forecasts for adjusted earnings significantly through volumeper share and price increases in 2018.

On a long-term basis,adjusted EBITDA (Non-GAAP financial measures), we are not able to forecast the most directly comparable measures calculated and presented in accordance with U.S. GAAP. Certain elements of the composition of the U.S. GAAP amounts are not predictable, making it impractical for us to forecast. Such elements include, but are not limited to, restructuring, acquisition charges, and discontinued operations. As a technology-driven company with low-cost operations, a world class research and development organization that balances short-and mid-term developments with long-term innovations, and global scale with strong regional expertise to support local customers.result, no U.S. GAAP outlook is provided.


Please see segment discussions under the section entitled “Results of Operations” for 2018 outlook for each segment.


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Results of Operations—2017, 2016Operations — 2020, 2019 and 20152018
Overview
The following presentscharts provide a reconciliation of our segment operating profit toAdjusted EBITDA, Adjusted Earnings and Organic Revenue Growth, all of which are Non-GAAP financial measures, from the net income attributable to FMC stockholders as seen through the eyes of our management. For management purposes, we report the operating performance of each of our business segments based on earnings before interest and income taxes excluding corporate expenses, other income (expense), net and corporate special income (charges).
SEGMENT RESULTS RECONCILIATION
(in Millions)Year Ended December 31,
2017 2016 2015
Revenue     
FMC Agricultural Solutions$2,531.2
 $2,274.8
 $2,252.9
FMC Lithium347.4
 264.1
 238.1
Total$2,878.6
 $2,538.9
 $2,491.0
Income (loss) from continuing operations before income taxes     
FMC Agricultural Solutions$485.6
 $399.9
 $363.9
FMC Lithium126.7
 70.2
 23.0
Segment operating profit$612.3
 $470.1
 $386.9
Corporate and other(102.4) (84.6) (63.0)
Operating profit before the items listed below$509.9
 $385.5
 $323.9
Interest expense, net(79.1) (62.9) (60.9)
Restructuring and other (charges) income (1)
(81.4) (95.0) (150.3)
Non-operating pension and postretirement (charges) income (2)
(18.2) (23.4) (29.8)
Acquisition related charges (3)
(150.4) (23.4) (290.3)
(Provision) benefit for income taxes(264.1) (50.1) (5.2)
Discontinued operations, net of income taxes621.7
 81.0
 711.1
Net (income) loss attributable to noncontrolling interests(2.6) (2.6) (9.5)
Net income attributable to FMC stockholders$535.8
 $209.1
 $489.0
____________________
(1)See Note 7 to the consolidated financial statements included within this Form 10-K for details of restructuring and other (charges) income by segment:
 Year Ended December 31,
(in Millions)2017 2016 2015
FMC Agricultural Solutions$(49.9) $(62.4) $(123.7)
FMC Lithium(7.8) (0.6) (2.7)
Corporate(23.7) (32.0) (23.9)
Restructuring and other (charges) income$(81.4) $(95.0) $(150.3)

(2)Our non-operating pension and postretirement costs are defined as those costs related to interest, expected return on plan assets, amortized actuarial gains and losses and the impacts of any plan curtailments or settlements. These costs 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 exclude these non-operating pension and postretirement costs from our segments as we believe that removing them provides a better understanding of the underlying profitability of our businesses, provides increased transparency and clarity in the performance of our retirement plans and enhances period-over-period comparability. We continue to include the service cost and amortization of prior service cost in our operating segments noted above. We believe these elements reflect the current year operating costs to our businesses for the employment benefits provided to active employees. These expenses are included as a component of the line item "Selling, general and administrative expenses" on the consolidated statements of income (loss).
(3)Charges relate to the expensing of the inventory fair value step-up resulting from the application of purchase accounting, transaction costs, costs for transitional employees, other acquired employee related costs, integration related legal and professional third-party fees and gains or losses on hedging purchase price associated with the acquisitions. Amounts represent the following:

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 Year Ended December 31,
(in Millions)2017 2016 2015
Acquisition-related charges - DuPont
     
Legal and professional fees (1) (2)
$130.2
 $
 $
Inventory fair value amortization (3)
20.2
 
 
Acquisition-related charges - Cheminova (4)
     
Legal and professional fees (1) (2)
$
 $23.4
 $60.4
Inventory fair value amortization (3)

 
 57.8
(Gain)/loss on hedging purchase price (2)

 
 172.1
Total acquisition-related charges$150.4
 $23.4
 $290.3
____________________ 
(1)Represents transaction costs, costs for transitional employees, other acquired employee related costs and integration related legal and professional third-party fees.
(2)These charges are included in “Selling, general and administrative expense" on the consolidated statements of income (loss).
(3)These charges are included in “Costs of sales and services” on the consolidated statements of income (loss).
(4)Acquisition-related charges and restructuring charges to integrate Cheminova with FMC Agricultural Solutions were completed at the end of 2016.

ADJUSTED EARNINGS RECONCILIATION

The following chart, whichmost directly comparable GAAP measure. Adjusted EBITDA is provided to assist the readers of our financial statements depictswith useful information regarding our operating results. Our operating results are presented based on how we assess operating performance and internally report financial information. For management purposes, we report operating performance based on earnings before interest, income taxes, depreciation and amortization, discontinued operations, and corporate special charges. Our Adjusted Earnings measure excludes corporate special charges, net of income taxes, discontinued operations attributable to FMC stockholders, net of income taxes, and certain after-tax charges (gains).Non-GAAP tax adjustments. These items are excluded fromby us in the measuresmeasure we use to evaluate business performance and determine certain performance-based compensation. Organic Revenue Growth excludes the impacts of foreign currency changes, which we believe is a meaningful metric to evaluate our revenue changes. These after-tax items are discussed in detail within the “Other results"Other Results of operations”Operations" section that follows. Additionally, the chart below discloses our Non-GAAP financial measure “Adjusted after-tax earnings from continuing operations attributableIn addition to FMC stockholders” reconciled from the GAAP financial measure “Net income (loss) attributable to FMC stockholders.” We believe that this measure providesproviding useful information about our operating results to investors. Weinvestors, we also believe that excluding the effect of restructuringcorporate special charges, net of income taxes, and other income and charges, non-operating pension and postretirement charges, certain Non-GAAP tax adjustments from operating results and discontinued operations allows management and investors to compare more easily the financial performance of our underlying businessesbusiness from period to period. This measureThese measures should not be considered as a substitutesubstitutes for net income (loss) or other measures of performance or liquidity reported in accordance with U.S. GAAP.
(in Millions)Year Ended December 31,
2017 2016 2015
Net income (loss) attributable to FMC stockholders (GAAP)$535.8
 $209.1
 $489.0
Corporate special charges (income), pre-tax250.0
 141.8
 470.4
Income tax expense (benefit) on Corporate special charges (income) (1)
(67.5) (44.9) (137.8)
Corporate special charges (income), net of income taxes$182.5
 $96.9
 $332.6
Discontinued operations attributable to FMC Stockholders, net of income taxes(621.7) (80.7) (711.0)
Non-GAAP tax adjustments (2)
271.7
 32.4
 94.7
Adjusted after-tax earnings from continuing operations attributable to FMC stockholders (Non-GAAP)$368.3
 $257.7
 $205.3
____________________
(1)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.
(2)We exclude the GAAP tax provision, including discrete items, from the Non-GAAP measure of income, and instead include a Non-GAAP tax provision based upon the annual Non-GAAP effective tax rate. The GAAP tax provision includes certain discrete tax items including, but not limited to: income tax expenses or benefits that are not related to current year ongoing business operations; 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 changes in tax law which includes the impact of the Act enacted on December 22, 2017. Management believes excluding these discrete tax items assists investors and securities analysts in understanding the tax provision and the effective tax rate related to ongoing operations thereby providing investors with useful supplemental information about FMC's operational performance.


(in Millions)Year Ended December 31,
202020192018
Revenue$4,642.1 $4,609.8 $4,285.3 
Costs and Expenses
Costs of sales and services2,590.1 2,526.2 2,405.5 
Gross Margin$2,052.0 $2,083.6 $1,879.8 
Selling, general and administrative expenses729.7 792.9 790.0 
Research and development expenses287.9 298.1 287.7 
Restructuring and other charges (income)132.2 171.0 61.2 
Total costs and expenses$3,739.9 $3,788.2 $3,544.4 
Income from continuing operations before equity in (earnings) loss of affiliates, non-operating pension and postretirement charges (income), interest income, interest expense, and provision for income taxes (1)
$902.2 $821.6 $740.9 
Equity in (earnings) loss of affiliates— — (0.1)
Non-operating pension and postretirement charges (income)21.2 8.1 (0.5)
Interest income(0.1)(1.9)(1.4)
Interest expense151.3 160.4 134.5 
Income from continuing operations before income taxes$729.8 $655.0 $608.4 
Provision for income taxes150.9 111.5 70.8 
Income (loss) from continuing operations$578.9 $543.5 $537.6 
Discontinued operations, net of income taxes(28.3)(63.3)(26.1)
Net income (loss) (GAAP)$550.6 $480.2 $511.5 
Adjustments to arrive at Adjusted EBITDA:
Corporate special charges (income):
Restructuring and other charges (income) (3)
$132.2 $171.0 $61.2 
Non-operating pension and postretirement charges (income) (4)
21.2 8.1 (0.5)
Transaction-related charges (5)
53.3 77.8 156.5 
Discontinued operations, net of income taxes28.3 63.3 26.1 
Interest expense, net151.2 158.5 133.1 
Depreciation and amortization162.7 150.1 150.2 
Provision (benefit) for income taxes150.9 111.5 70.8 
Adjusted EBITDA (Non-GAAP) (2)
$1,250.4 $1,220.5 $1,108.9 
21
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____________________
In the discussion below, please refer(1)Referred to our chart titled "Segment Results Reconciliation" within the Results of Operations section. All comparisons are between the periods unless otherwise noted.as operating profit.
Segment Results
For management purposes, segment operating profit(2)Adjusted EBITDA is defined as segment revenueoperating profit excluding corporate special charges (income) and depreciation and amortization expense.
(3)See Note 9 to the consolidated financial statements included within this Form 10-K for details of restructuring and other charges (income).
(4)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 operating results 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 operating results noted above. These elements reflect the current year operating costs to our businesses for the employment benefits provided to active employees.
(5)Charges relate to the expensing of the inventory fair value step-up resulting from the application of purchase accounting, transaction costs, costs for transitional employees, other acquired employee related costs, integration related legal and professional third-party fees. Except for the completion of certain in-flight initiatives, primarily associated with the finalization of our worldwide ERP system, we completed the integration of the DuPont Crop Protection Business as of June 30, 2020. The TSA is now terminated and the last phase of the ERP system transition went live in November 2020 with a stabilization period that will go into the first quarter of 2021. Estimated remaining costs are expected to be less segment operating expenses (segment operating expenses consistthan $5 million for the completion of these defined in-flight initiatives during the remaining time period. Amounts represent the following:
Year Ended December 31,
(in Millions)202020192018
DuPont Crop Protection Business Acquisition (1)
Legal and professional fees (2)
$53.3 $77.8 $86.9 
Inventory fair value amortization (3)
— — 69.6 
Total transaction-related charges$53.3 $77.8 $156.5 
____________________ 
(1)As previously disclosed, in November 2017, we acquired certain assets relating to the crop protection business of E. I. du Pont de Nemours and Company, and the related research and development organization (the "DuPont Crop Protection Business").
(2)Represents transaction costs, costs for transitional employees, other acquired employees related costs, and transactional-related costs such as legal and professional third-party fees. These charges are recorded as a component of "Selling, general and administrative expense" on the consolidated statements of income (loss).
(3)These charges are included in "Costs of sales and services, selling, general and administrative expenses ("SG&A") and research and development expenses ("R&D"). We have excludedservices" on the following items from segment operating profit: corporate staff expense, interestconsolidated statements of income and expense associated with corporate debt facilities and investments, income taxes, gains (or losses) on divestitures of businesses,(loss).


ADJUSTED EARNINGS RECONCILIATION

(in Millions)Year Ended December 31,
202020192018
Net income (loss) attributable to FMC stockholders (GAAP)$551.5 $477.4 $502.1 
Corporate special charges (income), pre-tax (1)
206.7 256.9 217.2 
Income tax expense (benefit) on Corporate special charges (income) (2)
(23.8)(49.2)(52.8)
Corporate special charges (income), net of income taxes$182.9 $207.7 $164.4 
Adjustment for noncontrolling interest, net of tax on Corporate special charges (income)— — (0.5)
Discontinued operations attributable to FMC Stockholders, net of income taxes28.3 63.3 29.3 
Non-GAAP tax adjustments (3)
46.3 55.3 17.3 
Adjusted after-tax earnings from continuing operations attributable to FMC stockholders (Non-GAAP)$809.0 $803.7 $712.6 
____________________
(1)    Represents restructuring and other charges (income), non-operating pension and postretirement charges investment gains(income) and losses, losstransaction-related charges.
(2)    The income tax expense (benefit) on extinguishmentCorporate 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 debt, asset impairments, Last-in, First-out (“LIFO”) inventory adjustments, acquisition/divestiture related charges, business separation costs and otherthe non-GAAP performance measure.
(3)    We exclude the GAAP tax provision, including discrete items, from the Non-GAAP measure of income, and expense items.
Information about how each of these items relates to our businesses at the segment level and results by segment are discussed below and in Note 19 to our consolidated financial statements included in this Form 10-K.

Beginning in 2018 we will present earnings before interest, taxes, and depreciation and amortization ("EBITDA") by operating segment, which isinstead include a Non-GAAP financial measure. We define segment EBITDA as segment operating profittax provision based upon the annual Non-GAAP effective tax rate. The GAAP tax provision includes certain discrete tax
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items including, but not limited to: income tax expenses or benefits that are not related to current year ongoing business operations; 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 changes in tax law which includes the impact of the Tax Cuts and Jobs Act ("the Act") enacted on December 22, 2017. Management believes excluding depreciation and amortization expense. We believe that this Non-GAAP financial measure provides a useful metric for management and investors to better assess operating performance and enables transparency tothese discrete tax items assists investors and securities analysts in understanding the tax provision and the effective tax rate related to ongoing operations thereby providing investors with useful supplemental information about FMC's operational performance.

ORGANIC REVENUE GROWTH RECONCILIATION

 Twelve Months Ended December 31, 2020 vs. 2019
Total Revenue Change (GAAP)1%
Less: Foreign Currency Impact(6%)
Organic Revenue Change (Non-GAAP)7%

Results of Operations
In the discussion below, all comparisons are between the periods unless otherwise noted.

Revenue
2020 vs. 2019
Revenue of $4,642.1 increased $32.3 million, or approximately 1 percent versus the prior year period. The increase was driven by higher volumes, primarily in Latin America and Asia, which accounted for period-to-period comparabilityan approximate 4 percent increase, as well as favorable pricing which accounted for an approximate 3 percent increase. Foreign currency headwinds had an unfavorable impact of financial performance.approximately 6 percent on revenue. Excluding foreign currency impacts, revenue increased approximately 7 percent.
2019 vs. 2018
Revenue of $4,609.8 million increased $324.5 million, or approximately 8 percent versus the prior year period. The increase was driven by higher volumes, primarily in Latin America, and pricing which accounted for an approximate 8 percent and 3 percent increase, respectively, slightly offset by unfavorable foreign currency fluctuations of approximately 3 percent.
See below for a discussion of revenue by region.

Total Revenue by Region
Year Ended December 31,
(in Millions)202020192018
North America$1,032.5 $1,121.1 $1,090.8 
Latin America1,456.5 1,441.7 1,210.1 
Europe, Middle East and Africa (EMEA)1,046.3 1,001.8 966.0 
Asia1,106.8 1,045.2 1,018.4 
Total$4,642.1 $4,609.8 $4,285.3 


2020 vs. 2019
North America: Revenue decreased approximately 8 percent in the year ended December 31, 2020. Sales were impacted due to supply chain disruptions, including COVID-related factors associated with logistics and a tolling partner in the fourth quarter. Additionally, we had channel destocking in the first half of the year. We continued market expansion of the Lucento® fungicide, which had a strong second year, and Elevest™ insect control had a good launch year.
Latin America: Revenue increased approximately 1 percent, or approximately 17 percent excluding foreign currency headwinds, for the year ended December 31, 2020 compared to the prior year period due primarily to high-single digit volume growth and solid price increases. Brazil had robust demand for our products for soybeans and sugarcane, while there was reduced acreage for cotton.
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EMEA: Revenue increased approximately 4 percent versus the prior year period, or approximately 6 percent excluding foreign currency headwinds. Demand was driven by diamides on specialty crops, Battle® Delta herbicide on cereals and Spotlight® Plus herbicide on potatoes.
Asia: Revenue increased approximately 6 percent versus the prior year period, or approximately 9 percent excluding foreign currency headwinds, primarily driven by market expansion and share gains in India and the very strong market rebound in Australia. Our diamides were in high demand throughout the region in 2020, as we continue to grow on specialty crops like rice and fruit and vegetables.

2019 vs. 2018
North America: Revenue increased approximately 3 percent in the year ended December 31, 2019, primarily driven by volume growth and strength of Rynaxypyr® and Cyazypyr® actives on specialty crops, the launch of Lucento® fungicide, and strong herbicide sales in Canada.
Latin America: Revenue increased approximately 19 percent, or approximately 23 percent excluding foreign currency headwinds, for the year ended December 31, 2019 compared to the prior year period due primarily to strong demand in Brazil for insecticides on cotton, herbicides on sugarcane, and insecticides in soybean applications. Strong growth in Argentina, due to improved market access and strength of herbicides in soybean applications also contributed to the significant growth in the region.
EMEA: Revenue increased approximately 4 percent versus the prior year period, or approximately 10 percent excluding foreign currency headwinds, primarily due to the successful launch of Battle® Delta herbicides and Cyazypyr® insect control registrations across the region. Favorable weather, demand for our diamide products, and higher pricing throughout the region also contributed to the increase. These increases were partially offset by unfavorable foreign currency impacts.
Asia: Revenue increased approximately 3 percent versus the prior year period, or approximately 8 percent excluding foreign currency headwinds, primarily driven by continued strong growth in India and new products across the region. Partially offsetting the increases were adverse weather conditions in Australia and challenged rice markets in China.
In late March 2019, there was an explosion within an industrial park in China which impacted one plant operated by one of our contract manufacturing tollers. The local government had temporarily shut down the entire park to investigate the cause of the explosion. During 2020, our toller received approval for a phased re-opening that began during the fourth quarter and will continue through 2021. Our global manufacturing network provides significant supply chain flexibility. Due to the recent DuPont Crop Protection Business acquisition,strength of our partnerships and our alternate sourcing options, we acquired a large numberhave been able to secure supply of intangible assets and property, plant, and equipment.the active ingredients normally manufactured at this location.

Gross margin
2020 vs. 2019
Gross margin of $2,052.0 million decreased $31.6 million, or approximately 2 percent versus the prior year period. The depreciation and amortization ondecrease was primarily due to unfavorable foreign currency impacts.
Gross margin percent of approximately 44 percent slightly decreased from 45 percent in the intangible assets is expectedprior year period, primarily due to significantly increase our depreciation and amortization expense.unfavorable foreign currency headwinds.

2019 vs. 2018
FMC Agricultural Solutions
(in Millions)Year Ended December 31,
2017 2016 2015
Revenue$2,531.2
 $2,274.8
 $2,252.9
Operating Profit485.6
 399.9
 363.9

2017 vs. 2016
RevenueGross margin of $2,531.2$2,083.6 million increased $203.8 million, or approximately 11 percent versus the prior year period. Higher volumes contributed 12 percentGross margin, excluding transaction-related charges, increased versus the prior year period by $134.2 million. The increase was primarily due to the increase while favorable foreign currency had an impact of 1 percent. The acquired DuPont Crop Protection Business contributed 8 percent to these higher volumes, or approximately $193 million. These increases wererevenues driven by increased volume and pricing, partially offset by lowerhigher costs, primarily raw material costs.
Gross margin percent of approximately 45 percent slightly increased from approximately 44 percent in the prior year period. The increase from higher pricing which impacted revenuewas nearly offset by 2 percent.
Operating profithigher costs, primarily raw material costs. Gross margin percent, excluding transaction-related charges, of $485.6 million increased approximately 2145 percent remained relatively flat compared to the year-agoprior year period.

Selling, general, and administrative expenses
2020 vs. 2019
Selling, general and administrative expenses of $729.7 million decreased by $63.2 million, or approximately 8.0 percent versus the prior year period. Selling, general and administrative expenses, excluding transaction-related charges, decreased $38.7 million, or approximately 5 percent, versus the prior year period due to cost-saving measures implemented in response to the pandemic.
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2019 vs. 2018
Selling, general and administrative expenses of $792.9 million slightly increased by $2.9 million versus the prior year period. Selling, general and administrative expenses, excluding transaction-related charges, increased $12.0 million, or approximately 2 percent, versus the prior year period.

Research and development expenses
2020 vs. 2019
Research and development expenses of $287.9 million decreased $10.2 million, or approximately 3 percent versus the prior year period due to cost-saving measures taken in response to the COVID-19 pandemic, but we did not cancel any research and development projects. We phased some projects differently to allow lower costs this year in response to the pandemic without fundamentally impacting long-term timelines.
2019 vs. 2018
Research and development expenses of $298.1 million increased $10.4 million, or approximately 4 percent versus the prior year period primarily due to investments in our global discovery and product development.

Adjusted EBITDA (Non-GAAP)
2020 vs. 2019
Adjusted EBITDA of $1,250.4 million increased $29.9 million, or approximately 2 percent versus the prior year period. The increase was due to higher volumes, discussed above impacted the change in operating profit by 43higher pricing, and strong cost management which accounted for approximately 9 percent, 9 percent, and favorable6 percent increases respectively. These factors offset foreign currency impacted the change in operating profit by 5 percent. The acquired business represented a majority of these higher volumes. Offsetting these increases were lower pricingfluctuations which had an unfavorable impact of 11approximately 22 percent as well as higher costs which unfavorably impacted the segment by 16on Adjusted EBITDA.
2019 vs. 2018
Adjusted EBITDA of $1,220.5 million increased $111.6 million, or approximately 10 percent to the increase. The higher costs were also due to the recently acquired business.
For 2018, full-year segment revenue is expected to be approximately $3.95 billion to $4.15 billion and full-year segment EBITDA is expected to be approximately $1.05 billion to $1.15 billion. Full-year depreciation and amortization is expected to be approximately $145 million. We anticipate legacy FMC Agricultural Solutions revenue will grow 2 to 4 percent, while the acquired business is expected to grow by 6 to 10 percent.

FMC Agricultural Solutions Pro Forma Financial Results with Cheminova

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FMC Agricultural Solutions Pro Forma Financial Results
 Twelve Months Ended December 31,
(in Millions)2016 2015
Revenue   
Revenue, FMC Agricultural Solutions, as reported (1)
$2,274.8
 $2,252.9
Revenue, Cheminova, pro forma (2)

 362.0
Pro Forma Combined, Revenue (3)
$2,274.8
 $2,614.9
Operating Profit   
Operating Profit, FMC Agricultural Solutions, as reported (1)
$399.9
 $363.9
Operating Profit, Cheminova, pro forma (2)

 19.9
Pro Forma Combined, Operating Profit (3)
$399.9
 $383.8
___________________
(1)As reported amounts are the results of operations of FMC Agricultural Solutions, including the results of the Cheminova acquisition from April 21, 2015 onward.
(2)Cheminova pro forma amounts include the historical results of Cheminova, prior to April 21, 2015. These amounts also include adjustments as if the Cheminova transaction had occurred on January 1, 2015, including the effects of acquisition accounting. The pro forma amounts do not include adjustments for expenses related to integration activities, cost savings or synergies that may have been or may be achieved by the combined segment.
(3)The pro forma combined amounts are not necessarily indicative of what the results would have been had we acquired Cheminova on January 1, 2015 or indicative of future results. For the twelve months ended December 31, 2016, pro forma results and actual results are the same.

Actual Results for 2016 vs. Pro Forma Combined Results for 2015
Revenue of $2,274.8 million decreased approximately 13 percent versus pro forma combined revenue the prior year period. VolumesThe increase was due to the strong demand which led to higher volumes and higher pricing as discussed above which contributed approximately 18 percent and 12 percent to 14 percent of the declineincrease, respectively. The price increases were primarily seen in Latin America. These factors more than offset the higher costs, primarily driven by higher raw material costs, and unfavorable foreign currency contributed another one percent to the decline. These declines were partially offset by favorable pricingfluctuations which contributed a 2 percent increase. The lower volumes were partially due to actions we took to eliminate certain product sales in Latin America. Refer to the chart below for discussion on revenue by region. These actions reduced revenue by approximately $175 million compared to the pro forma revenue for 2015.
Operating profit of $399.9 million increased approximately 4 percent compared to the pro forma combined operating profit for the prior period. Improved pricing and mix impacted pro forma operating profit by 10 percent which was predominantly experienced in both Brazil and North America and favorable foreign currency impacted pro forma results by 4 percent. Lower costs, primarily selling, general and administrative in nature also favorably impacted results by 10 percent. The lower volumes noted above had a negative impact on pro forma operating profit of 20 percent.

FMC Agricultural Solutions Combined Revenue by Region
 Twelve Months Ended December 31,
(in Millions)2017 2016 
2015 (1)
Europe, Middle East and Africa (EMEA) (2) (6)
$523.8
 $516.3
 $585.7
North America (3) (7)
626.7
 557.8
 595.2
Latin America (4) (8)
866.6
 758.8
 965.3
Asia (5) (9)
514.1
 441.9
 468.7
Total$2,531.2
 $2,274.8
 $2,614.9
___________________
(1)Combined revenue by region for the twelve months ended December 31, 2015 includes the results of Cheminova assuming the acquisition occurred on January 1, 2015. The pro forma combined revenue by region amounts are not necessarily indicative of what the results would have been had we acquired Cheminova on January 1, 2015 or indicative of future results.

2017 vs. 2016

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(2)Increase in the twelve months ended December 31, 2017 was driven by strong sales in France as we moved to direct market access. Additionally, favorable pricing and new product launches in cereal herbicides and fungicides contributed to the increase. These increases were partially offset by a late start to the season in Northwestern Europe in the first quarter of 2017.
(3)Increase in the twelve months ended December 31, 2017 was driven by strong demand for both pre- and post-emergent herbicides, as well as foliar insecticides.
(4)Increase for the twelve months ended December 31, 2017 was driven by growth in soybean applications in Brazil, as well as increased insecticide volumes in Argentina and Mexico. Additionally, successful product launches contributed to the revenue increase.
(5)The increase in the twelve months ended December 31, 2017 was primarily due to successful product launches in China, strong demand for rice insecticides in Indonesia and increased herbicide demand in Australia.

Actual Results for 2016 vs. Pro Forma Combined Results for 2015

(6)Decrease in the twelve months ended December 31, 2016 was driven by unfavorable weather in both Central and Western Europe. Additionally, the shift in the timing of sales as a result of our change to a direct market access model across Europe and product rationalization each contributed to the decline in revenue.
(7)Decrease in the twelve months ended December 31, 2016 was driven by elevated channel inventory levels and lower demand due to the deterioration in farm incomes which resulted in more cautious purchasing decisions.
(8)Lower sales volumes in Brazil contributed to the reduction in revenue for the twelve months ended December 31, 2016. Continued product rationalization resulted in lower revenues as well as the decision to allow the existing channel inventory to reduce. The volumes were also impacted by our disciplined approach to reduce our credit exposure in Brazil. Additionally, foreign exchange headwinds from the Mexican Peso contributed to the revenue decrease.
(9)Decline in the twelve months ended December 31, 2016 was driven by softer demand in China as well as our actions to reduce channel inventories in India, following two years of drought.

FMC Lithium
(in Millions)Year Ended December 31,
2017 2016 2015
Revenue$347.4
 $264.1
 $238.1
Operating Profit126.7
 70.2
 23.0
2017 vs. 2016
Revenue of $347.4 million increased by approximately 32 percent versus the prior-year period driven by improved pricing and mix, which accounted for a 23 percent increase. Additionally, higher volumes impacted revenue by 9 percent. Foreign currency had a minimal impact on the change in revenue.Adjusted EBITDA by approximately 15 percent and 5 percent, respectively.
Segment operating profit
Other Results of $126.7Operations
Depreciation and amortization
2020 vs. 2019
Depreciation and amortization of $162.7 million increased $12.6 million, or approximately $57 million versus the year ago period. The improved pricing and mix noted above impacted operating profit by approximately $60 million while volume contributed8 percent, as compared to the change by $112019 of $150.1 million. These increases were offset by higher raw material prices and energy prices as well as expansion related costs by approximately $13 million. Foreign currency had a negative impact of less than $1 million on the change in operating profit.
Full year segment revenue is expected to be approximately $420 million to $460 million for 2018 and full-year segment EBITDA is expected to be approximately $180 million to $200 million. Full-year depreciation and amortization is expected to be approximately $20 million.

2016 vs. 2015
Revenue of $264.1 million increased by approximately 11 percent versus the prior-year period driven by favorable pricing of Carbonate, Chloride, and Hydroxide, which accounted for 14 percent of the change. This was offset by lower volumes due to increased demand from downstream products, which impacted revenues by 3 percent.
Segment operating profit of $70.2 million increased approximately $47 million versus the year ago period. The favorable pricing noted above impacted operating profit by approximately $33 million while volume had a negative impact on operating profit of $3 million. Favorable foreign currency impacts increased operating profit by approximately $3 million. Additionally, lower raw material prices, lower energy prices and increased manufacturing efficiencies improved operating profit by approximately $14 million.

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Corporate and other
Corporate expenses are included as a component of the line item “Selling, general and administrative expenses” except for last in, first-out (LIFO) related charges that are included as a component of "Cost of sales and other services" on our consolidated statements of income (loss).
2017 vs. 2016
Corporate and other expenses of $102.4 million increased by $17.8 million from $84.6 million in 2016. The increase was driven by approximately $6 million of corporate incentives due to higher business results and share-based compensation. Additionally, the prior period included approximately $7 million of LIFO income that did not recur in 2017. The remaining increase was due to other corporate items including corporate facility costs, foreign exchange losses and other shared corporate costs.
2016 vs. 2015
Corporate and other expenses of $84.6 million increased by $21.6 million from $63.0 million in the same period in 2015. Approximately $10 million of the increase ismostly driven by the higher incentive compensation due to improved business performance as well as costs associated withimpacts of the relocationamortization effects of the completion of various phases of our Corporate headquartersERP implementation which totaledincreased amortization expense by approximately $2$10 million. The remaining $9
2019 vs. 2018
Depreciation and amortization of $150.1 million increase was primarily the resultremained relatively flat as compared to 2018 of other project initiatives.$150.2 million.


Interest expense, net
20172020 vs. 20162019
Interest expense, net of $79.1$151.2 million increaseddecreased by $7.3 million, or approximately 265 percent, compared to $62.9$158.5 million in 2016.2019. The decrease was driven by lower term loan balances which decreased interest expense by approximately $17 million, lower LIBOR rates which decreased interest expense by approximately $20 million and partially offset by the impacts of our third quarter 2019 debt offering which increased interest expense by approximately $30 million.
2019 vs. 2018
Interest expense, net of $158.5 increased by $25.4 million, or approximately 19 percent compared to $133.1 million in 2018. The increase was driven by the impactsissuance of the Senior Notes discussed further below, which increased interest expense by approximately $7 million, and higher average foreign debt balances ofthroughout the year, which increased interest expense by approximately $6 million, the addition of the 2017 Term Loan Facility of $6 million, and increases in interest rates of approximately $4$17 million.
2016 vs. 2015
Interest expense, net
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Table of $62.9 million increased by 3 percent as compared to $60.9 million in 2015. The slight increase was due to higher foreign debt balances, partially offset by lower term balance and other minor factors.Contents

Corporate special charges (income)
Restructuring and other charges (income)
Our restructuring and other charges (income) are comprised of restructuring, assets disposals and other charges (income) as described below:
Year Ended December 31, Year Ended December 31,
(in Millions)2017 2016 2015(in Millions)202020192018
Restructuring charges and asset disposals$16.3
 $43.4
 $124.0
Restructuring chargesRestructuring charges$42.6 $62.2 $124.1 
Other charges (income), net65.1
 51.6
 26.3
Other charges (income), net89.6 108.8 (62.9)
Total restructuring and other charges (income) (1)
$81.4
 $95.0
 $150.3
Total restructuring and other charges (income) (1)
$132.2 $171.0 $61.2 
_______________
(1)    See Note 7 within9 to the consolidated financial statements included in this Form 10-K for more information.


20172020
Restructuring and asset disposal charges in 2017 were2020 primarily consisted of $40.2 million of charges associated with the integration of the DuPont Crop Protection Business which was completed during the second quarter of 2020 except for certain in-flight initiatives. These charges in our FMC Lithium segment of $7.8 million related to miscellaneous restructuring.included severance, accelerated depreciation on certain fixed assets, and other costs (benefits). There were also impairment charges of intangible assets within FMC Agricultural Solutions of $2.2 million. In Corporate, there were asset write-downs of approximately $5.5 million. Amounts also includeother miscellaneous restructuring charges of $0.8$2.4 million.
Other charges (income), net in 20172020 includes $65.6 million of charges related to our acquisition of the remaining rights for Fluindapyr active ingredient assets from Isagro. See Note 9 for further information regarding this matter. Additional charges of $24.9 million consists of charges of environmental sites.
2019
Restructuring charges in 2019 primarily consisted of a $42.1$34.1 million impairment on certain indefinite-lived intangible assets from the acquired DuPont Crop Protection Business Acquisition as a result of a triggering event duecharges related to the Act. Otherour decision to exit sales of all carbofuran formulations globally and $26.4 million of charges (income) also includes $16.6 million for continuing environmental sites treated as Corporate charges. Additionally, we incurred exit costs of $4.8 million resulting from the termination and de-consolidation of our interest in a variable interest entity that was previously consolidated and was part of our FMC Agricultural Solutions segment. We had other miscellaneous charges, net of approximately $1.6 million.
2016

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Restructuring and asset disposal charges in 2016 totaled $43.4 million. Included in this were final charges totaling $42.3 million associated with the integration of Cheminova into our existing FMC Agricultural Solutions segment. This amountthe DuPont Crop Protection Business. These charges included final adjustments to severances, long lived asset write offs, contract termination costsseverance, accelerated depreciation on certain fixed assets, and other miscellaneous items.costs (benefits). There were other miscellaneous restructuring charges of $1.1$1.7 million.
Other charges (income), net in 2016 consisted2019 primarily consists of $36.8charges of environmental sites. During the fourth quarter of 2019, we recorded a charge of $72.8 million for continuing environmental sites treated as Corporate charges, $13.2 million associated with a license agreement to obtain certain technology and intellectual property rights for new compounds still under development and $4.2 million as a result of an unfavorable court ruling we received in relation to the Argentina government's action to devalue its currency. These charges were offset by other miscellaneous incomePocatello Tribal Litigation at one of $2.6 million.our environmental sites. See Note 12 for further information regarding this matter.
20152018
Restructuring and asset disposal charges in 2015 totaled $124.0 million. Included in this2018 were significant charges totaling $118.3 millionprimarily associated with restructuring charges as part ofassociated with the integration of Cheminova intothe DuPont Crop Protection Business. These charges primarily consisted of approximately $59 million of charges related to the change in our existing FMC Agricultural Solutions segment. The Cheminovamarket access model in India and approximately $28 million of charges included those associated withdue to our decision to exit the sale of Consagro, which amountedEwing R&D center. Refer to $64.5 million. There were other miscellaneousNote 9 for more information. Other restructuring charges in both FMC Agricultural Solutions and Corporaterelated to the integration of $5.7the acquired DuPont Crop Protection Business totaled approximately $22 million.
Other charges (income), net in 2015 consisted2018 primarily consists of income from the gain on sales of $87.2 million from the divestment of a portion of FMC's European herbicide portfolio to Nufarm Limited and certain products of our India portfolio to Crystal Crop Protection Limited. These divestitures satisfied FMC's commitment to the European Commission and the Competition Commission of India, respectively, for regulatory requirements in order to complete the DuPont Crop Protection Acquisition. Additionally, there were environmental related charges of $21.7 million the impacts of the Argentina currency devaluation in December of 2015 of $10.7 million,for remediation activities and $20.5$2.6 million of expenses associated with acquired in-process research and development activity. Partially offsetting these amounts was a gain of $26.6 million related to the sale of our remaining ownership interest in a Belgian-based pesticide distribution company, Belchim Crop Protection N.V. ("Belchim").

other charges.
Non-operating pension and postretirement (charges) income
Non-operating pension and postretirement (charges) income are included in “Selling, general and administrative expenses” on our consolidated statements of income (loss).
20172020 vs. 20162019
The charge for 20172020 was $18.2$21.2 million compared to $23.4$8.1 million in 2016.2019. The decrease wasincrease in non-operating pension and post retirement charges (income) is attributable to the resultcontinued approach of $22.8 million lower amortizationusing the smoothed market related value of net actuarial lossesassets (MRVA) as a resultopposed to the actual fair value of a changeplan assets in estimatethe determination of 2020 expense. This continued approach will create some volatility in fiscal 2017 to amortize the gains and losses over the expected life timeour non-operating periodic pension cost since our qualified pension plan is 100 percent fixed income securities.
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Table of the inactive population rather than the average remaining service period of the active participants which was partially offset by an increase of $15.4 million for recognized losses due to plan settlements. See Note 13 for more information.Contents
20162019 vs. 20152018
The charge for 20162019 was $23.4$8.1 million compared to $29.8income of $0.5 million in 2015.2018. The decrease in chargeschange was in part due to lower expected return on plan assets of approximately $10 million resulting from the estimation method usedfull shift to a fixed income investment portfolio for the full year of 2019 versus the shift to a primarily fixed income investment portfolio for only a portion of the year in 2016 to calculate the interest cost components of our net periodic benefit cost as described in the Critical Accounting Policies section of Item 7 within this Form 10-K. The decrease was also the result of $15.1 million lower amortization of net actuarial losses. These decreases were partially offset by an increase of $17.7 million for recognized losses due to plan settlements.2018. See Note 1315 for more information.


Acquisition-relatedTransaction-related charges
A detailed description of the acquisitiontransaction related charges is included in Note 195 to the consolidated financial statements included within this Form 10-K and in the Segment Results Reconciliation above within the "Results of Operations" section of the Management's Discussion and Analysis.10-K.

Provision for income taxes    
A significant amount of our earnings is generated by our foreign subsidiaries (e.g. Denmark, Singapore and Hong Kong), which tax earnings at lower rates than the United States federal statutory rate. Our future effective tax rates may be materially impacted by numerous items including: a future change in the composition of earnings from foreign and domestic tax jurisdictions, as earnings in foreign jurisdictions are typically taxed at more favorable rates than the United States federal statutory rate; accounting for uncertain tax positions; business combinations; expiration of statute of limitations or settlement of tax audits; changes in valuation allowance; changes in tax law; and the potential decision to repatriate certain future foreign earnings on which United States or foreign withholding taxes have not been previously accrued. As a result of the Act, we currently estimate our effect tax rate for 2018 will increase by low single digits as a result of a minimum tax on overseas income, combined with a restriction on the use of foreign tax credits to offset this additional tax. In foreign jurisdictions, with a tax rate outside the U.S. of less than around 13 percent, we will have an additional U.S. tax bill under the GILTI provisions of the Act.

Provision for income taxes for 20172020 was expense of $264.1$150.9 million resulting in an effective tax rate of 146.1 percent primarily attributable to the $315.9 million of provisional tax expense associated with the Act.20.7 percent. Provision for income taxes for 20162019 was

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expense of $50.1$111.5 million resulting in an effective tax rate of 27.7 percent and provision17.0 percent. Provision for income taxes for 20152018 was $5.2expense of $70.8 million resulting in an effective tax rate of negative 2.511.6 percent. During 2015, our FMC Agricultural Solutions business in Brazil experienced significant current and cumulative losses driven by unfavorable market conditions. As of December 31, 2016, sufficient positive evidence to realize the net deferred tax assets in Brazil was not available and a full valuation allowance against those assets remains established. Note 1113 to the consolidated financial statements included in this Form 10-K includes more details on the drivers of the GAAP effective rate and year-over-year changes. We believe showing the reconciliation below of our GAAP to Non-GAAP effective tax rate provides investors with useful supplemental information about our tax rate on the core underlying business.


 Year Ended December 31,
202020192018
(in Millions)Income (Expense)Tax Provision (Benefit)Effective Tax RateIncome (Expense)Tax Provision (Benefit)Effective Tax RateIncome (Expense)Tax Provision (Benefit)Effective Tax Rate
GAAP - Continuing operations$729.8 $150.9 20.7 %$655.0 $111.5 17.0 %$608.4 $70.8 11.6 %
Corporate special charges (income)206.7 23.8 256.9 49.2 217.2 52.8 
Tax adjustments (1)
(46.3)(55.3)(17.3)
Non-GAAP - Continuing operations$936.5 $128.4 13.7 %$911.9 $105.4 11.6 %$825.6 $106.3 12.9 %
 Twelve Months Ended December 31,
 2017 2016 2015
(in Millions)Income (Expense)Tax Provision (Benefit)Effective Tax Rate Income (Expense)Tax Provision (Benefit)Effective Tax Rate Income (Expense)Tax Provision (Benefit)Effective Tax Rate
GAAP - Continuing operations$180.8
$264.1
146.1% $180.8
$50.1
27.7% $(207.4)$5.2
(2.5)%
Corporate special charges250.0
67.5
  141.8
44.9
  470.4
137.8
 
Tax adjustments (1)
 (271.7)   (32.4)   (94.7) 
 $430.8
$59.9
13.9% $322.6
$62.6
19.4% $263.0
$48.3
18.4 %
_______________
_______________  
(1)Tax adjustments in 2020, 2019, and 2018 are materially attributable to the effects of certain changes in prior year tax matters and the realizability of deferred tax assets in certain jurisdictions. Tax adjustments in 2018 also include the effects of the Act, primarily related to the one-time transition tax and the decrease in the U.S. federal tax rate. See Note 13 to the consolidated financial statements included within this Form 10-K for additional discussion.
(1)Tax adjustments in 2017 were primarily associated with the provisional income tax expense recorded as a result of the enactment of the Act in December 2017. See Note 11 for additional discussion. Tax adjustments in 2016 were primarily associated with valuation allowance adjustments to U.S. state deferred tax balances. Tax adjustments in 2015 were primarily associated with valuation allowance adjustments taken in our Brazil subsidiaries.


The primary drivers for the decreasefluctuations in the year-to-date effective tax rate for 2017 compared to 2016each period are shownprovided in the table above. The remaining change wasExcluding the items in the table above, the changes in the non-GAAP effective tax rate were primarily due to reduced domestic earnings in our FMC Agricultural Solutions business and the impact of the full integrationgeographic mix of Cheminova intoearnings among our global supply chain.subsidiaries. See Note 13 to the consolidated financial statements for additional details related to the provisions for income taxes on continuing operations, as well as items that significantly impact our effective tax rate.
Discontinued operations, net of income taxes
Our discontinued operations, in periods up to its sale,disposition, represent our discontinued FMC Lithium and FMC Health and Nutrition and FMC Alkali Chemicals business results as well as adjustments to retained liabilities from other previously discontinued operations. The primary liabilities retained include environmental liabilities, other postretirement benefit liabilities, self-insurance, long-term obligations related to legal proceedings and historical restructuring activities. See Note 911 to the consolidated financial statements for additional details on our discontinued operations.

20172020 vs. 20162019
Discontinued operations, net of income taxes represented incomea loss of $621.7$28.3 million in 20172020 compared to incomea loss of $81.0$63.3 million in 2016.2019. The increaseloss during both periods was primarily driven bydue to adjustments related to the divestitureretained liabilities from our previously discontinued operations. Offsetting the loss in both 2019 and 2020 were the gain on sale of FMC Healthtwo parcels of land in our discontinued site in Newark, California of $21 million and Nutrition to DuPont which resulted in an after-tax gain of approximately $727 million. Amount also includes the impairment charge of approximately $148$24 million, net of taxtaxes, respectively. Additionally, during 2019, we included the net loss from our discontinued FMC Lithium segment, primarily due to write down our Omega-3 businessseparation-related costs, up to its sales price.separation date on March 1, 2019.
20162019 vs. 20152018
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Discontinued operations, net of income taxes represented incomea loss of $81.0$63.3 million in 20162019 compared to a loss of $26.1 million in 2018. 2019 included the net loss from our discontinued FMC Lithium segment, primarily due to separation-related costs, up to its separation date on March 1, 2019, compared to income for the full year in 2018. Offsetting the loss was the gain on sale from the sale of $711.1 million in 2015. The change was driven by the divestiturefirst of two parcels of land of our discontinued FMC Alkali Chemicals divisionsite in Newark, California in 2019. During 2018, we recorded a charge of approximately $106 million as a result of active negotiations for a settlement agreement primarily to address discontinued operations at our Middleport, New York plant which resultedwas the subject of an Administrative Order on Consent entered into with the EPA and NYSDEC in an after-tax gain1991. The charge consisted of $702.1 millionincremental estimated costs of remediation for certain offsite operable units associated with historic site operations as we engaged in 2015.settlement discussions with NYSDEC to resolve the path forward regarding remediation. Refer to Note 12 for further details.

Net income (loss) attributable to FMC stockholders

20172020 vs. 20162019
Net income (loss) attributable to FMC stockholders increased to $535.8$551.5 million from $209.1$477.4 million. The higher results were driven by a slight increase was primarily duein revenue as well as cost-saving measures in selling, general, and administrative and research and development expenses in response to the gain on sale recorded inpandemic. Restructuring and other charges were $38.8 million lower versus prior year and discontinued operations net ofexpense decreased $35 million compared to the prior year. These increases to income were partially offset by higher tax expense and higher provision for income taxes as discussed above, offset by the impacts of U.S. Tax Reform$39.4 million and increases in acquisition-related charges. Refer to Note 11 to these consolidated financial statements.higher non-operating pension and postretirement charges of $13.1 million.
20162019 vs. 20152018
Net income (loss) attributable to FMC stockholders decreased to $209.1$477.4 million from $489.0$502.1 million. The decrease was primarily due to the gain from the sale ofhigher costs and expenses, particularly restructuring and other charges associated with environmental remediation at our discontinued FMC Alkali Chemicals division in 2015 whichdecommissioned plant near Pocatello, higher tax provisions, and higher net interest expense. This was partially offset by lower acquisition-related costs in 2016.

higher adjusted EBITDA from higher volumes and pricing.
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Liquidity and Capital Resources
Cash and cash equivalents at December 31, 20172020 and 2016,2019, were $283.0$568.9 million and $64.2$339.1 million, respectively. We held more cash on the balance sheet as a result of significantly increased cash from operations year over year and held it in advance of a seasonal working capital build in the first quarter. Of the cash and cash equivalents balance at December 31, 2017, $97.22020, $560.5 million was held by our foreign subsidiaries. As a result of the Act, we recognized a one-time transition tax on the deemed repatriation of foreign earnings and the remeasurement of the Company’s U.S. net deferred tax asset. See Note 11 to these consolidated financial statements for more information. The cash held by foreign subsidiaries for permanent reinvestment is generally used to finance the subsidiaries’ operating activities and future foreign investments. We have not provided additional income taxes for any additionalother outside basis differences inherent in our investments in subsidiaries because the investments and related unremitted earnings are essentially permanent in duration or we have concluded that no additional tax liability will arise upon disposal. Determining the amount of unrecognized deferred tax liability related to any remaining undistributed foreign earnings not subjectdisposal or remittance. See Note 13 to the transition tax and additional outside basis difference in these entities (i.e., basis difference in excess of that subject to the one-time transition tax) is not practicable or in process and not yet complete. We are still in the process of analyzing the impact of the Act on our indefinite reinvestment assertion.consolidated financial statements included within this Form 10-K for more information.
At December 31, 2017,2020, we had total debt of $3,185.6$3,267.8 million as compared to $1,893.0$3,258.8 million at December 31, 2016.2019. Total debt included $2,993.0$2,929.5 million and $1,798.8$3,031.1 million of long-term debt (excluding current portions of $101.2$93.6 million and $2.4$82.8 million) at December 31, 2020 and 2019, respectively. Early in the second quarter of 2020 we amended the Revolving Credit Facility and 2017 Term Loan Agreements to increase the maximum leverage ratio, in order to address potential liquidity constraints that might arise due to the COVID-19 pandemic. Although we had not then, and 2016, respectively.have not since, experienced any liquidity issues as a result of the economic impacts of the pandemic, we determined that it would be prudent to take this step, as the higher leverage ratio provides significant headroom above any of the COVID-19 related scenarios assessed by the company. Additionally, during the second quarter we fully repaid the $500 million revolver draw made late in the first quarter at the height of the pandemic’s impact on short-term financing markets. As of December 31, 2017,2020, we were in compliance with all of our debt covenants. See Note 1214 in the consolidated financial statements included in this Form 10-K for further details. Following the DuPont Crop Protection Business Acquisition, the maximumWe remain committed to solid investment grade credit metrics, and expect full-year average leverage ratio temporarily stepped up to 4.75 from 3.5 and will step down to 4.5be in accordanceline with the provisions of the Credit Facility and the 2014 and 2017 Term Loan Facilitiesthis commitment in the third quarter of 2018. We will take a variety of steps, if necessary, to ensure compliance with the maximum leverage ratio at the applicable measurement dates.
On November 1, 2017, we borrowed $1.5 billion under our previously announced senior unsecured term loan facility to finance the DuPont Crop Protection Business Acquisition. $1.2 billion was used to fund a cash payment to DuPont. The remaining $300 million will be used to pay various obligations related to the transaction, including taxes payable on the gain from the sale of FMC Health and Nutrition. See Note 12 in the consolidated financial statements included in this Form 10-K for further details.2020.
The increasedecrease in long-term debt was primarily due to paydowns on the drawing down of funds2017 Term Loan Facility, which is scheduled to mature on November 1, 2022. The borrowings under the 2017 Term Loan Facility and increased foreign debt balances, which were partially offset by prepayments of the 2014 Term Loan Facility. At December 31, 2017, $450.0 million and $1,500.0 million remained outstanding under the 2014 and 2017 Term Loan Facilities, respectively. The scheduled maturities of the 2014 and 2017 Term Loan Facilities are on April 21, 2020 and November 1, 2022, respectively. The borrowings under the 2014 and 2017 Term Loan Facilities will bear interest at a floating rate, which will be a base rate or a Eurocurrency rate equal to the London interbank offered rate for the relevant interest period, plus in each case an applicable margin, as determined in accordance with the provisions of the 2014 and 2017 Term Loan Facilities.Facility. The decrease in long-term debt was offset by the increase in short-term debt.
Our short-term debt which consists of foreign borrowings and our commercial paper program. Foreign borrowings increaseddecreased from $85.5$144.9 million at December 31, 20162019 to $91.4$98.4 million at December 31, 20172020 while outstanding commercial paper decreased $6.3 million.increased from zero at December 31, 2019 to $146.3 million at December 31, 2020. We provide parent-company guarantees to lending institutions providing credit to our foreign subsidiaries.
Our commercial paper program allows us to borrow at rates generally more favorable than those available under our credit facility. At December 31, 2017,2020, we had no$146.3 million borrowings outstanding under the commercial paper program.program at an average borrowing rate of 0.5 percent. Our commercial paper balances fluctuate from year to year depending on working capital needs and status on receivables collections.

Revolving Credit Facility and 2017 Term Loan Agreement Amendment


On April 22, 2020, we amended both our Revolving Credit Agreement and 2017 Term Loan Agreement which, among other things, increased the maximum leverage ratio financial covenant and added a negative covenant restricting purchases of the Company’s stock if at any time the maximum leverage ratio exceeds 3.5 through the period ending June 30, 2021. See Note 14 for further details.
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Statement of Cash Flows
Cash provided (required) by operating activities was $314.5$736.8 million,, $368.9 $555.6 million and $(471.2)$362.7 million for 2017, 20162020, 2019 and 2015,2018, respectively.

The table below presents the components of net cash provided (required) by operating activities. For comparability, the prior period amounts for "Change in all other operating assets and liabilities" have been recast to reflect the current period presentation.
(in Millions)Twelve months ended December 31,
2017 2016 2015
Income (loss) from continuing operations before equity in (earnings) loss of affiliates, interest income and expense and income taxes$259.8
 $243.2
 $(146.5)
Corporate special charges and depreciation and amortization (1)
363.0
 242.9
 547.2
Operating income before depreciation and amortization (Non-GAAP)$622.8
 $486.1
 $400.7
Change in trade receivables, net (2)
(262.4) 11.8
 140.6
Change in inventories (3)
(96.8) 79.0
 27.8
Change in accounts payable (4)
331.7
 (29.7) (294.4)
Change in accrued customer rebates (5)
16.9
 (5.2) 9.5
Change in advance payments from customers (6)
140.5
 (10.0) 60.6
Change in all other operating assets and liabilities (7)
(166.9) 84.8
 30.8
Cash basis operating income (Non-GAAP)$585.8
 $616.8
 $375.6
Restructuring and other spending (8)
(8.2) (18.0) (24.7)
Environmental spending, continuing, net of recoveries (9)
(20.5) (28.1) (32.2)
Pension and other postretirement benefit contributions (10)
(56.5) (65.8) (75.4)
Net interest payments (11)
(82.2) (62.0) (56.8)
Tax payments, net of refunds (12)
(25.0) (50.2) (331.1)
Excess tax benefits from share-based compensation (13)

 (0.4) (1.4)
Payments associated with the Cheminova purchase price hedges (14)

 
 (264.8)
Acquisition legal and professional fees (15)
(78.9) (23.4) (60.4)
Cash provided (required) by operating activities of continuing operations$314.5
 $368.9
 $(471.2)
(in Millions)Year ended December 31,
202020192018
Income (loss) from continuing operations before equity in (earnings) loss of affiliates, non-operating pension expense and postretirement charges, interest expense, net and income taxes$902.2 $821.6 $740.9 
Restructuring and other charges (income), transaction-related charges and depreciation and amortization348.2 398.9 367.9 
Operating income before depreciation and amortization (Non-GAAP)$1,250.4 $1,220.5 $1,108.8 
Change in trade receivables, net (1)
(71.8)(123.5)(281.5)
Change in guarantees of vendor financing64.8 8.6 15.4 
Change in advance payments from customers (2)
(145.5)34.1 80.2 
Change in accrued customer rebates (3)
17.2 (85.8)104.1 
Change in inventories (4)
(59.7)6.4 (200.7)
Change in accounts payable (5)
61.8 103.0 166.7 
Change in all other operating assets and liabilities (6)
(68.2)(208.5)(187.5)
Operating cash flows (Non-GAAP)$1,049.0 $954.8 $805.5 
Restructuring and other spending (7)
(17.9)(18.6)(25.2)
Environmental spending, continuing, net of recoveries (8)
(1.9)(18.3)(20.3)
Pension and other postretirement benefit contributions (9)
(4.6)(13.4)(37.5)
Net interest payments (10)
(141.8)(140.9)(133.4)
Tax payments, net of refunds (11)
(82.1)(130.9)(125.3)
Transaction and integration costs (12)
(63.9)(77.1)(101.1)
Cash provided (required) by operating activities of continuing operations$736.8 $555.6 $362.7 
____________________ 
(1)Represents the sum of corporate special charges and depreciation and amortization.
(2)
The changes in cash flows related to trade receivables in 2017 and 2016 were primarily driven by timing of collections. Note, that approximately $213 million of the change in receivables for 2017 was due to receivable build from the acquired DuPont Crop Protection Business as we did not acquire any receivables as part of the transaction. Collection timing is more pronounced in our FMC Agricultural Solutions business where sales, particularly in Brazil, can have a longer collection period. Additionally, timing of collection is impacted as amounts for both periods include carry-over balances remaining to be collected in Latin America, where collection periods are measured in months rather than weeks. During 2017, we collected approximately $848 million of receivables in Brazil. A significant proportion of the collections in Brazil are coming from those accounts that were past due at the start of the year, improving the quality of the remaining receivable balance.
(3)Changes in inventory are a result of inventory levels being adjusted to take into consideration the change in market conditions mostly in FMC Agricultural Solutions.
(4)The change in cash flows related to accounts payable is primarily driven by the timing of payments made to suppliers and vendors. Note that approximately $191 million of the change in payables for 2017 was due to payable build from the acquired DuPont Crop Protection Business as we did not acquire any payables as part of the transaction. The change in accounts payable in 2015 was also attributable to inventory reduction activities across the company particularly as we integrated Cheminova as well as adjusting inventory levels in light of market conditions at the time. These events did not repeat in 2016.
(5)These rebates are associated with our FMC Agricultural Solutions segment in North America and Brazil and generally settle in the fourth quarter of each year. The changes year over year are primarily associated with the mix in sales eligible for rebates and incentives in 2017 compared to 2016 and timing of rebate payments.
(6)The advance payments from customers represent advances from our FMC Agricultural Solutions segment customers. Revenue associated with advance payments is recognized, generally in the first quarter of each year, as shipments are made and title, ownership and risk of loss pass to the customer. Approximately $85 million of the change for 2017 was attributable to the acquired DuPont Crop Protection Business.
(7)Changes in all periods presented primarily represent timing of payments associated with all other operating assets and liabilities, including guarantees issued to vendors under our vendor finance program.
(8)See Note 7 in our consolidated financial statements included in this Form 10-K for further details.

(1)The change in trade receivables in all periods include the impacts of seasonality and the receivable build intrinsic in our business. The change in cash flows related to trade receivables in 2020 was driven by timing of collections as well as higher sales. Collection timing is more pronounced in certain countries such as Brazil where there may be terms significantly longer than the rest of our business. Additionally, timing of collection is impacted as amounts for all periods include carry-over balances remaining to be collected in Latin America, where collection periods are measured in months rather than weeks. During 2020, we collected approximately $931 million of receivables in Brazil. 
(2)Advance payments are typically received in the fourth quarter of each year, primarily in our North America operations as revenue associated with advance payments is recognized, generally in the first half of each year following the seasonality of that business, as shipments are made and title, ownership and risk of loss pass to the customer. The change in 2020 was primarily related to lower overall payments received and higher application of funds to accounts receivable balances year over year.
(3)These rebates are primarily associated within North America, and to a lesser extent Brazil, and in North America generally settle in the fourth quarter of each year given the end of the respective crop cycle. The changes year over year are associated with the mix in sales eligible for rebates and incentives in 2020 compared to 2019 and 2018 and timing of certain rebate payments.
(4)Changes in inventory in 2020 are a result of significant market impacts during the fourth quarter related to logistics and supply chain constraints in the U.S., reduced demand in the U.S., Brazil and Argentina, and products held by foreign customs. Changes in inventory in 2019 and 2018 are a result of inventory levels being adjusted to take into consideration the change in market conditions.
(5)The change in cash flows related to accounts payable in 2020, 2019 and 2018 is primarily due to timing of payments made to suppliers and vendors. 2019 was partially impacted during portions of 2019 from global supply chain issues, primarily in China, which required us to obtain raw materials on payment terms shorter than normal.
(6)Changes in all periods presented primarily represent timing of payments associated with all other operating assets and liabilities. Additionally, the 2020 and 2019 period includes the effects of the unfavorable contracts amortization of approximately $120 million and $116 million, respectively.
(7)See Note 9 to the consolidated financial statements included in this Form 10-K for further details.
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(8)Included in our results for each of the years presented are environmental charges for environmental remediation of $24.9 million, $108.7 million and $21.7 million, respectively. The amounts in 2020 will be spent in future years. The amounts represent environmental remediation spending which were recorded against pre-existing reserves, net of recoveries. Environmental obligations for continuing operations primarily represent obligations at shut down or abandoned facilities within businesses that do not meet the criteria for presentation as discontinued operations. Additionally, during the first quarter of 2020, we entered into a confidential insurance settlement pertaining to coverage at a legacy environmental site, which settlement resulted in a cash payment to FMC in the amount of $20.0 million. Refer to Note 12 for more details.
(9)Included in our results for each of the years presented are environmental charges for environmental remediation at our operating sites of $16.6 million, $36.8 million and $21.7 million, respectively. The amounts in 2017 will be spent in future years. The amounts represent environmental remediation spending at our operating sites which were recorded against pre-existing reserves, net of recoveries. Environmental obligations for continuing operations primarily represent obligations at shut down or abandoned facilities within businesses that do not meet the criteria for presentation as discontinued operations.
(10)Amounts include voluntary contributions to our U.S. qualified defined benefit plan of $44.0 million, $35.0 million and $65.0 million, respectively.
(11)Interest payments increased through the year primarily due to higher foreign debt balances, the addition of the 2017 Term Loan Facility, and increases in interest rates.
(12)Tax payments in 2015 primarily represent the tax paid on the gain associated with the sale of the discontinued FMC Alkali Chemicals division.
(13)Amounts are presented as a financing activity in the consolidated statement of cash flows in 2016 and 2015, from share-based compensation.
(14)Represents payments for the Cheminova purchase price hedges. See Note 3 to the consolidated financial statements for more information.
(15)2017 activity represents payments for legal and professional fees associated with the DuPont Crop Protection Business Acquisition. acquisitions. 2016 and 2015 activity represents payments for legal an professional fees associated with the Cheminova acquisition. See Note 3 to the consolidated financial statements for more information.

(9)There were no voluntary contributions to our U.S. qualified defined benefit plan in 2020. Amounts in 2019 and 2018 include voluntary contributions to our U.S. qualified defined benefit plan of $7.0 million and $30.0 million, respectively.
(10)Interest payments were basically flat versus prior year.
(11)Amounts shown in the chart represent net tax payments of our continuing operations. The decrease in net tax payments in 2020 as compared to prior periods is primarily attributable to the deferral of income tax payments in various jurisdictions as a result of the COVID-19 pandemic. Tax payments in 2019 primarily represent the payments of tax attributable to the Nufarm Limited sale, transition tax, and tax payments related to the acquired DuPont Crop Protection Business. Tax payments in 2018 primarily represent the payments of tax attributable to the FMC Health and Nutrition segment disposition, transition tax and full year tax payments related to the acquired DuPont Crop Protection Business.
(12)Represents payments for legal and professional fees associated with the DuPont Crop Protection Business Acquisition in addition to costs related to integrating the DuPont Crop Protection Business. Except for the completion of certain in-flight initiatives, primarily associated with the finalization of our worldwide ERP system, we completed the integration of the DuPont Crop Protection Business as of June 30, 2020. The TSA is now terminated and the last phase of the ERP system transition went live in November 2020 with a stabilization period that will go into the first quarter of 2021. Estimated remaining cash outflows are expected to be approximately $15 million for the completion of these defined in-flight initiatives during the remaining time period. See Note 5 to the consolidated financial statements for more information.

Cash provided (required) by operating activities of discontinued operations was $21.0$(89.0) million, $128.9$(67.1) million and $113.1$5.7 million for 2017, 20162020, 2019 and 2015,2018, respectively.
Cash required by operating activities of discontinued operationoperations is directly related to environmental, other postretirement benefit liabilities, self-insurance, long-term obligations related to legal proceedings and historical restructuring activities.
Amounts in 20172019 and 2015 included divestiture costs associated with2018 also include the saleoperating activities of our discontinued FMC Health and Nutrition and FMC Alkali Chemicals business as well as related operating activities.Lithium segment, which was separated on March 1, 2019
Cash provided (required) by investing activities of continuing operations was $(1,349.5)$(200.4) million,, $(100.8) $(195.9) million and $(1,230.4)$(37.5) million for 2017, 20162020, 2019 and 2015,2018, respectively.
The changesCash required in cash required by investing activities are2020 primarily due to capital expenditures and spending related to our contract manufacturing arrangements, as well as continued spending associated with the acquisitionsfinal stages of our new SAP system implementation. 2020 also includes payments of $65.6 million to acquire the remaining rights for Fluindapyr from Isagro S.p.A ("Isagro") in an asset acquisition.
Cash required in 2019 is primarily due to capital expenditures and spending related to our contract manufacturing arrangements, as well as continued spending during that period associated with the implementation of a new SAP system.
Cash required in 2018 is primarily due to higher capital expenditure spending as well as incremental capitalizable corporate level spending associated with the implementation of a new SAP system, partially offset by the sale of product portfolios of approximately $88 million that were required to complete the DuPont Crop Protection Business in 2017 and Cheminova in 2015.Acquisition.
Cash provided (required) by investing activities of discontinued operations was $15.7$31.1 million, $(34.4)$9.2 million and $1,579.1$(93.4) million for 2017, 20162020, 2019 and 2015,2018, respectively.
Cash provided by investing activities of discontinued operations in 2017 includes2020 and 2019 represents the cash proceeds of approximately $31 million and $26 million from the sale of the Omega-3 business for $38.0 million while the amount in 2015 includes the proceedsour two parcels of $1.65 billion from saleland of our discontinued site in Newark, California. These sales resulted in a gain recognized within discontinued operations in each period of approximately $24 million and $21 million, net of taxes, respectively. In 2019, this was partially offset by capital expenditures of our discontinued FMC Alkali Chemicals business.Lithium segment. Cash required by investing activities of discontinued operations in 2018 represents the working capital payment associated with the divestiture of FMC Health and Nutrition as well as the capital expenditures of our discontinued FMC Lithium segment.
Cash provided (required) by financing activities was $1,213.1$(250.3) million, $(377.0)$(87.0) million and $(16.7)$(397.3) million in 2017, 20162020, 2019 and 2015,2018, respectively.
The change in cash provided by financing activities in 2017 primarily related to the increase in proceeds from borrowings of long-term debt, partially offset by higher repayments of long-term debt during the year.
The change in cash required by financing activities in 20162020 is primarily driven by the prior year proceeds from the Senior Notes and higher dividend payments offset by a reduction in the payment of long term debt and a reduction of repurchases of common stock under our publicly announced program.
The change in cash required by financing activities in 2019 is primarily due to the proceeds from the Senior Notes offset by cash outflows including higher repurchases of common stock, repayment of long-term debt, and higher dividend payments in
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2019 as compared to the prior period. 2018 included the net proceeds from the IPO of FMC Lithium which were more than offset by repayments of long-term debt, dividend payments and repurchases of common stock.
Cash provided (required) by financing activities of discontinued operations was zero , $(37.2) million and $34.0 million in 2020, 2019 and 2018, respectively.
Cash required by financing activities of discontinued operations in 2019 represents debt repayments on FMC Lithium's external debt as well as cash payments associated with its separation. Cash provided by financing activities of discontinued operations in 2018 represents the proceeds from borrowing of long-term debt of our discontinued FMC Lithium segment.

Free Cash Flow
We define free cash flow, a Non-GAAP financial measure, as all cash inflows and outflows excluding those related to financing activities (such as debt repayments, dividends, and share repurchases) and acquisition related investing activities. Free cash flow is calculated as all cash from operating activities reduced by spending for capital additions and other investing activities as well as legacy and transformation spending. Therefore, our calculation of borrowingsfree cash flow will almost always result in a lower amount than cash from operating activities from continuing operations, the most directly comparable U.S. GAAP measure. However, the free cash flow measure is consistent with management's assessment of operating cash flow performance and we believe it 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. First, free cash flow is not a substitute for cash provided (required) by operating activities of continuing operations, as it is not a measure of cash available for discretionary expenditures since we have non-discretionary obligations, primarily debt service, that are not deducted from the measure. Second, other companies may calculate free cash flow or similarly titled Non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of free cash flow as a tool for comparison. Additionally, the utility of free cash flow is further limited as it does not reflect our term loanfuture contractual commitments and redemptiondoes not represent the total increase or decrease in our cash balance for a given period. Because of certain outstanding industrial revenue bonds.these and other limitations, free cash flow should be considered along with cash provided (required) by operating activities of continuing operations and other comparable financial measures prepared and presented in accordance with U.S. GAAP.

The table below presents a reconciliation of free cash flow from the most directly comparable U.S. GAAP measure.
2018 Outlook
In 2018, we expect a continued improvement in cash generation. In aggregate, we expect cash basis operating income to increase driven by significantly higher earnings within each segment, including a full year of results fromFREE CASH FLOW RECONCILIATION
(in Millions)Year ended December 31,
202020192018
Cash provided (required) by operating activities of continuing operations (GAAP)$736.8 $555.6 $362.7 
Transaction and integration costs (1)
63.9 77.1 101.1 
Adjusted cash from operations (2)
$800.7 $632.7 $463.8 
Capital expenditures (3)
(67.2)(93.9)(83.0)
Other investing activities (3)(4)
(20.4)(54.0)(13.6)
Capital additions and other investing activities$(87.6)$(147.9)$(96.6)
Cash provided (required) by operating activities of discontinued operations (5)
(89.0)(67.1)5.7 
Cash provided (required) by investing activities of discontinued operations (5)
31.1 9.2 (93.4)
Transaction and integration costs (1)
(63.9)(77.1)(101.1)
Investment in Enterprise Resource Planning system (3)
(47.2)(48.0)(48.5)
Legacy and transformation (6)
$(169.0)$(183.0)$(237.3)
Free cash flow (Non-GAAP)$544.1 $301.8 $129.9 
___________________
(1)    Represents payments for legal and professional fees associated with the DuPont Crop Protection Business Acquisition partially offsetin addition to costs related to integrating the DuPont Crop Protection Business. See Note 5 to the consolidated financial statements for more information.
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(2)    Adjusted cash from operations is defined as cash provided (required) by higher working capital requirementsoperating activities of continuing operations excluding the effects of transaction-related cash flows, which are included within Legacy and transformation.
(3)    Components of cash provided (required) by investing activities of continuing operations. Refer to the below discussion for further details.
(4)    Cash spending associated with contract manufacturers was $17.4 million, $51.7 million and $13.1 million for the years ended December 31, 2020, 2019 and 2018, respectively.
(5)    Refer to the above discussion for further details.
(6)    Includes our legacy liabilities such as environmental remediation and other legal matters that are reported in 2018.

Other potential liquidity needs
Our cash needs for 2018 include operating cash requirements, capital expenditures, scheduled mandatory payments of long-term debt, dividend payments, share repurchases, contributions to our pension plans, environmental and asset retirement obligation spending anddiscontinued operations as well as business integration costs associated with acquisition-related charges as well as costs to integrate the DuPont Crop Protection Business into FMC Agricultural Solutions.Acquisition and the implementation of our new SAP system.


2021 Cash Flow Outlook
Our cash needs for 2021 include operating cash requirements (which are impacted by contributions to our pension plan, as well as environmental, asset retirement obligation, and restructuring spending), capital expenditures, and legacy and transformation spending, as well as mandatory payments of debt, dividend payments, and share repurchases. We plan to meet our liquidity needs through available cash, cash generated from operations, commercial paper issuances and borrowings under our committed revolving credit facility. At December 31, 20172020 our remaining borrowing capacity under our credit facility was $1,354.0$1,139.6 million.

We expect 2021 free cash flow (Non-GAAP) to increase to a range of approximately $530 million to $620 million, driven by growth in adjusted cash from operations and reduced legacy and transformation spending which is forecasted to be partially offset by a significant year over year increase in capital additions. This increase in capital additions primarily relates to resuming or advancing projects that were delayed or deferred in 2020 due to the pandemic.
Although we provide a forecast for free cash flow, a Non-GAAP financial measure, we are not able to forecast the most directly comparable measure calculated and presented in accordance with U.S. GAAP, which is cash provided (required) by operating activities of continuing operations. Certain elements of the composition of the U.S. GAAP amount are not predictable, making it impractical for us to forecast. Such elements include, but are not limited to, restructuring, acquisition charges, and discontinued operations. As a result, no U.S. GAAP outlook is provided.
Cash from operating activities of continuing operations
We expect higher cash from operating activities, excluding the effects of transaction-related cash flows, primarily driven by higher forecasted Adjusted EBITDA as well as continued improvement in working capital, to be in the range of approximately $790 million to $950 million. Transaction-related cash flows are included within Legacy and transformation, which is consistent with how we evaluate our business operations from a cash flow standpoint. See below for further discussion. Cash from operating activities includes cash requirements related to our pension plans, environmental sites, restructuring and asset retirement obligations, taxes and interest on borrowings.
Pension
We do not expect to make any voluntary cash contributions to our U.S. qualified defined benefit pension plan in 2021. The plan is fully funded and our portfolio is comprised of 100 percent fixed income securities and cash. Our investment strategy is a liability hedging approach with an objective of maintaining the funded status of the plan such that the funded status volatility is minimized and the likelihood that we will be required to make significant contributions to the plan is limited.
Environmental
Projected 2021 spending includes approximately $58 million to $68 million of net environmental remediation spending for our sites accounted for within continuing operations. Environmental obligations for continuing operations primarily represent obligations at shut down or abandoned facilities within businesses that do not meet the criteria for presentation as discontinued operations. This spending includes approximately $43 million related to our environmental remediation site near Pocatello, Idaho, primarily as a result of a litigation judgment against us in the Pocatello Tribal litigation described in Note 12. Of the total 2021 projected spend at this site, $20.5 million was paid in the first quarter of 2021 and an additional $11.7 million payment for past years' permit fees plus interest associated with these payments will also be made in 2021.
Total projected 2021 environmental spending, inclusive of both sites accounted for within continuing operations and discontinued sites (discussed within Legacy and transformation below), is expected to be in the range of $115 million to $125 million.
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Restructuring and asset retirement obligations
We expect to make payments of approximately $25 to $35 million in 2021, of which approximately $10 million is related to exit and disposal costs as a result of our decision to exit sales of all carbofuran formulations (including Furadan® insecticide/nematicide, as well as Curaterr® insecticide/nematicide and any other brands used with carbofuran products). See Note 9 for more information.
Capital additions and other investing activities
Projected 20182021 capital expenditures and expenditures related to contract manufacturers are expected to increasebe in the range of approximately $160 million to $200 million. The spending is mainly driven by continuing progress on projects delayed or deferred in 2020 due to the pandemic, primarily for diamide capacity expansion and new active ingredient capacity. Expenditures related to contract manufacturers are included within "other investing activities".
Legacy and transformation
Projected 2021 legacy and transformation spending are expected to be in the range of approximately $250$100 million to $130 million. This is primarily driven by environmental remediation spending and legacy liabilities. Except for the lithium expansion as well as expenditures fromcompletion of certain in-flight initiatives, primarily associated with the recently acquiredfinalization of our worldwide ERP system, we completed the integration of the DuPont Crop Protection Business. Additionally, weBusiness as of June 30, 2020. As noted, the TSA is now terminated and the last phase of the ERP system transition went live in November 2020 with a stabilization period that will incur corporate level spending associated withgo into the two year implementationfirst quarter of a new SAP system.2021. Cash outflows for these initiatives are expected to be approximately $15 million in 2021.
Projected 20182021 spending includes approximately $60$53 million to $65$63 million of net environmental remediation spending. This spending does not include expected spending on capital projects relating to environmental control facilities or expected spending for environmental compliance costs, which we willour discontinued sites. These projections include as a component of "Costs of sales and services" in our consolidated statements of income (loss) since these amounts are not covered by established reserves. Capital spending to expand, maintain or replace equipment at our production facilities may trigger requirements for upgrading our environmental controls, which may increase our spending for environmental controls over the foregoing projections.
Asas a result of a settlement reached in the Act, wesecond quarter of 2019 at our Middleport, New York site. The settlement will have to pay a transition taxresult in spending of $202.7 million which is payable over the next eight years.
Our U.S. Pension Plan assets decreased slightly from $1,203.3 million at December 31, 2016 to $1,334.9 million at December 31, 2017. Our U.S. Pension Plan assets comprise approximately all of our total plan assets with the difference representing plan assets related to foreign pension plans. See Note 13 to the consolidated financial statements included within this Form 10-K for details on how we develop our long-term rate of return assumptions. We made contributions of $44.0 million and $35.0$25 million in 20172021.
Total projected 2021 environmental spending, inclusive of both sites accounted for within continuing operations (discussed within Cash from operating activities of continuing operations above) and 2016, respectively, and intenddiscontinued sites, is expected to contribute $30 million in 2018. Our contributions in 2016, 2017 and our intended contribution in 2018 are all in excess of the minimum requirements. Our contributions in excess of minimums are done with the objective of avoiding variable rate Pension Benefit Guaranty Corporation ("PBGC") premiums as well as potentially reducing future funding volatility. In 2017, we changed our U.S. qualified pension plan’s investment strategy to a liability hedging approach with an objective of minimizing funded status volatility. As a result, we expect lower contributions in future periods. While we do not believe that the contribution in 2018 will have a material impact on our current and future liquidity needs, the volatility of interest rates and equity returns may require greater contributionsbe in the future.range of $115 million to $125 million.
Share repurchases
During the year ended December 31, 2017, no2020, 0.4 million shares were repurchased under the publicly announced repurchase program.program for approximately $50 million. At December 31, 2017, $238.82020, approximately $550 million remained unused under our Board-authorized repurchase program. We intend to purchase between $400 million to $500 million of our common shares in 2021. This repurchase program does not include a specific timetable or price targets and may be suspended or terminated at any time. Shares may be purchased through open market or privately negotiated transactions at the discretion of management based on its evaluation of market conditions and other factors. We also reacquire shares from time to time from employees in connections with vesting, exercise and forfeiture of awards under our equity compensation plans.
Dividends
On January 18, 2018,21, 2021, we paid dividends aggregating $22.3$62.3 million to our shareholders of record as of December 31, 2017.2020. This amount is included in “Accrued"Accrued and other liabilities”liabilities" on the consolidated balance sheet as of December 31, 2017.2020. For the years ended December 31, 2017, 20162020, 2019 and 2015,2018, we paid $88.8$228.5 million, $88.6$210.3 million and $86.4$89.2 million in dividends, respectively.

We expect to continue to make quarterly dividend payments. Future cash dividends, as always, will depend on a variety of factors, including earnings, capital requirements, financial condition, general economic conditions and other factors considered relevant by us and is subject to final determination by our Board of Directors.
Commitments
We provide guarantees to financial institutions on behalf of certain FMC Agricultural Solutions customers, principally Brazilian customers in Brazil, for their seasonal borrowing. The total of these guarantees was $58.4$140.6 million at December 31, 2017.2020. These guarantees arise during the ordinary course of business from relationships with customers and nonconsolidated affiliates. Non-performance by the guaranteed party triggers the obligation requiring us to make payments to the beneficiary of the guarantee. Based on our experience these types of guarantees have not had a material effect on our consolidated financial position or on our liquidity. Our expectation is that future payment or performance related to the non-performance of others is considered unlikely.
Short-term debt consisted of foreign credit lines at December 31, 2017 and foreign credit lines and commercial paper December 31, 2016. We provide parent-company guarantees to lending institutions providing credit to our foreign subsidiaries.
In connection with certain of our property and asset sales and divestitures, we have agreed to indemnify the buyer for certain liabilities, including environmental contamination and taxes that occurred prior to the date of sale. Our indemnification obligations with respect to these liabilities may be indefinite as to duration and may or may not be subject to a deductible, minimum claim amount or cap. In cases where it is not possible for us to predict the likelihood that a claim will be made or to make a reasonable estimate of the maximum potential loss or range of loss, no specific liability has been recorded. If triggered, we may be able to recover certain of the indemnity payments from third parties. In cases where it is possible, we have recorded a specific liability within our Reserve for Discontinued Operations. Refer to Note 911 for further details.

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Our total significant committed contracts that we believe will affect cash over the next four years and beyond are as follows:


Contractual CommitmentsExpected Cash Payments by Year
 (in Millions)20212022202320242025 & beyondTotal
Debt maturities (1)
$338.3 $1,000.1 $0.2 $400.1 $1,550.0 $3,288.7 
Contractual interest (2)
97.0 100.3 78.6 76.0 706.4 1,058.3 
Lease obligations (3)
31.7 27.3 21.5 17.6 120.3 218.4 
Derivative contracts24.5 0.8 — — — 25.3 
Purchase obligations (4)
380.3 142.3 147.5 52.9 102.0 825.0 
Total (5)
$871.8 $1,270.8 $247.8 $546.6 $2,478.7 $5,415.7 
31____________________
(1)     Excluding discounts.

Table(2)     Contractual interest is the interest we are contracted to pay on our long-term debt obligations. We had $700.0 million of Contentslong-term debt subject to variable interest rates at December 31, 2020. The rate assumed for the variable interest component of the contractual interest obligation was the rate in effect at December 31, 2020. Variable rates are determined by the market and will fluctuate over time.

(3)    Obligations associated with operating leases, before sub-lease rental income.

(4)    Purchase obligations consist of agreements to purchase goods and services that are enforceable and legally binding and specify all significant terms, including fixed or minimum quantities to be purchased, price provisions and timing of the transaction. We have entered into a number of purchase obligations for the sourcing of materials and energy where take-or-pay arrangements apply. Since the majority of the minimum obligations under these contracts are take-or-pay commitments over the life of the contract and not a year by year take-or-pay, the obligations in the table related to these types of contacts are presented in the earliest period in which the minimum obligation could be payable under these types of contracts.
(5)    As of December 31, 2020, the liability for uncertain tax positions was $83.1 million. This liability is excluded from the table above. Additionally, accrued pension and other postretirement benefits and our environmental liabilities as recorded on our consolidated balance sheets are excluded from the table above. Due to the high degree of uncertainty regarding the timing of potential future cash flows associated with these liabilities, we are unable to make a reasonably reliable estimate of the amount and periods in which these liabilities might be paid. Also excluded from the table above is the liability attributable to the transition tax on deemed repatriated foreign earnings incurred as a result of the Act of $107.8 million.
Contractual CommitmentsExpected Cash Payments by Year
 (in Millions)2018 2019 2020 2021 2022 & beyond Total
Debt maturities (1)
$192.6
 $302.5
 $452.0
 $302.6
 $1,950.4
 $3,200.1
Contractual interest (2)
102.3
 101.7
 76.5
 69.0
 92.0
 441.5
Lease obligations (3)
25.5
 24.3
 22.5
 19.9
 183.9
 276.1
Certain long-term liabilities (4)
3.6
 3.7
 3.7
 3.9
 38.3
 53.2
Derivative contracts (5)

 
 
 
 
 
Purchase obligations (6)
4.4
 0.1
 0.1
 0.1
 
 4.7
Total (7)
$328.4
 $432.3
 $554.8
 $395.5
 $2,264.6
 $3,975.6
 ____________________
(1)Excluding discounts.
(2)Contractual interest is the interest we are contracted to pay on our long-term debt obligations. We had $1,974.3 million of long-term debt subject to variable interest rates at December 31, 2017. The rate assumed for the variable interest component of the contractual interest obligation was the rate in effect at December 31, 2017. Variable rates are determined by the market and will fluctuate over time.
(3)Obligations associated with operating leases, before sub-lease rental income.
(4)Obligations associated with our Ewing, NJ and Shanghai, China research and technology centers.
(5)Derivative contracts were in a net asset position as of December 31, 2017. See Note 17. As a result, they are excluded from the table above.
(6)Purchase obligations consist of agreements to purchase goods and services that are enforceable and legally binding and specify all significant terms, including fixed or minimum quantities to be purchased, price provisions and timing of the transaction. We have entered into a number of purchase obligations for the sourcing of materials and energy where take-or-pay arrangements apply. Since the majority of the minimum obligations under these contracts are take-or-pay commitments over the life of the contract and not a year by year take-or-pay, the obligations in the table related to these types of contacts are presented in the earliest period in which the minimum obligation could be payable under these types of contracts.
(7)As of December 31, 2017, the liability for uncertain tax positions was $93.9 million. This liability is excluded from the table above. Additionally, accrued pension and other postretirement benefits and our environmental liabilities as recorded on our consolidated balance sheets are excluded from the table above. Due to the high degree of uncertainty regarding the timing of potential future cash flows associated with these liabilities, we are unable to make a reasonably reliable estimate of the amount and periods in which these liabilities might be paid. Also excluded from the table above is the liability attributable to the transition tax on deemed repatriated foreign earnings incurred as a result of the Act of $202.7 million.
Contingencies
See Note 1820 to our consolidated financial statements included in this Form 10-K.


Climate Change
As a global corporate citizen, we are concerned about the consequences of climate change and will take prudent and cost effective actions that reduce Green House Gas (GHG) emissions to the atmosphere.
FMC is committed to doingcontinuing to do its part to address climate change and its impacts. We have set 2025 goals that we will reduceOur 2030 intensity reduction targets for energy and greenhouse gas emissions are both energy intensity and GHG intensity for our operations by 1525 percent from our 20132018 baseline year. To date, our FMC Agricultural Solutions and FMC Lithium segments have reduced energy use by 13 percent and 16 percent and GHG intensity by 4 percent and 19 percent, respectively. FMC has been reporting its GHG emissions and mitigation strategy to CDP (formerly Carbon Disclosure Project) since 2016. FMC detailed the business risks and opportunities we have due to climate change and its impacts in our CDP climate change reports. FMC received a "B" in the CDP Climate Change questionnaire in 2020. In 2021, FMC will begin conducting climate related scenario analyses in line with the Taskforce for Climate-Related Financial Disclosures recommendations to better understand our risks and opportunities with respect to climate change.
Even as we take action to control the release of GHGs, additional warming is anticipated. Long-term, higher average global temperatures could result in induced changes in natural resources, growing seasons, precipitation patterns, weather patterns, species distributions, water availability, sea levels, and biodiversity. These impacts could cause changes in supplies of raw materials used to maintain FMC’s production capacity and could lead to possible increased sourcing costs. Depending on how pervasive the climate impacts are in the different geographic locations experiencing changes in natural resources, FMC’s customers could be impacted. Demand for FMC’s products could increase if our products meet our customers’ needs to adapt to climate change impacts or decrease if our products do not meet their needs. Within our own operations, we continually assess our manufacturing sites worldwide for risks and opportunities to increase our preparedness for climate change. We are continuing to evaluate sea level rise and storm surge at our plants located within 4 meters of sea level to understand timing of potential impacts and response actionsproactive responses that may need to be taken. To lessen FMC’s overall environmental footprint, we have taken actions to increase the energy efficiency in our manufacturing sites. We have also committed to 2025new 2030 goals to reduce our water use intensity in high-risk areas by 20

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percent and our waste intensities by 15 percent. To date, FMC Agricultural Solutions and FMC Lithium have reduced our water use in high riskhigh-risk areas by 21 percent and 13 percent and our waste disposal intensity by 20 percent and 20to maintain our 2018 waste disposed intensity which otherwise would increase by 55 percent respectively.due to expected growth and shifts in production mix.
In our product portfolio, we see market opportunities for our products to address climate change and its impacts. For example, FMC Agricultural Solutions’FMC's agricultural products can help customers increase yield, energy and water efficiency, and decrease greenhouse gas emissions. Our products can also help growers adapt to more unpredictable growing conditions and the effects these types of threats have on crops. FMC Lithium’shas committed to invest 100 percent of our innovation budget to developing sustainable products can be used in energy storage applications, fuel-efficient and electric vehicles, lighter-weight aluminum in the aircraft and aerospace industries.solutions for future use.
We are improving existing products and developing new platforms and technologies that help mitigate impacts of climate change. Agricultural SolutionsFMC is developing products with a lighter environmental footprint in its biologicals products. FMC Lithium is researching new applications of our lithium products in a range of industries. These business opportunities could lead to new products and services for our existing and potential customers. Beyond our products and operations, FMC recognizes that energy consumption throughout our supply chain can impact climate change and product costs. Therefore, we will actively work with our entire value chain - suppliers, contractors, and customers - to improve their energy efficiencies and to reduce their GHG emissions.
We continue to follow legislative and regulatory developments regarding climate change because the regulation of greenhouse gases, depending on their nature and scope, could subject some of our manufacturing operations to additional costs or limits on operations. In December 2015, 195 countries at the United Nations Climate Change Conference in Paris reached an agreement to reduce GHGs. It remains to be seen how and when each of these countries will implement this agreement. The United States is a signatory to the Paris Agreement, but on June 1, 2017, President Trump announced that the United States would withdraw from the Paris Agreement and on August 4, 2017, the United States delivered notice of its intention to withdraw to United Nations. On October 16, 2017, the United States Environmental Protection Agency (EPA) Filed notice of a rulemaking to repeal the lean Power Plan. EPA followed this action with the issuance of an advance notice of proposed rulemaking seeking comment on the proper roles of the state and federal government in regulating emissions from electric power plants, and also seeking information on technologies and strategies for reducing emissions from existing plants.
Notwithstanding the United States’ withdrawal from the Paris Agreement,FMC will actively manage climate risks and incorporate them in our decision making as indicated in our responses to the CDP Climate Change Module. The United States Climate Alliance, a coalition of 24 states (governing 55 percent of the population) and unincorporated self-governing territories in the United States have expressed their commitment to upholding the objectives of the 2015 Paris Agreement on climate change within their borders. Several of our manufacturing and R&D sites fall within this alliance territory. FMC remains deeply committed to reducing our GHG emissions and energy consumption at all of our facilities around the world.
Some of our foreign operations are subject to national or local energy management or climate change regulation, such as our plant in Denmark that is subject to the EU Emissions Trading Scheme. At present, that plant’s emissions are below its designated cap.
During 2018 we will be assessingIn December 2019, the GHG impactEuropean Commission approved the European Green Deal, with the goal of our facilities acquired from DuPontmaking the EU carbon neutral by 2050. The Green Deal includes investment plans and will adjust our disclosuresa roadmap to fight against climate change. FMC is closely following updates and targets accordingly.the discussion surrounding the Green Deal. The costs of complying with possible future requirements are difficult to estimate at this time.
Future GHG regulatory requirements may result in increased costs of energy, additional capital costs for emissions control or new equipment, and/or costs associated with cap and trade or carbon taxes. We are currently monitoring regulatory developments. The costs of complying with possible future climate change requirements are difficult to estimate at this time.
Recently Adopted and Issued Accounting Pronouncements and Regulatory Items
See Note 2 "Recently Issued and Adopted Accounting Pronouncements and Regulatory Items" to our consolidated financial statements included in this Form 10-K.
Off-Balance Sheet Arrangements
See Note 1820 to our consolidated financial statements included in this Form 10-K and Part I, Item 3 - Legal Proceedings for further information regarding any off-balance sheet arrangements.
Fair Value Measurements
See Note 1719 to our consolidated financial statements included in this Form 10-K for additional discussion surrounding our fair value measurements.



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Critical Accounting Policies
Our consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles (U.S. GAAP)("U.S. GAAP"). The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. We have described our accounting policies in Note 1 "Principal Accounting Policies and relatedRelated Financial Information" to our consolidated financial statements included in this Form 10-K. We have reviewed these accounting policies, identifying those that we believe to be critical to the preparation and understanding of our consolidated financial statements. We have reviewed these critical accounting policies with the Audit Committee of the Board of Directors. Critical accounting policies are central to our presentation of results of operations and financial condition in accordance with U.S. GAAP and require management to make estimates and judgments on certain matters. We base our estimates and judgments on historical experience, current conditions and other reasonable factors.

Revenue recognition and trade receivables
We recognize revenue when the earnings process is complete,(or as) we satisfy our performance obligation which is generally upon transfer of title. This transfer typically occurs either upon shipment towhen the customer obtains control of the good or upon receipt by the customer. In all cases, we apply the following criteria in recognizing revenue: persuasive evidence of an arrangement exists, delivery has occurred, the selling price is fixed or determinable and collection is reasonably assured.service. Rebates due to customers are accrued as a reduction of revenue in the same period that the related sales are recorded based on the contract terms.
We periodically enter into prepayment arrangements with customers, primarily Refer to Note 3 to our consolidated financial statements included in our FMC Agricultural Solutions segment, and receive advance paymentsthis Form 10-K for product to be delivered in future periods. These advance payments are recorded as deferred revenue and classified as “Advance payments from customers” on the consolidated balance sheet. Revenue associated with advance payments is recognized as shipments are made and title, ownership and risk of loss pass to the customer.more information.
We record amounts billed for shipping and handling fees as revenue. Costs incurred for shipping and handling are recorded as costs of sales and services. Amounts billed for sales and use taxes, value-added taxes, and certain excise and other specific transactional taxes imposed on revenue-producing transactions are presented on a net basis and excluded from sales in the consolidated income statements. We record a liability until remitted to the respective taxing authority.
We periodically enter into prepayment arrangements with customers and receive advance payments for product to be delivered in future periods. These advance payments are recorded as deferred revenue and classified as "Advance payments from customers" on the consolidated balance sheet. Revenue associated with advance payments is recognized as shipments are made and transfer of control to the customer takes place.
Trade receivables consist of amounts owed to us from customer sales and are recorded when revenue is recognized. The allowance for trade receivables represents our best estimate of the probable losses associated with potential customer defaults. In developing our allowance for trade receivables, we use a two stage process which includes calculating a general formula to develop an allowance to appropriately address the uncertainty surrounding collection risk of our entire portfolio and specific allowances for customers where the risk of collection has been reasonably identified either due to liquidity constraints or disputes over contractual terms and conditions.
Our method of calculating the general formula consists of estimating the recoverability of trade receivables based on historical experience, current collection trends, and external business factors such as economic factors, including regional bankruptcy rates, and political factors. Our analysis of trade receivable collection risk is performed quarterly, and the allowance is adjusted accordingly.

We also hold long-term receivables that represent long-term customer receivable balances related to past-due accounts which are not expected to be collected within the current year. Our policy for the review of the allowance for these receivables is consistent with the discussion in the preceding paragraph above on trade receivables. Therefore on an ongoing basis, we continue to evaluate the credit quality of our long-term receivables utilizing aging of receivables, collection experience and write-offs, as well as existing economic conditions, to determine if an additional allowance is necessary.

On January 1, 2018, Accounting Standards Update 2014-09, Revenue from Contracts with Customers, became effective. See Note 2 to these consolidated financial statements for more information.
Environmental obligations and related recoveries
We provide for environmental-related obligations when they are probable and amounts can be reasonably estimated. Where the available information is sufficient to estimate the amount of liability, that estimate has been used. Where the information is only sufficient to establish a range of probable liability and no point within the range is more likely than any other, the lower end of the range has been used.
Estimated obligations to remediate sites that involve oversight by the United States Environmental Protection Agency (“EPA”("EPA"), or similar government agencies, are generally accrued no later than when a Record of Decision (“ROD”("ROD"), or equivalent, is issued, or upon completion of a Remedial Investigation/Feasibility Study (“("RI/FS”FS"), or equivalent, that is submitted by us to the appropriate

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government agency or agencies. Estimates are reviewed quarterly by our environmental remediation management, as well as by financial and legal management and, if necessary, adjusted as additional information becomes available. The estimates can change substantially as additional information becomes available regarding the nature or extent of site contamination, required remediation methods, and other actions by or against governmental agencies or private parties.
Our environmental liabilities for continuing and discontinued operations are principally for costs associated with the remediation and/or study of sites at which we are alleged to have released hazardous substances into the environment. Such costs principally include, among other items, RI/FS, site remediation, costs of operation and maintenance of the remediation
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plan, management costs, fees to outside law firms and consultants for work related to the environmental effort, and future monitoring costs. Estimated site liabilities are determined based upon existing remediation laws and technologies, specific site consultants’ engineering studies or by extrapolating experience with environmental issues at comparable sites.
Included in our environmental liabilities are costs for the operation, maintenance and monitoring of site remediation plans (OM&M). Such reserves are based on our best estimates for these OM&M plans. Over time we may incur OM&M costs in excess of these reserves. However, we are unable to reasonably estimate an amount in excess of our recorded reserves because we cannot reasonably estimate the period for which such OM&M plans will need to be in place or the future annual cost of such remediation, as conditions at these environmental sites change over time. Such additional OM&M costs could be significant in total but would be incurred over an extended period of years.
Included in the environmental reserve balance, other assets balance and disclosure of reasonably possible loss contingencies are amounts from third party insurance policies, which we believe are probable of recovery.
Provisions for environmental costs are reflected in income, net of probable and estimable recoveries from named Potentially Responsible Parties (“PRPs”("PRPs") or other third parties. SuchIn the fourth quarter of 2019, we increased our reserves for the Pocatello Tribal Matter by $72.8 million, which represents both the historical and discounted present value of future annual use permit fees as well as the associated legal costs. See Note 12 for further information. All other environmental provisions incorporate inflation and are not discounted to their present values.value.
In calculating and evaluating the adequacy of our environmental reserves, we have taken into account the joint and several liability imposed by Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”("CERCLA") and the analogous state laws on all PRPs and have considered the identity and financial condition of the other PRPs at each site to the extent possible. We have also considered the identity and financial condition of other third parties from whom recovery is anticipated, as well as the status of our claims against such parties. Although we are unable to forecast the ultimate contributions of PRPs and other third parties with absolute certainty, the degree of uncertainty with respect to each party is taken into account when determining the environmental reserve by adjusting the reserve to reflect the facts and circumstances on a site-by-site basis. Our liability includes our best estimate of the costs expected to be paid before the consideration of any potential recoveries from third parties. We believe that any recorded recoveries related to PRPs are realizable in all material respects. Recoveries are recorded as either an offset in “Environmental"Environmental liabilities, continuing and discontinued”discontinued" or as “Other assets”"Other assets" in our consolidated balance sheets in accordance with U.S. accounting literature.
See Note 1012 to our consolidated financial statements included in this Form 10-K for changes in estimates associated with our environmental obligations.


Impairments and valuation of long-lived and indefinite-lived assets
Our long-lived assets primarily include property, plant and equipment, goodwill and intangible assets. The assets and liabilities of acquired businesses are measured at their estimated fair values at the dates of acquisition. The excess of the purchase price over the estimated fair value of the net assets acquired, including identified intangibles, is recorded as goodwill. The determination and allocation of fair value to the assets acquired and liabilities assumed is based on various assumptions and valuation methodologies requiring considerable management judgment, including estimates based on historical information, current market data and future expectations. The principal assumptions utilized in our valuation methodologies include revenue growth rates, operating margin estimates and discount rates. Although the estimates were deemed reasonable by management based on information available at the dates of acquisition, those estimates are inherently uncertain.
We test for impairment whenever events or circumstances indicate that the net book value of our property, plant and equipment may not be recoverable from the estimated undiscounted expected future cash flows expected to result from their use and eventual disposition. In cases where the estimated undiscounted expected future cash flows are less than net book value, an impairment loss is recognized equal to the amount by which the net book value exceeds the estimated fair value of assets, which is based on discounted cash flows at the lowest level determinable. The estimated cash flows reflect our assumptions about selling prices, volumes, costs and market conditions over a reasonable period of time.
We perform an annual impairment test of goodwill and indefinite-lived intangible assets in the third quarter of each year, or more frequently whenever an event or change in circumstances occurs that would require reassessment of the recoverability of those

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assets. In performing our evaluation we assess qualitative factors such as overall financial performance of our reporting units, anticipated changes in industry and market structure, competitive environments, planned capacity and cost factors such as raw material prices. Based on our assessment for 2017,2020, we determined that no goodwill and indefinite-lived intangible assets impairment charge to our continuing operations was required. The majority of the Brands intangible asset relates to our proprietary brand portfolio for which the fair value was substantially in excess of the carrying value. During the third quarter of 2017, we recorded a $1 million impairment charge in our generic brand portfolio which is part of the FMC Agricultural Solutions segment. The carrying value of the generic portfolio subsequent to the charge is approximately $4 million. Separately, as a result of the Act we performed an impairment assessment on the recently acquired brand portfolio and recorded an impairment charge of approximately $42 million solely due to the new tax legislation. See Note 11 for more details.
See Note 79 to our consolidated financial statements included in this Form 10-K for charges associated with long-lived asset disposal costs and the activity associated with the restructuring reserves.

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Pension and other postretirement benefits
We provide qualified and nonqualified defined benefit and defined contribution pension plans, as well as postretirement health care and life insurance benefit plans to our employees and retirees. The costs (benefits) and obligations related to these benefits reflect key assumptions related to general economic conditions, including interest (discount) rates, healthcare cost trend rates, expected rates of return on plan assets and the rates of compensation increase for employees. The costs (benefits) and obligations for these benefit programs are also affected by other assumptions, such as average retirement age, mortality, employee turnover, and plan participation. To the extent our plans’ actual experience, as influenced by changing economic and financial market conditions or by changes to our own plans’ demographics, differs from these assumptions, the costs and obligations for providing these benefits, as well as the plans’ funding requirements, could increase or decrease. When actual results differ from our assumptions, the difference is typically recognized over future periods. In addition, the unrealized gains and losses related to our pension and postretirement benefit obligations may also affect periodic benefit costs (benefits) in future periods.
Historically, we have amortized unrecognized gains and losses using the corridor method over the average remaining service period of active participants of approximately eight years. As of January 1, 2017, approximately 95% of the participants in our U.S. qualified plan and approximately 93% of the participants in our U.S. postretirement life plan were inactive. Therefore, for fiscal 2017, we amortized gains and losses over the average remaining life expectancy of the inactive population for these two plans. The gain/loss amortization period for the U.S. qualified pension plan increased from about eight years to about nineteen years as a result of this change. We consider this a change in estimate and, accordingly, have accounted for it prospectively beginning in 2017. For fiscal 2017, the change in estimate from amortizing gains and losses over the expected lifetime of the inactive population rather than the average remaining service period of active participants reduced US pension and postretirement net periodic benefit cost by approximately $20 million when compared to the prior estimate.
We use several assumptions and statistical methods to determine the asset values used to calculate both the expected rate of return on assets component of pension cost and to calculate our plans’ funding requirements. The expected rate of return on plan assets is based on a market-related value of assets that recognizes investment gains and losses over a five-year period. We use an actuarial value of assets to determine our plans’ funding requirements. The actuarial value of assets must be within a certain range, high or low, of the actual market value of assets, and is adjusted accordingly.
We select the discount rate used to calculate pension and other postretirement obligations based on a review of available yields on high-quality corporate bonds as of the measurement date. In selecting a discount rate as of December 31, 2017,2020, we placed particular emphasis on a discount rate yield-curve provided by our actuary. This yield-curve, when populated with projected cash flows that represent the expected timing and amount of our plans' benefit payments, produced an effective discount rate of 3.682.49 percent for our U.S. qualified plan, 3.291.62 percent for our U.S. nonqualified, and 3.411.91 percent for our U.S. other postretirement benefit plans.
The discount rates used to determine projected benefit obligation at our December 31, 20172020 and 20162019 measurement dates for the U.S. qualified plan were 3.682.49 percent and 4.223.22 percent, respectively. The effect of the change in the discount rate from 4.223.22 percent to 3.682.49 percent at December 31, 20172020 resulted in a $77.5$105.9 million increase to our U.S. qualified pension benefit obligations. The effect of the change in the discount rate used to determine net annual benefit cost (income) from 4.504.36 percent at December 31, 20152019 to 4.223.22 percent at December 31, 20162020 resulted in a $0.3$0.1 million increasedecrease to the 20172020 U.S. qualified pension expense.

The change in discount rate from 4.223.22 percent at December 31, 20162019 to 3.682.49 percent at December 31, 20172020 was attributable to a decrease in yields on high quality corporate bonds with cash flows matching the timing and amount of our expected future benefit payments between the 20162019 and 20172020 measurement dates. Using the December 31, 20172020 and 20162019 yield curves, our U.S. qualified plan cash flows produced a single weighted-average discount rate of approximately 3.682.49 percent and 4.223.22 percent, respectively.


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In developing the assumption for the long-term rate of return on assets for our U.S. Plan, we take into consideration the technical analysis performed by our outside actuaries, including historical market returns, information on the assumption for long-term real returns by asset class, inflation assumptions, and expectations for standard deviation related to these best estimates. We also consider the historical performance of our own plan’s trust, which has earned a compound annual rate of return of approximately 7.9 percent over the last 20 years (which is in excess of comparable market indices for the same period) as well as other factors which are discussed in Note 13 to our consolidated financial statements in this Form 10-K. Our long-term rate of return for the fiscal year ended December 31, 2017, 20162020, 2019 and 20152018 was 6.503.00 percent, 7.004.25 percent and 7.255.00 percent, respectively.

On December 31, 2015, we changed the method we used to estimate the service cost and interest cost components of our net periodic benefit cost for our US defined benefit pension plans. We use a full yield curve approach in the estimate of these components of benefit cost by applying specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows as we believe this provides a better estimate of service and interest costs.
For the sensitivity of our pension costs to incremental changes in assumptions see our discussion below.
Sensitivity analysis related to key pension and postretirement benefit assumptions.
A one-half percent increase in the assumed discount rate would have decreased pension and other postretirement benefit obligations by $73.6$72.6 million and $70.3$72.1 million at December 31, 20172020 and 2016,2019, respectively, and decreased pension and other postretirement benefit costs by zero, $0.6 million and $0.4 million $5.2 millionfor 2020, 2019 and $6.4 million for 2017, 2016 and 2015,2018, respectively. A one-half percent decrease in the assumed discount rate would have increased pension and other postretirement benefit obligations by $81.3$79.3 million and $78.5$79.4 million at December 31, 20172020 and 2016,2019, respectively, and increased pension and other postretirement benefit cost by $0.4$0.1 million, $5.7$0.5 million and $6.5$0.1 million for 2017, 20162020, 2019 and 2015,2018, respectively.
A one-half percent increase in the assumed expected long-term rate of return on plan assets would have decreased pension costs by $6.0$6.2 million, $6.0$6.3 million and $5.8$6.4 million for 2017, 20162020, 2019 and 2015,2018, respectively. A one-half percent decrease in the assumed long-term rate of return on plan assets would have increased pension costs by $6.0$6.2 million, $6.0$6.3 million and $5.8$6.4 million for 2017, 20162020, 2019 and 2015,2018, respectively.
Further details on our pension and other postretirement benefit obligations and net periodic benefit costs (benefits) are found in Note 1315 to our consolidated financial statements in this Form 10-K.
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Income taxes
We have recorded a valuation allowance to reduce deferred tax assets in certain jurisdictions to the amount that we believe is more likely than not to be realized. In assessing the need for this allowance, we have considered a number of factors including future taxable income, the jurisdictions in which such income is earned and our ongoing tax planning strategies. In the event that we determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to income in the period such determination was made. Similarly, should we conclude that we would be able to realize certain deferred tax assets in the future in excess of the net recorded amount, an adjustment to the deferred tax assets would increase income in the period such determination was made.
Additionally, we file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. Certain income tax returns for FMC entities taxable in the U.S. and significant foreign jurisdictions are open for examination and adjustment. We assess our income tax positions and record a liability for all years open to examination based upon our evaluation of the facts, circumstances and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, we have recorded the largest amount of tax benefit with a greater than 50%50 percent likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. We adjust these liabilities, if necessary, upon the completion of tax audits or changes in tax law.
On December 22, 2017, the Act was enacted in the United States. The Act reducesreduced the U.S. federal corporate tax rate from 35%35 percent to 21%, requires21 percent, required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and createscreated new taxes on certain foreign sourced earnings.
As of At December 31, 2017, we2018, the Company had not completed ourits accounting for the tax effectsimpacts of the enactment of the Act, however, as described further in Note 11, we have made a reasonable estimate of the effects on our existing deferred tax balances and the one-time transition tax.Act.
See Note 1113 to our consolidated financial statements included in this Form 10-K for additional discussion surrounding income taxes.

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ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Our earnings, cash flows and financial position are exposed to market risks relating to fluctuations in commodity prices, interest rates and foreign currency exchange rates. Our policy is to minimize exposure to our cash flow over time caused by changes in commodity, interest and currency exchange rates. To accomplish this, we have implemented a controlled program of risk management consisting of appropriate derivative contracts entered into with major financial institutions.
The analysis below presents the sensitivity of the market value of our financial instruments to selected changes in market rates and prices. The range of changes chosen reflects our view of changes that are reasonably possible over a one-year period. Market value estimates are based on the present value of projected future cash flows considering the market rates and prices chosen.
At December 31, 2017,2020, our net financial instrument position was a net assetliability of $4.4$25.3 million compared to a net liability of $2.5$8.9 million at December 31, 2016.2019. The change in the net financial instrument position was primarily due to exchange rate fluctuations in our foreign exchange portfolio.
Since our risk management programs are generally highly effective, the potential loss in value for each risk management portfolio described below would be largely offset by changes in the value of the underlying exposure.
Commodity Price Risk
Energy costs are diversified among coal, electricity and natural gas. We attempt to mitigate our exposure to increasing energy costs by hedging the cost of future deliveries of natural gas and by entering into fixed-price contracts for the purchase of coal and fuel oil. To analyze the effect of changing energy prices, we have performed a sensitivity analysis in which we assume an instantaneous 10 percent change in energy market prices from their levels at December 31, 2017 and 2016, with all other variables (including interest rates) held constant.
   Hedged energy exposure vs. Energy market pricing
(in Millions)Net Asset / (Liability) Position on Consolidated Balance Sheets Net Asset / (Liability) Position with 10% Increase Net Asset / (Liability) Position with 10% Decrease
Net asset/(liability) position at December 31, 2017$— $— $—
      
Net asset/(liability) position at December 31, 2016$2.0 $3.3 $0.8
Foreign Currency Exchange Rate Risk
The primary currencies for which we have exchange rate exposure are the U.S. dollar versus the euro, the Chinese yuan, the Brazilian real, Mexican peso, Indian rupee and the Argentine peso. Foreign currency debt and foreign exchange forward contracts are used in countries where we do business, thereby reducing our net asset exposure. Foreign exchange forward contracts are also used to hedge firm and highly anticipated foreign currency cash flows.
To analyze the effects of changing foreign currency rates, we have performed a sensitivity analysis in which we assume an instantaneous 10 percent change in the foreign currency exchange rates from their levels at December 31, 20172020 and 2016,2019, with all other variables (including interest rates) held constant.
   Hedged Currency vs. Functional Currency
(in Millions)Net Asset / (Liability) Position on Consolidated Balance Sheets Net Asset / (Liability) Position with 10% Strengthening Net Asset / (Liability) Position with 10% Weakening
Net asset/(liability) position at December 31, 2017$4.4 $10.8 $(3.2)
      
Net asset/(liability) position at December 31, 2016$(4.5) $31.9 $(39.0)
Hedged Currency vs. Functional Currency
(in Millions)Net Asset / (Liability) Position on Consolidated Balance SheetsNet Asset / (Liability) Position with 10% StrengtheningNet Asset / (Liability) Position with 10% Weakening
Net asset/(liability) position at December 31, 2020$(24.5)$8.4 $(9.6)
Net asset/(liability) position at December 31, 2019(8.0)55.9 (75.4)
Interest Rate Risk
One of the strategies that we can use to manage interest rate exposure is to enter into interest rate swap agreements. In these agreements, we agree to exchange, at specified intervals, the difference between fixed and variable interest amounts calculated on an agreed-upon notional principal amount. As ofIn the quarter ended December 31, 2017 and 2016,2020, we had nooutstanding interest rate swap agreements.contracts in place with an aggregate notional value of $100.0 million.
To analyze the effects of changing interest rates, we have performed a sensitivity analysis in which we assume an instantaneous one percent change in the interest rates from their levels at December 31, 2020 and 2019, with all other variables held constant.
(in Millions)Net Asset / (Liability) Position on Consolidated Balance Sheets1% Increase1% Decrease
Net asset/(liability) position at December 31, 2020$(0.8)$8.8 $(10.4)
Net asset/(liability) position at December 31, 2019(0.9)— (1.9)

Our debt portfolio at December 31, 20172020 is composed of 3872 percent fixed-rate debt and 6228 percent variable-rate debt. The variable-rate component of our debt portfolio principally consists of borrowings under our 2014 and 2017 Term Loan Facilities, commercial paper program,Facility, Credit Facility, Commercial Paper program, variable-rate industrial and pollution control revenue bonds, and amounts outstanding under foreign subsidiary credit lines. Changes in interest rates affect different portions of our variable-rate debt portfolio in different ways.

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Based on the variable-rate debt in our debt portfolio at December 31, 2017,2020, a one percentage point increase in interest rates would have increased gross interest expense by $19.7$9.3 million and a one percentage point decrease in interest rates would have decreased gross interest expense by $19.7$2.6 million for the year ended December 31, 2017.2020.


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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
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FMC CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
 
(in Millions, Except Per Share Data)Year Ended December 31,
202020192018
Revenue$4,642.1 $4,609.8 $4,285.3 
Costs and Expenses
Costs of sales and services2,590.1 2,526.2 2,405.5 
Gross Margin$2,052.0 $2,083.6 $1,879.8 
Selling, general and administrative expenses729.7 792.9 790.0 
Research and development expenses287.9 298.1 287.7 
Restructuring and other charges (income)132.2 171.0 61.2 
Total costs and expenses$3,739.9 $3,788.2 $3,544.4 
Income from continuing operations before equity in (earnings) loss of affiliates, non-operating pension and postretirement charges (income), interest expense, net and income taxes$902.2 $821.6 $740.9 
Equity in (earnings) loss of affiliates(0.1)
Non-operating pension and postretirement charges (income)21.2 8.1 (0.5)
Interest income(0.1)(1.9)(1.4)
Interest expense151.3 160.4 134.5 
Income (loss) from continuing operations before income taxes$729.8 $655.0 $608.4 
Provision (benefit) for income taxes150.9 111.5 70.8 
Income (loss) from continuing operations$578.9 $543.5 $537.6 
Discontinued operations, net of income taxes(28.3)(63.3)(26.1)
Net income (loss)$550.6 $480.2 $511.5 
Less: Net income (loss) attributable to noncontrolling interests(0.9)2.8 9.4 
Net income (loss) attributable to FMC stockholders$551.5 $477.4 $502.1 
Amounts attributable to FMC stockholders:
Continuing operations, net of income taxes$579.8 $540.7 $531.4 
Discontinued operations, net of income taxes(28.3)(63.3)(29.3)
Net income (loss) attributable to FMC stockholders$551.5 $477.4 $502.1 
Basic earnings (loss) per common share attributable to FMC stockholders:
Continuing operations$4.46 $4.12 $3.94 
Discontinued operations(0.22)(0.48)(0.22)
Net income (loss) attributable to FMC stockholders$4.24 $3.64 $3.72 
Diluted earnings (loss) per common share attributable to FMC stockholders:
Continuing operations$4.44 $4.10 $3.91 
Discontinued operations(0.22)(0.48)(0.22)
Net income (loss) attributable to FMC stockholders$4.22 $3.62 $3.69 
(in Millions, Except Per Share Data)Year Ended December 31,
2017 2016 2015
Revenue$2,878.6
 $2,538.9
 $2,491.0
Costs and Expenses     
Costs of sales and services$1,777.3
 $1,607.7
 $1,690.6
      
Gross Margin$1,101.3
 $931.2
 $800.4
      
Selling, general and administrative expenses$618.6
 $458.5
 $660.7
Research and development expenses141.5
 134.5
 135.9
Restructuring and other charges (income)81.4
 95.0
 150.3
Total costs and expenses2,618.8
 2,295.7
 2,637.5
Income (loss) from continuing operations before equity in (earnings) loss of affiliates, interest income and expense and income taxes$259.8
 $243.2
 $(146.5)
Equity in (earnings) loss of affiliates(0.1) (0.5) 
Interest income(0.9) (0.6) (1.3)
Interest expense80.0
 63.5
 62.2
Income (loss) from continuing operations before income taxes$180.8
 $180.8
 $(207.4)
Provision for income taxes264.1
 50.1
 5.2
Income (loss) from continuing operations$(83.3) $130.7
 $(212.6)
Discontinued operations, net of income taxes621.7
 81.0
 711.1
Net income$538.4
 $211.7
 $498.5
Less: Net income attributable to noncontrolling interests2.6
 2.6
 9.5
Net income attributable to FMC stockholders$535.8
 $209.1
 $489.0
Amounts attributable to FMC stockholders:     
Continuing operations, net of income taxes$(85.9) $128.4
 $(222.0)
Discontinued operations, net of income taxes621.7
 80.7
 711.0
Net income attributable to FMC stockholders$535.8
 $209.1
 $489.0
Basic earnings (loss) per common share attributable to FMC stockholders:     
Continuing operations$(0.64) $0.96
 $(1.66)
Discontinued operations4.63
 0.60
 5.32
Net income attributable to FMC stockholders$3.99
 $1.56
 $3.66
Diluted earnings (loss) per common share attributable to FMC stockholders:     
Continuing operations$(0.64) $0.96
 $(1.66)
Discontinued operations4.63
 0.60
 5.32
Net income attributable to FMC stockholders$3.99
 $1.56
 $3.66


The accompanying notes are an integral part of these consolidated financial statements.



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FMC CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 
(in Millions)Year Ended December 31,
2017 2016 2015
Net Income$538.4
 $211.7
 $498.5
Other comprehensive income (loss), net of tax:     
Foreign currency adjustments:     
Foreign currency translation gain (loss) arising during the period$172.7
 $(48.7) $(97.3)
Reclassification of foreign currency translations losses13.9
 
 
Total foreign currency translation adjustments (1)
$186.6
 $(48.7) $(97.3)
      
Derivative instruments:     
Unrealized hedging gains (losses) and other, net of tax of $0.5, ($0.2) and $0.4$(1.2) $7.3
 $0.7
Reclassification of deferred hedging (gains) losses and other, included in net income, net of tax of ($0.1), $3.3 and ($2.7)(0.7) 6.0
 (3.0)
Total derivative instruments, net of tax of $0.4, $3.1 and ($2.3)$(1.9) $13.3
 $(2.3)
      
Pension and other postretirement benefits:     
Unrealized actuarial gains (losses) and prior service (costs) credits, net of tax of $1.9, ($7.7) and ($16.1) (2)
$0.6
 $(26.9) $(26.4)
Reclassification of net actuarial and other (gain) loss, amortization of prior service costs and settlement charges, included in net income, net of tax of $14.5, $20.6 and $23.2 (3)
51.6
 39.2
 44.1
Total pension and other postretirement benefits, net of tax of $16.4, $12.9 and $7.1$52.2
 $12.3
 $17.7
      
Other comprehensive income (loss), net of tax$236.9
 $(23.1) $(81.9)
Comprehensive income$775.3
 $188.6
 $416.6
Less: Comprehensive income attributable to the noncontrolling interest1.4
 0.6
 9.1
Comprehensive income attributable to FMC stockholders$773.9
 $188.0
 $407.5
(in Millions)Year Ended December 31,
202020192018
Net income (loss)$550.6 $480.2 $511.5 
Other comprehensive income (loss), net of tax:
Foreign currency adjustments:
Foreign currency translation gain (loss) arising during the period$102.0 $(18.5)$(100.8)
Total foreign currency adjustments (1)
$102.0 $(18.5)$(100.8)
Derivative instruments:
Unrealized hedging gains (losses) and other, net of tax of $1.9, $(16.7) and $2.6$(2.5)$(69.0)$13.7 
Reclassification of deferred hedging (gains) losses and other, included in net income, net of tax of $1.7, $(3.0) and $(3.1) (3)
(4.3)(8.2)(7.7)
Total derivative instruments, net of tax of $3.6, $(19.7) and $(0.5)$(6.8)$(77.2)$6.0 
Pension and other postretirement benefits:
Unrealized actuarial gains (losses) and prior service (costs) credits, net of tax of $5.2, $(1.4) and $1.3 (2)
$18.9 $(6.5)$4.2 
Reclassification of net actuarial and other (gain) loss, amortization of prior service costs and settlement charges, included in net income, net of tax of $4.2, $2.6 and $4.3 (3)
16.0 9.9 16.5 
Total pension and other postretirement benefits, net of tax of $9.4, $1.2 and $5.6$34.9 $3.4 $20.7 
Other comprehensive income (loss), net of tax$130.1 $(92.3)$(74.1)
Comprehensive income (loss)$680.7 $387.9 $437.4 
Less: Comprehensive income (loss) attributable to the noncontrolling interest(0.6)(0.5)3.9 
Comprehensive income (loss) attributable to FMC stockholders$681.3 $388.4 $433.5 
____________________ 
(1)Income taxes are not provided on the equity in undistributed earnings of our foreign subsidiaries or affiliates since it is our intention that such earnings will remain invested in those affiliates indefinitely. The amount for 2017 includes reclassification to net income due to the divestiture of our FMC Health and Nutrition segment which includes the portion of FMC Health and Nutrition sold to DuPont and the Omega-3 business sold to Pelagia AS. See Note 9 for more information. In accordance with accounting guidance, this amount was previously factored into the lower of cost or fair value test associated with the 2017 Omega-3 asset held for sale write-down charges.
(2)At December 31 of each year, we remeasure our pension and postretirement plan obligations at which time we record any actuarial gains (losses) and prior service (costs) credits to other comprehensive income. During the year ended December 31, 2017, due to the announced plans to divest of FMC Health and Nutrition business, we triggered a curtailment of our U.S. pension plans. As a result, we revalued our pension plans as of March 31, 2017 in addition to the normal December 31st remeasurement, which resulted in adjustments to comprehensive income. See Note 13 for more information.
(3)For more detail on the components of these reclassifications and the affected line item in the consolidated statements of income (loss) see Note 15 within these consolidated financial statements.

(1)Income taxes are not provided for other outside basis differences inherent in our investments in subsidiaries because the investments and related unremitted earnings are essentially permanent in duration or we have concluded that no additional tax liability will arise upon disposal or remittance.

(2)At December 31 of each year, we remeasure our pension and postretirement plan obligations at which time we record any actuarial gains (losses) and prior service (costs) credits to other comprehensive income. During the year ended December 31, 2018, due to the announced plan to separate FMC Lithium, we triggered a curtailment of our U.S. pension plans. As a result, we revalued our pension plans as of October 31, 2018, in addition to the normal December 31st remeasurement, which resulted in adjustments to comprehensive income. See Note 15 for more information.
(3)For more detail on the components of these reclassifications and the affected line item in the consolidated statements of income (loss) see Note 17 within these consolidated financial statements.


The accompanying notes are an integral part of these consolidated financial statements.









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FMC CORPORATION
CONSOLIDATED BALANCE SHEETS
December 31,
(in Millions, Except Share and Par Value Data)20202019
ASSETS
Current assets
Cash and cash equivalents$568.9 $339.1 
Trade receivables, net of allowance of $27.9 in 2020 and $26.3 in 20192,330.3 2,231.2 
Inventories1,095.6 1,017.0 
Prepaid and other current assets380.8 487.5 
Total current assets$4,375.6 $4,074.8 
Investments3.1 0.7 
Property, plant and equipment, net771.7 758.0 
Goodwill1,468.9 1,467.5 
Other intangibles, net2,625.2 2,629.0 
Other assets including long-term receivables, net712.3 685.3 
Deferred income taxes229.6 257.4 
Total assets$10,186.4 $9,872.7 
LIABILITIES AND EQUITY
Current liabilities
Short-term debt and current portion of long-term debt$338.3 $227.7 
Accounts payable, trade and other946.7 900.1 
Advance payments from customers347.1 492.7 
Accrued and other liabilities674.7 680.6 
Accrued customer rebates295.2 280.6 
Guarantees of vendor financing140.6 75.7 
Accrued pension and other postretirement benefits, current4.2 4.3 
Income taxes82.2 62.2 
Total current liabilities$2,829.0 $2,723.9 
Long-term debt, less current portion2,929.5 3,031.1 
Accrued pension and other postretirement benefits, long-term46.4 44.2 
Environmental liabilities, continuing and discontinued443.5 470.5 
Deferred income taxes350.0 333.2 
Other long-term liabilities603.8 708.4 
Commitments and contingent liabilities (Note 20)00
Equity
Preferred stock, 0 par value, authorized 5,000,000 shares; 0 shares issued in 2020 or 2019$$
Common stock, $0.10 par value, authorized 260,000,000 shares in 2020 and 2019; 185,983,792 shares issued in 2020 and 201918.6 18.6 
Capital in excess of par value of common stock860.2 829.7 
Retained earnings4,506.4 4,188.8 
Accumulated other comprehensive income (loss)(282.2)(412.0)
Treasury stock, common, at cost - 2020: 56,630,209 shares, 2019: 56,859,498 shares(2,141.2)(2,092.8)
Total FMC stockholders’ equity$2,961.8 $2,532.3 
Noncontrolling interests22.4 29.1 
Total equity$2,984.2 $2,561.4 
Total liabilities and equity$10,186.4 $9,872.7 
 December 31,
(in Millions, Except Share and Par Value Data)2017 2016
ASSETS   
Current assets   
Cash and cash equivalents$283.0
 $64.2
Trade receivables, net of allowance of $38.7 in 2017 and $17.6 in 20162,043.5
 1,692.5
Inventories992.5
 478.9
Prepaid and other current assets326.4
 232.1
Current assets of discontinued operations held for sale7.3
 381.5
Total current assets$3,652.7
 $2,849.2
Investments1.4
 1.0
Property, plant and equipment, net1,025.2
 538.1
Goodwill1,198.9
 498.7
Other intangibles, net2,631.8
 719.9
Other assets including long-term receivables, net443.6
 454.7
Deferred income taxes252.7
 242.1
Noncurrent assets of discontinued operations held for sale
 835.6
Total assets$9,206.3
 $6,139.3
LIABILITIES AND EQUITY   
Current liabilities   
Short-term debt and current portion of long-term debt$192.6
 $94.2
Accounts payable, trade and other714.2
 317.4
Advance payments from customers380.6
 239.8
Accrued and other liabilities497.7
 358.5
Accrued customer rebates266.6
 246.7
Guarantees of vendor financing51.5
 104.5
Accrued pension and other postretirement benefits, current5.7
 7.1
Income taxes99.2
 11.0
Current liabilities of discontinued operations held for sale1.3
 59.0
Total current liabilities$2,209.4
 $1,438.2
Long-term debt, less current portion2,993.0
 1,798.8
Accrued pension and other postretirement benefits, long-term59.3
 137.3
Environmental liabilities, continuing and discontinued346.2
 306.4
Deferred income taxes173.2
 130.4
Noncurrent liabilities of discontinued operations held for sale
 67.7
Other long-term liabilities718.1
 267.5
Commitments and contingent liabilities (Note 18)
 
Equity   
Preferred stock, no par value, authorized 5,000,000 shares; no shares issued in 2017 or 2016$
 $
Common stock, $0.10 par value, authorized 260,000,000 shares in 2017 and 2016; 185,983,792 shares issued in 2017 and 201618.6
 18.6
Capital in excess of par value of common stock450.7
 418.6
Retained earnings3,952.4
 3,505.5
Accumulated other comprehensive income (loss)(240.3) (478.4)
Treasury stock, common, at cost - 2017: 51,653,236 shares, 2016: 52,293,686 shares(1,499.6) (1,506.6)
Total FMC stockholders’ equity$2,681.8
 $1,957.7
Noncontrolling interests25.3
 35.3
Total equity$2,707.1
 $1,993.0
Total liabilities and equity$9,206.3
 $6,139.3


The accompanying notes are an integral part of these consolidated financial statements.

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FMC CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(in Millions)Year Ended December 31,(in Millions)Year Ended December 31,
2017 2016 2015202020192018
Cash provided (required) by operating activities of continuing operations:     Cash provided (required) by operating activities of continuing operations:
Net income$538.4
 $211.7
 $498.5
Discontinued operations(621.7) (81.0) (711.1)
Net income (loss)Net income (loss)$550.6 $480.2 $511.5 
Discontinued operations, net of income taxesDiscontinued operations, net of income taxes28.3 63.3 26.1 
Income (loss) from continuing operations$(83.3) $130.7
 $(212.6)Income (loss) from continuing operations$578.9 $543.5 $537.6 
Adjustments from income from continuing operations to cash provided (required) by operating activities of continuing operations:     
Adjustments from income (loss) from continuing operations to cash provided (required) by operating activities of continuing operations:Adjustments from income (loss) from continuing operations to cash provided (required) by operating activities of continuing operations:
Depreciation and amortization$113.0
 $100.6
 $76.8
Depreciation and amortization$162.7 $150.1 $150.2 
Equity in (earnings) loss of affiliates(0.1) (0.5) 
Equity in (earnings) loss of affiliates(0.1)
Restructuring and other charges (income)81.4
 95.0
 150.3
Restructuring and other charges (income)132.2 171.0 61.2 
Deferred income taxes104.2
 53.3
 18.2
Deferred income taxes33.6 46.1 (43.9)
Pension and other postretirement benefits25.9
 32.5
 42.5
Pension and other postretirement benefits25.8 12.6 6.1 
Share-based compensation21.1
 20.2
 15.4
Share-based compensation18.9 25.6 22.5 
Excess tax benefits from share-based compensation
 (0.4) (1.4)
Changes in operating assets and liabilities, net of effect of acquisitions and divestitures:     Changes in operating assets and liabilities, net of effect of acquisitions and divestitures:
Trade receivables, net$(262.4) $11.8
 $140.6
Trade receivables, net$(71.8)$(123.5)$(281.5)
Guarantees of vendor financing(54.7) 55.0
 11.5
Guarantees of vendor financing64.8 8.6 15.4 
Advance payments from customersAdvance payments from customers(145.5)34.1 80.2 
Accrued customer rebatesAccrued customer rebates17.2 (85.8)104.1 
Inventories(96.8) 79.0
 27.8
Inventories(59.7)6.4 (200.7)
Accounts payable, trade and other331.7
 (29.7) (294.4)Accounts payable, trade and other61.8 103.0 166.7 
Advance payments from customers140.5
 (10.0) 60.6
Accrued customer rebates16.9
 (5.2) 9.5
Income taxes (1)
122.1
 (31.9) (265.3)
Income taxesIncome taxes36.2 (25.0)(94.7)
Pension and other postretirement benefit contributions(56.5) (65.8) (75.4)Pension and other postretirement benefit contributions(4.6)(13.4)(37.5)
Environmental spending, continuing, net of recoveries(20.5) (28.1) (32.2)Environmental spending, continuing, net of recoveries(1.9)(18.3)(20.3)
Restructuring and other spending(8.2) (18.0) (24.7)
Acquisition-related charges (2)
(78.9) (23.4) (264.8)
Change in other operating assets and liabilities, net (3)
19.1
 3.8
 146.4
Restructuring and other spending (1)
Restructuring and other spending (1)
(17.9)(18.6)(25.2)
Transaction and integration costsTransaction and integration costs(63.9)(77.1)(101.1)
Change in other operating assets and liabilities, net (2)
Change in other operating assets and liabilities, net (2)
(30.0)(183.7)23.7 
Cash provided (required) by operating activities of continuing operations$314.5
 $368.9
 $(471.2) Cash provided (required) by operating activities of continuing operations$736.8 $555.6 $362.7 
Cash provided (required) by operating activities of discontinued operations:     Cash provided (required) by operating activities of discontinued operations:
Environmental spending, discontinued, net of recoveries$(32.3) $(21.8) $(17.9)Environmental spending, discontinued, net of recoveries$(58.9)$(51.7)$(41.0)
Operating activities of discontinued operations, net of divestiture costs86.1
 176.3
 166.0
Operating activities of discontinued operations, net of divestiture costs(0.2)9.0 74.5 
Other discontinued spending(32.8) (25.6) (35.0)Other discontinued spending(29.9)(24.4)(27.8)
Cash provided (required) by operating activities of discontinued operations$21.0
 $128.9
 $113.1
Cash provided (required) by operating activities of discontinued operations$(89.0)$(67.1)$5.7 
____________________ 
(1)The twelve months ended December 31, 2015 includes approximately $340.3 million in income tax payments principally driven by the sale of our Alkali Chemicals business. See Note 9 for more details.
(2)Total cash payments during the year ended December 31, 2015 associated with the Cheminova acquisition hedges were $264.8 million, which includes $165.2 million that were accrued and paid within the period.
(3)Changes in all periods represent timing of payments associated with all other operating assets and liabilities.

(1)The restructuring and other spending amount includes spending of $3.6 million related to the Furadan® asset retirement obligations. For additional detail on restructuring activities, see Note 9 to our consolidated financial statements included within this Form 10-K.

(2)Changes in all periods represent timing of payments associated with all other operating assets and liabilities.


The accompanying notes are an integral part of these consolidated financial statements.

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FMC CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
 
(in Millions)Year Ended December 31,(in Millions)Year Ended December 31,
2017 2016 2015202020192018
Cash provided (required) by investing activities of continuing operations:     Cash provided (required) by investing activities of continuing operations:
Capital expenditures$(85.7) $(91.2) $(53.4)Capital expenditures$(67.2)$(93.9)$(83.0)
Proceeds from disposal of property, plant and equipment2.2
 1.9
 1.9
Acquisitions, net (3)
(1,225.6) 
 (1,205.1)
Acquisitions, net (3)
(65.6)19.6 
Proceeds from sale of investments
 
 66.4
Other investing activities(40.4) (11.5) (40.2)
Proceeds from sale of product portfoliosProceeds from sale of product portfolios88.0 
Investment in Enterprise Resource Planning systemInvestment in Enterprise Resource Planning system(47.2)(48.0)(48.5)
Other investing activities (4)
Other investing activities (4)
(20.4)(54.0)(13.6)
Cash provided (required) by investing activities of continuing operations$(1,349.5) $(100.8) $(1,230.4)Cash provided (required) by investing activities of continuing operations$(200.4)$(195.9)$(37.5)
Cash provided (required) by investing activities of discontinued operations:     Cash provided (required) by investing activities of discontinued operations:
Proceeds from divestiture$38.0
 $
 $1,649.8
Proceeds from disposal of property, plant and equipmentProceeds from disposal of property, plant and equipment$31.1 $26.2 $
Other discontinued investing activities(22.3) (34.4) (70.7)Other discontinued investing activities(17.0)(93.4)
Cash provided (required) by investing activities of discontinued operations$15.7
 $(34.4) $1,579.1
Cash provided (required) by investing activities of discontinued operations$31.1 $9.2 $(93.4)
Cash provided (required) by financing activities of continuing operations:     Cash provided (required) by financing activities of continuing operations:
Increase (decrease) in short-term debt$(3.1) $(19.4) $(547.3)Increase (decrease) in short-term debt$97.0 $(11.9)$79.5 
Proceeds from borrowing of long-term debt1,598.9
 2.8
 1,650.0
Proceeds from borrowing of long-term debt27.1 1,500.0 
Financing fees(11.0) (0.7) 
Financing fees and interest rate swap settlementsFinancing fees and interest rate swap settlements(3.5)(97.4)(3.1)
Repayments of long-term debt(302.3) (242.6) (1,036.6)Repayments of long-term debt(100.0)(901.9)(552.0)
Acquisitions of noncontrolling interests
 (20.0) 
Acquisitions of noncontrolling interests(7.4)
Transactions with noncontrolling interests(0.5)

 
Dividends paid (4)
(88.8) (88.6) (86.4)
Distributions to noncontrolling interestsDistributions to noncontrolling interests(1.3)
Net proceeds received from initial public offering of FMC Lithium (5)
Net proceeds received from initial public offering of FMC Lithium (5)
363.6 
Dividends paid (6)
Dividends paid (6)
(228.5)(210.3)(89.2)
Issuances of common stock, net22.5
 4.1
 5.9
Issuances of common stock, net24.7 50.7 10.7 
Excess tax benefits from share-based compensation
 0.4
 1.4
Repurchases of common stock under publicly announced program
 (11.2) 
Repurchases of common stock under publicly announced program(50.0)(400.0)(200.0)
Other repurchases of common stock(2.6) (1.8) (3.7)Other repurchases of common stock(8.4)(16.2)(6.8)
Cash provided (required) by financing activities$1,213.1
 $(377.0) $(16.7)
Cash provided (required) by financing activities of continuing operationsCash provided (required) by financing activities of continuing operations$(250.3)$(87.0)$(397.3)
Cash provided (required) by financing activities of discontinued operations:Cash provided (required) by financing activities of discontinued operations:
Proceeds from borrowing of long-term debtProceeds from borrowing of long-term debt$$$34.0 
Payment of Livent external debtPayment of Livent external debt(27.0)
Cash transfer to Livent due to spinCash transfer to Livent due to spin(10.2)
Cash provided (required) by financing activities of discontinued operationsCash provided (required) by financing activities of discontinued operations$$(37.2)$34.0 
Effect of exchange rate changes on cash and cash equivalents4.0
 
 (4.8)Effect of exchange rate changes on cash and cash equivalents1.6 (0.2)4.5 
Increase (decrease) in cash and cash equivalents$218.8
 $(14.4) $(30.9)Increase (decrease) in cash and cash equivalents$229.8 $177.4 $(121.3)
Cash and cash equivalents of continuing operations, beginning of periodCash and cash equivalents of continuing operations, beginning of period$339.1 $134.4 $281.8 
Cash and cash equivalents of discontinued operations, beginning of period (7)
Cash and cash equivalents of discontinued operations, beginning of period (7)
27.3 1.2 
Cash and cash equivalents, beginning of period64.2
 78.6
 109.5
Cash and cash equivalents, beginning of period$339.1 $161.7 $283.0 
Less: cash and cash equivalent of discontinued operations, end of periodLess: cash and cash equivalent of discontinued operations, end of period27.3 
Cash and cash equivalents, end of period$283.0
 $64.2
 $78.6
Cash and cash equivalents, end of period$568.9 $339.1 $134.4 
____________________
(3)Represents the cash portion of the total purchase consideration paid for the DuPont Crop Protection Business Acquisition. See Note 3 for more information on the non-cash consideration transferred to DuPont.
(4)See Note 15 regarding quarterly cash dividend.
(3)    The acquisitions, net amount in 2020 represents payments made on October 2, 2020 to acquire the remaining rights for Fluindapyr from Isagro S.p.A ("Isagro") in an asset acquisition. For additional detail on this transaction, see Note 9 to our consolidated financial statements included within this Form 10-K.
(4)    Cash paid for interest, net of capitalized interestspending associated with contract manufacturers was $98.8$17.4 million, $81.6$51.7 million and $74.7$13.1 million and income taxes paid, net of refunds was $33.3 million, $62.8 million and $340.3 million in December 31, 2017, 2016 and 2015, respectively. Net interest payments of $16.6 million, $19.6 million, and $17.9 million and tax payments, net of refunds of $8.3 million, $12.6 million, and $9.2 million were allocated to discontinued operations for the yearyears ended December 31, 2017, 20162020, 2019 and 2015, respectively. Accrued additions to property, plant and equipment at December 31, 2017, 2016 and 2015 were $11.6 million, $3.4 million and $19.4 million2018, respectively.




The accompanying notes are an integral part of these consolidated financial statements.

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(5)    Pursuant to the terms of the separation and distribution agreement, we received a net distribution of approximately $364 million from the public offering of Livent representing the proceeds from the sale of its common stock and the underwriters' exercise to purchase additional shares as part of the initial public offering ("IPO"), net of underwriting discounts and commissions, financing fees and other offering related expenses.
FMC CORPORATION(6)     See Note 17 regarding our quarterly cash dividend.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY(7)    Reflected within "Current assets of discontinued operations" on the consolidated balance sheets.

 FMC Stockholders’    
(in Millions, Except Per Share Data)
Common
Stock,
$0.10 Par
Value
 Capital In Excess of Par 
Retained
Earnings
 Accumulated Other Comprehensive Income (Loss) 
Treasury
Stock
 
Non-controlling
Interest
 
Total
Equity
Balance December 31, 2014$18.6
 $401.9
 $2,984.5
 $(375.8) $(1,498.7) $33.5
 $1,564.0
Net income    489.0
     9.5
 498.5
Stock compensation plans  14.4
     6.3
   20.7
Excess tax benefits from share-based compensation  1.4
         1.4
Shares for benefit plan trust        (2.2)   (2.2)
Net pension and other benefit actuarial gains/(losses) and prior service costs, net of income tax      17.7
     17.7
Net hedging gains (losses) and other, net of income tax      (2.3)     (2.3)
Foreign currency translation adjustments      (96.9)   (0.4) (97.3)
Dividends ($0.66 per share)    (88.5)       (88.5)
Repurchases of common stock        (3.7)   (3.7)
Balance December 31, 2015$18.6
 $417.7
 $3,385.0
 $(457.3) $(1,498.3) $42.6
 $1,908.3
Net income    209.1
     2.6
 211.7
Stock compensation plans  19.9
     4.3
   24.2
Excess tax benefits from share-based compensation  (0.4)         (0.4)
Shares for benefit plan trust        0.4
   0.4
Net pension and other benefit actuarial gains/(losses) and prior service costs, net of income tax      12.3
     12.3
Net hedging gains (losses) and other, net of income tax      13.3
     13.3
Foreign currency translation adjustments      (46.7)   (2.0) (48.7)
Dividends ($0.66 per share)    (88.6)       (88.6)
Repurchases of common stock        (13.0)   (13.0)
Transactions with noncontrolling interests (1)
  (18.6)       (7.9) (26.5)
Balance December 31, 2016$18.6
 $418.6
 $3,505.5
 $(478.4) $(1,506.6) $35.3
 $1,993.0
Net income    535.8
     2.6
 538.4
Stock compensation plans  33.0
     9.6
   42.6
Shares for benefit plan trust        (0.2)   (0.2)
Net pension and other benefit actuarial gains/(losses) and prior service costs, net of income tax      52.2
     52.2
Net hedging gains (losses) and other, net of income tax      (1.9)     (1.9)
Foreign currency translation adjustments      187.8
   (1.2) 186.6
Dividends ($0.66 per share)    (88.9)       (88.9)
Repurchases of common stock        (2.4)   (2.4)
Noncontrolling interests associated with an acquisition (1)
  
       12.7
 12.7
Transactions with noncontrolling interests (1)
  (0.9)       (24.1) (25.0)
Balance December 31, 2017$18.6
 $450.7
 $3,952.4
 $(240.3) $(1,499.6) $25.3
 $2,707.1

____________________ Supplemental disclosure of cash flow information: Cash paid for interest, net of capitalized interest was $141.8 million, $140.9 million and $133.4 million, and income taxes paid, net of refunds was $82.1 million, $130.9 million and $135.3 million in December 31, 2020, 2019 and 2018, respectively. Net interest payments of 0 and tax payments, net of refunds of $10.0 million were allocated to discontinued operations for the year ended December 31, 2018. Accrued additions to property, plant and equipment and other assets at December 31, 2020, 2019 and 2018 were $14.7 million, $18.2 million and $3.1 million, respectively.
(1)See Notes 3 and 15 for more detail on the acquisitions of noncontrolling interest and transactions with noncontrolling interest, respectively.


The accompanying notes are an integral part of these consolidated financial statements.

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FMC CORPORATION
NotesCONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
 FMC Stockholders’ Equity  
(in Millions, Except Per Share Data)Common Stock, $0.10 Par ValueCapital In Excess of Par
Retained
Earnings
Accumulated Other Comprehensive Income (Loss)
Treasury
Stock
Non-controlling
Interest
Total
Equity
Balance December 31, 2017$18.6 $450.7 $3,952.4 $(240.3)$(1,499.6)$25.3 $2,707.1 
Net income (loss)502.1 9.4 511.5 
Stock compensation plans26.5 7.2 33.7 
Shares for benefit plan trust0.1 0.1 
Net pension and other benefit actuarial gains (losses) and prior service cost, net of income tax20.7 20.7 
Net hedging gains (losses) and other, net of income tax6.0 6.0 
Foreign currency translation adjustments(95.3)(5.5)(100.8)
Dividends ($0.90 per share)(120.2)(120.2)
Repurchases of common stock(206.8)(206.8)
Transactions with noncontrolling interests (1)(2)
299.0 60.1 359.1 
Balance December 31, 2018$18.6 $776.2 $4,334.3 $(308.9)$(1,699.1)$89.3 $3,210.4 
Adoption of accounting standards (Note 2)55.5 (53.1)2.4 
Net income (loss)477.4 2.8 480.2 
Stock compensation plans53.5 21.6 75.1 
Shares for benefit plan trust(1.0)(1.0)
Net pension and other benefit actuarial gains (losses) and prior service cost, net of income tax3.4 3.4 
Net hedging gains (losses) and other, net of income tax(77.2)(77.2)
Foreign currency translation adjustments(15.2)(3.3)(18.5)
Dividends ($1.64 per share)(214.1)(214.1)
Repurchases of common stock(414.3)(414.3)
Distribution of FMC Lithium (3)
(464.3)39.0(59.7)(485.0)
Balance December 31, 2019$18.6 $829.7 $4,188.8 $(412.0)$(2,092.8)$29.1 $2,561.4 
Net income (loss)551.5 (0.9)550.6 
Stock compensation plans33.1 10.4 43.5 
Shares for benefit plan trust(0.4)(0.4)
Net pension and other benefit actuarial gains (losses) and prior service cost, net of income tax34.9 34.9 
Net hedging gains (losses) and other, net of income tax(6.8)(6.8)
Foreign currency translation adjustments101.7 0.3 102.0 
Dividends ($1.80 per share)(233.9)(233.9)
Repurchases of common stock(58.4)(58.4)
Acquisition of noncontrolling interests (1)
(2.6)(4.8)(7.4)
Distributions to noncontrolling interests(1.3)(1.3)
Balance December 31, 2020$18.6 $860.2 $4,506.4 $(282.2)$(2,141.2)$22.4 $2,984.2 
____________________ 
(1)    See Note 17 for more detail on transactions with noncontrolling interest.
(2)    Primarily represents the noncontrolling interest of our FMC Lithium as a result of the IPO. Refer to Consolidated Financial StatementsNote 1 for further information.

(3)    Represents the effects of the distribution of FMC Lithium. Refer to Note 1 for further information.

The accompanying notes are an integral part of these consolidated financial statements.
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Note 1: Principal Accounting Policies and Related Financial Information
Nature of operations. We are a diversified chemicalan agricultural sciences company serving agricultural, consumer and industrial markets globally withproviding innovative solutions applicationsto growers around the world with a robust product portfolio fueled by a market-driven discovery and market-leading products.development pipeline in crop protection, plant health, and professional pest and turf management. We operate in twoa single distinct business segments: FMC Agricultural Solutionssegment and FMC Lithium. Our FMC Agricultural Solutions segment develops, marketsdevelop, market and sellssell all three3 major classes of crop protection chemicals –chemicals: insecticides, herbicides and fungicides. These products are used in agriculture to enhance crop yield and quality by controlling a broad spectrum of insects, weeds and disease, as well as pest control in non-agricultural markets. Ourmarkets for pest control.
In March 2017, we announced our intention to separate our FMC Lithium segment manufactures lithium(subsequently renamed Livent Corporation, or "Livent") into a publicly traded company. The initial step of the separation, the initial public offering ("IPO") of Livent, closed on October 15, 2018. In connection with the IPO, Livent had granted the underwriters an option to purchase additional shares of common stock to cover over-allotments at the IPO price, less the underwriting discount. On November 8, 2018, the underwriters exercised in full their option to purchase additional shares. After completion of the IPO and the underwriters' exercise to purchase additional shares of common stock, FMC owned 123 million shares of Livent's common stock, representing approximately 84 percent of the total outstanding shares of Livent's common stock. On March 1, 2019, we completed the previously announced distribution of 123 million shares of common stock of Livent as a pro rata dividend on shares of FMC common stock outstanding at the close of business on the record date of February 25, 2019. We have recast all the data within this filing to present FMC Lithium as a discontinued operation retrospectively for useall periods presented.
COVID-19. Given the COVID-19 pandemic, many countries, including the United States, subsequently imposed restrictions on both travel and business closures in a wide rangean effort to mitigate the spread of lithium products,COVID-19. As an agricultural sciences company, we are considered an "essential" industry in the countries in which we operate and have avoided significant plant closures and all our facilities are used primarily in energy storage, specialty polymeroperational. While we have maintained business continuity and chemical synthesis application.sustained our operations, we do not yet know the full extent of the disruptions on either our business and operations or the global economy nor the duration of the pandemic and its adverse effects.
Basis of consolidation and basis of presentation. The accompanying consolidated financial statements of FMC Corporation and its subsidiaries were prepared in accordance with accounting principles generally accepted in the United States of America.America ("U.S. GAAP"). Our consolidated financial statements include the accounts of FMC and all entities that we directly or indirectly control. All significant intercompany accounts and transactions are eliminated in consolidation.
In March 2017, our FMC Health and Nutrition segment was classified as a discontinued operation. For more information on our discontinued operations see Note 9. WeCertain prior year amounts have recast all the data within this filingbeen reclassified to present FMC Health and Nutrition as a discontinued operation retrospectively for all periods presented including held for sale balance sheet treatment.conform to current year's presentation.
Estimates and assumptions. In preparing the financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”)GAAP we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results are likely to differ from those estimates, but we do not believe such differences will materially affect our financial position, results of operations or cash flows.
Cash equivalents. We consider investments in all liquid debt instruments with original maturities of 3 months or less to be cash equivalents.
Trade receivables, net of allowance. Trade receivables consist of amounts owed to us from customer sales and are recorded when revenue is recognized. The allowance for trade receivables represents our best estimate of the probable losses associated with potential customer defaults. In developing our allowance for trade receivables, we use a two stagetwo-stage process which includes calculating a general formula to develop an allowance to appropriately address the uncertainty surrounding collection risk of our entire portfolio and specific allowances for customers where the risk of collection has been reasonably identified either due to liquidity constraints or disputes over contractual terms and conditions.
Our method of calculating the general formula consists of estimating the recoverability of trade receivables based on historical experience, current collection trends, and external business factors such as economic factors, including regional bankruptcy rates, and political factors. Our analysis of trade receivable collection risk is performed quarterly, and the allowance is adjusted accordingly.
We also hold long-term receivables that represent long-term customer receivable balances related to past-due accounts which are not expected to be collected within the current year. Our policy for the review of the allowance for these receivables is
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consistent with the discussion in the preceding paragraph above on trade receivables. Therefore on an ongoing basis, we continue to evaluate the credit quality of our long-term receivables utilizing aging of receivables, collection experience and write-offs, as well as existing economic conditions, to determine if an additional allowance is necessary.
The allowance for trade receivablereceivables was $38.7$27.9 million and $17.6$26.3 million as of December 31, 20172020 and 2016,2019, respectively. The allowance for long-term receivables was $47.1$24.7 million and $49.1$61.1 million at December 31, 20172020 and 2016.2019, respectively. The provision to the allowance for receivables charged against operations was $22.1$4.7 million, $21.9$21.2 million and $5.9$71.4 million for the years ended December 31, 2017, 20162020, 2019 and 2015,2018, respectively. See Note 810 for more information. The provision in 2018 includes the effects of the stranded accounts receivables written off as part of the restructuring in India.
Investments. Investments in companies in which our ownership interest is 50 percent or less and in which we exercise significant influence over operating and financial policies are accounted for using the equity method. Under the equity method, original investments are recorded at cost and adjusted by our share of undistributed earnings and losses of these investments. Majority owned investments in which our control is restricted are also accounted for using the equity method. All other investments are carried at their fair values or at cost, as appropriate. We are party to several joint venture investments throughout the world, which individually and in the aggregate are not significant to our financial results.
Inventories. Inventories are stated at the lower of cost or marketnet realizable value. Inventory costs include those costs directly attributable to products before sale, including all manufacturing overhead but excluding distribution costs. All domestic inventories, excluding materials and supplies, are determined on a last-in, first-out (“LIFO”("LIFO") basis including DuPont and our remaining inventories are recorded on either a first-in, first-out (“FIFO”("FIFO") basis or average cost. The method for the acquired DuPont Crop Protection Business includes LIFO and average cost. See Note 57 for more information.

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Property, plant and equipment. We record property, plant and equipment, including capitalized interest, at cost. We recognize acquired property, plant and equipment, from acquisitions at its estimated fair value. Depreciation is provided principally on the straight-line basis over the estimated useful lives of the assets (land improvements — 20 years, buildings and building equipment 2015 to 40 years, and machinery and equipment — three to 18 years). Gains and losses are reflected in income upon sale or retirement of assets. Expenditures that extend the useful lives of property, plant and equipment or increase productivity are capitalized. Ordinary repairs and maintenance are expensed as incurred through operating expense.
Capitalized interest. We capitalized interest costs of $3.1$3.5 million, $4.7 million, and $4.1 million in 2017, $3.2 million in 20162020, 2019, and $4.2 million in 2015.2018, respectively. These costs were primarily associated with the construction of certain long-lived assets and have been capitalized as part of the cost of those assets. We amortize capitalized interest over the assets’ estimated useful lives.
Impairments of long-lived assets. We review the recovery of the net book value of long-lived assets whenever events and circumstances indicate that the net book value of an asset may not be recoverable from the estimated undiscounted future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the net book value, we recognize an impairment loss equal to an amount by which the net book value exceeds the fair value of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell.
Asset retirement obligations. We record asset retirement obligations (“AROs”("AROs") at fair value at the time the liability is incurred if we can reasonably estimate the settlement date. The associated AROs are capitalized as part of the carrying amount of related long-lived assets. In future periods, the liability is accreted to its present value and the capitalized cost is depreciated over the useful life of the related asset. We also adjust the liability for changes resulting from the passage of time and/or revisions to the timing or the amount of the original estimate. Upon retirement of the long-lived asset, we either settle the obligation for its recorded amount or incur a gain or loss. 
In our FMC Lithium segment, we have mining operations and legal reclamation obligations related to these facilities upon closure of the mines. Also, weWe have obligations at the majority of our manufacturing facilities in the event of permanent plant shutdown. Certain of these obligations are recorded in our environmental reserves described in Note 10. For certain AROs not already accrued, we have calculated the fair value of these AROs and concluded that the present value of these obligations was immaterialinconsequential at December 31, 20172020 and 2016.2019.
The carrying amounts for the AROs for the years ended December 31, 20172020 and 20162019 are $1.9$30.7 million and $1.8$35.7 million, respectively. These amounts are included in "Accrued and other liabilities" and "Other long-term liabilities" on the consolidated balance sheet. During 2019, we recorded a charge to recognize the acceleration of asset retirement obligations associated with our decision to exit sales of all carbofuran formulations (including Furadan® insecticide/nematicide, Curaterr® insecticide/nematicide and any other brands used with carbofuran products) globally effective December 31, 2019. Refer to Note 9 for more information.
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Restructuring and other charges. We continually perform strategic reviews and assess the return on our businesses.business. This sometimes results in a plan to restructure the operations of aour business. We record an accrual for severance and other exit costs under the provisions of the relevant accounting guidance.
Additionally, as part of these restructuring plans, write-downs of long-lived assets may occur. Two types of assets are impacted: assets to be disposed of by sale and assets to be abandoned. Assets to be disposed of by sale are measured at the lower of carrying amount or estimated net proceeds from the sale. Assets to be abandoned with no remaining future service potential are written down to amounts expected to be recovered. The useful life of assets to be abandoned that have a remaining future service potential are adjusted and depreciation is recorded over the adjusted useful life.
Capitalized software. We capitalize the costs of internal use software in accordance with accounting literature which generally requires the capitalization of certain costs incurred to develop or obtain internal use software. We assess the recoverability of capitalized software costs on an ongoing basis and record write-downs to fair value as necessary. We amortize capitalized software costs over expected useful lives ranging from three to 10 years. See Note 2022 for the net unamortized computer software balances.
Goodwill and intangible assets. Goodwill and other indefinite life intangible assets are not subject to amortization. Instead, they are subject to at least an annual assessment for impairment by applying a fair value-based test.
We test goodwill and indefinite life intangibles for impairment annually using the criteria prescribed by U.S. GAAP accounting guidance for goodwill and other intangible assets. Based upon our annual impairment assessments conducted in 20172020, 2019 and 2016,2018, we did not record any goodwill impairments. See Note 4 for more information on indefinite life intangibles. In 2017, we recorded a $42.1 million impairment charge to write down certain indefinite-lived intangible assets of the acquired DuPont Crop Protection Business as a result of the Act passed in the fourth quarter of 2017. See Note 11 for more details. In 2015, we recorded indefinite-lived intangible impairments of $9.3 million. These amounts were associated with Cheminova integration and restructuring activities within FMC Agricultural Solutions. These items are discussed further in Note 7.

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Finite-lived intangible assets consist primarily of patents, access rights,primarily customer relationships as well as patents, brands, registration rights, industry licenses, developed formulations and other intangibles and are generally being amortized over periods of approximately three to 5020 years. See Note 46 for additional information on goodwill and intangible assets and Notes 4 and 7 for additional information on the indefinite life intangible impairments.assets.
Revenue recognition. We recognize revenue when the earnings process is complete,(or as) we satisfy our performance obligation which is generally upon transfer of title. This transfer typically occurs either upon shipment towhen the customer obtains control of the good or upon receipt by the customer. In all cases, we apply the following criteria in recognizing revenue: persuasive evidence of an arrangement exists, delivery has occurred, the selling price is fixed or determinable and collection is reasonably assured.service. Rebates due to customers are accrued as a reduction of revenue in the same period that the related sales are recorded based on the contract terms.
We periodically enter into prepayment arrangements with customers, primarily in our FMC Agricultural Solutions segment, and receive advance payments for product Refer to be delivered in future periods. These advance payments are recorded as deferred revenue and classified as “Advance payments from customers” on the consolidated balance sheet. Revenue associated with advance payments is recognized as shipments are made and title, ownership and risk of loss pass to the customer.Note 3.
We record amounts billed for shipping and handling fees as revenue. Costs incurred for shipping and handling are recorded as costs of sales and services. Amounts billed for sales and use taxes, value-added taxes, and certain excise and other specific transactional taxes imposed on revenue-producing transactions are presented on a net basis and excluded from sales in the consolidated income statements. We record a liability until remitted to the respective taxing authority.
We periodically enter into prepayment arrangements with customers and receive advance payments for product to be delivered in future periods. These advance payments are recorded as deferred revenue and classified as "Advance payments from customers" on the consolidated balance sheet. Revenue associated with advance payments is recognized as shipments are made and transfer of control to the customer takes place.
Research and Developmentdevelopment.Research and development costs are expensed as incurred. In-process research and development acquired as part of asset acquisitions, which include license and development agreements, are expensed as incurred and included as a component of “Restructuring"Restructuring and other charges (income)" on the consolidated statements of income (loss).
Income and other taxes. We provide current income taxes on income reported for financial statement purposes adjusted for transactions that do not enter into the computation of income taxes payable andpayable. We recognize deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. We dohave not provideprovided income taxes onfor other outside basis differences inherent in our investments in subsidiaries because the equityinvestments and related unremitted earnings are essentially permanent in undistributed earnings of consolidated foreign subsidiaries as it is our intentionduration or we have concluded that such earningsno additional tax liability will remain invested in those companies.arise upon disposal or remittance.
Foreign currency. We translate the assets and liabilities of our foreign operations at exchange rates in effect at the balance sheet date. For foreign operations for which the functional currency is not the U.S. dollar we record translation gains and losses as a component of accumulated other comprehensive income (loss) in equity. The foreign operations' income statements are translated at the monthly exchange rates for the period. 


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We record remeasurement gains and losses on monetary assets and liabilities, such as accounts receivables and payables, which are not in the functional currency of the operation. These remeasurement gains and losses are recorded in income as they occur. We generally enter into foreign currency contracts to mitigate the financial risk associated with these transactions.  See “Derivative"Derivative financial instruments”instruments" below and Note 17.19.
Derivative financial instruments. We mitigate certain financial exposures, including currency risk, interest rate risk and commodity price exposures, through a controlled program of risk management that includes the use of derivative financial instruments. We enter into foreign exchange contracts, including forward and purchased option contracts, to reduce the effects of fluctuating foreign currency exchange rates.
We recognize all derivatives on the balance sheet at fair value. On the date the derivative instrument is entered into, we generally designate the derivative as either a hedge of the variability of cash flows to be received or paid related to a forecasted transaction (cash flow hedge) or a hedge of the fair value of a recognized asset or liability or of an unrecognized firm commitment (fair value hedge). We record in accumulated other comprehensive income or loss(loss) changes in the fair value of derivatives that are designated as, and meet all the required criteria for, a cash flow hedge. We then reclassify these amounts into earnings as the underlying hedged item affects earnings. We record immediately in earnings changes in the fair value of derivatives that are not designated as cash flow hedges.
We formally document all relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. This process includes relating derivatives that are designated as fair value or cash flow hedges to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions. We also formally assess, both at the inception of the hedge and throughout its term, whether each derivative is highly effective in

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offsetting changes in fair value or cash flows of the hedged item. If we determine that a derivative is not highly effective as a hedge, or if a derivative ceases to be a highly effective hedge, we discontinue hedge accounting with respect to that derivative prospectively.
Treasury stock. We record shares of common stock repurchased at cost as treasury stock, resulting in a reduction of stockholders’ equity in the consolidated balance sheets. When the treasury shares are contributed under our employee benefit plans or issued for option exercises, we use a FIFO method for determining cost. The difference between the cost of the shares and the market price at the time of contribution to an employee benefit plan is added to or deducted from the related capital in excess of par value of common stock.
Segment informationWe determined our reportable segments based on our strategic business units,As a result of the commonalities among the products and services within each segment and the manner in which we review and evaluate operating performance.
We have identified FMC Agricultural Solutions and FMC Lithium separation on March 1, 2019, we now operate as our reportable segments. Segment disclosures are included in Note 19. Segment operating profit is defined asa single business segment revenue less segment operating expenses (segment operating expenses consist of costs of sales and services, selling, general and administrative expenses and researchproviding innovative solutions to growers around the world with a robust product portfolio fueled by a market-driven discovery and development expenses). We have excluded the following items from segment operating profit:pipeline in crop protection, plant health, and professional pest and turf management. The business is supported by global corporate staff expense, interest incomefunctions. The determination of a single segment is consistent with the financial information regularly reviewed by the chief executive officer for purposes of evaluating performance, allocating resources, setting incentive compensation targets and expense associated with corporate debt facilitiesboth planning and investments, income taxes, gains (or losses)forecasting future periods. Refer to Note 3 for further information on divestitures of businesses, restructuringproduct and other charges (income), investment gains and losses, loss on extinguishment of debt, asset impairments, LIFO inventory adjustments, acquisition related costs, non-operating pension and postretirement charges, and other income and expense items. Information about how restructuring and other charges (income) relate to our businesses at the segment level is discussed in Note 7.
Segment assets and liabilities are those assets and liabilities that are recorded and reported by segment operations. Segment operating capital employed represents segment assets less segment liabilities. Segment assets exclude corporate and other assets, which are principally cash equivalents, the LIFO reserve on inventory, deferred income taxes, eliminations of intercompany receivables and property and equipment not attributable to a specific segment, such as capitalized interest. Segment liabilities exclude substantially all debt, income taxes, pension and other postretirement benefit liabilities, environmental reserves and related recoveries, restructuring reserves, fair value of currency contracts, intercompany eliminations, and reserves for discontinued operations.regional revenues.
Geographic segment revenue is based on the location of our customers. Geographic segment long-lived assets include investments,goodwill and other intangibles, net, property, plant and equipment, net and other non-current assets. Geographic segment data is included inRefer to Note 19.21.
Stock compensation plans. We recognize compensation expense in the financial statements for all share options and other equity-based arrangements. Share-based compensation cost is measured at the date of grant, based on the fair value of the award, and is recognized over the employee’s requisite service period. See Note 1416 for further discussion on our share-based compensation.
Environmental obligations. We provide for environmental-related obligations when they are probable and amounts can be reasonably estimated. Where the available information is sufficient to estimate the amount of liability, that estimate has been used. Where the information is only sufficient to establish a range of probable liability and no point within the range is more likely than any other, the lower end of the range has been used.
Estimated obligations to remediate sites that involve oversight by the United States Environmental Protection Agency (“EPA”("EPA"), or similar government agencies, are generally accrued no later than when a Record of Decision (“ROD”("ROD"), or equivalent, is issued, or upon completion of a Remedial Investigation/Feasibility Study (“("RI/FS”FS"), or equivalent, that is submitted by us and the appropriate government agency or agencies. Estimates are reviewed quarterly and, if necessary, adjusted as additional information becomes available. The estimates can change substantially as additional information becomes available regarding
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the nature or extent of site contamination, required remediation methods, and other actions by or against governmental agencies or private parties.
Our environmental liabilities for continuing and discontinued operations are principally for costs associated with the remediation and/or study of sites at which we are alleged to have released hazardous substances into the environment. Such costs principally include, among other items, RI/FS, site remediation, costs of operation and maintenance of the remediation plan, management costs, fees to outside law firms and consultants for work related to the environmental effort, and future monitoring costs. Estimated site liabilities are determined based upon existing remediation laws and technologies, specific site consultants’ engineering studies or by extrapolating experience with environmental issues at comparable sites.
Included in our environmental liabilities are costs for the operation, maintenance and monitoring ("M&M") of site remediation plans ("OM&M").plans. Such reserves are based on our best estimates for these OM&M plans. Over time we may incur OM&M costs in

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excess of these reserves. However, we are unable to reasonably estimate an amount in excess of our recorded reserves because we cannot reasonably estimate the period for which such OM&M plans will need to be in place or the future annual cost of such remediation, as conditions at these environmental sites change over time. Such additional OM&M costs could be significant in total but would be incurred over an extended period of years.
Included in the environmental reserve balance, other assets balance and disclosure of reasonably possible loss contingencies are amounts from third party insurance policies which we believe are probable of recovery.
Provisions for environmental costs are reflected in income, net of probable and estimable recoveries from named Potentially Responsible Parties (“PRPs”("PRPs") or other third parties. SuchIn the fourth quarter of 2019, we increased our reserves for the Pocatello Tribal Matter by $72.8 million, which represents both the historical and discounted present value of future annual use permit fees as well as the associated legal costs at the time the charge was recorded. We remeasure our discounted liability balance according to current interest rates. See Note 12 for further information. All other environmental provisions incorporate inflation and are not discounted to their present values.value.
In calculating and evaluating the adequacy of our environmental reserves, we have taken into account the joint and several liability imposed by Comprehensive Environmental Remediation, Compensation and Liability Act (“CERCLA”("CERCLA") and the analogous state laws on all PRPs and have considered the identity and financial condition of the other PRPs at each site to the extent possible. We have also considered the identity and financial condition of other third parties from whom recovery is anticipated, as well as the status of our claims against such parties. Although we are unable to forecast the ultimate contributions of PRPs and other third parties with absolute certainty, the degree of uncertainty with respect to each party is taken into account when determining the environmental reserve on a site-by-site basis. Our liability includes our best estimate of the costs expected to be paid before the consideration of any potential recoveries from third parties. We believe that any recorded recoveries related to PRPs are realizable in all material respects. Recoveries are recorded as either an offset in “Environmental"Environmental liabilities, continuing and discontinued”discontinued" or as “Other assets”"Other assets including long-term receivables, net" in our consolidated balance sheets in accordance with U.S. accounting literature.
Pension and other postretirement benefits. We provide qualified and nonqualified defined benefit and defined contribution pension plans, as well as postretirement health care and life insurance benefit plans to our employees and retirees. The costs (or benefits) and obligations related to these benefits reflect key assumptions related to general economic conditions, including interest (discount) rates, healthcare cost trend rates, expected rates of return on plan assets and the rates of compensation increase for employees. The costs (or benefits) and obligations for these benefit programs are also affected by other assumptions, such as average retirement age, mortality, employee turnover, and plan participation. To the extent our plans’ actual experience, as influenced by changing economic and financial market conditions or by changes to our own plans’ demographics, differs from these assumptions, the costs and obligations for providing these benefits, as well as the plans’ funding requirements, could increase or decrease. When actual results differ from our assumptions, the difference is typically recognized over future periods. In addition, the unrealized gains and losses related to our pension and postretirement benefit obligations may also affect periodic benefit costs (or benefits) in future periods. See Note 1315 for additional information relating to pension and other postretirement benefits.


Note 2: Recently Issued and Adopted Accounting Pronouncements and Regulatory Items


New Accountingaccounting guidance and regulatory items
In February 2018,March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This
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ASU provides optional guidance for a limited period of time to ease the potential burden in accounting for contracts and hedging relationships affected by reference rate reform. This applies to contracts that reference LIBOR or another rate that is expected to be discontinued as a result of rate reform and have modified terms that affect or have the potential to affect the amount and timing of contractual cash flows resulting from the discontinuance of reference rate. The new standard is currently effective and upon adoption may be applied prospectively through December 31, 2022. We are evaluating the impacts this standard will have on accounting for contracts and hedging relationships but do not believe it will have a material impact on our consolidated financial statements.

In December 2019, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The amendments in this ASU simplify the accounting for income taxes by removing certain exceptions and simplification in several other areas. The new standard is effective for fiscal years beginning after December 15, 2020 (i.e., a January 1, 2021 effective date). We believe the adoption will not have a material impact on our consolidated financial statements.

Recently adopted accounting guidance
In August 2018, the FASB issued ASU No. 2018-14, Defined Benefit Plans - General (Subtopic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans. The amendments in this ASU modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The new standard is effective for fiscal years ending after December 15, 2020. There was no impact to our consolidated financial statements upon adoption, however, we have updated our disclosures within to comply with the ASU.

In August 2018, the FASB issued ASU No. 2018-15, Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. The amendments in this ASU align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The new standard became effective for fiscal years beginning after December 15, 2019 (i.e. a January 1, 2020 effective date). There was no material impact to our consolidated financial statements upon adoption.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This ASU changes the subsequent measurement of goodwill impairment by eliminating Step 2 from the impairment test. Under the new guidance, an entity will measure impairment using the difference between the carrying amount and the fair value of the reporting unit. The new standard became effective for fiscal years beginning after December 15, 2019 (i.e. a January 1, 2020 effective date), with early adoption permitted for goodwill impairment tests with measurement dates after January 1, 2017. There was no material impact to our consolidated financial statements upon adoption.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaces the incurred loss impairment methodology with a current expected credit loss ("CECL") model that immediately recognizes an estimate of credit losses that are expected to occur over the life of the financial instrument, including trade receivables. The update is intended to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The new standard became effective January 1, 2020. As a result of the adoption, we have refined our allowance for doubtful trade receivables methodology which considers current economic conditions as well as forward-looking expectations about expected credit losses. The adoption of the new standard did not result in a material impact to our consolidated financial statements.

In February 2018, the FASB issued ASU No. 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220):Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This new standard permits a company to reclassify the income tax effects of the change in the U.S federal corporate income tax rate on the gross deferred tax amounts and related valuation allowances as well as other income tax effects related to the application of the Tax Cuts and Jobs Act (the "Act") within Accumulatedaccumulated other comprehensive income ("AOCI") to retained earnings. There areThe new standard also new required disclosures such as a description of the accounting policy for releasing income tax effects from AOCI as well asrequires certain disclosures in the period of adoption if a company elects to reclassify the incomeabout stranded tax effects. The new standard is effective for fiscal years beginning after December 15, 2018 (i.e., a January 1, 2019 effective date), and interim periods within those fiscal years, with early adoption permitted. We are evaluating the effect the guidance will have on our consolidated financial statements.

In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815). This ASU amends and simplifies existing hedge accounting guidance and allows for more hedging strategies to be eligible for hedge accounting. In addition, the ASU amends disclosure requirements and how hedge effectiveness is assessed. The newadopted this standard is effective for fiscal years beginning after December 15, 2018 (i.e. aprospectively as of January 1, 2019 effective date), with early adoption permittedand reclassified $53.1 million of the stranded income tax effects from accumulated other comprehensive income (loss) to retained earnings. The reclassification was related to the change in any interim period after issuance of this ASU. We are evaluatingthe U.S. federal corporate tax rate and the effect of the guidance will haveAct on our pension plans and derivative instruments. This reclassification is reflected within the consolidated financial statements.

In May 2017,statements of changes in equity for the FASB issued ASU No. 2017-09, StockCompensation - Scope of Modification Accounting. This ASU provides guidance on which changes to the terms or conditions of a share-based payment award require an entity to apply modification

current period.
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accounting in Topic 718. The new standard is effective for fiscal years beginning after December 15, 2017 (i.e. a January 1, 2018 effective date). We believe the adoption will not have a material impact on our consolidated financial statements.

In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost. This ASU provides requirements for presentation and disclosure of service and other components of net benefit cost on the financial statements. The new standard is effective for fiscal years beginning after December 15, 2017 (i.e. a January 1, 2018 effective date). We believe the adoption will not have a material impact on our consolidated financial statements other than potential changes to the presentation of net periodic pension and postretirement benefit costs on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This ASU changes the subsequent measurement of goodwill impairment by eliminating Step 2 from the impairment test. Under the new guidance, an entity will measure impairment using the difference between the carrying amount and the fair value of the reporting unit. The new standard is effective for fiscal years beginning after December 15, 2019 (i.e. a January 1, 2020 effective date), with early adoption permitted for goodwill impairment tests with measurement dates after January 1, 2017. We believe the adoption will not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations. This new ASU clarified the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The new standard is effective for fiscal years beginning after December 15, 2017 (i.e. a January 1, 2018 effective date) and will be applied prospectively. We will continue to assess the effects the amendments will have on future acquisitions or disposals.

In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740), Intra-Entity Transfers of Assets Other Than Inventory. Under the new guidance, an entity will recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The new standard is effective for fiscal years beginning after December 15, 2018 (i.e. a January 1, 2019 effective date), with early adoption permitted only in the first quarter of a fiscal year. Based on our assessment, we believe the adoption will not have a material impact on our consolidated financial statements.

In August 2016, the FASB issued ASU No. 2016-15, Statements of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments. This ASU addresses eight specific cash flow issues with the goal of reducing the existing diversity in practice in how certain cash receipts and cash payments are both presented and classified in the statement of cash flows. The new standard is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years (i.e. a January 1, 2018 effective date). We have reviewed the eight cash flow issues and do not believe there will be any significant changes to FMC and our presentation of certain cash receipts and payments within the consolidated cash flow statement upon adoption.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments” ("ASU 2016-13"). ASU 2016-13 replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses. The update is intended to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The new standard is effective for fiscal years beginning after December 15, 2019 (i.e. a January 1, 2020 effective date), with early adoption permitted for fiscal years beginning after December 15, 2018. We are evaluating the effect the guidance will have on our consolidated financial statements.

In February 2016, the FASB issued its new lease accounting guidance in ASU No. 2016-02, Leases (Topic 842)("ASC 842"). Under the new guidance, lessees will be required to recognize for all leases (with the exception of short-term leases) a lease liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis and a right-of-use ("ROU") asset, which is an asset that represents the lessee's right to use, or control the use of, a specified asset for the lease term. The new standard, including related amendments, is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (i.e., a January 1, 2019 effective date). While we are still evaluating the definitive impacts this ASU will have on our consolidated financial statements, we have performed an initial impact assessment by surveying the lease population. At a minimum, total assets and total liabilities will likely increase in the period of adoption.

In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which amends the guidance in U.S. GAAP on the classification and measurement of financial instruments. Changes to the current guidance primarily affect the accounting for equity investments,

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financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017 (i.e. a January 1, 2018 effective date), and upon adoption, an entity should apply the amendments by means of a cumulative-effect adjustment to the balance sheet at the beginning of the first reporting period in which the guidance is effective. Early adoption is not permitted except for the provision to record fair value changes for financial liabilities under the fair value option resulting from instrument-specific credit risk in other comprehensive income. Based on an initial assessment, we believe the adoption will not have a material impact on our consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This guidance will replace most existing revenue recognition guidance in U.S. GAAP. We will be adopting this standard, aswe performed a detailed review of January 1, 2018 using the modified retrospective adoption method. While we are still finalizing the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures, we have performed an impact assessment by analyzing certain existing material revenue transactions and arrangements that are representativecontracts of our business segments and their revenue streams.assessed the terms under ASC 842. Additionally, we have assessed any potential impacts on our internal controls and processes related to both the implementation and ongoing compliance of the new guidance.

We have adopted this standard as of January 1, 2019 utilizing a modified retrospective approach and have elected the transition practical expedient package. Under this transition practical expedient package, ASC 842 was only applied to contracts that existed as of, or were entered into on or after, January 1, 2019, and a cumulative effect adjustment was made as of January 1, 2019. All comparative periods prior to January 1, 2019 will retain the financial reporting and disclosure requirements of ASC 840. The adoption of ASC 842 had a material impact on our consolidated balance sheet but did not have a material impact on the consolidated statement of income (loss), consolidated statement of comprehensive income (loss), consolidated statement of cash flows, or consolidated statement of changes in equity. As a result of adoption, we recorded additional ROU lease assets and lease liabilities of $185.3 million and $215.9 million, respectively. ROU lease assets includes a reclassification of $30.6 million of prepaid rent, accrued rent, and lease incentives previously recorded under ASC 840. Additionally, we recorded a retained earnings impact of $2.4 million as of January 1, 2019. Refer to Note 4 for further information.

The expedient package allowed us not to reassess whether existing contracts contain a lease under the new definition of a lease, the lease classification of existing leases, and initial direct cost for existing leases including whether such costs would qualify for capitalization under the standard. Additionally, we elected the practical expedient to not separate non-lease components from lease components. In addition to these practical expedients, we elected the following exemption permissible under ASC 842: the exclusion of leases with terms 12 months or less that do not have a purchase option or extension that is reasonably certain to exercise.

The adoption of ASC 842 required adjustments to record our initial ROU asset and lease liability on the balance sheet. The initial right of use asset and lease liability are presented on a discounted basis by our incremental borrowing rate at transition.

Note 3: Revenue Recognition
Disaggregation of revenue
We disaggregate revenue from contracts with customers by geographical areas and major product categories. We have 3 major agricultural pesticide product categories: insecticides, herbicides, and fungicides. The disaggregated revenue tables are shown below for the years ended December 31, 2020, 2019 and 2018.
The following table provides information about disaggregated revenue by major geographical region:
Year Ended December 31,
(in Millions)202020192018
North America (1)
$1,032.5 $1,121.1 $1,090.8 
Latin America (1)
1,456.5 1,441.7 1,210.1 
Europe, Middle East & Africa1,046.3 1,001.8 966.0 
Asia1,106.8 1,045.2 1,018.4 
Total Revenue$4,642.1 $4,609.8 $4,285.3 
____________________
(1)Countries with sales in excess of 10 percent of consolidated revenue consisted of the U.S. and Brazil. Sales for the years ended December 31, 2020, 2019, and 2018 for the U.S. totaled $941.2 million, $1,044.1 million and $991.8 million , respectively, and for Brazil totaled $1,083.4 million, $1,094.1 million and $913.7 million, respectively.

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Notes to Consolidated Financial Statements — (Continued)

The following table provides information about disaggregated revenue by major product category:
Year Ended December 31,
(in Millions)202020192018
Insecticides$2,836.8 $2,773.6 $2,476.5 
Herbicides1,187.2 1,228.8 1,251.2 
Fungicides275.5 271.4 268.7 
Other342.6 336.0 288.9 
Total Revenue$4,642.1 $4,609.8 $4,285.3 

We earn revenue from the sale of a wide range of products to a diversified base of customers around the world. Our portfolio is comprised of three major pesticide categories: insecticides, herbicides and fungicides. These products are used in agriculture to enhance crop yield and quality by controlling a broad spectrum of insects, weeds and disease, as well as in non-agricultural markets for pest control. The majority of our product lines consist of insecticides and herbicides, with a smaller portfolio of fungicides mainly used in high value crop segments. Our insecticides are used to control a wide spectrum of pests, while our herbicide portfolio primarily targets a large variety of difficult-to-control weeds. Products in the other category include various agricultural products such as smaller classes of pesticides, growth promoters, and soil enhancements.
Sale of Goods
Revenue from product sales is recognized when (or as) we satisfy a performance obligation by transferring the promised goods to a customer, that is, when control of the good transfers to the customer. The customer is then invoiced at the agreed-upon price with payment terms generally ranging from 30 to 90 days, with some regions providing terms longer than 90 days. We do not typically give payment terms that exceed 360 days; however, in certain geographical regions such as Latin America, these extended terms may be given in limited circumstances. Additionally, a timing difference of over one year can exist between when products are delivered to the customer and when payment is received from the customer in these regions; however, the effect of these sales is not material to the financial statements as a whole. Furthermore, we have assessed the circumstances and arrangements in these regions and determined that the contracts with these customers do not contain a significant financing component.
In determining when the control of goods is transferred, we typically assess, among other things, the transfer of risk and title and the shipping terms of the contract. The transfer of title and risk typically occurs either upon shipment to the customer or upon receipt by the customer. As such, we typically recognize revenue when goods are shipped based on the relevant Incoterm for the product order, or in some regions, when delivery to the customer’s requested destination has occurred. When we perform shipping and handling activities after the transfer of control to the customer (e.g., when control transfers prior to delivery), they are considered as fulfillment activities, and accordingly, the costs are accrued for when the related revenue is recognized. For FOB shipping point terms, revenue is recognized at the time of shipment since the customer gains control at this point in time.
We record amounts billed for shipping and handling fees as revenue. Costs incurred for shipping and handling are recorded as costs of sales and services. Amounts billed for sales and use taxes, value-added taxes, and certain excise and other specific transactional taxes imposed on revenue-producing transactions are presented on a net basis and excluded from sales in the consolidated income statements. We record a liability until remitted to the respective taxing authority.
Sales Incentives and Other Variable Considerations
As a part of our customary business practice, we offer a number of sales incentives to our customers including volume discounts, retailer incentives, and prepayment options. The variable considerations given can differ by products, support levels and other eligibility criteria. For all such contracts that include any variable consideration, we estimate the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in our judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Although determining the transaction price for these considerations requires significant judgment, we have significant historical experience with incentives provided to customers and estimate the expected consideration considering historical patterns of incentive payouts. These estimates are reassessed each reporting period as required.
In addition to the variable considerations describe above, in certain instances, we may require our customers to meet certain volume thresholds within their contract term. We estimate what amount of variable consideration should be included in the transaction price at contract inception and continually reassess this estimation each reporting period to determine situations
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when the minimum volume thresholds will not be met. Variable consideration is included in the transaction price if, in our judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur.
Right of Return
We extend an assurance warranty offering customers a right of refund or exchange in case the delivered product does not conform to specifications. Additionally, in certain regions and arrangements, we may offer a right of return for a specified period. Both instances are accounted for as a right of return and transaction price is adjusted for an estimate of expected returns. Replacement products are accounted for under the warranty guidance if the customer exchanges one product for another of the same kind, quality, and price. We have significant experience with historical return patterns and use this experience to include returns in the estimate of transaction price.
Contract asset and contract liability balances
We satisfy our obligations by transferring goods and services in exchange for consideration from customers. The timing of performance sometimes differs from the timing the associated consideration is received from the customer, thus resulting in the recognition of a contract asset or contract liability. We recognize a contract liability if the customer's payment of consideration is received prior to completion of our related performance obligation.
The following table presents the opening and closing balances of our receivables (net of allowances) and contract liabilities from contracts with customers:
(in Millions)Balance as of December 31, 2019Balance as of December 31, 2020Increase (Decrease)
Receivables from contracts with customers, net of allowances$2,354.3 $2,433.8 $79.5 
Contract liabilities: Advance payments from customers492.7 347.1 (145.6)

The amount of revenue recognized in the year ended December 31, 2020 that was included in the opening contract liability balance was $492.7 million.
The balance of receivables from contracts with customers listed in the table above include both current trade receivables and long-term receivables, net of allowance for doubtful accounts. The allowance for receivables represents our best estimate of the probable losses associated with potential customer defaults. We determine the allowance based on historical experience, current collection trends, and external business factors such as economic factors, including regional bankruptcy rates, and political factors. The change in allowance for doubtful accounts for both current trade receivables and long-term receivables is representative of the impairment of receivables as of December 31, 2020. Refer to Note 10 for further information.
We periodically enter into prepayment arrangements with customers and receive advance payments for product to be delivered in future periods. Prepayment terms are extended to customers/distributors in order to capitalize on surplus cash with growers. Growers receive bulk payments for their produce, which they leverage to buy our products from distributors through prepayment options. This in turn creates opportunity for distributors to make large prepayments to us for securing the future supply of products to be sold to growers. Prepayments are typically received in the fourth quarter of the fiscal year, primarily in North America, and are for the following marketing year indicating that the time difference between prepayment and performance of corresponding performance obligations does not exceed one year. We recognize these prepayments as a liability under "Advance Payments from customers" on the consolidated balance sheets when they are received. Revenue associated with advance payments is recognized as shipments are made and transfer of control to the customer takes place. Advance payments from customers was $492.7 million as of December 31, 2019 and $347.1 million as of December 31, 2020.
Performance obligations
At contract inception, we assess the goods and services promised in our contracts with customers and identify a performance obligation for each promise to transfer a good or service (or bundle of goods or services) that is distinct. To identify the performance obligations, we consider all the goods or services promised in the contract, whether explicitly stated or implied based on customary business practices. Based on the assessment performed to date,our evaluation, we have determined that our current contracts do not expectcontain more than one performance obligation. Revenue is recognized when (or as) the performance obligation is satisfied, which is when the customer obtains control of the good or service.
Periodically, we may enter into contracts with customers which require them to submit a forecast of non-binding purchase obligations to us. These forecasts are typically provided by the customer to us in good faith, and there are no penalties or obligations if the forecasts are not met. Accordingly, we have determined that these are optional purchases and do not represent material changesrights and are not considered as unsatisfied (or partially satisfied) performance obligations for the purposes of this disclosure.
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In separate and less common circumstances, we may have contracts with customers which have binding purchase requirements for just one quarter of their annual forecasts. Additionally, as noted in the Contract Liabilities section above, we periodically enter into agricultural prepayment arrangements with customers, and receive advance payments for product to be delivered in future periods within one year. We have elected not to disclose the aggregate amount of the transaction price allocated to remaining performance obligations for these two types of contracts as they have an expected duration of one year or less and the revenue is expected to be recognized within the next year.
Other arrangements
Data Licensing
We sometimes grant to third parties a license and right to rely upon pesticide regulatory data filed with government agencies. Such licenses allow a licensee to cite and rely upon our data in connection with the licensee’s application for pesticide registrations as required by law; these licenses can be granted through contract or through a mandatory statutory license, depending on circumstances. In the most common occurrence, when a license is embedded in a contract for supply of pesticide active ingredient from us to the licensee, the license grant is not considered as distinct from other promised goods or services. Accordingly, all promises are treated as a single performance obligation and revenue is recognized at a point when the control of the pesticide products is transferred to the licensee-customer. In the less frequent occurrence, when the license and right to use data is granted without a supply contract, we account for the revenue attributable to the data license as a performance obligation satisfied at a single point in time and recognize revenue on the effective date of such contract. Finally, in those circumstance of mandatory data licensing by statute, such as under U.S. pesticide law, we recognize the data compensation upon the effective date of the data compensation settlement agreement. Payment terms for these arrangements may vary by contract.
Service Arrangements
In limited cases, we engage in providing certain tolling services, such as filling and packing services using raw and packing materials supplied by the customer. However, as a result of the DuPont Crop Protection Business Acquisition, on November 1, 2017, we entered into an agreement with DuPont to provide tolling services to one another for up to five years from the acquisition date. Depending on the nature of the tolling services, we determine the appropriate method of satisfaction of the performance obligation, which may be the input or output method. Compared to other goods and services provided by us, service arrangements do not represent a significant portion of sales each year. Payment terms for service arrangements may vary by contract; however, payment is typically due within 30 days of the invoice date.
Practical Expedients and Exemptions
We have elected the following practical expedients following the adoption of ASC 606:
a.Costs of obtaining a contract: FMC incurs certain costs such as sales commissions which are incremental to obtaining the contract. We have taken the practical expedient of expensing such costs to obtain a contract, as and when they are incurred, as their expected amortization period is one year or less.
b.Significant financing component: We elected not to adjust the promised amount of consideration for the effects of a significant financing component if FMC expects, at contract inception, that the period between the transfer of a promised good or service to a customer and when the customer pays for that good or service will be one year or less.
c.Remaining performance obligations: We elected not to disclose the aggregate amount of the transaction price allocated to remaining performance obligations for its contracts that are one year or less, as the revenue is expected to be recognized within one year. Additionally, we have elected not to disclose information about variable considerations for remaining, wholly unsatisfied performance obligations for which the criteria in paragraph 606-10-32-40 have been met.
d.Shipping and handling costs: We elected to account for shipping and handling activities that occur after the customer has obtained control of a good as fulfillment activities (i.e., an expense) rather than as a promised service.
e.Measurement of transaction price:We have elected to exclude from the measurement of transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by us from a customer.

Note 4: Leases
We lease office space, vehicles and other equipment under non-cancellable leases with initial terms typically ranging from 1 to 20 years, with some leases having terms greater than 20 years. Our lease portfolio includes agreements with renewal options, purchase options and clauses for early termination based on the terms specific to the agreement.
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Notes to Consolidated Financial Statements — (Continued)

At contract inception, we review the facts and circumstances of the arrangement to determine if the contract is a lease. We follow the guidance in ASC 842-10-15 and consider the following: whether the contract has an identified asset; if we have the right to obtain substantially all economic benefits from the asset; and if we have the right to direct the use of the underlying asset. When determining if a contract has an identified asset, we consider both explicit and implicit assets, and whether the supplier has the right to substitute the asset. When determining if we have the right to obtain substantially all economic benefits from the asset, we consider the primary outputs of the identified asset throughout the period of use and determine if we receive greater than 90 percent of those benefits. When determining if we have the right to direct the use of an underlying asset, we consider if we have the right to direct how and for what purpose the asset is used throughout the period of use and if we control the decision-making rights over the asset. All leased assets are classified as operating or finance under ASC 842. The lease term is determined as the non-cancellable period of the lease, together with all of the following: periods covered by an option to extend the lease which are reasonably certain to be exercised, periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that option, and periods covered by an option to extend (or not to terminate) the lease in which exercise of the option is controlled by the lessor. At commencement, we assess whether any options included in the lease are reasonably certain to be exercised by considering all economic factors relevant including, contract-based, asset-based, market-based, and company-based factors.
To determine the present value of future minimum lease payments, we use the implicit rate when readily determinable or our incremental borrowing rate at the lease commencement date. When determining our incremental borrowing rate, we consider our centralized treasury function and our current policies relatedcredit profile. We then make adjustments to this rate for securitization, the length of the lease term, and leases denominated in foreign currencies. Minimum lease payments are expensed over the term of the lease on a straight-line basis. Some leases may require additional contingent or variable lease payments based on factors specific to the timingindividual agreement. Variable lease payments for which we are typically responsible for include payment of revenue recognitionvehicle insurance, real estate taxes, and the accounting for costs; however, we will be finalizingmaintenance expenses.
Most leases within our assessment in advance of the filing of our first quarter 2018 Form 10-Q. The standard will impact our disclosures including disclosures presenting further disaggregation of revenue. Weportfolio are in the process of developing our new footnote disclosures requiredclassified as operating leases under the new standard. As a resultOperating leases are included in "Other assets including long-term receivables, net", "Accrued and other liabilities", and "Other long-term liabilities" in our consolidated balance sheet. Operating lease right-of-use ("ROU") assets are subsequently measured throughout the lease term at the carrying amount of the evaluations performedlease liability, plus initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the unamortized balance of any lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
Operating leases relate to date, we dooffice spaces, IT equipment, transportation equipment, machinery equipment, furniture and fixtures, and plant and facilities under non-cancellable lease agreements. Leases primarily have fixed rental periods, with many of the real estate leases requiring additional payments for property taxes and occupancy-related costs. Leases for real estate typically have initial terms ranging from 1 to 20 years, with some leases having terms greater than 20 years. Leases for non-real estate (transportation, IT) typically have initial terms ranging from 1 to 10 years. We have elected not expectto record short-term leases on the balance sheet whose term is 12 months or less and does not include a material cumulative catchup effectpurchase option or extension that is reasonably certain to be exercised.
We rent or sublease a small number of assets including equipment and office space to third party companies. These third-party arrangements include a small number of transition service arrangements from recent acquisitions. We also sublease a floor of our Corporate headquarters to our retained earnings; however, we do expect balance sheet adjustments relatedformer subsidiary, Livent Corporation. Rental income from all subleases is not material to the presentationour business.

The ROU asset and lease liability balances as of sales returns liabilities and corresponding refund assets. DueDecember 31, 2020 were as follows:
(in Millions)ClassificationDecember 31, 2020December 31, 2019
Assets
Operating lease ROU assetsOther assets including long-term receivables, net$147.3 $164.7 
Liabilities
Operating lease current liabilitiesAccrued and other liabilities$25.6 $31.5 
Operating lease noncurrent liabilitiesOther long-term liabilities151.1 163.2 

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Notes to the transaction with E. I. du Pont de Nemours and Company, we are performing further impact assessmentsConsolidated Financial Statements — (Continued)

The components of this standard related to the acquired business and continue to finalize any potential impacts.

Recently adopted accounting guidance
In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718) ("ASU 2016-09"). ASU 2016-09 identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as equity or liabilities, an option to recognize gross stock compensationlease expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The new standard was effective for annual reporting periods beginning after December 15, 2016, including interim periods within those years (i.e. a January 1, 2017 effective date). We adopted this standard prospectively beginning in 2017. The adoption impacted our recognition of excess tax benefit, which is recorded within "Provision for income taxes" on the consolidated statements of income (loss). Additionally, the presentation of excess tax benefit on our consolidated statements of cash flows was impacted as it is now shown within cash flows from operating activities. The excess tax benefit recognized within provision for income taxes for the year ended December 31, 20172020 were as follows:
(in Millions)Lease Cost Classification20202019
Lease Cost
Operating lease costCosts of sales and services / Selling, general and administrative expenses$39.5 $41.3 
Variable lease costCosts of sales and services / Selling, general and administrative expenses4.7 5.2 
Total lease cost$44.2 $46.5 

December 31, 2020
Operating Lease Term and Discount Rate
Weighted-average remaining lease term (years)9.6
Weighted-average discount rate4.2 %

(in Millions)Year ended December 31, 2020Year ended December 31, 2019
Other Information
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$(40.8)$(42.3)
Supplemental non-cash information on lease liabilities arising from obtaining right-of-use assets:
Right-of-use assets obtained in exchange for new operating lease liabilities$8.4 $15.7 

The following table represents our future minimum operating lease payments as of, and subsequent to, December 31, 2020 under ASC 842:
(in Millions) Operating Leases Total
Maturity of Lease Liabilities
2021$31.7 
202227.3 
202321.5 
202417.6 
202516.8 
Thereafter103.5 
Total undiscounted lease payments$218.4 
Less: Present value adjustment(41.7)
Present value of lease liabilities$176.7 

Rent expense for operating leases under ASC 840 (the previous U.S. GAAP lease accounting guidance) was approximately $2.9 million.$40 million for the year ended December 31, 2018.


In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. This standard changes the criteria by which to measure inventory. Prior to the issuance of this new standard, inventory was measured at the lower of cost or market value. This required three separate data points in order to measure inventory. The three data points were cost, market with a ceiling of net realizable value and market with a floor of net realizable value less a normal profit margin. This amendment eliminates the two data points defining "market" and replaces them with one, net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This amendment does not impact inventory measured using last-in, first-out. This standard was effective for annual reporting periods beginning after December 15, 2016, (i.e. a January 1, 2017 effective date). We adopted this standard beginning in 2017. The adoption did not have an impact on the consolidated financial statements.

Note 3:5: Acquisitions
2017 Acquisition
DuPont Crop Protection Business
On November 1, 2017, pursuant to the terms and conditions set forth in the Transaction Agreement entered into with E. I. du Pont de Nemours and Company (“DuPont"("DuPont"), we completed the acquisition of certain assets relating to DuPont's Crop Protection business and research and development ("("R&D") organization (the "DuPont"DuPont Crop Protection Business"Business") (collectively, the "DuPont"DuPont Crop Protection Business Acquisition"Acquisition"). In connection with this transaction, we sold to DuPont our FMC Health and
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Nutrition segment and paid DuPont $1.2 billion in cash which was funded with the 2017 Term Loan Facility which was secured for the purposes of

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Notes to Consolidated Financial Statements — (Continued)


the Acquisition. See Note 12 for more details. The following table illustrates each component of the consideration paid as part of the DuPont Crop Protection Business Acquisition:
(in Millions)Amount
Cash purchase price, net$1,225.6
Fair value of FMC Health and Nutrition sold to DuPont1,968.6
Total purchase consideration$3,194.2

The Transaction Agreement also contained a provision for working capital adjustments. The DuPont Crop Protection Business is beinghas been integrated into our FMC Agricultural Solutions segmentbusiness and has been included within our results of operations since the date of acquisition. Revenue and U.S. GAAP Income (loss) from continuing operations before income taxes attributable to the DuPont Crop Protection Business, since the date of acquisition, for the twelve months ended December 31, 2017 was approximately $193.5 million and $27.6 million, respectively. The Income (loss) from continuing operations before income taxes attributable to the DuPont Crop Protection Business includes the inventory fair value step-up amortization recorded in "Cost of sales and services" on the consolidated statements of income (loss).
In connection with the DuPont Crop Protection Business Acquisition, we entered into a customary transitional services agreement with DuPont to provide for the orderly separation and transition of various functions and processes. These services will be provided by DuPont to us for up to 24 months after closing, with an optional six months extension. These services include information technology services, accounting, human resource and facility services among other services, while we assume the operations of the DuPont Crop Protection Business.
As part of the DuPont Crop Protection Business Acquisition, we acquired various manufacturing contracts. The manufacturing contracts have been recognized as an asset or liability to the extent the terms of the contract are favorable or unfavorable compared with market terms of the same or similar items at the date of the acquisition.
We also entered into supply agreements with DuPont, with terms of up to five years, to supply technical insecticide products required for their retained seed treatment business at cost. The unfavorable liability is recorded within both "Accrued"Accrued and other liabilities" liabilities" and "Other"Other long-term liabilities"liabilities" on the consolidated balance sheets and is reduced and recognized to revenues within earnings as sales are made. The amount recognized in revenue for the two monthsyears ended December 31, 20172020, 2019, and 2018 was approximately $4.2 million.$111 million, $105 million, and $92 million, respectively.
Certain manufacturing sites and R&D sites will be transferred
Transaction-related charges
Pursuant to us at a later date due to various local timing constraints; however, we will still obtain the economic benefit from these sites during the period from November 1, 2017 to when the sites legally transfer. No additional consideration will be paid at the date of transfer.
In the third quarter of 2017, both the European Commission and Competition Commission of India had conditionally approved our acquisition of certain assets of DuPont’s Crop Protection business. The DuPont Crop Protection Business Acquisition was conditioned upon us divesting the portfolio of products required by the respective regulatory bodies. These divestitures are expected to impact FMC Agricultural Solutions’ annual 2018 operating profit by approximately $20 million. On February 1, 2018, we sold a portion of FMC's European herbicide Portfolio to Nufarm Limited and received proceeds of approximately $85 million plus $2 million of working capital. The gain on sale is expected to be approximately $80 million. This divestiture satisfied FMC's commitments to the European Commission related to the DuPont Crop Protection Business Acquisition. In December 2017, the Competition Commission of India issued its final order describing the required Indian remedy. We have begun the process to divest products in compliance with that order, and we expect the transaction to be completed during the second half of 2018.
Purchase Price Allocation
We applied acquisition accounting under the U.S. GAAP, business combinations guidance. Acquisitioncosts incurred associated with acquisition activities are expensed as incurred. Historically, these costs have primarily consisted of legal, accounting, requires, amongconsulting, and other things, that assets acquiredprofessional advisory fees associated with the preparation and liabilities assumed be recognized at their fair values asexecution of these activities. Given the acquisition date. The net assetssignificance and complexity around the integration of the DuPont Crop Protection Business, Acquisition will bewe have incurred costs associated with integrating the DuPont Crop Protection Business, which included planning for the termination of the transitional service agreement ("TSA") as well as implementation of a new worldwide Enterprise Resource Planning ("ERP") system in connection with the termination of the TSA, the majority of which were capitalized in accordance with the relevant accounting literature.
The following table summarizes the costs incurred associated with these activities:

Year Ended December 31,
(in Millions)202020192018
DuPont Crop Protection Business Acquisition
Legal and professional fees (1)
$53.3 $77.8 $86.9 
Inventory fair value amortization (2)
69.6 
Total transaction-related charges$53.3 $77.8 $156.5 
Restructuring charges
DuPont Crop restructuring (3)
$40.2 $26.4 $108.3 
Total restructuring charges$40.2 $26.4 $108.3 
____________________ 
(1)Represents transaction costs, costs for transitional employees, other acquired employees related costs, and transactional-related costs such as legal and professional third-party fees. These charges are recorded at the estimated fair values using primarily Level 2as a component of "Selling, general and Level 3 inputs (see Note 17 for an explanation of Level 2 and Level 3 inputs). In valuing acquired assets and assumed liabilities, valuation inputs include an estimate of future cash flows and discount rates basedadministrative expense" on the internal rateconsolidated statements of returnincome (loss).
(2)These charges are included in "Costs of sales and services" on the consolidated statements of income (loss).
(3)See Note 9 for more information. These charges are recorded as a component of "Restructuring and other charges (income)" on the consolidated statements of income (loss).
Except for the completion of certain in-flight initiatives, primarily associated with the finalization of our worldwide ERP system, we completed the integration of the DuPont Crop Protection Business as of June 30, 2020. As noted, the TSA is now terminated and the weighted average ratelast phase of return.the ERP system transition went live in November 2020 with a stabilization period that will go into the first quarter of 2021. Estimated remaining charges are expected to be less than $5 million for the completion of these defined in-flight initiatives over that time period. We will also have remaining in-flight restructuring charges as we complete the established DuPont Crop Restructuring program associated with integration which are nearing completion. Refer to Note 9 for further information.

As a result of completing the implementation of our worldwide ERP system, we will have a series of delayed restructurings under a separate initiative from those discussed above. These future restructurings are the result of consolidating activities into one system as well as into several shared service centers allowing us to improve productivity and gain efficiencies in our processes. The first wave of this new initiative is anticipated to run through 2021 and is estimated to result in pre-tax severance charges of approximately $5 million to $8 million, of which $3 million was recorded in 2020, primarily due to the fact we will
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Notes to Consolidated Financial Statements — (Continued)



The allocationbe performing activities in one ERP system as opposed to multiple. Severance associated with the outer years of the purchase pricethese restructurings is not expected to the assets acquiredbe material and liabilities assumed, including the residual amount allocated to goodwill, is based upon preliminary information and is subject to change within the measurement period (up to one year from the acquisition date) as additional information concerning final asset and liability valuations is obtained. The primary areas of the preliminary purchase price allocation that are not yet finalized relate to the fair value of inventories, property, plant and equipment, intangible assets, legal reserves, contingent liabilities, including uncertain tax positions, deferred tax assets and liabilities as well as other assets and liabilities. During the measurement period, if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in revised estimated values of those assets or liabilities as of that date we will revise the preliminary purchase price allocation. The effect of measurement period adjustments to the estimated fair values will be reflecteddetermined as ifwe progress through the adjustments had been completed on the acquisition date. The impact of all changes that do not qualify as measurement period adjustments will be included in current period earnings.initiative.
The following table summarizes the consideration paid for the DuPont Crop Protection Business and the amounts of the assets acquired and liabilities assumed as of the acquisition date, which have been allocated on a preliminary basis.

Preliminary Purchase Price Allocation
(in Millions) 
Trade receivables (1)
$45.8
Inventories (2)
379.6
Other current assets90.1
Property, plant & equipment436.4
Intangible assets: 
Indefinite-lived brands1,178.2
Customer relationships (3)
723.8
Goodwill (4)
691.8
Deferred tax assets76.7
Other noncurrent assets11.3
Total fair value of assets acquired$3,633.7
  
Accounts payable, trade and other (1)
$32.9
Accrued and other current liabilities (5)
107.8
Accrued pension and other postretirement benefits, long-term7.6
Environmental liabilities (6)
2.6
Deferred tax liabilities32.6
Other long-term liabilities (5)
256.0
Total fair value of liabilities assumed$439.5
  
Total consideration paid$3,194.2
Less: Noncontrolling interest(12.5)
Total consideration paid less noncontrolling interest$3,181.7
____________________ 
(1)Represents the accounts receivable and accounts payable of the legal entity stock sales as part of the DuPont Crop Protection Acquisition. As part of the Transaction Agreement, these balances will be settled subsequent to the closing date through reimbursement between FMC and DuPont. The offsetting amounts due from and due to DuPont are recorded within Other current assets and Accrued and other current liabilities, respectively.
(2)Fair value of finished goods inventory acquired included a step-up in the value of approximately $80.3 million, of which $20.2 million was amortized during 2017 and included in "Cost of sales and services" on the consolidated statements of income (loss).
(3)The weighted average useful life of the acquired customer relationships is approximately 20 years.
(4)Goodwill largely consists of expected cost synergies and economies of scale resulting from the business combination.
(5)Includes the short-term and long-term portions of the unfavorable supply contract with Dupont recorded in Accrued and other current liabilities and Other long-term liabilities, respectively.
(6)Represents both the short-term and long-term portion of the environmental obligations at certain sites of the acquired DuPont Crop Protection Business that is indemnified by DuPont as part of the Transaction Agreement. The indemnification asset was recorded within Other assets.

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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)



2015 Acquisition
Cheminova A/S
On April 21, 2015, pursuant to the terms and conditions set forth in the Purchase Agreement, we completed the acquisition of 100 percent of the outstanding equity of Cheminova A/S, a Denmark Aktieselskab ("Cheminova") from Auriga Industries A/S, a Denmark Aktieselskab for an aggregate purchase price of $1.2 billion, excluding assumed net debt and hedge-related costs totaling $0.6 billion (the “Cheminova Acquisition”). The Cheminova Acquisition was funded with the October 10, 2014 term loan which was secured for the purposes of the Cheminova Acquisition. See Note 12 for more information.
Cheminova is being integrated into our FMC Agricultural Solutions segment and has been included within our results of operations since the date of acquisition. The acquisition of Cheminova broadened our supply capabilities and strengthened our geographic footprint, particularly in Europe. Revenue and Income (Loss) from continuing operations before income taxes attributable to Cheminova, since the date of acquisition, for the twelve months ended December 31, 2015 was approximately $461.8 million of revenues and $68.1 million of income, respectively.

Unaudited Pro Forma Financial Information
The following unaudited pro forma results of operations assume that the DuPont Crop Protection Business Acquisition occurred at the beginning of the periods presented. The pro forma amounts include certain adjustments, including interest expense on the borrowings used to complete the acquisition, depreciation and amortization expense and income taxes. The pro forma amounts for the twelve month period below exclude acquisition-related charges. The pro forma results do not include adjustments related to cost savings or other synergies that are anticipated as a result of the acquisition. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations would have been if the acquisitions had occurred as of January 1, 2016, nor are they indicative of future results of operations.

 Year Ended December 31,
(in Millions)2017 2016
Pro forma Revenue$4,204.0
 $3,978.2
Pro forma Diluted earnings per share from continuing operations2.62
 4.00

Acquisition-related charges
Pursuant to U.S. GAAP, costs incurred to complete the acquisitions as well as costs incurred to integrate both the DuPont Crop Protection Business and Cheminova into our operations are expensed as incurred. The following table summarizes the costs incurred associated with these combined activities.

Year Ended December 31,
(in Millions)2017
2016
2015
Acquisition-related charges - DuPont








Legal and professional fees (1)
$130.2

$

$
Inventory fair value amortization (2)
20.2




Acquisition-related charges - Cheminova (3)








Legal and professional fees (1)
$

$23.4

$60.4
Inventory fair value amortization (2)




57.8
(Gain)/loss on hedging purchase price (4)




172.1
Total acquisition-related charges$150.4

$23.4

$290.3
Restructuring charges and asset disposals




Cheminova restructuring (3)
$

$42.3

$118.3
Total restructuring charges (5)
$

$42.3

$118.3

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Notes to Consolidated Financial Statements — (Continued)


____________________ 
(1)Represents transaction costs, costs for transitional employees, other acquired employee related costs and integration related legal and professional third-party fees. These charges are included in “Selling, general and administrative expense" on the consolidated statements of income (loss).
(2)These charges are included in “Costs of sales and services” on the consolidated statements of income (loss).
(3)Acquisition-related charges and restructuring charges to integrate Cheminova with FMC Agricultural Solutions were completed at the end of 2016.
(4)See "Cheminova Acquisition Hedge Costs" below for more information on these charges. These charges are included in “Selling, general and administrative expense” on the consolidated statements of income (loss).
(5)See Note 7 for more information. These charges are recorded as a component of “Restructuring and other charges (income)” on the consolidated statements of income (loss).

Cheminova Acquisition Hedge Costs
Pursuant to the terms and conditions set forth in the Purchase Agreement, we agreed to acquire all of the outstanding equity of Cheminova from Auriga for an aggregate purchase price of $8.5 billion Danish krone ("DKK"). At the time we entered into the Purchase Agreement, the U.S. dollar ("USD" or “$”) to DKK exchange rate was USD $1.00 to DKK $5.77, resulting in a USD purchase price of $1.47 billion, excluding assumed debt of approximately $0.3 billion. In order to minimize our exposure to adverse changes in the USD to DKK exchange rate from September 8, 2014 to April 21, 2015 (the acquisition close date), we entered into a series of foreign currency forward contracts ("FX forward contracts"). The FX forward contracts provided us the ability to fix the USD to DKK exchange rate for most of the DKK $8.5 billion purchase price, thereby limiting our exposure to foreign currency rate fluctuations. Over the period from September 2014 to April 21, 2015 the USD strengthened against the DKK by approximately 21 percent to an exchange rate of USD $1.00 to DKK $6.96. The strengthening of the USD against the DKK results in a lower USD purchase price for Cheminova. Partially offsetting this was a mark-to-market net loss settlement on the FX forward contracts of $172.1 million in 2015 and $99.6 million in 2014.

Note 4:6: Goodwill and Intangible Assets
The changes in the carrying amount of goodwill by business segment for the years ended December 31, 20172020 and 2016,2019 are presented in the table below:
(in Millions)
FMC Agricultural
Solutions
 FMC Lithium Total
Balance, December 31, 2015$479.5
 $
 $479.5
Purchase price allocation adjustments20.4
 
 20.4
Foreign currency adjustments(1.2) 
 (1.2)
Balance, December 31, 2016$498.7
 $
 $498.7
Acquisitions (1)
691.8
 
 691.8
Foreign currency adjustments8.4
 
 8.4
Balance, December 31, 2017$1,198.9
 $
 $1,198.9
____________________ 
(1)(in Millions)Represents goodwill recorded as a result of the DuPont Crop Protection Business Acquisition. See Note 3 for more details.Total
Balance, December 31, 2018$1,468.1
Foreign currency and other adjustments(0.6)
Balance, December 31, 2019$1,467.5
Foreign currency and other adjustments1.4 
Balance, December 31, 2020$1,468.9


Our fiscal year 20172020 annual goodwill and indefinite life impairment test was performed during the third quarter ended September 30, 2017.2020. We determined no0 goodwill impairment existed and that the fair value was substantially in excess of the carrying value for each of our goodwill reporting units.value. There were no events or circumstances indicating that goodwill might be impaired as of December 31, 2017.

2020. Additionally, the estimated fair values also substantially exceeded the carrying value for each of our indefinite-lived intangible assets.
Our intangible assets, other than goodwill, consist of the following:

December 31, 2020December 31, 2019
(in Millions)Weighted avg. useful life remaining at December 31, 2020GrossAccumulated AmortizationNetGrossAccumulated AmortizationNet
Intangible assets subject to amortization (finite life)
Customer relationships16 years$1,169.4 $(249.7)$919.7 $1,139.7 $(184.7)$955.0 
Patents5 years1.9 (1.2)0.7 1.7 (0.9)0.8 
Brands (1)
8 years18.3 (8.9)9.4 16.7 (6.7)10.0 
Purchased and licensed technologies9 years61.1 (38.1)23.0 60.2 (35.2)25.0 
Other intangibles< 1 year3.4 (2.6)0.8 1.9 (1.8)0.1 
$1,254.1 $(300.5)$953.6 $1,220.2 $(229.3)$990.9 

Intangible assets not subject to amortization (indefinite life)
Crop Protection Brands (2)
$1,259.1 $1,259.1 $1,259.1 $1,259.1 
Brands (1)
412.5 412.5 379.0 379.0 
$1,671.6 $1,671.6 $1,638.1 $1,638.1 
Total intangible assets$2,925.7 $(300.5)$2,625.2 $2,858.3 $(229.3)$2,629.0 
____________________ 
(1)    Represents trademarks, trade names and know-how.
(2)    Represents proprietary brand portfolios, consisting of trademarks, trade names and know-how, of our crop protection brands.

Year Ended December 31,
(in Millions)202020192018
Amortization expense$61.9 $62.6 $62.2 

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Notes to Consolidated Financial Statements — (Continued)



  December 31, 2017 December 31, 2016
(in Millions)Weighted avg. useful life at December 31, 2017Gross Accumulated Amortization Net Gross Accumulated Amortization Net
Intangible assets subject to amortization (finite life)            
Customer relationships19 years$1,122.5
 $(73.3) $1,049.2
 $356.9
 $(43.7) $313.2
Patents8 years2.0
 (0.6) 1.4
 2.2
 (0.4) 1.8
Brands (1)
12 years15.7
 (6.2) 9.5
 13.6
 (4.7) 8.9
Purchased and licensed technologies10 years57.3
 (28.9) 28.4
 60.3
 (30.1) 30.2
Other intangibles39 years2.9
 (2.0) 0.9
��2.9
 (1.9) 1.0
  $1,200.4
 $(111.0) $1,089.4
 $435.9
 $(80.8) $355.1
Intangible assets not subject to amortization (indefinite life)            
Crop Protection Brands (2)
 $1,136.1
   $1,136.1
 $
   $
Brands (1) (3)
 405.6
   405.6
 363.4
   363.4
In-process research and development 0.7
   0.7
 1.4
   1.4
  $1,542.4
   $1,542.4
 $364.8
   $364.8
Total intangible assets $2,742.8
 $(111.0) $2,631.8
 $800.7
 $(80.8) $719.9
____________________ 
(1)Represents trademarks, trade names and know-how.
(2)Represents the proprietary brand portfolios, consisting of trademarks, trade names and know-how, acquired from the DuPont Crop Protection Business Acquisition. In the fourth quarter of 2017, the Act was enacted and was identified to be a triggering event. As a result we performed an impairment assessment on the recently acquired brand portfolio and we recorded an impairment charge of approximately $42 million solely due to the new tax legislation. See Note 11 for more details.
(3)The majority of the Brands relate to our proprietary brand portfolios acquired from the Cheminova acquisition for which the fair value was substantially in excess of the carrying value. During the third quarter of 2017 and 2016, we recorded a $1 million impairment charge in our generic brand portfolio which is part of the FMC Agricultural Solutions segment. The carrying value of the generic portfolio subsequent to each charge was approximately $4 million and $6 million, respectively.

At December 31, 2017, the finite-lived and indefinite life intangibles were allocated among our business segments as follows:
(in Millions)Finite life Indefinite life
FMC Agricultural Solutions$1,088.4
 $1,542.4
FMC Lithium1.0
 
Total$1,089.4
 $1,542.4
 Year Ended December 31,
(in Millions)2017 2016 2015
Amortization Expense$27.4
 $23.6
 $17.6
The estimated pre-tax amortization expense for each of the five years ending December 31, 20182021 to 20222025 is $60.5$64.1 million, $60.3$64.1 million, $60.2$63.7 million, $60.0$62.2 million, and $60.0$61.7 million, respectively.



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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


Note 5:7: Inventories
Inventories consisted of the following:
December 31,
 (in Millions)20202019
Finished goods$434.6 $372.2 
Work in process621.9 559.4 
Raw materials, supplies and other165.7 217.3 
FIFO inventory$1,222.2 $1,148.9 
Less: Excess of FIFO cost over LIFO cost(126.6)(131.9)
Net inventories$1,095.6 $1,017.0 
 December 31,
 (in Millions)2017 2016
Finished goods$353.7
 $220.1
Work in process542.4
 219.3
Raw materials, supplies and other224.1
 166.7
FIFO inventory$1,120.2
 $606.1
Less: Excess of FIFO cost over LIFO cost(127.7) (127.2)
Net inventories$992.5
 $478.9

Approximately 22%33 percent and 23%21 percent of our inventories in 20172020 and 2016,2019, respectively, were recorded on the LIFO basis.



Note 6:8: Property, Plant and Equipment
Property, plant and equipment consisted of the following:
December 31,
(in Millions)20202019
Land and land improvements$103.1 $94.3 
Buildings and building equipment513.7 490.1 
Machinery and equipment501.1 459.5 
Construction in progress73.6 65.3 
Total cost$1,191.5 $1,109.2 
Accumulated depreciation(419.8)(351.2)
Property, plant and equipment, net$771.7 $758.0 
 December 31,
(in Millions)2017 2016
Land and land improvements$166.9
 $88.6
Buildings462.6
 231.5
Machinery and equipment753.1
 563.1
Construction in progress78.5
 38.4
Total cost$1,461.1
 $921.6
Accumulated depreciation(435.9) (383.5)
Property, plant and equipment, net$1,025.2
 $538.1
____________________

Depreciation expense was $65.7$71.5 million, $55.5$69.7 million, and $41.3$73.9 million in 2017, 20162020, 2019 and 2015,2018, respectively.



Note 7:9: Restructuring and Other Charges (Income)
The following table shows total restructuring and other charges (income) included in the respective line items of the consolidated statements of income (loss):
 Year Ended December 31,
(in Millions)202020192018
Restructuring charges$42.6 $62.2 $124.1 
Other charges (income), net89.6 108.8 (62.9)
Total restructuring and other charges (income)$132.2 $171.0 $61.2 
 Year Ended December 31,
(in Millions)2017 2016 2015
Restructuring charges and asset disposals$16.3
 $43.4
 $124.0
Other charges (income), net65.1
 51.6
 26.3
Total restructuring and other charges (income)$81.4
 $95.0
 $150.3



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Notes to Consolidated Financial Statements — (Continued)



Restructuring charges
RESTRUCTURING CHARGES AND ASSET DISPOSALS
 Restructuring Charges    
(in Millions)
Severance and Employee Benefits (1)
 
Other Charges (Income) (2)
 
Asset Disposal Charges (3)
 Total
Other items$0.1
 $4.6
 $11.6
 $16.3
Year ended December 31, 2017$0.1
 $4.6
 $11.6
 $16.3
Cheminova restructuring$18.6

$6.0

$17.7

$42.3
Other items
 1.1
 
 1.1
Year ended December 31, 2016$18.6
 $7.1
 $17.7
 $43.4
Cheminova restructuring$23.5
 $2.7
 $92.1
 $118.3
Other items5.7
 
 
 5.7
Year ended December 31, 2015$29.2
 $2.7
 $92.1
 $124.0
(in Millions)Severance and Employee Benefits
Other Charges (Income) (1)
Asset Disposal Charges (2)
Total
DuPont Crop restructuring$9.2 $3.8 $27.2 $40.2 
Other items2.8 (0.4)2.4 
Year ended December 31, 2020$12.0 $3.8 $26.8 $42.6 
DuPont Crop restructuring$9.1 $5.2 $12.1 $26.4 
Furadan® product exit34.1 34.1 
Other items1.7 1.7 
Year ended December 31, 2019$10.8 $5.2 $46.2 $62.2 
DuPont Crop restructuring$16.3 $16.9 $75.1 108.3 
Other items5.7 3.1 7.0 15.8 
Year ended December 31, 2018$22.0 $20.0 $82.1 $124.1 
____________________ 
(1)Represents severance and employee benefit charges.
(2)Primarily represents costs associated with lease payments, contract terminations, and other miscellaneous exit costs. Other income primarily represents favorable developments on previously recorded exit costs and recoveries associated with restructuring.
(3)Primarily represents accelerated depreciation and impairment charges on long-lived assets, which were or are to be abandoned. To the extent incurred, the acceleration effect of re-estimating settlement dates and revised cost estimates associated with asset retirement obligations due to facility shutdowns, are also included within the asset disposal charges.

(1)Primarily represents third-party costs associated with miscellaneous restructuring activities. Other income, if applicable, primarily represents favorable developments on previously recorded exit costs and recoveries associated with restructuring.
Cheminova(2)Primarily represents asset write-offs (recoveries), and accelerated depreciation and impairment charges on long-lived assets, which were or are to be abandoned. To the extent incurred, the acceleration effect of re-estimating settlement dates and revised cost estimates associated with asset retirement obligations due to facility shutdowns, are also included within the asset disposal charges.
Furadan® Product Exit
During the fourth quarter of 2019, we decided to exit sales of all carbofuran formulations (including Furadan® insecticide/nematicide, Curaterr® insecticide/nematicide and any other brands used with carbofuran products) globally effective December 31, 2019. As a result of this decision, we accelerated the recognition of asset retirement obligations and asset write offs associated with the exit.

DuPont Crop Restructuring
In 2015,On November 1, 2017, we completed the acquisition of Cheminova; seethe DuPont Crop Protection Business. See Note 35 "Acquisitions" for more details. As part ofalso discussed in Note 5, we completed the integration of Cheminova into our existing FMC Agricultural Solutions segment we engaged in variousthe DuPont Crop Protection Business except for the completion of certain in-flight initiatives including the DuPont Crop restructuring activities. Theseprogram as of June 30, 2020. Estimated remaining restructuring activities included workforce reductions, relocation of current operating locations, leasecharges are expected to be less than $5 million primarily associated with accelerated depreciation on certain fixed assets, severance, and other contract termination costs as we exit certain facilities.
For the years ended December 31, 2020 and fixed asset accelerated depreciation2019, we incurred restructuring charges of $40.2 million and $26.4 million, respectively, which primarily represented severance and other employee related costs as well as other long-term asset disposal charges at severalaccelerated depreciation on fixed assets for the planned exit of our FMC Agricultural Solutions'certain facilities. In 2016, these restructuring activities continued; however,
2018 Activities
For the year ended December 31, 2018, we incurred restructuring charges of $108 million. $63 million of these charges were completed atrelated to a significant change to how we operate in the endmarket in the combined business in India. On July 3, 2018, we announced the adoption of 2016. Included within these activities wasan innovation-focused product strategy that uses a unique market access model anchored by our key, large scale distributors rather than the vast customer base we served prior to the DuPont Crop Protection Acquisition. Additionally, we rationalized our product portfolio and decisively exited a vast majority of the low margin product range. As a result of the change to our market access, we incurred charges of approximately $59 million, which primarily included the write-off of stranded accounts receivables and inventory. We also had workforce reductions which resulted in severance and other employee benefit charges of approximately $4 million.
$27.8 million of the 2018 restructuring charges related to our decision to migrate our Ewing R&D activities and employees into the newly acquired Stine R&D facilities due to their close proximity to one another. We incurred charges of $17.4 million of accelerated depreciation charges of certain fixed assets that will no longer be used due to our exit our generic crop protection businessfrom the facility. The cease use criteria was met as of September 30, 2018 as all employees had exited the Ewing facility and the facility became available for use. We recorded the estimated future liability associated with the rental obligation on the cease use date which resulted in Brazil, Consagro Agroquimica Ltda. (Consagro), which occurred via salea charge of $11.2 million. This charge was offset by the reduction of the capital lease liability previously recorded in 2015."Other long-
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term liabilities" of $6.0 million. In addition to lease termination costs, we incurred severance, relocation and other employee related charges of $5.2 million for combined charges of $27.8 million for the year for this restructuring initiative.
Roll forward of restructuring reserves
The following table shows a roll forward of restructuring reserves that will result in cash spending. These amounts exclude asset retirement obligations.obligations:
(in Millions)
Balance at 12/31/15 (4)
 
Change in
reserves (2)
 
Cash
payments
 
Other (3)
 
Balance at 12/31/16 (4)
 
Change in
reserves (2)
 
Cash
payments
 
Other (3)
 
Balance at 12/31/17 (4)
Cheminova restructuring$8.7
 $24.6
 $(18.1) $(4.1) $11.1
 $
 $(6.5) $(3.4) $1.2
Other workforce related and facility shutdowns (1)
1.6
 1.1
 (0.4) (0.9) 1.4
 4.7
 (1.7) 0.9
 5.3
Restructuring activities related to discontinued operations (5)
3.3
 8.0
 (7.9) 
 3.4
 8.1
 (10.5) (1.0) 
Total$13.6
 $33.7
 $(26.4) $(5.0) $15.9
 $12.8
 $(18.7) $(3.5) $6.5
(in Millions)Balance at 12/31/18
Change in
reserves (3)
Cash
payments
Other (4)
Balance at 12/31/19 (5)
Change in
reserves (3)
Cash
payments (5)
Other (4)
Balance at 12/31/20 (6)
DuPont Crop restructuring (1)
$16.2 $14.3 $(15.9)$(0.1)$14.5 $13.0 $(14.2)$0.3 $13.6 
Other workforce related and facility shutdowns (2)
1.0 1.7 (2.7)0.1 0.1 2.8 (0.1)2.8 
Total$17.2 $16.0 $(18.6)$0 $14.6 $15.8 $(14.3)$0.3 $16.4 
____________________ 
(1)Primarily severance costs related to workforce reductions and facility shutdowns described in the Other Items sections above.
(2)Primarily severance, exited lease, contract termination and other miscellaneous exit costs. The accelerated depreciation and impairment charges noted above impacted our property, plant and equipment or intangible balances and are not included in the above tables.
(3)Primarily foreign currency translation adjustments.
(4)Included in “Accrued and other liabilities” on the consolidated balance sheets.
(5)Cash spending associated with restructuring activities of discontinued operations is reported within "Other discontinued spending" on the consolidated statements of cash flows.

(1)Primarily consists of real estate exit costs and severance associated with DuPont Crop restructuring activities.
(2)Primarily severance costs related to workforce reductions and facility shutdowns described in the Other items section of the Restructuring charges table above.
(3)Primarily severance, exited lease, contract termination and other miscellaneous exit costs. The accelerated depreciation and impairment charges noted above impacted our property, plant and equipment or intangible balances and are not included in this table.
(4)Primarily foreign currency translation adjustments.
(5)In addition to the spend above there was also $3.6 million of spending related to the Furadan® asset retirement obligation.
(6)Included in "Accrued and other liabilities" and "Other long-term liabilities" on the consolidated balance sheets.

Other charges (income), net

 Year Ended December 31,
(in Millions)202020192018
Environmental charges, net$24.9 $108.7 $21.7 
Product portfolio sales0.1 (87.2)
Isagro Fluindapyr Acquisition65.6 
Other items, net(0.9)2.6 
Other charges (income), net$89.6 $108.8 $(62.9)
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 Year Ended December 31,
(in Millions)2017 2016 2015
Environmental charges, net$16.6
 $36.8
 $21.7
Impairment of intangibles42.1
 
 
Argentina devaluation
 4.2
 10.7
Belchim crop protection sale
 
 (26.6)
Other items, net6.4
 10.6
 20.5
Other charges (income), net$65.1
 $51.6
 $26.3

Environmental charges, net
Environmental charges represent the net charges associated with environmental remediation at continuing operating sites, see Note 10 for additional details.sites. Environmental obligations for continuing operations primarily represent obligations at shut down or abandoned facilities within businesses that do not meet the criteria for presentation as discontinued operations. During the fourth quarter of 2019, we recorded a charge of $72.8 million as a result of an unfavorable court ruling we received in relation to the Pocatello Tribal Litigation at one of our environmental sites. We remeasure our discounted liability balance according to current interest rates. See Note 12 for further information regarding this matter.
Impairment of intangiblesIsagro Fluindapyr Acquisition
In 2017,May 2020, FMC entered into a binding offer with Isagro S.p.A ("Isagro") to acquire the remaining rights for Fluindapyr active ingredient assets from Isagro. In July 2020, we entered into an asset sale and purchase agreement with Isagro. On October 2, 2020, we closed on the transaction with a purchase price of approximately $65 million. Fluindapyr has been jointly developed by FMC and Isagro under a 2012 research and development collaboration agreement. The transaction provides FMC with full global rights to the Fluindapyr active ingredient, including key U.S., European, Asian, and Latin American fungicide markets. The transaction transfers to FMC all intellectual property, know-how, registrations, product formulations and other global assets of the proprietary broad-spectrum fungicide molecule.
The Fluindapyr acquisition does not meet the criteria within ASC 805 to qualify as a business and as a result it is treated as an asset acquisition. Based on the current development stage of the technology, the acquired assets have been classified as in-process research and development. As part of our evaluation, we consider the current development phase of the molecule being acquired. Molecules that have not received formal regulatory approval are still considered in process due to the inherent uncertainty with the approval process. As a result, these assets were immediately expensed. While this transaction resulted in an
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immediate expense of the purchase price under the accounting rules, this acquisition expands our fungicide portfolio by giving us full global rights to the Fluindapyr active ingredient and is an important strategic addition to our product line. We recorded an impairment chargecharges totaling $65.6 million for the year, including transaction costs.
Product portfolio sales
On February 1, 2018, we sold a portion of our European herbicide portfolio to Nufarm Limited. Additionally, on August 16, 2018, we completed the sale of certain acquired indefinite-lived intangible assets fromproducts of our India portfolio to Crystal Crop Protection Limited. Both sales were required by regulatory authorities as part of closing conditions for the DuPont Crop Protection Business Acquisition solely as a result of the United States' enactment of the Act. See Note 11 for more details.
Argentina Devaluation
On December 17, 2015, the Argentina government initiated actions to significantly devalue its currency. These actions continued into a portion of first quarter of 2016. These actions created an immediate loss associated with the impacts of the remeasurement of our local balance sheet. The loss was attributable to our Lithium and Agricultural Solutions operations. Because of the severity of the event and its immediate impact to our operations in the country, the charge associated with the remeasurement was included within restructuring and other charges in our condensed consolidated income statement during the period.  We believe these actions have ended and do not expect further charges for remeasurement to be included within restructuring and other charges. 
Belchim Crop Protection Sale
During 2015 we sold our remaining ownership interest in a Belgian-based pesticide distribution company, Belchim Crop Protection N.V. ("Belchim"). Prior to and subsequent to the sale, Belchim was accounted for as a cost method investment.Acquisition. The gain on the sale was $26.6 million.
The cash proceeds from the sale in 2015 of $27.5 millionthese sales are includedrecorded within "Proceeds from sale of investment" on the Consolidated Statements of Cash Flows.
Other items, net
In 2017, other items, net primarily relates to exit costs resulting from the termination and de-consolidation of our interest in a variable interest entity that was previously consolidated and was part of our FMC Agricultural Solutions segment.
In 2016, we sold our remaining ownership interest in several joint ventures. The aggregate loss on the sale of the various interests of $2.9 million was recorded as "Restructuring and other charges (income)" on the consolidated statements of income (loss). Additionally, we had a gain of $2.1 million from the sale of certain Corporate fixed assets. The cash proceedsProceeds from these sales of $6.8 million isare included within "Otherin investing activities"activities on the consolidated statements of cash flows.
During 2016 and 2015,Other items, net
Other items, net in 2020 were not material. In 2018, other items, net primarily represents a milestone payment on an agreement related to our FMC Agricultural Solutions segment entered into collaboration and license agreements with various third parties for the purposes of obtaining certain technology and intellectual property rights relating to compounds still under development. The rights and technology obtained is referred to as in-process research and development and in accordancedevelopment. Other items, net also includes the loss associated with GAAP, the amounts paid were expensed as incurred since they were acquired outsidedivestment of a business combination. The charges related to these arrangements were $13.2 million and $20.5 million in 2016 and 2015, respectively.joint venture.


Note 8:10: Receivables


The following table displays a roll forward of the allowance for doubtful trade receivables for fiscal years 20162019 and 2017.2020:

(in Millions)
Balance, December 31, 2018$22.4
Additions — charged (credited) to expense3.6 
Transfer from (to) allowance for credit losses (see below)3.4 
Net recoveries, write-offs and other(3.1)
Balance, December 31, 2019$26.3
Additions — charged (credited) to expense8.2 
Transfer from (to) allowance for credit losses (see below)(2.9)
Net recoveries, write-offs and other(3.7)
Balance, December 31, 2020$27.9


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(in Millions) 
Balance, December 31, 2015$13.9
Additions — charged to expense9.8
Transfer from (to) allowance for credit losses (see below)(7.8)
Net recoveries, write-offs and other1.7
Balance, December 31, 2016$17.6
Additions — charged to expense8.4
Transfer from (to) allowance for credit losses (see below)9.5
Net recoveries, write-offs and other3.2
Balance, December 31, 2017$38.7

The company hasWe have non-current receivables that represent long-term customer receivable balances related to past due accounts which are not expected to be collected within the current year. The net long-term customer receivables were $106.7$103.5 million as of December 31, 2017.2020. These long-term customer receivable balances and the corresponding allowance are included in "Other assets including long-term receivables, net" on the consolidated balance sheets.

A portion of these long-term receivables have payment contracts. We have no reason to believe payments will not be made based upon the credit quality of these customers. Additionally, we also hold significant collateral against these customers including rights to property or other assets as a form of credit guarantee. If the customer does not pay or gives indication that they will not pay, these guarantees allow us to start legal action to block the sale of the customer’s harvest. On an ongoing basis, we continue to evaluate the credit quality of our non-current receivables using aging of receivables, collection experience and write-offs, as well as evaluating existing economic conditions, to determine if an additional allowance is necessary.

The following table displays a roll forward of the allowance for credit losses related to long-term customer receivables for fiscal years 20162019 and 2017.2020:


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(in Millions)
 
Balance, December 31, 2015$29.2
Additions — charged to expense12.1
Transfer from (to) allowance for doubtful accounts (see above)7.8
Net recoveries, write-offs and other
Balance, December 31, 2016$49.1
Additions — charged to expense13.7
Transfer from allowance for doubtful accounts (see above)(9.5)
Net recoveries, write-offs and other(6.2)
Balance, December 31, 2017$47.1
(in Millions)
Balance, December 31, 2018$60.5
Additions — charged (credited) to expense17.6 
Transfer from (to) allowance for doubtful accounts (see above)(3.4)
Foreign currency adjustments(0.5)
Net recoveries, write-offs and other(13.1)
Balance, December 31, 2019$61.1
Additions — charged (credited) to expense(3.5)
Transfer from (to) allowance for doubtful accounts (see above)2.9 
Foreign currency adjustments(7.6)
Net recoveries, write-offs and other(28.2)
Balance, December 31, 2020$24.7


Note 9:11: Discontinued Operations
FMC Lithium (Livent Corporation):
On March 1, 2019, we completed the previously announced distribution of 123 million shares of common stock of Livent as a pro rata dividend on shares of FMC common stock outstanding at the close of business on the record date of February 25, 2019.
The results of our discontinued FMC Lithium operations are summarized below:
(in Millions)Year Ended December 31,
202020192018
Revenue$$52.1 $442.5 
Costs of sales and services41.3 235.4 
Income (loss) from discontinued operations before income taxes (1)
$$1.1 $170.9 
Provision (benefit) for income taxes6.0 25.5 
Total discontinued operations of FMC Lithium, net of income taxes, before separation-related costs$0 $(4.9)$145.4 
Separation-related costs and other adjustments of discontinued operations of FMC Lithium, net of income taxes(16.4)(28.1)
Discontinued operations of FMC Lithium, net of income taxes$0 $(21.3)$117.3 
Less: Discontinued operations of FMC Lithium attributable to noncontrolling interests3.2 
Discontinued operations of FMC Lithium, net of income taxes, attributable to FMC Stockholders$0 $(21.3)$114.1 
____________________
(1)     For the year ended December 31, 2018, amount includes $2.5 million of restructuring and other charges (income), and $4.3 million of non-operating pension settlement charges (income).

FMC Health and Nutrition:
On August 1, 2017, we completed the sale of the Omega-3 business to Pelagia AS for $38 million.
On November 1, 2017, we completed the previously disclosed sale of our FMC Health and Nutrition business to DuPont. The sale resulted in a gain of approximately $918 million ($727 million, net of tax). In connection with the sale, we entered into a customary transitional services agreement with DuPont to provide for the orderly separation and transition of various functions and processes. These services will behave been provided by us to DuPont for up to 24 months after closing withand an optional 6additional six months extension. These services includeincluded information technology services, accounting, human resource and facility services among other services, while DuPont assumesassumed the operations of FMC Health and Nutrition.
Assets held for sale under U.S. GAAP are required to be reported at the lower of carrying value or fair value, less costs to sell. However, the fair value of the Omega-3 business, which was previously part of the broader FMC Health and Nutrition reporting unit, was significantly less than its carrying value, which included accumulated foreign currency translation adjustments that were

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subsequently reclassifiedCertain sites were to earnings after completion oftransfer at a later date due to various local timing constraints. In May 2018, the sale. As a result, we recorded an impairment charge for the year ended December 31, 2017 of approximately $168 million ($148 million, net of tax).
last site transferred to DuPont. The results of our discontinued FMC Health and Nutrition operations are summarized below:below, including the results of these delayed sites included in the year ended December 31, 2018.
(in Millions)Year Ended December 31,(in Millions)Year Ended December 31,
2017 2016 2015202020192018
Revenue$562.9
 $743.5
 $785.5
Revenue$$$3.8 
Costs of sales and services370.5
 474.9
 510.5
Costs of sales and services4.0 
     
Income (loss) from discontinued operations before income taxes (1)
$113.7
 $158.5
 $76.9
Income (loss) from discontinued operations before income taxes (1)
$$$2.0 
Provision for income taxes9.7
 43.8
 42.2
Total discontinued operations of FMC Health and Nutrition, net of income taxes, before divestiture related costs and adjustments (2)
$104.0
 $114.7
 $34.7
Gain on sale of FMC Health and Nutrition, net of income taxes of $190.8 million (3)
727.1
 
 
Adjustment to FMC Health and Nutrition Omega-3 net assets held for sale, net of income taxes (4)
(147.8) 
 
Provision (benefit) for income taxesProvision (benefit) for income taxes3.8 
Total discontinued operations of FMC Health and Nutrition, net of income taxes, before divestiture related costs and adjustments
Total discontinued operations of FMC Health and Nutrition, net of income taxes, before divestiture related costs and adjustments
$0 $0 $(1.8)
Gain on sale of FMC Health and Nutrition, net of income taxesGain on sale of FMC Health and Nutrition, net of income taxes
Adjustment to gain on sale of FMC Health and Nutrition, net of income taxes (2)
Adjustment to gain on sale of FMC Health and Nutrition, net of income taxes (2)
7.8 
Divestiture related costs and other adjustments of discontinued operations of FMC Health and Nutrition, net of income taxesDivestiture related costs and other adjustments of discontinued operations of FMC Health and Nutrition, net of income taxes0.5 
Adjustment to FMC Health and Nutrition Omega-3 net assets held for sale, net of income taxesAdjustment to FMC Health and Nutrition Omega-3 net assets held for sale, net of income taxes
Discontinued operations of FMC Health and Nutrition, net of income taxes, attributable to FMC Stockholders$683.3
 $114.7
 $34.7
Discontinued operations of FMC Health and Nutrition, net of income taxes, attributable to FMC Stockholders$0 $0.5 $6.0 
____________________
(1)For the years ended ended December 31, 2017, 2016 and 2015, amount includes $16.6 million, $19.8 million and $19.2 million of allocated interest expense and $8.1 million, $12.3 million and $93.7 million of restructuring and other charges (income), respectively. For the year ended December 31, 2017 amount includes $3.9 million of a pension curtailment charge. See Note 13 for more information of the pension curtailment charge. Interest was allocated in accordance with relevant discontinued operations accounting guidance.
(2)In accordance with US GAAP, effective March 2017 we stopped amortizing and depreciating all assets classified as held for sale.
(3)Includes $27.9 million of divestiture related costs, net of tax as well as incremental tax cost of $14.7 million for the year ended December 31, 2017 related to certain legal entity restructuring executed during the third quarter to facilitate the FMC Health and Nutrition divestiture.
(4)Represents the impairment charge for the year ended December 31, 2017 of approximately $168 million ($148 million, net of tax) associated with the disposal activities of the Omega-3 business to write down the carrying value to its fair value.

The following table presents the major classes of assets and liabilities of FMC Health and Nutrition:
 December 31,
(in Millions)2017 2016
Assets   
Current assets of discontinued operations held for sale (primarily trade receivables and inventories)$7.2
 $381.5
Property, plant & equipment (1)
0.1
 464.0
Goodwill (1)

 278.8
Other intangibles, net (1)

 73.5
Other noncurrent assets (1)

 19.3
Total assets of discontinued operations held for sale (2)
$7.3
 $1,217.1
Liabilities   
Current liabilities of discontinued operations held for sale(1.3) (59.0)
Noncurrent liabilities of discontinued operations held for sale
 (67.7)
Total liabilities of discontinued operations held for sale (2)
$(1.3) $(126.7)
Total net assets (3)
$6.0
 $1,090.4
____________________
(1)Presented as "Noncurrent assets of discontinued operations held for sale" on the consolidated balance sheet as of December 31, 2016.
(2)Presented as "Current assets / liabilities of discontinued operations held for sale" on the consolidated balance sheet as of December 31, 2017.

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(3)In connection with the divestiture of FMC Health and Nutrition, certain sites will transfer to DuPont subsequent to November 1, 2017 due to various local timing constraints. Amounts at December 31, 2017 represent the net assets of FMC Health and Nutrition that will be transferred to DuPont subsequent to the closing date.

FMC Alkali:
On April 1, 2015, we completed the sale of our FMC Alkali Chemicals division ("ACD") for $1,649.8 million to a wholly owned subsidiary of Tronox Limited ("Tronox"). The sale resulted in approximately $1,198.5 million in after-tax cash proceeds and in a pre-tax gain of $1,080.2 million ($702.1 million net of tax)(1)Results for the year ended December 31, 2015.2018 include an adjustment to retained liabilities of the disposed FMC Health and Nutrition business.
The results(2)Amount represents the settlement of our discontinued FMC ACD operations are summarized below:working capital adjustments subsequent to the sale.
(in Millions)Year Ended December 31,
2015
Revenue$194.0
Costs of sales and services149.2
  
Income (loss) from discontinued operations before income taxes (1)
$1,096.1
Provision for income taxes379.0
Total discontinued operations of FMC ACD, net of income taxes$717.1
Less: discontinued operations of FMC ACD attributable to noncontrolling interests
Discontinued operations of FMC ACD, net of income taxes, attributable to FMC Stockholders$717.1
____________________
(1)For the year ended December 31, 2015 amounts include approximately $2.2 million of allocated interest expense, $15.0 million of divestiture related charges as well as a $5.3 million pension curtailment charge. Interest was allocated in accordance with relevant discontinued operations accounting guidance.


In addition to our discontinued FMC Lithium and FMC Health and Nutrition and FMC ACD,segments, our discontinued operations in our financial statements includes adjustments to retained liabilities from previous discontinued operations. The primary liabilities retained include environmental liabilities, other postretirement benefit liabilities, self-insurance, long-term obligations related to legal proceedings and historical restructuring activities.
Our discontinued operations comprised the following:
(in Millions)Year Ended December 31,
2017 2016 2015
Adjustment for workers’ compensation, product liability, and other postretirement benefits and other, net of income tax benefit (expense) of ($0.1), ($0.5) and $1.0, respectively$3.0
 $2.5
 $(1.1)
Provision for environmental liabilities, net of recoveries, net of income tax benefit (expense) of $24.9, $12.9 and $16.7, respectively (1)
(51.2) (24.0) (28.8)
Provision for legal reserves and expenses, net of recoveries, net of income tax benefit of $7.2, $6.6 and $6.3, respectively(13.4) (12.2) (10.8)
Discontinued operations of FMC Health and Nutrition, net of income tax benefit (expense) of ($180.1), ($43.8) and ($42.2), respectively683.3
 114.7
 34.7
Discontinued operations of FMC Alkali Chemicals, net of income tax benefit (expense) of zero, zero and ($379.0), respectively
 
 717.1
Discontinued operations, net of income taxes$621.7
 $81.0
 $711.1
(in Millions)Year Ended December 31,
202020192018
Adjustment for workers’ compensation, product liability, and other postretirement benefits and other, net of income tax benefit (expense) of $(10.0), $(23.9) and $(5.2), respectively (1)
$24.7 $4.3 $(1.7)
Provision for environmental liabilities, net of recoveries, net of income tax benefit (expense) of $6.0, $6.3 and $32.5, respectively (2)
(24.1)(23.5)(121.4)
Provision for legal reserves and expenses, net of recoveries, net of income tax benefit (expense) of $7.6, $6.3 and $6.9, respectively(28.9)(23.3)(26.3)
Discontinued operations of FMC Health and Nutrition, net of income tax benefit (expense) of 0, $(0.2) and $(7.1), respectively0.5 6.0 
Discontinued operations of FMC Lithium, net of income tax benefit (expense) of 0, $(12.3) and $(18.0), respectively(21.3)117.3 
Discontinued operations, net of income taxes$(28.3)$(63.3)$(26.1)
____________________
(1)See a roll forward of our environmental reserves as well as discussion on significant environmental issues that occurred during the year in Note 10.

(1)During the year ended December 31, 2020, we finalized the sale of the second of 2 parcels of land of our discontinued site in Newark, California and recorded a gain of approximately $24 million, net of tax. During the year ended December 31, 2019, we finalized the sale of the first of the 2 parcels of land of our discontinued site in Newark, California and recorded a gain of approximately $21 million, net of tax.
(2)See a roll forward of our environmental reserves as well as discussion on significant environmental issues that occurred during the year in Note 12.
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Reserves for Discontinued Operations, other than Environmental at December 31, 20172020 and 20162019
(in Millions)December 31,(in Millions)December 31,
2017
201620202019
Workers’ compensation, product liability, and indemnification reserves$22.6
 $6.8
Workers’ compensation, product liability, and indemnification reserves$12.9 $15.7 
Postretirement medical and life insurance benefits reserve, net7.6
 7.8
Postretirement medical and life insurance benefits reserve, net5.5 5.9 
Reserves for legal proceedings33.0
 34.0
Reserves for legal proceedings58.2 50.3 
Reserve for discontinued operations (1)
$63.2
 $48.6
Reserve for discontinued operations (1)
$76.6 $71.9 
____________________
(1)Included in “Other long-term liabilities” on the consolidated balance sheets. Also refer to Note 7 for discontinued restructuring reserves and Note 10 for discontinued environmental reserves.

(1)Included in "Other long-term liabilities" on the consolidated balance sheets. Refer to Note 12 for discontinued environmental reserves.

The discontinued postretirement medical and life insurance benefits liability equals the accumulated postretirement benefit obligation. Associated with this liability is a net pre-tax actuarial gain and prior service credit of $8.4$4.4 million ($5.6 ($3.6 million after-tax) and $6.5$5.2 million ($3.5 ($4.2 million after-tax) at December 31, 20172020 and 2016,2019, respectively. The estimated net pre-tax actuarial gain and prior service credit that will be amortized from accumulated other comprehensive income into discontinued operations during 2018 are $1.2 million and zero, respectively.
Net spending in 2017, 20162020, 2019 and 20152018 was $2.4$1.0 million, $1.3$3.8 million and $0.8$5.4 million, respectively, for workers’ compensation, product liability and other claims; $1.0$0.5 million, $1.1$0.4 million and $1.1 million, respectively, for other postretirement benefits; and $18.9$28.4 million, $15.3$20.2 million and $22.9$21.3 million, respectively, related to reserves for legal proceedings associated with discontinued operations.


Note 10:12: Environmental Obligations
We are subject to various federal, state, local and foreign environmental laws and regulations that govern emissions of air pollutants, discharges of water pollutants, and the manufacture, storage, handling and disposal of hazardous substances, hazardous wastes and other toxic materials and remediation of contaminated sites. We are also subject to liabilities arising under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”("CERCLA") and similar state laws that impose responsibility on persons who arranged for the disposal of hazardous substances, and on current and previous owners and operators of a facility for the clean-up of hazardous substances released from the facility into the environment. We are also subject to liabilities under the Resource Conservation and Recovery Act (“RCRA”("RCRA") and analogous state laws that require owners and operators of facilities that have treated, stored or disposed of hazardous waste pursuant to a RCRA permit to follow certain waste management practices and to clean up releases of hazardous substances into the environment associated with past or present practices. In addition, when deemed appropriate, we enter certain sites with potential liability into voluntary remediation compliance programs, which are also subject to guidelines that require owners and operators, current and previous, to clean up releases of hazardous substances into the environment associated with past or present practices.
Environmental liabilities consist of obligations relating to waste handling and the remediation and/or study of sites at which we are alleged to have released or disposed of hazardous substances. These sites include current operations, previously operated sites, and sites associated with discontinued operations. We have provided reserves for potential environmental obligations that we consider probable and for which a reasonable estimate of the obligation can be made. Accordingly, total reserves of $432.1$574.7 million and $378.1$595.8 million,, respectively, before recoveries, existed at December 31, 20172020 and 2016.2019.
The estimated reasonably possible environmental loss contingencies, net of expected recoveries, exceed amounts accrued by approximately $200$170 million at December 31, 2017.2020. This reasonably possible estimate is based upon information available as of the date of the filing andbut the actual future losses may be higher given the uncertainties regarding the status of laws, regulations, enforcement policies, the impact of potentially responsible parties, technology and information related to individual sites.
Additionally, although potential environmental remediation expenditures in excess of the reserves and estimated loss contingencies could be significant, the impact on our future consolidated financial results is not subject to reasonable estimation due to numerous uncertainties concerning the nature and scope of possible contamination at many sites, identification of remediation alternatives under constantly changing requirements, selection of new and diverse clean-up technologies to meet compliance standards, the timing of potential expenditures and the allocation of costs among Potentially Responsible Parties ("PRPs") as well as other third parties. The liabilities arising from potential environmental obligations that have not been reserved for at this time may be material to any one quarter's or year's results of operations in the future. However, we believe any liability arising from such potential

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environmental obligations is not likely to have a material adverse effect on our liquidity or financial condition as it may be satisfied over many years.


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The table below is a roll forward of our total environmental reserves, continuing and discontinued, from December 31, 20142017 to December 31, 2017.2020.
(in Millions)Operating and Discontinued Sites Total
Total environmental reserves, net of recoveries at December 31, 2014$284.3
2015 
Provision66.9
Spending, net of recoveries(57.0)
Acquisitions47.2
Foreign currency translation adjustments(0.5)
Net Change56.6
Total environmental reserves, net of recoveries at December 31, 2015$340.9
  
2016 
Provision81.0
Spending, net of recoveries(52.6)
Foreign currency translation adjustments(2.6)
Net Change25.8
Total environmental reserves, net of recoveries at December 31, 2016$366.7
  
2017 
Provision106.0
Spending, net of recoveries(63.6)
Acquisitions (1)
2.6
Foreign currency translation adjustments6.5
Net Change51.5
Total environmental reserves, net of recoveries at December 31, 2017$418.2
______________
(in Millions)Operating and Discontinued Sites Total
Total environmental reserves, net of recoveries at December 31, 2017$411.8
2018
Provision178.2 
Spending, net of recoveries(65.7)
(1)Foreign currency translation adjustmentsSee Note 3 for more details. Amount relates to(2.8)
Net Change$109.7 
Total environmental obligationsreserves, net of recoveries at certain sitesDecember 31, 2018$521.5
2019
Provision138.8 
Spending, net of the acquired DuPont Crop Protection Business.recoveries(73.8)
Foreign currency translation adjustments(0.7)
Net Change$64.3 
Total environmental reserves, net of recoveries at December 31, 2019$585.8
2020
Provision53.2 
Spending, net of recoveries(81.1)
Foreign currency translation adjustments and other adjustments6.5 
Net Change$(21.4)
Total environmental reserves, net of recoveries at December 31, 2020$564.4


To ensure we are held responsible only for our equitable share of site remediation costs, we have initiated, and will continue to initiate, legal proceedings for contributions from other PRPs. At December 31, 20172020 and 2016,2019, we have recorded recoveries representing probable realization of claims against U.S. government agencies, insurance carriers and other third parties. Recoveries are recorded as either an offset to the “Environmental"Environmental liabilities, continuing and discontinued”discontinued" or as “Other"Other assets including long-term receivables, net”net" on the consolidated balance sheets.


The table below is a roll forward of our total recorded recoveries from December 31, 20152018 to December 31, 2017:2020:
(in Millions)December 31, 2015 Increase (Decrease) in Recoveries Cash Received December 31, 2016 Increase (Decrease) in Recoveries Cash Received December 31, 2017(in Millions)December 31, 2018Increase (Decrease) in RecoveriesCash ReceivedOtherDecember 31, 2019Increase (Decrease) in Recoveries
Cash Received (2)
December 31, 2020
Environmental liabilities, continuing and discontinued$7.3
 $7.8
 $(3.7) $11.4
 $2.5
 $
 $13.9
Environmental liabilities, continuing and discontinued$7.9 $2.6 $(0.5)$$10.0 $0.9 $(0.6)$10.3 
Other assets (1)
22.7
 7.3
 (2.8) 27.2
 15.9
 (10.8) 32.3
Other assets (1)
30.5 0.3 (3.8)0.3 27.3 (1.8)(21.1)4.4 
Total$30.0
 $15.1
 $(6.5) $38.6
 $18.4
 $(10.8) $46.2
Total$38.4 $2.9 $(4.3)$0.3 $37.3 $(0.9)$(21.7)$14.7 
______________
(1)The amounts are included within “Prepaid and other current assets" and "Other assets including long-term receivables, net" on the consolidated balance sheets. See Note 20 for more details. Increase in recoveries in 2017 includes $2.6 million related to indemnification for the acquired environmental liability from the DuPont Crop Protection Business Acquisition that existed prior to the closing of the transaction.

(1)     The amounts are included within "Prepaid and other current assets" and "Other assets including long-term receivables, net" on the consolidated balance sheets. See Note 22 for more details.
(2)    During the first quarter of 2020, we entered into a confidential insurance settlement pertaining to coverage at a legacy environmental site, which settlement resulted in a cash payment to FMC in the amount of $20.0 million.

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The table below provides detail of current and long-term environmental reserves, continuing and discontinued.
December 31,December 31,
(in Millions)2017 2016(in Millions)20202019
Environmental reserves, current, net of recoveries (1)
$72.0
 $60.3
Environmental reserves, current, net of recoveries (1)
$120.9 $115.3 
Environmental reserves, long-term continuing and discontinued, net of recoveries (2)
346.2
 306.4
Environmental reserves, long-term continuing and discontinued, net of recoveries (2)
443.5 470.5 
Total environmental reserves, net of recoveries$418.2
 $366.7
Total environmental reserves, net of recoveries$564.4 $585.8 
______________
(1)These amounts are included within “Accrued and other liabilities” on the consolidated balance sheets.
(2)These amounts are included in "Environmental liabilities, continuing and discontinued" on the consolidated balance sheets.

(1)These amounts are included within "Accrued and other liabilities" on the consolidated balance sheets.
(2)These amounts are included in "Environmental liabilities, continuing and discontinued" on the consolidated balance sheets.

Our net environmental provisions relate to costs for the continued remediation of both operating sites and for certain discontinued manufacturing operations from previous years. The net provisions are comprised as follows:
Year Ended December 31,Year Ended December 31,
(in Millions)2017 2016 2015(in Millions)202020192018
Continuing operations (1)
$16.6
 $36.8
 $21.7
Continuing operations (1)
$24.9 $108.7 $21.7 
Discontinued operations (2)
76.1
 36.9
 45.5
Discontinued operations (2)
30.1 29.8 153.9 
Net environmental provision$92.7
 $73.7
 $67.2
Net environmental provision$55.0 $138.5 $175.6 
______________
(1)Recorded as a component of “Restructuring and other charges (income)” on our consolidated statements of income. See Note 7. Environmental obligations for continuing operations primarily represent obligations at shut down or abandoned facilities within businesses that do not meet the criteria for presentation as discontinued operations.
(2)Recorded as a component of “Discontinued operations, net of income taxes" on our consolidated statements of income (loss). See Note 9.

(1)Recorded as a component of "Restructuring and other charges (income)" on our consolidated statements of income. See Note 9. Environmental obligations for continuing operations primarily represent obligations at shut down or abandoned facilities within businesses that do not meet the criteria for presentation as discontinued operations.
(2)Recorded as a component of "Discontinued operations, net of income taxes" on our consolidated statements of income (loss). See Note 11.

On our consolidated balance sheets, the net environmental provisions affect assets and liabilities as follows:
Year Ended December 31,Year Ended December 31,
(in Millions)2017 2016 2015(in Millions)202020192018
Environmental reserves (1)
$106.0
 $81.0
 $66.9
Environmental reserves (1)
$53.2 $138.8 $178.2 
Other assets (2)
(13.3) (7.3) 0.3
Other assets (2)
1.8 (0.3)(2.6)
Net environmental provision$92.7
 $73.7
 $67.2
Net environmental provision$55.0 $138.5 $175.6 
______________
(1)See above roll forward of our total environmental reserves as presented on our consolidated balance sheets.
(2)Represents certain environmental recoveries.  See Note 20 for details of "Other assets including long-term receivables, net" as presented on our consolidated balance sheets.

(1)See above roll forward of our total environmental reserves as presented on our consolidated balance sheets.
(2)Represents certain environmental recoveries. See Note 22 for details of "Other assets including long-term receivables, net" as presented on our consolidated balance sheets.

Significant Environmental Sites
Pocatello
From 1949 until 2001, we operated the world's largest elemental phosphorus plant in Power County, Idaho, just outside the city of Pocatello. Since the plant's closure, FMC has worked with the EPA, the State of Idaho, and the Shoshone-Bannock Tribes ("Tribes") to develop a proposed cleanup plan for the property. In September 2012, the EPA issued an Interim Record of Decision ("IROD") that is environmentally protective and that ensures the health and safety of both workers and the general public. Since the plant's closure, we have successfully decommissioned our Pocatello plant, completed closure of the RCRA ponds and formally requested that the EPA acknowledge completion of work under a June 1999 RCRA Consent Decree. Future remediation costs include completion of the IROD that addresses groundwater contamination and existing waste disposal areas on the Pocatello plant portion of the Eastern Michaud Flats Superfund Site. In June 2013, the EPA issued a Unilateral Administrative Order to us under which we will implement the IROD remedy. Our current reserves factor in the estimated costs associated with implementing the IROD. In addition to implementing the IROD, we continue to conduct work pursuant to CERCLA unilateral administrative orders to address air emissions from beneath the cap of several of the closed RCRA ponds.

Actions also involve impacts of the Tribal Litigation discussed below.
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The amount of the reserve for this site, which includes the Pocatello Tribal Litigation described below, was $35.2$117.8 million and $44.3$107.5 million at December 31, 20172020 and 2016,2019, respectively.
Pocatello Tribal Litigation
For a number of years, we engaged in disputes with the Tribes concerning their attempts to regulate our activities on the reservation. On March 6, 2006, a U.S. District Court Judge found that the Tribes were a third-party beneficiary of a 1998 RCRA Consent Decree and ordered us to apply for any applicable Tribal permits relating to the nearly-complete RCRA Consent Decree work. The third-party beneficiary ruling was later reversed by the Ninth Circuit Court of Appeals, but the permitting process continued in the tribal legal system. We applied for the tribal permits, but preserved objections to the Tribes' jurisdiction.
In addition, in 1998, we entered into an agreement (“1998 Agreement”) that required us to pay the Tribes $1.5$1.5 million per year for waste generated from operating our Pocatello plant and stored on site. We paid $1.5$1.5 million per year until December 2001 when the plant closed. In our view the agreement was terminated, as the plant was no longer generating waste. The Tribes claimed that the 1998 Agreement has no end date.
On April 25, 2006, the Tribes' Land Use Policy Commission issued us a Special Use Permit for the “disposal"disposal and storage of waste”waste" at the Pocatello plant and imposed a $1.5$1.5 million per annum permit fee. The permit and
FMC challenged this fee were affirmed by the Tribal Business Council on July 21, 2006. We sought reviewat various levels of the permit and fee in Tribal Court, in which the Tribes also brought a claim for breach of the 1998 Agreement. On May 21, 2008, the Tribal Court reversed the permitsystem and fee, finding that they were not authorized under tribal law, and dismissed the Tribes' breach of contract claim. The Tribes appealed to the Tribal Court of Appeals.
On May 8, 2012, the Tribal Court of Appeals reversed the May 21, 2008 Tribal Court decision and issued a decision finding the permit and fee validly authorized and ordering us to pay waste permit fees in the amount of $1.5 million per annum for the years 2002-2007 ($9.0 million in total), the Tribes' demand as set forth in the lawsuit. It also reinstated the breach of contract claim. The Tribes have filed additional litigation to recover the permit fees for the years since 2007, but that litigation has been stayed pending the outcome of the appeal in the Tribal Court of Appeals.
Following a trial on certain jurisdictional issues which occurred during April 2014, the Shoshone-Bannock Tribal Appellate Court issued a Statement of Decision finding in favor of the Tribes’ jurisdiction over FMC and awarding costs on appeal to the Tribes. The Tribal Appellate Court conducted further post-trial proceedings and on May 6, 2014 issued Finding and Conclusions and a Final Judgment consistent with its earlier Statement of Decision. FMC challenged the Final Judgment in the United States District Court for the District of Idaho.
On September 28, 2017, the District Court issued a decision finding that the Tribal Court has jurisdiction over FMC to require FMC to pay athe $1.5 million per year fee to the Tribes for hazardous wastes “stored” on the Reservation. We do not believe it is probable thatTribes. In 2017, we will incur a loss for this matter dueappealed to legal principles established by the United States Supreme Court and the United States Court of Appeals for the Ninth Circuit and oral arguments were held on May 17, 2019. On November 15, 2019, the Ninth Circuit affirmed the District Court's decision that the Tribal Court has jurisdiction over FMC to require FMC to pay the $1.5 million per year fee to the Tribes. As a result of the unfavorable court decision issued on November 15, 2019, we believe wereincreased our reserves by $72.8 million, which represents both the historical and discounted present value of future annual use permit fees as well as the associated legal costs incurred through December 31, 2019. The increase in reserve was transferred from the previously estimated reasonably possible loss related to this matter. Following the Ninth Circuit's denial of our petition for rehearing en banc, we filed a motion to stay the mandate with the Ninth Circuit. On February 4, 2020, the Ninth Circuit granted our motion to stay the mandate. Because this stay was granted, payment of the judgment was not followedrequired until final disposition by the DistrictUnited States Supreme Court. Our reasonably possible estimate continues
On March 16, 2020, FMC filed a petition in the United States Supreme Court to includereview the estimated costsNinth Circuit’s decision. On June 29, 2020, the Supreme Court invited the Solicitor General to file a brief in this case expressing the views of an adverse decisionthe United States with respect to the litigation. The recommendation filed by the Solicitor General on December 9, 2020 was that our petition for review by the Supreme Court should not be granted. On January 11, 2021, the Supreme Court denied our petition to review our case. In the first quarter of 2021, FMC made a $20.5 million payment to the Tribes for attorney's fees and does not needunpaid permit fees incurred from 2002 to be adjusted2014. There was no change to our existing reserves as a result of our denied petition.
In calculating the District Court's decision. On October 12, 2017,net present value of future annual permit fees, we filedused a noticediscount rate of appeal1.45%, which represents the appropriate risk-free rate. We believe that the application of this rate produces a result which approximates the amount that would hypothetically satisfy our liability in an arms-length transaction. The current estimate for expenditures in 2021 is $32.2 million. This includes the $20.5 million court judgement, $10.5 million of incurred past years' permit fees from 2015 through 2021, plus interest associated with these payments. Estimates for expenditures for 2022 and beyond are $1.5 million in annual fees payable each year thereafter. The expected aggregate undiscounted amount related to this matter is $104.5 million of which $82.6 million, on a discounted basis, has been recognized in environmental liabilities on the statements of financial position. The increase in our liability balance from 2019 is primarily due to the Ninth Circuit. The District Court Judgment has been stayed pendingremeasurement of our discounted liability using the outcome of the appeal to the Ninth Circuit.
We have estimated a reasonably possible loss for this matter and it has been reflected in our total reasonably possible loss estimate previously discussed within this note.current U.S. Treasury bill rate.
Middleport
Our Middleport, NY facility is currently an Agricultural Solutions formulation and packaging plant that formerly manufactured arsenic-based and other products. As a result of past manufacturing operations and waste disposal practices at this facility, releases of hazardous substances have occurred at the site that have affected soil, sediment, surface water and groundwater at the facility's property and also in adjacent off-site areas. The impact of our discontinued operations was the subject of an Administrative Order on Consent (“("1991 AOC”AOC") entered into with the EPA and New York State Department of Environmental Conservation (“NYSDEC”("NYSDEC", and collectively with EPA, the “Agencies”"Agencies") in 1991. The1991, which was replaced by a New Order on
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Consent and Administrative Settlement with the NYSDEC, effective June 6, 2019 ("2019 Order"). Like the 1991 AOC, the 2019 Order requires us to (1) define the nature and extent of contamination caused by our historical plant operations, (2) take interim corrective measures and (3) evaluate Corrective Action ManagementMeasure Alternatives (“CMA”("CMA") for discrete contaminated areas, known as “operable units”"operable units" of which there are eleven.11.
We have defined the nature and extent of the contamination in certain areas, have constructed an engineered cover, closed thetaken certain closure actions regarding RCRA regulated surface water impoundments and are collecting and treating both surface water runoff and ground water, which has satisfied the first two requirements of the 1991 AOC.water. To date, we have evaluated and proposed CMAs for five6 of the eleven11 identified operable units.

Middleport Litigation

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In 2013, we received from the NYSDEC, a Final Statement of Basis ("FSOB") with NYSDEC’s selected CMA for three of the operable units that had been combined for evaluative purposes (“OUs 2, 4 and 5”). The FSOB includes the same CMA as the Preliminary Statement of Basis, which we continue to believe is overly conservative and is not consistent with the 1991 AOC, which governs the remedy selection.
In order to negotiate with the NYSDECAll pending litigation with respect to the FSOB, we entered intoMiddleport site was settled and/or dismissed in 2019. The 2019 Order supplanted the need for a tolling agreement with the agency. The tolling agreement served as a “standstill” agreement to the FSOB so that time spent negotiating with the NYSDEC did not go against the statute of limitations under the FSOB. The tolling agreement expired on April 30, 2014. We were not able to reach an agreement with the NYSDEC; thus, on May 1, 2014, we submitted a Notice of Dispute to the EPA pursuant to the terms of the 1991 AOC seeking review of the remedy chosen by the NYSDEC. On May 30, 2014, 30 days after the tolling period expired, we filed an action in the Supreme Court of New York formally challenging the NYSDEC's FSOB. In that lawsuit, we are contending that NYSDEC breached the 1991 AOC by not following the procedures set forth in it for remedy selection. On June 3, 2014, we received a letter from the EPA (dated May 22, 2014) declining to review the Notice of Dispute. On June 20, 2014, we filed an action in the United States District Court for the Western District of New York seeking a declaratory judgment that the EPA is obligated under the 1991 AOC to hear the dispute. On January 31, 2017, the District Court dismissed FMC's complaint, ruling that EPA's letter was not a final agency action subject to review. FMC responded to the Court’s dismissal of FMC’s action by filing a Motion to Vacate Judgment and For Leave to Amend Complaint on March 2, 2017. The purpose of this motion is to allow FMC to amend its Complaint to add a citizen’s suit under RCRA against the United States for EPA’s failure to perform its non-discretionary duties under the 1991 AOC. Simultaneously, FMC served EPA with a 60-day notice letter, which is a procedural precursor to filing the citizen’s suit complaint.
On August 20, 2015, the Supreme Court of New York dismissed our state action on procedural grounds. We appealed that dismissal to the New York Supreme Court Appellate Division, Third Department. On October 20, 2016, the New York Supreme Court Appellate Division, Third Department, issued a decision on our appeal of the August 20, 2015 dismissal of our action challenging the NYSDEC's unilateral implementation of a remedy that is not consistent with the 1991 AOC.  The Third Department found that NYSDEC does not have the authority to implement a remedy unilaterally using state funds prior to issuing an order and remanded the case to NYSDEC for further proceedings not inconsistent with the Court’s decision. Under the Court’s ruling, an order would have to be preceded by an opportunity for an administrative hearing. On February 2, 2017, the Third Department granted NYSDEC's motion for leave to appeal the decision to the New York Court of Appeals. Both NYSDEC and FMC have submitted their briefs on the appeal and oral argument has been scheduled for March 21, 2018. FMC anticipates a decision from the Court of Appeals to be issued within the second quarter of 2018.
In June 2017, in parallel with the ongoing state litigation over the 1991 AOC and the FSOB, NYSDEC started the formal process of issuing to FMC a Part 373separate Hazardous Waste Management Permit (“("Part 373 permit”permit"). A draft permit was issued, which,, and as written, would supersede the 1991 AOC, and ultimatelya result, in its termination. FMC is proceeding through the administrative process, and contends, among other things,action challenging the Part 373 Permit was dismissed. In connection with the settlement, FMC also dismissed its claims against the EPA that such permit is not necessary given thatwere pending appeal before the scopeUnited States Court of Appeals for the Second Circuit. The terms of the 1991 AOC properly addresses all corrective action requirements, and that hazardous waste has not been treated, stored, or disposed2019 Order are materially consistent with our established reserve for Middleport as of at the Middleport facility for decades. A financial assurance mechanism has been requested by the draft Part 373 permit to address the remaining operable units and closureDecember 31, 2018 as a result of the site surface impoundments, for which the final amount will be determined through the administrative proceeding.2019 Order.
Middleport Reserves
During 2017,In the fourth quarter of 2018, we increased the reserve by $32.0$106.3 million, which reflectsincluded our best estimate for remediation costs for OUs 2,4 and 5 in line with the drafted settlement terms between FMC and NYSDEC. Of the $106.3 million reserve increase, $60.6 million related to our best estimate for remediation costs associated with the operable unit that comprises the southern portion of the tributary (“("OU 6”6"). plus the impact of inflation. The increased$60.6 million increase was in addition to a previously established reserve of $29.1 million related to this operable unit.
The remaining $45.7 million reserve increase related to costs are based on estimatesassociated with the implementation and completion of NYSDEC’s selected remedy for the proposed CMA developed through a work study requested by the NYSDEC that was submitted on November 1, 2017. This increase has been reflected within the environmental reservesOUs 2,4, and 5. Prior to settlement discussions, our reserve balance above. NYSDEC has not yet commented or responded to the proposed CMA for OU 6.
Our reserve continues to includeOUs 2,4, and 5 of $31.1 million included the estimated liability for clean-up to reflect the costs associated with our recommended CMAs for OUs 2, 4 and 5 and OU 6.CMAs. Our estimated reasonably possible environmental loss contingencies exposure reflects the additional cost of the CMA proposed in the FSOB for OUs 2, 4 and 5. The amount of thetotal reserve for this siteall of Middleport is $73.9$142.7 million and $46.7$159.4 million at December 31, 20172020 and 2016,2019, respectively. FMC is in various stages of evaluating the remaining operable units.
In 2020 and 2019, the Middleport settlement resulted in cash outflows of $17.9 million and $22.2 million respectively. This settlement will result in cash outflows of approximately $20 million to $30 million for 2021 due to front loading of reimbursement in installments of past costs, and thereafter an amount not to exceed an average of $10 million per year until the remediation is complete.
Other Potentially Responsible Party (“PRP”("PRP") Sites
We have been named a PRP at 3229 sites on the federal government’s National Priorities List (“NPL”("NPL"), at which our potential liability has not yet been settled. We have received notice from the EPA or other regulatory agencies that we may be a PRP, or PRP equivalent, at other sites, including 5547 sites at which we have determined that it is probable that we have an environmental liability

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for which we have recorded an estimate of our potential liability in the consolidated financial statements. In cooperation with appropriate government agencies, we are currently participating in, or have participated in, a Remedial Investigation/Feasibility Study (“("RI/FS”FS"), or equivalent, at most of the identified sites, with the status of each investigation varying from site to site. At certain sites, a RI/FS has only recently begun, providing limited information, if any, relating to cost estimates, timing, or the involvement of other PRPs; whereas, at other sites, the studies are complete, remedial action plans have been chosen, or a ROD has been issued.
One site where FMC is listed as a PRP is the Portland Harbor Superfund Site (“("Portland Harbor”Harbor"), that includes the river and sediments of a 12 mile section of the lower reach of the Willamette River in Portland, Oregon that runs through an industrialized area. Portland Harbor is listed on the NPL. FMC formerly owned and operated a manufacturing site adjacent to this section of the river and has since sold its interest in this business. Currently, FMC and approximately 70 other parties including the current owner of the former FMC site are involved in a non-judicial allocation process to determine each party’s respective share of the cleanup costs. FMC and several other parties have been sued by the Confederated Bands and Tribes of the Yakama Nation for reimbursement of cleanup costs and the costs of performing a natural damage assessment. Based on the information known to date, we are unable to develop a reasonable estimate of our potential exposure of loss at this time. We intend to defend this matter.
On January 6, 2017, EPA issued its Record of Decision (“ROD”("ROD") for the Portland Harbor Superfund Site. Any potential liabilityOn December 30, 2019, FMC and EPA entered into an Administrative Settlement Agreement and Order on Consent to FMC will representperform a portionremedial design for the area at and around FMC's former operations. The cost of the costs of the remedy the EPA has selecteddeveloping a work plan for Portland Harbor.this remedial design and performing predesign investigation work is included in our reserves. Based on the current information available in the ROD as well as the large number of responsible parties for the Superfund Site, we are unable to develop a reasonable estimate of our
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potential exposure for Portland Harbor at this time. We have no reason to believe thatBecause of this uncertainty, we cannot say whether the ultimate resolution of our potential obligations at Portland Harbor will have a material adverse effect on our consolidated financial position, liquidity or results of operations. However, adverse results in the outcome of the EPA allocation could have a material adverse effect on our consolidated financial position, results of operations in any one reporting period, or liquidity.


Note 11:13: Income Taxes

On December 22, 2017, the Tax Cuts and Jobs Act (“the Act”) was enacted in the United States. The Act significantly revised the U.S. corporate income tax structure resulting in changes to the Company’s expected U.S. corporate taxes due for 2017 and in future periods. Effective January 1, 2018, the Act, among other things, reduces the U.S. federal corporate tax rate from 35% to 21%, creates new provisions related to foreign sourced earnings, and eliminates the deduction for domestic production activities. The Act also requires companies to pay a one-time transition tax on the cumulative earnings and profits of certain foreign subsidiaries that were previously not repatriated and therefore not taxed for U.S. income tax purposes. Taxes due on the one-time transition tax are payable as of December 31, 2017 and may be paid to the tax authority over eight years.

In December 2017, the SEC issued Staff Accounting Bulletin No. 118 (“SAB 118”), which addresses situations where the accounting is incomplete for the income tax effects of the Act. SAB 118 directs taxpayers to consider the impact of the Act as “provisional” when the Company does not have the necessary information available, prepared or analyzed (including computations) to finalize the accounting for the change in tax law. Companies are provided a measurement period of up to one year to obtain, prepare, and analyze information necessary to finalize the accounting for provisional amounts or amounts that cannot be estimated as of December 31, 2017. We will continue to refine our calculations as additional analysis is completed related to the Act. Additional information that may affect our provisional amounts would include further clarification and guidance on how the IRS will implement tax reform, including guidance with respect to executive compensation and transition tax, further clarification and guidance on how state taxing authorities will implement tax reform and the related effect on our state income tax returns, completion of our 2017 tax return filings, and the potential for additional guidance from the SEC or the FASB related to tax reform. The accounting is expected to be complete when the 2017 U.S. corporate income tax return is filed in 2018. 

Reduction of U.S. Federal Corporate Tax Rate

We re-measured certain U.S. deferred tax assets and liabilities as of December 31, 2017 based on the rates at which they are expected to reverse in the future, which is generally 21%. However, we are still analyzing certain aspects of the Act and refining our calculations, which could potentially affect the measurement of these balances or potentially give rise to changes in deferred tax amounts. As we continue to analyze the Act and refine our calculations, it could give rise to additional changes in our valuation allowance and the realizability of certain U.S. deferred tax assets. The provisional income tax expense recorded related to the re-measurement of our deferred tax balance for the period ending December 31, 2017 was $113.2 million.

Deemed Repatriation Transition Tax


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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


The one-time transition tax associated with the Act is based on our total post-1986 earnings and profits ("E&P") that was previously deferred from U.S. federal taxation. During the period ending December 31, 2017, we recorded a provisional amount for our one-time transition tax liability for our foreign subsidiaries of $202.7 million, resulting in an increase in income tax expense. We have not yet completed our calculation of the total post-1986 E&P for our foreign subsidiaries or the tax pools of our foreign subsidiaries. Further, the transition tax is based in part on the amount of those earnings held in cash and other specified assets. This amount may change when we finalize the calculation of post-1986 foreign E&P previously deferred from U.S. federal taxation and finalize the amounts held in cash or other specified assets. We have not provided additional income taxes for any additional outside basis differences inherent in our investments in subsidiaries because the investments are essentially permanent in duration or we have concluded that no additional tax liability will arise upon disposal. Determining the amount of unrecognized deferred tax liability related to any remaining undistributed foreign earnings not subject to the transition tax and additional outside basis difference in these entities (i.e., basis difference in excess of that subject to the one-time transition tax) is not practicable. We are still in the process of analyzing the impact of the Act on our indefinite reinvestment assertion.

Provisions Related to Foreign Sourced Earnings

Beginning in 2018, the Act subjects a U.S. shareholder of a controlled foreign corporation to current tax on “global intangible low-taxed income” (GILTI) and establishes a tax on certain payments from corporations subject to US tax to related foreign persons, also referred to as base erosion and anti-abuse tax (BEAT). Additionally, we recorded an impairment charge to write down certain indefinite-lived intangible assets of the acquired DuPont Crop Protection Business as a result of the triggering event associated with the Act. The triggering event represented the expected tax rate increase from the GILTI minimum tax to be imposed on certain of our foreign subsidiaries where these intangible assets are recorded.

Because of the complexity of the new international tax provisions included in the Act that are not applicable to the Company until 2018, the Company is continuing to evaluate these provisions of the Act and the application of ASC 740. To date, the Company has not made an accounting policy election with respect to the period in which to recognize tax pertaining to GILTI and has therefore not provided any deferred tax impacts of GILTI in its consolidated financial statements for the year ended December 31, 2017.

The impacts of the Act are presented herein as part of our results from continuing operations.
Domestic and foreign components of income (loss) from continuing operations before income taxes are shown below: 
 Year Ended December 31,
(in Millions)202020192018
Domestic$(36.5)$(227.4)$(234.9)
Foreign766.3 882.4 843.3 
Total$729.8 $655.0 $608.4 
 Year Ended December 31,
(in Millions)2017 2016 2015
Domestic$(155.9) $(48.5) $(280.4)
Foreign336.7
 229.3
 73.0
Total$180.8
 $180.8
 $(207.4)

The provision (benefit) for income taxes attributable to income (loss) from continuing operations consisted of:
 Year Ended December 31,
(in Millions)202020192018
Current:
Federal$24.9 $(12.0)$25.1 
Foreign91.7 77.0 90.0 
State0.7 0.4 (0.4)
Total current$117.3 $65.4 $114.7 
Deferred:
Federal$15.0 $(1.2)$(4.4)
Foreign7.7 42.7 (30.4)
State10.9 4.6 (9.1)
Total deferred$33.6 $46.1 $(43.9)
Total$150.9 $111.5 $70.8 


The effective income tax rate applicable to income from continuing operations before income taxes was different from the statutory U.S. federal income tax rate due to the factors listed in the following table:
 Year Ended December 31,
(in Millions)202020192018
U.S. Federal statutory rate$153.3 $137.5 $127.8 
Impacts of Tax Cuts and Jobs Act Enactment (1)
7.8 
Foreign earnings subject to different tax rates (2)
(127.6)(137.7)(154.9)
State and local income taxes, less federal income tax benefit2.7 (2.9)1.4 
Research and development and miscellaneous tax credits(6.2)(3.8)(3.7)
Tax on dividends, deemed dividends, and GILTI (3)
46.5 46.8 45.5 
Changes to unrecognized tax benefits5.8 (5.4)2.7 
Nondeductible expenses5.5 3.5 12.4 
Change in valuation allowance (4)
52.1 49.9 7.4 
Exchange gains and losses (5)
(2.1)(2.1)5.7 
Other20.9 25.7 18.7 
Total Tax Provision$150.9 $111.5 $70.8 
____________________ 
(1)    The tax impacts of the Tax Cuts and Jobs Act ("the Act") were completed in 2018 as permitted by Staff Accounting Bulletin 118.
80
 Year Ended December 31,
(in Millions)2017 2016 2015
Current:     
Federal (1) (3)
$97.5
 $(24.6) $(80.9)
Foreign58.4
 21.6
 68.9
State4.0
 (0.2) (1.0)
Total current$159.9
 $(3.2) $(13.0)
Deferred:     
Federal (2)
$119.4
 $27.6
 $21.1
Foreign(14.8) 9.5
 (0.8)
State(0.4) 16.2
 (2.1)
Total deferred$104.2
 $53.3
 $18.2
Total$264.1
 $50.1
 $5.2

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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)



(2)    A significant amount of our earnings is generated by our foreign subsidiaries (e.g., Singapore, Hong Kong, and Switzerland), which tax earnings at lower statutory rates than the United States federal statutory rate. Our future effective tax rates may be materially impacted by a future change in the composition of earnings from foreign and domestic tax jurisdictions.
____________________(3)    The years ended December 31, 2020, 2019 and 2018 includes tax expense of $40.7 million, $41.6 million and $43.8 million, respectively, associated with the global intangible low-taxed income (GILTI) provisions of the Act.
(1)The transition tax on deemed repatriated foreign earnings incurred as a result of the Act is $202.7 million and reflected as component of tax expense in the U.S for the current year.
(2)The remeasurement of the Company’s U.S. net deferred tax asset as a result of the Act resulted in tax expense of $113.2 million in the current year which is presented as a component of deferred tax expense in the U.S.    
(3)In 2015, the gain from the sale of our discontinued Alkali business created overall domestic taxable income. Exclusive of this gain, we incurred a loss from domestic continuing operations that reduced current taxes payable in 2015 and as such is presented as a reduction to 2015 current tax expense.

(4)    The year ended December 31, 2020 is primarily related to net operating losses with our Brazil operations. The year ended December 31, 2019 is primarily related to net operating losses with limited carryforward associated with our India operations.
(5)    Includes the impact of transaction gains or losses on net monetary assets for which no corresponding tax expense or benefit is realized and the tax provision for statutory taxable gains or losses in foreign jurisdictions for which there is no corresponding amount in income before taxes.

Significant components of our deferred tax assets and liabilities were attributable to:

December 31, December 31,
(in Millions)2017 2016(in Millions)20202019
Reserves for discontinued operations, environmental and restructuring$101.6
 $148.5
Reserves for discontinued operations, environmental and restructuring$161.7 $188.3 
Accrued pension and other postretirement benefits19.3
 39.6
Accrued pension and other postretirement benefits1.8 2.4 
Capital loss, foreign tax and other credit carryforwards4.0
 22.5
Capital loss, foreign tax and other credit carryforwards5.5 7.5 
Net operating loss carryforwards207.0
 165.8
Net operating loss carryforwards311.4 227.0 
Deferred expenditures capitalized for tax4.0
 15.3
Deferred expenditures capitalized for tax39.6 18.7 
Other153.3
 191.4
Other163.3 163.6 
Deferred tax assets$489.2
 $583.1
Deferred tax assets$683.3 $607.5 
Valuation allowance, net(272.0) (289.6)Valuation allowance, net(335.6)(303.3)
Deferred tax assets, net of valuation allowance$217.2
 $293.5
Deferred tax assets, net of valuation allowance$347.7 $304.2 
Property, plant and equipment, net137.9
 181.8
Intangibles, Property, plant and equipment, and Investments, netIntangibles, Property, plant and equipment, and Investments, net468.1 380.0 
Deferred tax liabilities$137.9
 $181.8
Deferred tax liabilities$468.1 $380.0 
Net deferred tax assets$79.3
 $111.7
Net deferred tax assets (liabilities)Net deferred tax assets (liabilities)$(120.4)$(75.8)


We evaluate our deferred income taxes quarterly to determine if valuation allowances are required or should be adjusted. GAAP accounting guidance requires companies to assess whether valuation allowances should be established against deferred tax assets based on all available evidence, both positive and negative, using a “more"more likely than not”not" standard. In assessing the need for a valuation allowance, appropriate consideration is given to all positive and negative evidence related to the realization of deferred tax assets. This assessment considers, among other matters, the nature and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carryforward periods, and tax planning alternatives. We operate and derive income from multiple lines of business across multiple jurisdictions. As each of the respective lines ofour business experiences changes in operating results across its geographic footprint, we may encounter losses in jurisdictions that have been historically profitable, and as a result might require additional valuation allowances to be recorded. We are committed to implementing tax planning actions, when deemed appropriate, in jurisdictions that experience losses in order to realize deferred tax assets prior to their expiration.

During 2016, due to forecasts of domestic state taxable earnings, we concluded that there is insufficient positive evidence to realize certain portions of the U.S. state net deferred tax assets and established an additional valuation allowance in the amount of $17.7 million. As of December 31, 2017, we continue to maintain a valuation allowance against certain U.S. state deferred tax assets that the Company has concluded are not more likely than not realizable.

During 2015, our Agricultural Solutions business in Brazil experienced significant current and cumulative losses driven by unfavorable market conditions. As of December 31, 2017, sufficient positive evidence to realize the net deferred tax assets in Brazil was not available and a full valuation allowance against those assets remains established.
At December 31, 2017,2020, we had net operating loss and tax credit carryforwards as follows: U.S. state net operating loss carryforwards of $29.9$28.5 million (tax-effected) expiring in future tax years through 2037,2040, foreign net operating loss carryforwards of $177.1$282.9 million (tax-effected) expiring in various future years, $0.7 million of capital loss carryforwards expiring in 2020 and other tax credit carryforwards of $3.3$5.5 million expiring in various future years.

At December 31, 2020, our net valuation allowance was primarily comprised of balances within continuing operations locations of Brazil of $116.8 million, Luxembourg of $30.3 million, U.S. state of $40.8 million, Switzerland of $30.2 million and India of $15.5 million and within discontinued operations in Spain of $70.1 million. The valuation allowance balances at these locations are associated mainly with net operating losses, but in some cases relate to other additional deferred tax assets in the jurisdiction.
We do not provide income taxes for other outside basis differences inherent in our investments in subsidiaries because the investments and related unremitted earnings are essentially permanent in duration or we have concluded that no additional tax liability will arise upon disposal or remittance. Determining the amount of unrecognized deferred tax liability related to any remaining undistributed foreign earnings is not practicable due to the complexity of the hypothetical calculation.
Uncertain Income Tax Positions
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Notes to Consolidated Financial Statements — (Continued)



The effective income tax rate applicable to income from continuing operations before income taxes was different from the statutory U.S. federal income tax rate due to the factors listed in the following table:
 Year Ended December 31,
 2017 2016 2015
U.S. Federal statutory rate$63.3
 $63.3
 $(72.6)
Impacts of Tax Cuts and Jobs Act (1)
315.9
 
 
Foreign earnings subject to different tax rates(79.0) (49.3) (75.8)
Capital loss on internal restructuring(45.3) 
 
State and local income taxes, less federal income tax benefit(1.5) 16.0
 (2.4)
Manufacturer's production deduction and miscellaneous tax credits(10.1) 0.8
 (4.0)
Tax on intercompany dividends and deemed dividends for tax purposes10.6
 2.1
 10.2
Changes to unrecognized tax benefits7.2
 4.9
 8.5
Nondeductible expenses12.2
 5.7
 6.4
Change in valuation allowance(32.0) 7.9
 160.7
Exchange gains and losses (2)
29.4
 (12.1) (20.4)
Other(6.6) 10.8
 (5.4)
Total Tax Provision$264.1
 $50.1
 $5.2
____________________ 
(1)As a result of the Act, the Company has recognized provisional income tax expense of $202.7 million and $113.2 million related to the transition tax on deemed repatriation of foreign earnings and the remeasurement of the Company’s U.S. net deferred tax asset, respectively.
(2)Includes impact of transaction gains or losses on net monetary assets for which no corresponding tax expense or benefit is realized and the tax provision for statutory taxable gains or losses in foreign jurisdictions for which there is no corresponding amount in income before taxes.
The material factors contributing to the increase in income tax expense from continuing operations in 2017 as compared to 2016 are the provisional income tax expense recorded upon the enactment of the Act, partially offset by the tax effect of internal restructuring and an increase to the foreign earnings in low tax jurisdictions.
The material factors contributing to the increase in income from continuing operations in 2016 compared to 2015 were prior year Cheminova acquisition related charges incurred by our domestic operations, improved results in our Agricultural Solutions business, primarily in Brazil, and significant prior year restructuring charges. These increases did not significantly impact the tax benefit attributable to foreign earnings subject to different tax rates as the statutory tax rates in the jurisdictions to which these items relate are similar to the U.S. Federal statutory rate. Reduced earnings from operations located in jurisdictions with lower tax rates than the U.S. Federal statutory rate resulted in a decreased tax benefit for foreign earnings subject to different tax rates in 2016 as compared to 2015.

Uncertain Income Tax Positions
U.S. GAAP accounting guidance for uncertainty in income taxes prescribes a model for the recognition and measurement of a tax position taken or expected to be taken in a tax return, and provides guidance on derecognition, classification, interest and penalties, disclosure and transition.
We file income tax returns in the U.S. federal jurisdiction, and various states and foreign jurisdictions. The income tax returns for FMC entities taxable in the U.S. and significant foreign jurisdictions are open for examination and adjustment. As of December 31, 2017,2020, the U. S. federal and state income tax returns are open for examination and adjustment for the years 20142017 - 20172020 and 19982000 - 2017,2020, respectively. Our significant foreign jurisdictions, which total 17,11, are open for examination and adjustment during varying periods from 20072010 - 2017.2020.
As of December 31, 2017,2020, we had total unrecognized tax benefits of $84.0$76.2 million, of which $22.5$34.6 million would favorably impact the effective tax rate from continuing operations if recognized. As of December 31, 2016,2019, we had total unrecognized tax benefits of $111.6$68.2 million, of which $34.9$29.4 million would favorably impact the effective tax rate if recognized. Interest and penalties related to unrecognized tax benefits are reported as a component of income tax expense. For the years ended December 31, 2017, 20162020, 2019 and 2015,2018, we recognized interest and penalties of $5.2$(1.5) million, $4.4$1.4 million, and $2.0$0.9 million, respectively, in the consolidated

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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


statements of income (loss). As of December 31, 20172020 and 2016,2019, we have accrued interest and penalties in the consolidated balance sheets of $13.1$13.9 million and $9.6$15.4 million, respectively.

Due to the potential for resolution of federal, state, or foreign examinations, and the expiration of various jurisdictional statutes of limitation, it is reasonably possible that our liability for unrecognized tax benefits will decrease within the next 12 months by a range of $13.5$33.4 million to $14.7$53.1 million.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

(in Millions)2017 2016 2015(in Millions)202020192018
Balance at beginning of year$111.6
 $97.1
 $45.9
Balance at beginning of year$68.2 $79.1 $84.0 
Increases related to positions taken in the current year9.4
 22.3
 21.4
Increases related to positions taken in the current year1.1 4.1 11.8 
Increases for tax positions on acquisitions
 
 25.1
Increases and decreases related to positions taken in prior years(4.6) 2.6
 7.4
Increases and decreases related to positions taken in prior years25.7 3.4 (1.8)
Decreases related to lapse of statutes of limitations(14.2) (10.2) (2.7)Decreases related to lapse of statutes of limitations(18.8)(13.0)(13.5)
Settlements during the current year(0.3) (0.2) 
Settlements during the current year(2.8)(1.4)
Decreases for tax positions on dispositions(17.9) 
 
Decreases for tax positions on dispositions(2.6)
Balance at end of year (1)
$84.0
 $111.6
 $97.1
Balance at end of year (1)
$76.2 $68.2 $79.1 
____________________ 
(1)At December 31, 2017, 2016, and 2015 we recognized an offsetting non-current deferred asset of $59.8 million, $74.4 million, and $65.5
(1)    At December 31, 2020, 2019, and 2018 we recognized an offsetting non-current asset of $27.4 million, $34.0 million, and $45.3 million respectively, relating to the indirect income tax benefits associated with specific uncertain tax positions presented above.


Note 12:14: Debt
Debt maturing within one year:
Debt maturing within one year consists of the following:
December 31,December 31,
(in Millions)2017 2016(in Millions)20202019
Short-term foreign debt (1)
$91.4
 $85.5
Short-term foreign debt (1)
$98.4 $144.9 
Commercial paper
 6.3
Commercial paper (2)
Commercial paper (2)
146.3 
Total short-term debt$91.4
 $91.8
Total short-term debt$244.7 $144.9 
Current portion of long-term debt101.2
 2.4
Current portion of long-term debt93.6 82.8 
Short-term debt and current portion of long-term debt$192.6
 $94.2
Short-term debt and current portion of long-term debt$338.3 $227.7 
____________________
(1)At December 31, 2017, the average effective interest rate on the borrowings was 8.2%.

(1)    At December 31, 2020, the average effective interest rate on the borrowings was 13.2 percent.

(2)    At December 31, 2020, the average effective interest rate on the borrowings was 0.5 percent.

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Notes to Consolidated Financial Statements — (Continued)



Long-term debt:
Long-term debt consists of the following:
(in Millions)December 31, 2017 December 31,(in Millions)December 31, 2020December 31,
Interest Rate
Percentage
 
Maturity
Date
 2017 2016
Interest Rate
Percentage
Maturity
Date
20202019
Pollution control and industrial revenue bonds (less unamortized discounts of $0.2 and $0.2, respectively)1.95% - 6.45% 2021 - 2032 $51.6
 $51.6
Senior notes (less unamortized discounts of $1.1 and $1.4, respectively)3.95% - 5.20% 2019 - 2024 998.9
 998.6
2014 Term Loan Facility2.8% 2020 450.0
 750.0
Pollution control and industrial revenue bonds (less unamortized discounts of $0.1 and $0.2, respectively)Pollution control and industrial revenue bonds (less unamortized discounts of $0.1 and $0.2, respectively)0.30% - 6.50%2021 - 2032$51.6 $51.6 
Senior notes (less unamortized discounts of $1.0 and $1.3, respectively)Senior notes (less unamortized discounts of $1.0 and $1.3, respectively)3.20% - 4.50%2022 - 20492,199.0 2,198.7 
2017 Term Loan Facility2.8% 2022 1,500.0
 
2017 Term Loan Facility1.4%2022700.0 800.0 
Revolving Credit Facility (1)
4.1% 2022 
 
Revolving Credit Facility (1)
2.8%2024
Foreign debt0 - 10.8% 2018 - 2024 106.9
 10.7
Foreign debt0% - 6.1%2021 - 202492.3 83.8 
Debt issuance cost (13.2) (9.7)Debt issuance cost(19.8)(20.2)
Total long-term debt $3,094.2
 $1,801.2
Total long-term debt$3,023.1 $3,113.9 
Less: debt maturing within one year 101.2
 2.4
Less: debt maturing within one year93.6 82.8 
Total long-term debt, less current portion $2,993.0
 $1,798.8
Total long-term debt, less current portion$2,929.5 $3,031.1 
____________________ 
(1)
Letters of credit outstanding under the Revolving Credit Facility totaled $146.0 million and available funds under this facility were $1,354.0 million at December 31, 2017.
(1)Letters of credit outstanding under the Revolving Credit Facility totaled $214.1 million and available funds under this facility were $1,139.6 million at December 31, 2020.

Revolving Credit Facility Agreement Amendment
On April 22, 2020, the Company entered into Amendment No. 1 (the "Revolving Credit Amendment") to the Third Amended and Restated Credit Agreement, dated as of May 17, 2019, among the Company, as U.S. Borrower, certain foreign subsidiaries of the Company party thereto, as Euro Borrowers, the lenders (the "Revolving Credit Lenders") and issuing banks party thereto, Citibank, N.A., as administrative agent, Citibank, N.A. and BofA Securities, Inc., as joint lead arrangers, Bank of America, N.A., as syndication agent, and certain other financial institutions party thereto as co-documentation agents (the "Revolving Credit Agreement"). Among other things, the Revolving Credit Amendment amends the maximum leverage ratio financial covenant in the Revolving Credit Agreement and adds a negative covenant restricting purchases of the Company’s stock if at any time the maximum leverage ratio exceeds 3.5 through the period ending June 30, 2021.
2017 Term Loan Agreement Amendment
On April 22, 2020, the Company entered into Amendment No. 2 (the "Term Loan Amendment") to the Term Loan Agreement, dated as of May 2, 2017, among the Company, as U.S. Borrower, certain foreign subsidiaries of the Company party thereto, as Euro Borrowers, the lenders party thereto (the "Term Loan Lenders"), Citibank, N.A., as administrative agent, Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as joint lead arrangers, Bank of America, N.A., as syndication agent, and certain other financial institutions party thereto as co-documentation agents (as previously amended, the "Term Loan Agreement"). Among other things, the Term Loan Amendment amends the maximum leverage ratio financial covenant in the Term Loan Agreement and adds a negative covenant restricting purchases of the Company’s stock if at any time the maximum leverage ratio exceeds 3.5 through the period ending June 30, 2021.
Deferred financing fees totaling $3.5 million associated with both amendments have been deferred and is being recognized to interest expense over the life of the agreements.
Maturities of long-term debt
Maturities of long-term debt outstanding, excluding discounts, at December 31, 2017,2020, are $101.2 million in 2018, $302.5 million in 2019, $452.0 million in 2020, $302.6$93.6 million in 2021, $1,500.1$1,000.1 million in 2022, $0.2 million in 2023, $400.1 million in 2024, 0 in 2025 and $450.3$1,550.0 million thereafter.
Covenants
Among other restrictions, the Revolving Credit Facility and 2014 and 2017 Term Loan FacilitiesFacility contain financial covenants applicable to FMC and its consolidated subsidiaries related to leverage (measured as the ratio of debt to adjusted earnings) and interest coverage (measured as the ratio of adjusted earnings to interest expense). Our actual leverage for the four consecutive quarters ended December 31, 20172020 was 2.82.9 which is below the maximum leverage of 4.75. By4.25. As amended pursuant to the endRevolving Credit Amendment and the Term Loan Amendment discussed above, the maximum leverage ratio has been increased to 4.25
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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

through the period ending December 31, 2020. The maximum leverage ratio will step down to 4.5 in accordance with4.0 for the provisions of the Credit Facilityquarter ending March 31, 2021 and the 2014 and 2017 Term Loan Facilities.then to 3.5 for future quarters. Our actual interest coverage for the four consecutive quarters ended December 31, 20172020 was 12.88.3 which is above the minimum interest coverage of 3.5. We were in compliance with all covenants at December 31, 2017.

Term Loan Facility
On November 1, 2017, we borrowed $1.5 billion under our previously announced senior unsecured term loan facility ("2017 Term Loan Facility"). The proceeds of the borrowing were used to finance the Acquisition and will also be used to pay anticipated taxes associated with the gain on the sale of FMC Health and Nutrition and other transaction costs.
The scheduled maturity of the 2017 Term Loan Facility is on the fifth anniversary of this closing date. The 2017 Term Loan Facility will bear interest at a floating rate, which will be a base rate or a Eurocurrency rate equal to the London interbank offered rate for the relevant interest period, plus in each case an applicable margin, as determined in accordance with the provisions of the related agreement to the 2017 Term Loan Facility. The base rate will be the highest of: the rate of interest announced publicly by Citibank, N.A. in New York, New York from time to time as its “base rate”; the federal funds effective rate plus 1/2 of one percent; and the Eurocurrency rate for a one-month period plus one percent.
The 2017 Term Loan Facility contains financial and other covenants, including a maximum leverage ratio of 4.75 and minimum interest coverage ratio of 3.5 immediately following the DuPont Crop Protection Business Acquisition. The 2017 Term Loan Facility also contains a cross-default provision whereby a default under our other indebtedness in excess of $50 million, after grace periods and absent a waiver from the lenders, would be an event of default under the agreement of the 2017 Term Loan Facility and could result in a demand for payment of all amounts outstanding under this facility.


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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


Revolving Credit Facility
On May 2, 2017, we entered into an amended and restated credit agreement (the "Revolving Credit Agreement"). The unsecured Revolving Credit Agreement provides for a $1.5 billion revolving credit facility, with an option, subject to certain conditions and limitations, to increase the aggregate amount of the revolving credit commitments to $2.25 billion (the "Revolving Credit Facility"). The current termination date of the Revolving Credit Facility is May 2, 2022.
Revolving loans under the Revolving Credit Facility will bear interest at a floating rate, which will be a base rate or a Eurocurrency rate equal to the London interbank offered rate for the relevant interest period, plus, in each case, an applicable margin, as determined in accordance with the provisions of the Revolving Credit Agreement. The base rate will be the highest of: the rate of interest announced publicly by Citibank, N.A. in New York, New York from time to time as its “base rate”; the federal funds effective rate plus 1/2 of one percent; and the Eurocurrency rate for a one-month period plus one percent. We are also required to pay a facility fee on the average daily amount (whether used or unused) at a rate per annum equal to an applicable percentage in effect from time to time for the facility fee, as determined in accordance with the provisions of the Revolving Credit Agreement. The initial facility fee is 0.15 percent per annum. The applicable margin and the facility fee are subject to adjustment as provided in the Revolving Credit Agreement.
The Revolving Credit Agreement contains customary financial and other covenants, including a maximum leverage ratio and minimum interest coverage ratio. The financial covenant levels have been amended in order to permit the debt incurred under the 2017 Term Loan Facility discussed above along with certain other changes to permit the expected transaction.
Fees incurred to secure the Revolving Credit Facility have been deferred and will be amortized over the term of the arrangement.2020.
Compensating Balance Agreements
We maintain informal credit arrangements in many foreign countries. Foreign lines of credit, which include overdraft facilities, typically do not require the maintenance of compensating balances, as credit extension is not guaranteed but is subject to the availability of funds.


Note 13:15: Pension and Other Postretirement Benefits
The funded status of our U.S. qualified and nonqualified defined benefit pension plans, our United Kingdom, Germany, France, and Belgium defined benefit pension plans, plus our U.S. other postretirement healthcare and life insurance benefit plans for continuing operations, together with the associated balances and net periodic benefit cost recognized in our consolidated financial statements as of December 31, are shown in the tables below.
We are required to recognize in our consolidated balance sheets the overfunded and underfunded status of our defined benefit postretirement plans. The overfunded or underfunded status is defined as the difference between the fair value of plan assets and the projected benefit obligation. We are also required to recognize as a component of other comprehensive income the actuarial gains and losses and the prior service costs and credits that arise during the period.
The following table summarizes the weighted-average assumptions used to determine the benefit obligations at December 31 for the U.S. Plans:
Pensions and Other Benefits
December 31,
20202019
Discount rate qualified2.49 %3.22 %
Discount rate nonqualified plan1.62 %2.74 %
Discount rate other benefits1.91 %2.89 %
Rate of compensation increase3.10 %3.10 %
84

  Pensions and Other Benefits
  December 31,
  2017 2016
Discount rate qualified 3.68% 4.22%
Discount rate nonqualified plan 3.29% 3.55%
Discount rate other benefits 3.41% 3.77%
Rate of compensation increase 3.10% 3.60%
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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

The following table summarizes the components of our defined benefit postretirement plans and reflect a measurement date of December 31:


Pensions
Other Benefits (1)
December 31,
(in Millions)2020201920202019
Change in projected benefit obligation
Projected benefit obligation at January 1$1,379.1 $1,261.3 $15.8 $18.9 
Service cost4.4 4.2 
Interest cost36.7 47.6 0.4 0.6 
Actuarial loss (gain) (2)
115.5 153.0 0.3 (2.2)
Plan participants’ contributions0.5 0.4 
Settlements(1.5)(3.5)
Benefits paid(83.9)(83.5)(1.7)(1.9)
Projected benefit obligation at December 31$1,450.3 $1,379.1 $15.3 $15.8 
Change in plan assets
Fair value of plan assets at January 1$1,390.6 $1,269.7 $$
Actual return on plan assets176.5 196.2 
Foreign currency exchange rate changes(0.2)
Company contributions2.9 11.9 1.2 1.5 
Plan participants’ contributions0.5 0.4 
Settlements(1.5)(3.5)
Benefits paid(83.9)(83.5)(1.7)(1.9)
Fair value of plan assets at December 31$1,484.6 $1,390.6 $0 $0 
Funded Status
U.S. plans with assets$69.5 $44.2 $$
U.S. plans without assets(23.9)(22.4)(15.3)(15.8)
Non-U.S. plans with assets(3.0)(1.3)
All other plans(8.3)(9.0)
Net funded status of the plan (liability)$34.3 $11.5 $(15.3)$(15.8)
Amount recognized in the consolidated balance sheets:
Pension asset (3)
$69.5 $44.2 $$
Accrued benefit liability (4)
(35.2)(32.7)(15.3)(15.8)
Total$34.3 $11.5 $(15.3)$(15.8)
____________________
(1)     Refer to Note 11 for information on our discontinued postretirement benefit plans.
(2)    The actuarial loss in 2020 and 2019 was primarily driven by the change in discount rate on the U.S. qualified plan. Additionally, the Society of Actuaries released an updated mortality table projection scale for measurement of retirement program obligations in both 2020 and 2019. Adoption of the most recent projection scale for each applicable year increased the U.S. defined benefit obligations by approximately $10 million and $13 million at December 31, 2020 and 2019, respectively.
(3)    Recorded as "Other assets including long-term receivables, net" on the consolidated balance sheets.
(4)    Recorded as "Accrued pension and other postretirement benefits, current" and "Accrued pension and other postretirement benefits, long-term" on the consolidated balance sheets.

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 Pensions 
Other Benefits (1)
 December 31,
(in Millions)

2017 2016 2017 2016
Change in projected benefit obligation       
Projected benefit obligation at January 1$1,378.7
 $1,411.6
 $19.2
 $20.0
Service cost7.3
 8.0
 
 
Interest cost44.8
 49.8
 0.7
 0.8
Actuarial loss (gain) (2)
82.2
 61.9
 1.7
 
Amendments
 0.6
 (0.1) 
Acquisitions (4)
7.6
 
 
 
Foreign currency exchange rate changes3.4
 (7.9) 
 
Plan participants’ contributions
 
 0.7
 0.7
Special termination benefits2.3
 
 
 
Settlements(54.3) (62.7) 
 
Transfer of liabilities from continuing to discontinued operations
 
 (0.9) 
Curtailments(5.0) 
 0.4
 
Benefits paid(81.2) (82.6) (2.7) (2.3)
Projected benefit obligation at December 31$1,385.8
 $1,378.7
 $19.0
 $19.2
Change in plan assets       
Fair value of plan assets at January 1$1,253.5
 $1,233.2
 $
 $
Actual return on plan assets165.2
 104.2
 
 
Foreign currency exchange rate changes3.2
 (2.8) 
 
Company contributions54.5
 64.2
 2.0
 1.6
Plan participants’ contributions
 
 0.7
 0.7
Actual expenses(1.0) 
 
 
Settlements(54.3) (62.7) 
 
Other
 
 
 
Benefits paid(81.2) (82.6) (2.7) (2.3)
Fair value of plan assets at December 31$1,339.9
 $1,253.5
 $
 $
Funded Status       
U.S. plans with assets$(6.6) $(88.3) $
 $
U.S. plans without assets(29.8) (33.3) (19.0) (19.2)
Non-U.S. plans with assets(7.6) (0.7) 
 
All other plans(1.9) (2.9) 
 
Net funded status of the plan (liability)$(45.9) $(125.2) $(19.0) $(19.2)
Amount recognized in the consolidated balance sheets:       
Accrued benefit liability (3)
(45.9) (125.2) (19.0) (19.2)
Total$(45.9) $(125.2) $(19.0) $(19.2)
____________________
(1)Refer to Note 9 for information on our discontinued postretirement benefit plans.
(2)In 2017, the Society of Actuaries released an updated mortality table projection scale for measurement of retirement program obligations. Adoption of this new projection scale has decreased the U.S. defined benefit obligations by approximately $9 million at December 31, 2017.
(3)Recorded as "Accrued pension and other postretirement benefits, current and long-term" on the consolidated balance sheets.
(4)Refer to Note 3 for information on our acquired pension plans as part of the DuPont Crop Protection Acquisition.


The amounts in accumulated other comprehensive income (loss) that have not yet been recognized as components of net periodic benefit cost are as follows:

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Notes to Consolidated Financial Statements — (Continued)


Pensions 
Other Benefits (1)
Pensions
Other Benefits (1)
December 31, December 31,
(in Millions)2017 2016 2017 2016(in Millions)2020201920202019
Prior service (cost) credit$(1.9) $(3.5) $(0.2) $(0.5)Prior service (cost) credit$(0.7)$(0.9)$$
Net actuarial (loss) gain(398.3) (468.1) 5.5
 9.2
Net actuarial (loss) gain(321.9)(367.3)4.2 5.5 
Accumulated other comprehensive income (loss) – pretax$(400.2) $(471.6) $5.3
 $8.7
Accumulated other comprehensive income (loss) – pretax$(322.6)$(368.2)$4.2 $5.5 
Accumulated other comprehensive income (loss) – net of tax$(248.4) $(300.6) $3.5
 $5.6
Accumulated other comprehensive income (loss) – net of tax (2)
Accumulated other comprehensive income (loss) – net of tax (2)
(240.7)(277.2)2.7 3.7 
____________________
(1)
Refer to Note 9 for information on our discontinued postretirement benefit plans.
(1)     Refer to Note 11 for information on our discontinued postretirement benefit plans.
(2)    Accumulated other comprehensive income (loss) - net of tax as of December 31, 2019 includes the reclassification of stranded income tax effects. See Note 2 for more information.

The accumulated benefit obligation for all pension plans was $1,359.6$1,435.9 million and $1,367.4$1,364.2 million at December 31, 20172020 and 2016,2019, respectively.
(in Millions)December 31
Information for pension plans with projected benefit obligation in excess of plan assets20202019
Projected benefit obligations$42.9 $37.2 
Accumulated benefit obligations43.3 37.5 
Fair value of plan assets7.7 4.5 
(in Millions)December 31
Information for pension plans with projected benefit obligation in excess of plan assets2017 2016
Projected benefit obligations$1,385.8
 $1,405.5
Accumulated benefit obligations1,359.6
 1,367.4
Fair value of plan assets1,339.9
 1,277.3

(in Millions)December 31
Information for pension plans with accumulated benefit obligation in excess of plan assets20202019
Projected benefit obligations$42.9 $37.2 
Accumulated benefit obligations43.3 37.5 
Fair value of plan assets7.7 4.5 
(in Millions)December 31
Information for pension plans with accumulated benefit obligation in excess of plan assets2017 2016
Projected benefit obligations$39.2
 $1,405.5
Accumulated benefit obligations37.5
 1,367.4
Fair value of plan assets5.0
 1,277.3

Other changes in plan assets and benefit obligations for continuing operations recognized in other comprehensive loss (income) are as follows:
 Pensions 
Other Benefits (1)
 Year Ended December 31,
(in Millions)2017 2016 2017 2016
Current year net actuarial loss (gain)$(2.6) $40.5
 $2.1
 $
Current year prior service cost (credit)
 0.2
 (0.1) 
Amortization of net actuarial (loss) gain(16.4) (39.8) 1.0
 1.1
Amortization of prior service (cost) credit(0.5) (0.7) 0.1
 
Amortization of transition obligation
 
 
 
Recognition of prior service cost due to curtailment
 
 (0.3) 
Transfer of actuarial (loss) gain from continuing to discontinued operations
 
 0.6
 
Curtailment (loss) (2)
(5.0) 0.4
 
 
Settlement (loss)(47.3) (21.0) 
 
Foreign currency exchange rate changes on the above line items0.4
 (7.1) 
 
Total recognized in other comprehensive (income) loss, before taxes$(71.4) $(27.5) $3.4
 $1.1
Total recognized in other comprehensive (income) loss, after taxes$(52.2) $(13.4) $2.1
 $0.5
 Pensions
Other Benefits (1)
 Year Ended December 31,
(in Millions)2020201920202019
Current year net actuarial loss (gain)$(23.5)$11.0 $0.4 $(2.3)
Amortization of net actuarial (loss) gain(21.3)(12.9)0.9 1.0 
Amortization of prior service (cost) credit(0.2)(0.2)(0.1)
Settlement loss(0.6)(1.4)
Total recognized in other comprehensive (income) loss, before taxes$(45.6)$(3.5)$1.3 $(1.4)
Total recognized in other comprehensive (income) loss, after taxes(36.5)(3.0)1.0 (1.1)
____________________
(1)Refer to Note 9 for information on our discontinued postretirement benefit plans.
(2)During the year ended December 31, 2017, due to the announced plans to divest of FMC Health and Nutrition business, we triggered a curtailment of our U.S. pension plans. As a result, we revalued our pension plans as of March 31, 2017 in addition to the normal

(1)     Refer to Note 11 for information on our discontinued postretirement benefit plans.

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Notes to Consolidated Financial Statements — (Continued)



December 31st remeasurement, which resulted in adjustments to comprehensive income. The $5.0 million shown above reflects the adjustment to the continuing operations liability and other comprehensive income, based on the revaluation of the plan. The associated curtailment expense was recorded under "Discontinued operations, net of income taxes", as discussed below.
The estimated net actuarial loss and prior service cost for our pension plans that will be amortized from accumulated other comprehensive income (loss) into our net annual benefit cost (income) during 2018 are $13.2 million and $0.4 million, respectively. The estimated net actuarial gain and prior service cost for our other benefits that will be amortized from accumulated other comprehensive income (loss) into net annual benefit cost (income) during 2018 will be $(0.7) million and $(0.1) million.

The following table summarizes the weighted-average assumptions used for and the components of net annual benefit cost (income):
Year Ended December 31, Year Ended December 31,
Pensions 
Other Benefits (1)
Pensions
Other Benefits (1)
(in Millions, except for percentages)2017 2016 2015 2017 2016 2015(in Millions, except for percentages)202020192018202020192018
Discount rate4.22% 4.50% 4.15% 3.77% 3.97% 4.15%Discount rate3.22 %4.36 %3.68 %2.89 %4.08 %3.41 %
Expected return on plan assets6.50% 7.00% 7.25% 
 
 
Expected return on plan assets3.00 %4.25 %5.00 %
Rate of compensation increase3.60% 3.60% 3.60% 
 
 
Rate of compensation increase3.10 %3.10 %3.10 %
Components of net annual benefit cost (in millions):           
Components of net annual benefit cost:Components of net annual benefit cost:
Service cost$7.3
 $8.0
 $11.9
 $
 $
 $
Service cost$4.4$4.2$6.3$0$0$0
Interest cost44.8
 49.8
 59.6
 0.7
 0.8
 0.9
Interest cost36.747.644.50.40.60.7
Expected return on plan assets(78.5) (85.5) (86.2) 
 
 
Expected return on plan assets(37.1)(53.4)(63.0)000
Amortization of prior service cost0.5
 0.7
 0.9
 (0.1) 
 0.1
Amortization of prior service cost0.20.20.400.1(0.1)
Amortization of net actuarial and other (gain) loss16.4
 39.2
 54.3
 (0.9) (1.2) (1.2)Amortization of net actuarial and other (gain) loss21.412.916.0(0.9)(1.0)(0.5)
Recognized (gain) loss due to curtailments
 
 4.8
 
 
 0.5
Recognized (gain) loss due to settlement35.7
 20.3
 2.6
 
 
 
Recognized (gain) loss due to settlement0.71.41.8000
Net annual benefit cost$26.2
 $32.5
 $47.9
 $(0.3) $(0.4) $0.3
Net annual benefit cost (income)Net annual benefit cost (income)$26.3$12.9$6.0$(0.5)$(0.3)$0.1
___________________
(1)Refer to Note 9 for information on our discontinued postretirement benefit plans.

(1)     Refer to Note 11 for information on our discontinued postretirement benefit plans.

For the year ended December 31, 2017,2018 we recognized a $4.3 million loss due to curtailment loss of $3.9 millionand special termination benefits associated with the disposalplanned separation of our FMC Health and Nutrition Business,Lithium which was recorded within "Discontinued operations, net of income taxes" within the consolidated statements of income (loss). The curtailment loss in 2015 is associated with the disposal of our FMC Alkali Chemicals division.
For the year ended December 31, 2017, we recorded a settlement charge of $35.7 million. The settlement charge includes $3.2 million related to the non-qualified plan in the U.S. and a $32.5 million settlement charge related to the termination of the U.K. pension plan.
Historically, we have amortized unrecognized gains and losses using the corridor method over the average remaining service period of active participants of approximately eight years. As of January 1, 2017, approximately 95% of the participants in our U.S. qualified plan and approximately 93% of the participants in our U.S. postretirement life plan were inactive. Therefore, for fiscal 2017, we amortized gains and losses over the average remaining life expectancy of the inactive population for these two plans. The gain/loss amortization period for the U.S. qualified pension plan increased from about eight years to about 19 years as a result of this change. We consider this a change in estimate and, accordingly, have accounted for it prospectively beginning in 2017. For fiscal 2017, the change in estimate from amortizing gains and losses over the expected lifetime of the inactive population rather than the average remaining service period of active participants reduced US pension and postretirement net periodic benefit cost by approximately $20 million when compared to the prior estimate.
Our U.S. qualified defined benefit pension plan (“("U.S. Plan”Plan") holds the majority of our pension plan assets. The expected long-term rate of return on these plan assets was 6.50%3.00 percent for the year ended December 31, 2017, 7.00%2020, 4.25 percent for the year ended December 31, 20162019, and 7.25%5.0 percent for the year ended December 31, 2015.2018 (except for the period between the November 1, 2018 remeasurement and December 31, 2018 during which it was 4.5 percent). The expected long-term rate of return on these plan assets decreased by 0.5%1.25 percent in 20172020 compared to 2016,2019 primarily due to a change in future market expectations while the asset allocation remained relatively constant for the majority of 2017. The new liability hedging strategy, described below, was implemented in late 2017 and will impact the expected rate of return in 2018.falling yields on corporate bonds. In developing the assumption for the long-term rate of return on assets for our U.S.

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Plan, we take into consideration the technical analysis performed by our outside actuaries, including historical market returns, information on the assumption for long-term real returns by asset class, inflation assumptions and expectations for standard deviation related to these best estimates. We also consider the historical performance of our own plan’s trust, which has earned a compound annual rate of return of approximately 7.9 percent over the last 20 years (which is in excess of comparable market indices for the same period) and other factors. Given an actively managed investment portfolio, the expected annual rates of return by asset class for our portfolio, assuming an estimated inflation rate of approximately 2.32.1 percent, is between 6.3 percent and 7.7 percent for equities, and between 4.2 percent and 4.8 percent for fixed-income investments, which generates a total expected portfolio return that is in line with our assumption for the rate of return on assets. The target asset allocation at December 31, 2017,2020 by asset category is 20 percent equity securities and 80100 percent fixed income investments.
Our U.S. qualified pension plan’sPlan reached fully funded status during 2018. The primary investment strategy is a liability hedging approach with an objective of minimizingmaintaining the funded status volatility.of the plan such that the funded status volatility is minimized and the likelihood that we will be required to make significant contributions to the plan is limited. The portfolio is comprised of approximately 80%100 percent fixed income securities and 20% equities. This strategy was implemented in December 2017. The fixed income (liability hedging) weighting will likely continue to gradually increase as the plan’s funded status increases. The remaining equity investments are weighted towards value equities and diversified across U.S. and non-U.S. stocks.cash. Investment performance and related risks are measured and monitored on an ongoing basis through annualmonthly liability measurements, periodic asset liability studies, and quarterly investment portfolio reviews. The increase in our non-operating pension and post retirement charges (income) is attributable to the continued approach of using the smoothed market related value of assets (MRVA) as opposed to the actual fair value of plan assets in the determination of 2020 expense. This continued approach will create some volatility in our non-operating periodic pension cost since our qualified pension plan is 100 percent fixed income securities.
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Notes to Consolidated Financial Statements — (Continued)

The following tables present our fair value hierarchy for our major categories of pension plan assets by asset class. See Note 1719 for the definition of fair value and the descriptions of Level 1, 2 and 3 in the fair value hierarchy.
(in Millions)December 31, 2020
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Cash and short-term investments$24.7 $24.6 $0.1 $
Fixed income investments:
Investment contracts151.4 151.4 
U.S. Government Securities307.0 297.9 9.1 
Mutual funds70.5 70.5 
Corporate debt instruments931.0 931.0 
Total assets$1,484.6 $393.0 $1,091.6 $0 
(in Millions)12/31/2017 
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Cash and short-term investments$123.0
 $123.0
 $
 $
Equity securities:       
Common stock194.1
 194.1
 
 
Mutual funds and other investments27.3
 27.3
 
 
Fixed income investments:       
Investment contracts150.8
 
 150.8
 
Mutual funds805.6
 805.6
 
 
Investments measured at net asset value (1)
39.1
      
Total assets$1,339.9
 $1,150.0
 $150.8
 $

(in Millions)December 31, 2019Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Cash and short-term investments$19.8 $19.8 $$
Fixed income investments:
Investment contracts150.1 150.1 
U.S. Government Securities331.0 294.3 36.7 
Mutual funds65.2 65.2 
Corporate debt instruments824.5 824.5 
Total assets$1,390.6 $379.3 $1,011.3 $0 
(in Millions)12/31/2016 Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
 Significant
Other
Observable
Inputs
(Level 2)
 Significant
Unobservable
Inputs
(Level 3)
Cash and short-term investments$118.6
 $118.6
 $
 $
Equity securities:       
Common stock692.0
 692.0
 
 
Mutual funds and other investments154.6
 154.6
 
 
Fixed income investments:       
Investment contracts198.8
 
 153.2
 45.6
Mutual funds11.2
 11.2
 
 
Other investments:       
Other(0.5) (0.5) 
 
Investments measured at net asset value (1)
78.8
      
Total assets$1,253.5
 $975.9
 $153.2
 $45.6
____________________
(1)Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position. These investments are redeemable with the fund at net asset value under the original terms of the partnership agreements and/or subscription agreements and operations of the underlying

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Notes to Consolidated Financial Statements — (Continued)


funds. However, it is possible that these redemption rights may be restricted or eliminated by the funds in the future in accordance with the underlying fund agreements. Due to the nature of the investments held by the funds, changes in market conditions and the economic environment may significantly impact the net asset value of the funds and, consequently, the fair value of the interests in the funds. Furthermore, changes to the liquidity provisions of the funds may significantly impact the fair value of the interest in the funds.

The following table summarizes the changes in fair value of the Level 3 investments as of December 31, 2016 and December 31, 2017:

(in Millions)
Investment Contracts (1)
Balance, December 31, 2016$45.6
Settlements(45.6)
Net transfers$(45.6)
Balance, December 31, 2017$

(1)Investment contracts consist of insurance group annuity contracts purchased to match the pension benefit payment stream owed to certain selected plan participant demographics within a few major U.K. defined benefit plans. Annuity contracts are valued using a discounted cash flow model utilizing assumptions such as discount rate, mortality, and inflation.

The changes in fair value for categories other than investment contracts was not considered material.
We made the following contributions to our pension and other postretirement benefit plans:
  
Year Ended December 31,
(in Millions)2017 2016
U.S. qualified pension plan$44.0
 $35.0
U.S. nonqualified pension plan9.4
 4.8
Non-U.S. plans1.1
 24.3
Other postretirement benefits, net of participant contributions2.0
 1.6
Total$56.5
 $65.7
In 2016, we made a $21 million payment into our U.K. pension plan in order to annuitize our remaining pension obligation. This action removed all future funding requirements for this plan. The assets of approximately $45 million supporting the remaining pension obligation were moved into an annuity at December 31, 2016 which qualified as a Level 3 investment in the fair value hierarchy above table. In October 2017, we completed the buy-out of the annuity, completing the plan termination and relieving us of the pension liability for the U.K. pension plan. The termination resulted in a settlement charge of $32.5 million.
We expect our voluntary cash contributions to our U.S. qualified pension plan to be $30 million in 2018.
  
Year Ended December 31,
(in Millions)20202019
U.S. qualified pension plan$$7.0 
U.S. nonqualified pension plan2.9 4.9 
Non-U.S. plans0.5 
Other postretirement benefits1.2 1.5 
Total$4.6 $13.4 
The following table reflects the estimated future benefit payments for our pension and other postretirement benefit plans. These estimates take into consideration expected future service, as appropriate:
Estimated Net Future Benefit Payments
(in Millions)202120222023202420252026 - 2030
Pension Benefits$90.6 $87.9 $86.1 $86.6 $84.7 $404.6 
Other Benefits1.7 1.6 1.5 1.4 1.3 5.0 
Estimated Net Future Benefit Payments (in Millions)
(in Millions)Pension BenefitsOther Benefits
2018$85.9$1.9
2019$86.4$1.9
2020$85.5$1.8
2021$85.1$1.7
2022$86.0$1.7
2023 - 2027$415.2$6.9
Assumed health care cost trend rates have an effect on the other postretirement benefit obligations and net periodic other postretirement benefit costs reported for the health care portion of the other postretirement plan. A one-percentage point change

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in the assumed health care cost trend rates would be immaterial to our net periodic other postretirement benefit costs for the year ended December 31, 2017, and our other postretirement benefit obligation at December 31, 2017.
FMC Corporation Savings and Investment Plan. The FMC Corporation Savings and Investment Plan is a qualified salary-reduction plan under Section 401(k) of the Internal Revenue Code in which substantially all of our U.S. employees may participate by contributing a portion of their compensation. For eligible employees participating in the Plan, except for those employees covered by certain collective bargaining agreements, the Company makes matching contributions of 80 percent of the portion of those contributions up to five5 percent of the employee’s compensation. Eligible employees participating in the Plan that do not participate in the U.S. qualified pension plan are entitled to receive an employer contribution of five5 percent of the
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Notes to Consolidated Financial Statements — (Continued)

employee’s eligible compensation. Charges against income for all contributions were $9.7$16.6 million in 2017, $7.72020, $15.3 million in 2016,2019, and $7.7$15.0 million in 2015.2018.


Note 14:16: Share-based Compensation
Stock Compensation Plans
We have a share-based compensation plan, which has been approved by the stockholders, for certain employees, officers and directors. This plan is described below.
FMC Corporation Incentive Compensation and Stock Plan
The FMC Corporation Incentive Compensation and Stock Plan (the “Plan”"Plan") provides for the grant of a variety of cash and equity awards to officers, directors, employees and consultants, including stock options, restricted stock, performance units (including restricted stock units), stock appreciation rights, and multi-year management incentive awards payable partly in cash and partly in common stock. The Compensation and Organization Committee of the Board of Directors (the “Committee”"Committee"), subject to the provisions of the Plan, approves financial targets, award grants, and the times and conditions for payment of awards to employees. The total number of shares of common stock authorized for issuance under the Plan is 30.2 million of which approximately 5.13.2 million shares of common stock are available for future grants of share based awards under the Plan as of December 31, 2017.2020. The FMC Corporation Non-Employee Directors’ Compensation Policy, administered by the Nominating and Corporate Governance Committee of the Board of Directors, sets forth the compensation to be paid to the directors, including stock options, stock appreciation rights, restricted stock, restricted stock units, performance-based restricted stock units, and cash awards to be made to directors under the Plan.
Stock options granted under the Plan may be incentive or nonqualified stock options. The exercise price for stock options may not be less than the fair market value of the stock at the date of grant. Awards granted under the Plan vest or become exercisable or payable at the time designated by the Committee, which has generally been three years from the date of grant. Incentive and nonqualified options granted under the Plan expire notno later than 10 years from the grant date.
Under the Plan, awards of restricted stock and restricted stock units may be made to selected employees. The awards vest over periods designated by the Committee, which has generally been three years, with vesting conditional upon continued employment. Compensation cost is recognized over the vesting periods based on the market value of the stock on the date of the award. Restricted stock units granted to directors under the Plan vest immediately if granted as part of, or in lieu of, the annual retainer; other restricted stock units granted to directors vest at the Annual Meeting of Shareholders in the calendar year following the May 1 annual grant date (but are subject to forfeiture on a pro rata basis if the director does not serve the full year except under certain circumstances).
At December 31, 20172020 and 2016,2019, there were restricted stock units representing an aggregate of 228,366267,988 shares and 207,511276,145 shares of common stock, respectively, credited to the directors’ accounts.
Stock Compensation
We recognized the following stock compensation expense:

Year Ended December 31,
(in Millions)202020192018
Stock option expense, net of taxes of $1.1, $1.5 and $1.3 (1)
$4.0 $5.7 $4.9 
Restricted stock expense, net of taxes of $2.0, $2.2 and $2.3 (2)
7.4 8.2 8.4 
Performance based expense, net of taxes of $0.9, $1.7 and $1.23.5 6.3 4.4 
Total stock compensation expense, net of taxes of $4.0, $5.4 and $4.8 (3)
$14.9 $20.2 $17.7 
____________________ 
(1)    We applied an estimated forfeiture rate of 4.0% per stock option grant in the calculation of the expense.
(2)     We applied an estimated forfeiture rate of 2.0% of outstanding grants in the calculation of the expense.
(3)    This expense is classified as "Selling, general and administrative expenses" in our consolidated statements of income (loss). Total stock compensation expense, net of tax, not included in the above table of $2.2 million, $0.1 million, and $4.0 million for the years ended December 31, 2020, 2019 and 2018, respectively, is included in "Discontinued operations, net of income taxes" in the consolidated statements of income (loss).

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 Year Ended December 31,
(in Millions)2017 2016 2015
Stock Option Expense, net of taxes of $2.4, $2.6 and $2.4 (1)
$4.5
 $4.4
 $4.1
Restricted Stock Expense, net of taxes of $3.5, $3.8 and $3.0 (2)
6.4
 6.5
 5.1
Performance Based Expense, net of taxes of $1.5, $1.1 and $0.32.8
 1.8
 0.5
Total Stock Compensation Expense, net of taxes of $7.4, $7.5 and $5.7 (3)
$13.7
 $12.7
 $9.7
____________________ 
(1)We applied an estimated forfeiture rate of 4.0% per stock option grant in the calculation of the expense.
(2)We applied an estimated forfeiture rate of 2.0% of outstanding grants in the calculation of the expense.
(3)This expense is classified as "Selling, general and administrative expenses" in our consolidated statements of income (loss). Total stock compensation expense, net of tax, not included in the above table of $4.4 million, zero, and $0.6 million for the years ended December 31, 2017, 2016 and 2015, respectively, is included in "Discontinued operations, net of income taxes" in the consolidated statements of income (loss).
We received $22.5$24.7 million,, $4.1 $50.7 million and $5.9$10.7 million in cash related to stock option exercises for the years ended December 31, 2017, 20162020, 2019 and 2015,2018, respectively. The shares used for the exercise of stock options occurring during the years ended December 31, 2017, 20162020, 2019 and 20152018 came from treasury shares.
For tax purposes, share-based compensation expense is deductible inImpacts of Livent Distribution
On March 1, 2019, we completed the yearpreviously announced distribution of exercise or vesting based123 million shares of common stock of Livent as a pro rata dividend on shares of FMC common stock outstanding at the close of business on the intrinsic value of the award on therecord date of exercise or vesting. For financial reporting purposes, share-based compensation expense is based upon grant-date fair valueFebruary 25, 2019. All outstanding and amortized overnonvested equity awards relating to FMC’s stock immediately prior to the vesting period. Excess tax benefits representeffective date were generally converted into FMC and Livent units pursuant to the difference between the share-based compensation expense for financial reporting purposes and the deduction taken for tax purposes. The excess tax benefit (expense) recorded in stockholders' equity for the years ended December 31, 2016 and 2015 totaled $(0.4) million and $1.4 million, respectively. Beginning in 2017, these excess tax benefits were recorded directly to income tax expense which totaled $2.9 million in 2017. Refer to Note 2 for further information on the accounting change.employee matters agreement.
Stock Options
The grant-date fair values of the stock options we granted in the years ended December 31, 2017, 20162020, 2019 and 20152018 were estimated using the Black-Scholes option valuation model, the key assumptions for which are listed in the table below. The dividend yield assumption reflects anticipated dividends on our common stock. The expected volatility assumption is based on the actual historical experience of our common stock. The expected life represents the period of time that options granted are expected to be outstanding. The risk-free interest rate is based on U.S. Treasury securities with terms equal to the expected timing of stock option exercises as of the grant date. The dividend yield assumption reflects anticipated dividends on our common stock. Employee stock options generally vest after a three year period and expire ten years from the date of grant.
Black Scholes valuation assumptions for stock option grants:
202020192018
Expected dividend yield1.91%1.83%0.77%
Expected volatility26.60%26.07%26.85%
Expected life (in years)6.56.56.5
Risk-free interest rate1.19%2.53%2.79%
 2017 2016 2015
Expected dividend yield1.15% 1.77% 0.95%
Expected volatility27.04% 26.57% 40.95%
Expected life (in years)6.5 6.5 6.5
Risk-free interest rate2.10% 1.39% 1.74%

The weighted-average grant-date fair value of options granted during the years ended December 31, 2017, 20162020, 2019 and 20152018 was $15.66, $8.54$20.28, $18.66 and $24.68$25.70 per share, respectively.
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The following summary shows stock option activity for employees under the Plan for the three years ended December 31, 2017:2020:

(Shares in Thousands)Number of Options Granted But Not ExercisedWeighted-Average Remaining Contractual LifeWeighted-Average Exercise Price Per ShareAggregate Intrinsic Value (in Millions)
December 31, 2017 (920 shares exercisable and 1,452 shares expected to vest or be exercised)2,435 6.3 years$48.37 $112.7 
Granted250 85.19 
Exercised(260)41.80 11.7 
Forfeited(61)52.51 
December 31, 2018 (1,044 shares exercisable and 1,287 shares expected to vest or be exercised)2,364 6.0 years$52.87 $52.5 
Granted380 75.76 
Conversion impact from Livent spin (1)
210 53.09 
Exercised(1,414)39.17 67.2 
Forfeited(36)67.82 
December 31, 2019 (628 shares exercisable and 835 shares expected to vest or be exercised)1,504 6.5 years$58.06 $62.8 
Granted302 92.24 
Exercised(549)48.02 31.3 
Forfeited(22)81.84 
December 31, 2020 (388 shares exercisable and 818 shares expected to vest or be exercised)1,235 7.0 years$70.44 $54.9 

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Table(1)Awards converted as a result of ContentsMarch 1, 2019 Livent separation.
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Notes to Consolidated Financial Statements — (Continued)


(Shares in Thousands)Number of Options Granted But Not Exercised 
Weighted-Average Remaining Contractual Life
(in Years)
 Weighted-Average Exercise Price Per Share Aggregate Intrinsic Value (in Millions)
December 31, 2014 (1,023 shares exercisable and 1,903 shares expected to vest or be exercised)1,931
 5.5 years $42.46
 $32.7
Granted408
   63.37
  
Exercised(213)   27.77
 6.6
Forfeited(55)   62.38
  
December 31, 2015 (1,200 shares exercisable and 832 shares expected to vest or be exercised)2,071
 5.6 years $47.52
 $8.7
Granted933
   37.39
  
Exercised(171)   25.59
 3.5
Forfeited(84)   51.17
  
December 31, 2016 (1,292 shares exercisable and 1,373 shares expected to vest or be exercised)2,749
 6.1 years $45.34
 $37.6
Granted370
   57.63
  
Exercised(590)   39.93
 20.1
Forfeited(94)   49.10
  
December 31, 2017 (920 shares exercisable and 1,452 shares expected to vest or be exercised)2,435
 6.3 years $48.37
 $112.7

The number of stock options indicated in the above table as being exercisable as of December 31, 2017,2020, had an intrinsic value of $42.2$26.2 million,, a weighted-average remaining contractual term of 3.74.2 years,, and a weighted-average exercise price of $48.72.$47.56.
As of December 31, 2017,2020, we had total remaining unrecognized compensation cost related to unvested stock options of $6.1$4.5 million which will be amortized over the weighted-average remaining requisite service period of approximately 1.63 years.1.78 years.
Restricted and Performance Based Equity Awards
The grant-date fair value of restricted stock awards and stock units under the Plan is based on the market price per share of our common stock on the date of grant, and thegrant. The related compensation cost is amortized to expense on a straight-line basis over the vesting period during which the employees perform related services, which is typically three years except for those eligible for retirement prior to the stated vesting period as well as non-employee directors.
Starting in 2014,2015, we began granting performance based restricted stock awards. The performance based share awards represent a number of shares of common stock to be awarded upon settlement based on the achievement of certain market-based performance criteriaa total shareholder return ("TSR") relative to peer companies over a three year period. These awards generally vest upon the completion of a three year period from the date of grant; however, starting with the 2016 grants, certain performance criteria is measured on an annual basis. Starting with the 2019 grants, vesting was based on a TSR relative to peer companies and a cumulative operating cash flow metric. The fair value of the equity classified performance-based share awards is determined based on the number of shares of common stock expected to be awarded and a Monte Carlo valuation model.

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The following table shows our employee restricted award activity for the three years ended December 31, 2017:2020:
Restricted EquityPerformance Based Equity
(Number of Awards in Thousands)
Number of
awards
Weighted-Average Grant Date Fair Value Per ShareNumber of
awards
Weighted-Average Grant Date Fair Value Per Share
Nonvested at December 31, 2017489 $47.63 260 $53.36 
Granted137 84.94 133 88.65 
Vested(154)55.14 (58)81.15 
Forfeited(13)65.39 
Nonvested at December 31, 2018459 $55.75 335 $56.42 
Granted108 76.22 106 83.89 
Conversion impact from Livent spin (1)
(29)67.46 (12)84.58 
Vested(223)37.54 (222)42.18 
Forfeited(13)69.69 (1)78.92 
Nonvested at December 31, 2019302 $67.89 206 $72.06 
Granted92 91.83 111 108.74 
Vested(84)50.14 (115)58.37 
Forfeited(12)77.42 
Nonvested at December 31, 2020298 $79.91 202 $88.48 
 Restricted Equity Performance Based Equity
(Number of Awards in Thousands)
Number of
awards
 Weighted-Average Grant Date Fair Value Number of
awards
 Weighted-Average Grant Date Fair Value
Nonvested at December 31, 2014428 $57.86
  $
Granted163 56.33
 32 81.06
Vested(190) 49.06
  
Forfeited(25) 64.27
  
Nonvested at December 31, 2015376 $57.36
 32 $81.06
Granted271 37.44
 126 41.66
Vested(120) 56.12
  
Forfeited(31) 52.67
  
Nonvested at December 31, 2016496 $48.56
 158 $49.55
Granted121 57.66
 105 66.93
Vested(98) 64.75
  
Forfeited(30) 47.60
 (3) 52.74
Nonvested at December 31, 2017489 $47.63
 260 $53.36
____________________
(1)Awards transferred to Livent employees as a result of March 1, 2019 Livent separation.

As of December 31, 2017,2020, we had total remaining unrecognized compensation cost related to unvested restricted awards of $12.7$11.5 million which will be amortized over the weighted-average remaining requisite service period of approximately 1.61 years.1.83 years.


Note 15:17: Equity
The following is a summary of our capital stock activity over the past three years:
Common
Stock Shares
Treasury
Stock Shares
Common
Stock Shares
 
Treasury
Stock Shares
December 31, 2014185,983,792
 52,666,121
Stock options and awards
 (338,106)
December 31, 2015185,983,792
 52,328,015
December 31, 2017December 31, 2017185,983,792 51,653,236 
Stock options and awards
 (244,329)Stock options and awards— (390,553)
Repurchases of common stock, net
 210,000
Repurchases of common stock, net— 2,439,495 
December 31, 2016185,983,792
 52,293,686
December 31, 2018December 31, 2018185,983,792 53,702,178 
Stock options and awards
 (640,450)Stock options and awards— (1,563,307)
December 31, 2017185,983,792
 51,653,236
Repurchases of common stock, netRepurchases of common stock, net— 4,720,627 
December 31, 2019December 31, 2019185,983,792 56,859,498 
Stock options and awardsStock options and awards— (677,827)
Repurchases of common stock, netRepurchases of common stock, net— 448,538 
December 31, 2020December 31, 2020185,983,792 56,630,209 



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Accumulated other comprehensive income (loss)
Summarized below is the roll forward of accumulated other comprehensive income (loss), net of tax.
(in Millions)Foreign currency adjustments 
Derivative Instruments (1)
 
Pension and other postretirement benefits (2)
 Total
Accumulated other comprehensive income (loss), net of tax at December 31, 2014$(50.4) $(3.9) $(321.5) $(375.8)
2015 Activity       
Other comprehensive income (loss) before reclassifications$(96.9) $0.7
 $(26.4) $(122.6)
Amounts reclassified from accumulated other comprehensive income (gain)
 (3.0) 44.1
 41.1
        
Accumulated other comprehensive income (loss), net of tax at December 31, 2015$(147.3) $(6.2) $(303.8) $(457.3)
2016 Activity       
Other comprehensive income (loss) before reclassifications$(46.7) $7.3
 $(26.9) $(66.3)
Amounts reclassified from accumulated other comprehensive income (gain)
 6.0
 39.2
 45.2
        
Accumulated other comprehensive income (loss), net of tax at December 31, 2016$(194.0) $7.1
 $(291.5) $(478.4)
2017 Activity       
Other comprehensive income (loss) before reclassifications$173.9
 $(1.2) $0.6
 $173.3
Amounts reclassified from accumulated other comprehensive income (gain)13.9
 (0.7) 51.6
 64.8
        
Accumulated other comprehensive income (loss), net of tax at December 31, 2017$(6.2) $5.2
 $(239.3) $(240.3)
(in Millions)Foreign currency adjustments
Derivative Instruments (1)
Pension and other postretirement benefits (2)
Total
Accumulated other comprehensive income (loss), net of tax at December 31, 2017$(6.2)$5.2 $(239.3)$(240.3)
2018 Activity
Other comprehensive income (loss) before reclassifications$(95.3)$13.7 $4.2 $(77.4)
Amounts reclassified from accumulated other comprehensive income (loss)(7.7)16.5 8.8 
Accumulated other comprehensive income (loss), net of tax at December 31, 2018$(101.5)$11.2 $(218.6)$(308.9)
2019 Activity
Other comprehensive income (loss) before reclassifications$(15.2)$(69.0)$(6.5)$(90.7)
Amounts reclassified from accumulated other comprehensive income (loss)(8.2)9.9 1.7 
Net current period other comprehensive income (loss)$(15.2)$(77.2)$3.4 $(89.0)
Adoption of accounting standard (Note 2)1.0 (54.1)$(53.1)
Distribution of FMC Lithium (3)
39.0 39.0 
Accumulated other comprehensive income (loss), net of tax at December 31, 2019$(77.7)$(65.0)$(269.3)$(412.0)
2020 Activity
Other comprehensive income (loss) before reclassifications$101.7 $(2.5)$18.9 $118.1 
Amounts reclassified from accumulated other comprehensive income (loss)(4.3)16.0 11.7 
Accumulated other comprehensive income (loss), net of tax at December 31, 2020$24.0 $(71.8)$(234.4)$(282.2)
____________________
(1)See Note 17 for more information.
(2)See Note 13 for more information.

(1)See Note 19 for more information.

(2)See Note 15 for more information.
(3)Represents the effects of the distribution of FMC Lithium.

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Reclassifications of accumulated other comprehensive income (loss)

The table below provides details about the reclassifications from accumulated other comprehensive income (loss) and the affected line items in the consolidated statements of income (loss) for each of the periods presented.

Details about Accumulated Other Comprehensive Income (Loss) ComponentsDetails about Accumulated Other Comprehensive Income (Loss) Components
Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) (1)
Affected Line Item in the Consolidated Statements of Income (Loss)
Year Ended December 31,
(in Millions)(in Millions)202020192018
Details about Accumulated Other Comprehensive Income Components 
Amounts Reclassified from Accumulated Other Comprehensive Income (1)
 Affected Line Item in the Consolidated Statements of Income (Loss)
 Year Ended December 31, 
(in Millions) 2017 2016 2015 
Foreign currency translation adjustments:       
Divestiture of FMC Health and Nutrition (2)
 $(13.9) $
 $
 Discontinued operations, net of income taxes
Derivative instruments:       Derivative instruments:
Foreign currency contracts $(10.0) $(11.2) $43.0
 Costs of sales and servicesForeign currency contracts$24.6 $10.0 $18.9 Costs of sales and services
Energy contracts 0.8
 (2.3) (4.8) Costs of sales and services
Foreign currency contracts 10.0
 4.2
 (32.5) Selling, general and administrative expensesForeign currency contracts(19.3)1.9 (8.0)Selling, general and administrative expenses
Interest rate contractsInterest rate contracts(2.7)(0.7)(0.4)Interest expense
Total before tax $0.8
 $(9.3) 5.7
 Total before tax$2.6 $11.2 $10.5 
 (0.1) 3.3
 (2.7) Provision for income taxes1.7 (3.0)(2.8)Provision for income taxes
Amount included in net income $0.7
 $(6.0) 3.0
 Amount included in net income$4.3 $8.2 $7.7 
       
Pension and other postretirement benefits (3):
       
Pension and other postretirement benefits (2):
Pension and other postretirement benefits (2):
Amortization of prior service costs $(0.5) $(0.8) $(0.9) Selling, general and administrative expensesAmortization of prior service costs$(0.3)$(0.3)$(0.3)Selling, general and administrative expenses
Amortization of unrecognized net actuarial and other gains (losses) (14.4) (38.4) (52.2) Selling, general and administrative expensesAmortization of unrecognized net actuarial and other gains (losses)(19.2)(10.8)(14.4)Non-operating pension and postretirement charges (income)
Recognized loss due to settlement/curtailment (51.2) (20.6) (14.2) Selling, general and administrative expenses; Discontinued operations, net of income taxesRecognized loss due to settlement/curtailment(0.7)(1.4)(6.1)Non-operating pension and postretirement charges (income); Discontinued operations, net of income taxes
Total before tax $(66.1) $(59.8) $(67.3) Total before tax$(20.2)$(12.5)$(20.8)
 14.5
 20.6
 23.2
 Provision for income taxes4.2 2.6 4.3 Provision for income taxes; Discontinued operations, net of income taxes
Amount included in net income $(51.6) $(39.2) $(44.1) Amount included in net income$(16.0)$(9.9)$(16.5)
       
Total reclassifications for the period $(64.8) $(45.2) $(41.1) Amount included in net incomeTotal reclassifications for the period$(11.7)$(1.7)$(8.8)Amount included in net income
____________________
(1)Amounts in parentheses indicate charges to the consolidated statements of income (loss).
(2)The reclassification of historical cumulative translation adjustments was the result of the sale of our FMC Health and Nutrition and Omega-3 business. The loss recognized from this reclassification is considered permanent for tax purposes and therefore no tax has been provided. See Note 9 within these consolidated financial statements for more information. In accordance with accounting guidance, this amount was previously factored into the lower of cost or fair value test associated with the Omega-3 asset held for sale write-down charges.
(3)Pension and other postretirement benefits amounts include the impact from both continuing and discontinued operations. For detail on the continuing operations components of pension and other postretirement benefits, see Note 13.

(1)Amounts in parentheses indicate charges to the consolidated statements of income (loss).
(2)Pension and other postretirement benefits amounts include the impact from both continuing and discontinued operations. For detail on the continuing operations components of pension and other postretirement benefits, see Note 15.

Transactions with Noncontrolling Interest
In July 2020, we purchased the remaining 49 percent ownership interest in our Indonesia joint venture, PT Bina Guna Kimia ("BGK"), for $7.4 million which increased our ownership from 51 percent to 100 percent.
As parta result of the DuPont Crop Protection Business Acquisition, we acquired an 80 percentIPO and underwriters' exercise to purchase additional shares of common stock in the fourth quarter of 2018, our controlling interest in DuPont Agricultural Chemicals Limited, Shanghai, a joint venture registered inFMC Lithium was approximately 84 percent. On March 1, 2019, we completed the People's Republicpreviously announced distribution of China.
During the first quarterremaining shares of 2017, we terminated our interest in a variable interest entity.common stock of Livent. See Note 71 for morefurther information.
During the third quarter 2016, we terminated a joint venture in Argentina for which we had a controlling interest. See Note 7 for more information. During the fourth quarter 2016, we also acquired the remaining noncontrolling interest in a joint venture in China.

Dividends and Share Repurchases

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Notes to Consolidated Financial Statements — (Continued)


On January 18, 2018,21, 2021, we paid dividends totaling $22.3$62.3 million to our shareholders of record as of December 31, 2017.2020. This amount is included in “Accrued"Accrued and other liabilities”liabilities" on the consolidated balance sheets as of December 31, 2017.2020. For the years ended December 31, 2017, 20162020, 2019 and 2015,2018, we paid $88.8$228.5 million, $88.6$210.3 million and $86.4$89.2 million in dividends, respectively.
In 2017, zero2020, 0.4 million shares were repurchased under the publicly announced repurchase program. At December 31, 2017, $238.82020, approximately $550 million remained unused under our Board-authorized repurchase program. This repurchase program does not include a specific timetable or price targets and may be suspended or terminated at any time. Shares may be purchased through open market or privately negotiated transactions at the discretion of management based on its evaluation of market conditions and other factors. We also reacquire shares from time to time from employees in connection with the vesting, exercise and forfeiture of awards under our equity compensation plans.

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Notes to Consolidated Financial Statements — (Continued)


Note 16:18: Earnings Per Share
Earnings per common share ("EPS") is computed by dividing net income by the weighted average number of common shares outstanding during the period on a basic and diluted basis.
Our potentially dilutive securities include potential common shares related to our stock options, restricted stock and restricted stock units. Diluted earnings per share (“("Diluted EPS”EPS") considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an antidilutive effect. Diluted EPS excludes the impact of potential common shares related to our stock options in periods in which the option exercise price is greater than the average market price of our common stock for the period. For the year ended December 31, 2017, we had a net loss from continuing operations attributable to FMC stockholders. As a result, all 1.5 million potential common shares were excluded from Diluted EPS. For the yearyears ended December 31, 2016,2020, 2019 and 2018 there were 0.60.2 million, 0.3 million and 0.2 million potential common shares excluded from Diluted EPS. For the year ended December 31, 2015, we also had a net loss from continuing operations attributable to FMC stockholders and all 1.7 million potential common shares were excluded from Diluted EPS.EPS, respectively.
Our non-vested restricted stock awards contain rights to receive non-forfeitable dividends, and thus, are participating securities requiring the two-class method of computing EPS. The two-class method determines EPS by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of shares of common stock outstanding for the period. In calculating the two-class method, undistributed earnings are allocated to both common shares and participating securities based on the weighted average shares outstanding during the period.

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Notes to Consolidated Financial Statements — (Continued)


Earnings applicable to common stock and common stock shares used in the calculation of basic and diluted earnings per share are as follows:
(in Millions, Except Share and Per Share Data)Year Ended December 31,
202020192018
Earnings (loss) attributable to FMC stockholders:
Continuing operations, net of income taxes$579.8 $540.7 $531.4 
Discontinued operations, net of income taxes(28.3)(63.3)(29.3)
Net income (loss) attributable to FMC stockholders$551.5 $477.4 $502.1 
Less: Distributed and undistributed earnings allocable to restricted award holders(1.4)(1.5)(2.4)
Net income (loss) allocable to common stockholders$550.1 $475.9 $499.7 
Basic earnings (loss) per common share attributable to FMC stockholders:
Continuing operations$4.46 $4.12 $3.94 
Discontinued operations(0.22)(0.48)(0.22)
Net income (loss)$4.24 $3.64 $3.72 
Diluted earnings (loss) per common share attributable to FMC stockholders:
Continuing operations$4.44 $4.10 $3.91 
Discontinued operations(0.22)(0.48)(0.22)
Net income (loss)$4.22 $3.62 $3.69 
Shares (in thousands):
Weighted average number of shares of common stock outstanding - Basic129,701 130,761 134,406 
Weighted average additional shares assuming conversion of potential common shares883 1,241 1,473 
Shares – diluted basis130,584 132,002 135,879 

95
(in Millions, Except Share and Per Share Data)Year Ended December 31,
2017 2016 2015
Earnings (loss) attributable to FMC stockholders:     
Continuing operations, net of income taxes$(85.9) $128.4
 $(222.0)
Discontinued operations, net of income taxes621.7
 80.7
 711.0
Net income attributable to FMC stockholders$535.8
 $209.1
 $489.0
Less: Distributed and undistributed earnings allocable to restricted award holders
 (0.4) 
Net income allocable to common stockholders$535.8
 $208.7
 $489.0
      
Basic earnings (loss) per common share attributable to FMC stockholders:     
Continuing operations$(0.64) $0.96
 $(1.66)
Discontinued operations4.63
 0.60
 5.32
Net income$3.99
 $1.56
 $3.66
      
Diluted earnings (loss) per common share attributable to FMC stockholders:     
Continuing operations$(0.64) $0.96
 $(1.66)
Discontinued operations4.63
 0.60
 5.32
Net income$3.99
 $1.56
 $3.66
      
Shares (in thousands):     
Weighted average number of shares of common stock outstanding - Basic134,255
 133,890
 133,696
Weighted average additional shares assuming conversion of potential common shares
 648
 
Shares – diluted basis134,255
 134,538
 133,696

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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

Note 17:19: Financial Instruments, Risk Management and Fair Value Measurements
Our financial instruments include cash and cash equivalents, trade receivables, other current assets, certain receivables classified as other long-term assets, accounts payable, and amounts included in investments and accruals meeting the definition of financial instruments. The carrying value of these financial instruments approximates their fair value. Our other financial instruments include the following:
Financial InstrumentValuation Method
Financial InstrumentValuation Method
Foreign exchange forward contractsEstimated amounts that would be received or paid to terminate the contracts at the reporting date based on current market prices for applicable currencies.
Commodity forward and option contractsEstimated amounts that would be received or paid to terminate the contracts at the reporting date based on quoted market prices for applicable commodities.
DebtOur estimates and information obtained from independent third parties using market data, such as bid/ask spreads for the last business day of the reporting period.
The estimated fair value of the financial instruments in the above table have been determined using standard pricing models which take into account the present value of expected future cash flows discounted to the balance sheet date. These standard pricing models utilize inputs derived from, or corroborated by, observable market data such as interest rate yield curves and currency and commodity spot and forward rates. In addition, we test a subset of our valuations against valuations received from the transaction's counterparty to validate the accuracy of our standard pricing models. Accordingly, the estimates presented may not be indicative of the amounts that we would realize in a market exchange at settlement date and do not represent potential gains or losses on these agreements. The estimated fair values of foreign exchange forward contracts, and commodity forward and option contracts, and interest rate contracts are included in the tables within this Note. The estimated fair value of debt is $3,250.6$3,640.0 million and $1,964.9$3,393.8 million and the carrying amount is $3,185.6$3,267.8 million and $1,893.0$3,258.8 million as of December 31, 20172020 and December 31, 2016,2019, respectively.

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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


We enter into various financial instruments with off-balance-sheet risk as part of the normal course of business. These off-balance sheet instruments include financial guarantees and contractual commitments to extend financial guarantees under letters of credit, and other assistance to customers. See Note 18 for more information. Decisions to extend financial guarantees to customers, and the amount of collateral required under these guarantees is based on our evaluation of creditworthiness on a case-by-case basis.
Use of Derivative Financial Instruments to Manage Risk
We mitigate certain financial exposures, including currency risk, commodity purchase exposures and interest rate risk through a program of risk management that includes the use of derivative financial instruments. We enter into foreign exchange contracts, including forward and purchased option contracts, to reduce the effects of fluctuating foreign currency exchange rates.
We formally document all relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. This process includes relating derivatives that are designated as fair value or cash flow hedges to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions. We also assess both at the inception of the hedge and on an ongoing basis, whether each derivative is highly effective in offsetting changes in fair values or cash flows of the hedged item. If we determine that a derivative is not highly effective as a hedge, or if a derivative ceases to be a highly effective hedge, we discontinue hedge accounting with respect to that derivative prospectively.
Foreign Currency Exchange Risk Management
We conduct business in many foreign countries, exposing earnings, cash flows, and our financial position to foreign currency risks. The majority of these risks arise as a result of foreign currency transactions. Our policy is to minimize exposure to adverse changes in currency exchange rates. This is accomplished through a controlled program of risk management that includes the use of foreign currency debt and forward foreign exchange contracts. We also use forward foreign exchange contracts to hedge firm and highly anticipated foreign currency cash flows, with an objective of balancing currency risk to provide adequate protection from significant fluctuations in the currency markets.
The primary currencies for which we have exchange rate exposure are the U.S. dollar versus the Brazilian Real, the Euro, the Chinese yuan, the Mexican peso, Indian rupee and the Argentine peso.
Commodity Price Risk
We are exposed to risks in energy costs due to fluctuations in energy prices, particularly natural gas. We attempt to mitigate our exposure to increasing energy costs by hedging the cost of future deliveries of natural gas.
Interest Rate Risk
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Notes to Consolidated Financial Statements — (Continued)

We use various strategies to manage our interest rate exposure, including entering into interest rate swap agreements to achieve a targeted mix of fixed and variable-rate debt. In the agreements we exchange, at specified intervals, the difference between fixed and variable-interest amounts calculated on an agreed-upon notional principal amount. As of December 31, 2017 and December 31, 2016, we had no such swap agreements in place.
Concentration of Credit Risk
Our counterparties to derivative contracts are primarily major financial institutions. We limit the dollar amount of contracts entered into with any one financial institution and monitor counterparties’ credit ratings. We also enter into master netting agreements with each financial institution, where possible, which helps mitigate the credit risk associated with our financial instruments. While we may be exposed to credit losses due to the nonperformance of counterparties, we consider this risk remote.
Financial Guarantees and Letter-of-Credit Commitments
We enter into various financial instruments with off-balance-sheetoff-balance sheet risk as part of the normal course of business. These off-balance-sheetoff-balance sheet instruments include financial guarantees and contractual commitments to extend financial guarantees under letters of credit and other assistance to customers. See Notes 1 and 1820 for more information. Decisions to extend financial guarantees to customers, and the amount of collateral required under these guarantees, is based on our evaluation of creditworthiness on a case-by-case basis.


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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)



Accounting for Derivative Instruments and Hedging Activities
Cash Flow Hedges
We recognize all derivatives on the balance sheet at fair value. On the date we enter into the derivative instrument, we generally designate the derivative as a hedge of the variability of cash flows to be received or paid related to a forecasted transaction (cash flow hedge). We record in AOCI changes in the fair value of derivatives that are designated as, and meet all the required criteria for, a cash flow hedge. We then reclassify these amounts into earnings as the underlying hedged item affects earnings. In contrast we immediately record in earnings changes in the fair value of derivatives that are not designated as cash flow hedges.
As of December 31, 2017,2020, we had open foreign currency forward contracts in AOCI in a net after-tax gainloss position of $4.4$18.3 million designated as cash flow hedges of underlying forecasted sales and purchases. Current open contracts hedge forecasted transactions until December 31, 2018.2021. At December 31, 2017,2020, we had open forward contracts with various expiration dates to buy, sell or exchange foreign currencies with a U.S. dollar equivalent of approximately $380.0$1,881 million.
As of December 31, 2017,2020, we had open interest rate contracts in AOCI in a net after-tax loss position of $0.7 million designated as cash flow hedges of the anticipated fixed rate coupon of debt forecasted to be issued within a designated window. At December 31, 2020 we had interest rate swap contracts outstanding with a total aggregate notional value of approximately $100 million.
In conjunction with the issuance of the Senior Notes, on September 20, 2019 we settled on various interest rate swap agreements which were entered into to hedge the variability in treasury rates. This settlement resulted in a loss of $83.1 million which was recorded in other comprehensive income and will be amortized over the various terms of the Senior Notes. Refer to Note 14 for further details on the Senior Notes.
As of December 31, 2020, we had no open commodity contracts in AOCI designated as cash flow hedges of underlying forecasted purchases. At December 31, 2017,2020, we had zero0 mmBTUs (millions of British Thermal Units) in aggregate notional volume of outstanding natural gas commodity forward contracts.
Approximately $4.1$18.3 million of net after-tax gains,losses, representing open foreign currency exchange contracts will be realized in earnings during the twelve months ending December 31, 20182021 if spot rates in the future are consistent with forward rates as of December 31, 2017.2020. The actual effect on earnings will be dependent on the actual spot rates when the forecasted transactions occur. We recognize derivative gains and losses in the “Costs"Costs of sales and services”services" line in the consolidated statements of income (loss).
 
Derivatives Not Designated As Hedging Instruments
We hold certain forward contracts that have not been designated as cash flow hedging instruments for accounting purposes. Contracts used to hedge the exposure to foreign currency fluctuations associated with certain monetary assets and liabilities are not designated as cash flow hedging instruments, and changes in the fair value of these items are recorded in earnings.
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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

We had open forward contracts not designated as cash flow hedging instruments for accounting purposes with various expiration dates to buy, sell or exchange foreign currencies with a U.S. dollar equivalent of approximately $2,450.3$2,026 million at December 31, 2017.2020.


Fair Value of Derivative Instruments
The following tables provide the gross fair value and net balance sheet presentation of our derivative instruments as of December 31, 20172020 and 2016.2019:
December 31, 2020
Gross Amount of Derivatives
(in Millions)Designated as Cash Flow HedgesNot Designated as Hedging InstrumentsTotal Gross Amounts
Gross Amounts Offset in the Consolidated Balance Sheet (3)
Net Amounts
Derivatives
Foreign exchange contracts$19.4 $1.9 $21.3 $(21.1)$0.2 
Interest rate contracts0.1 0.1 0.1 
Total derivative assets (1)
$19.5 $1.9 $21.4 $(21.1)$0.3 
Foreign exchange contracts$(42.7)$(3.1)$(45.8)$21.1 $(24.7)
Interest rate contracts(0.9)(0.9)(0.9)
Total derivative liabilities (2)
$(43.6)$(3.1)$(46.7)$21.1 $(25.6)
Net derivative assets (liabilities)$(24.1)$(1.2)$(25.3)$ $(25.3)

December 31, 2019
Gross Amount of Derivatives
(in Millions)Designated as Cash Flow HedgesNot Designated as Hedging InstrumentsTotal Gross Amounts
Gross Amounts Offset in the Consolidated Balance Sheet (3)
Net Amounts
Derivatives
Foreign exchange contracts$8.0 $0.3 $8.3 $(8.1)$0.2 
Total derivative assets (1)
$8.0 $0.3 $8.3 $(8.1)$0.2 
Foreign exchange contracts$(12.1)$(4.2)$(16.3)$8.1 $(8.2)
Interest rate contracts(0.9)(0.9)(0.9)
Total derivative liabilities (2)
$(13.0)$(4.2)$(17.2)$8.1 $(9.1)
Net derivative assets (liabilities)$(5.0)$(3.9)$(8.9)$ $(8.9)
____________________
(1)    Net balance is included in "Prepaid and other current assets" in the consolidated balance sheets.
(2)    Net balance is included in "Accrued and other liabilities" in the consolidated balance sheets.
(3)    Represents net derivatives positions subject to master netting arrangements.

98
 December 31, 2017
 Gross Amount of Derivatives      
(in Millions)Designated as Cash Flow Hedges Not Designated as Hedging Instruments Total Gross Amounts 
Gross Amounts Offset in the Consolidated Balance Sheet (3)
 Net Amounts
Derivatives         
Foreign exchange contracts$7.0
 $1.2
 $8.2
 $(1.5) $6.7
Total derivative assets (1)
$7.0
 $1.2
 $8.2
 $(1.5) $6.7
          
Foreign exchange contracts(3.6) (0.2) (3.8) 1.5
 (2.3)
Total derivative liabilities (2)
$(3.6) $(0.2) $(3.8) $1.5
 $(2.3)
          
Net derivative assets (liabilities)$3.4
 $1.0
 $4.4
 $
 $4.4

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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)



 December 31, 2016
 Gross Amount of Derivatives  
(in Millions)Designated as Cash Flow Hedges Not Designated as Hedging Instruments Total Gross Amounts 
Gross Amounts Offset in the Consolidated Balance Sheet (3)
 Net Amounts
Derivatives         
Foreign exchange contracts$9.8
 $0.8
 $10.6
 $(6.2) $4.4
Energy contracts2.0
 
 2.0
 
 2.0
Total derivative assets (1)
$11.8
 $0.8
 $12.6
 $(6.2) $6.4
          
Foreign exchange contracts(5.5) (9.6) (15.1) 6.2
 (8.9)
Total derivative liabilities (2)
$(5.5) $(9.6) $(15.1) $6.2
 $(8.9)
          
Net derivative assets (liabilities)$6.3
 $(8.8) $(2.5) $
 $(2.5)
____________________
(1)Net balance is included in “Prepaid and other current assets” in the consolidated balance sheets.
(2)Net balance is included in “Accrued and other liabilities” in the consolidated balance sheets.
(3)Represents net derivatives positions subject to master netting arrangements.


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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


The following tables summarize the gains or losses related to our cash flow hedges and derivatives not designated as hedging instruments.instruments:


Derivatives in Cash Flow Hedging Relationships
 Contracts 
(in Millions)Foreign exchangeEnergyOtherTotal
Accumulated other comprehensive income (loss), net of tax at December 31, 2014$(0.6)$(4.6)$1.3
$(3.9)
2015 Activity    
Unrealized hedging gains (losses) and other, net of tax$0.4
$0.4
$(0.1)$0.7
Reclassification of deferred hedging (gains) losses, net of tax    
Effective Portion (1)
(5.9)2.9

(3.0)
Total derivative instrument impact on comprehensive income, net of tax$(5.5)$3.3
$(0.1)$(2.3)
     
Accumulated other comprehensive income (loss), net of tax at December 31, 2015$(6.1)$(1.3)$1.2
$(6.2)
2016 Activity    
Unrealized hedging gains (losses) and other, net of tax$6.1
$1.2
$
$7.3
Reclassification of deferred hedging (gains) losses, net of tax    
Effective Portion (1)
$5.1
$1.5
$(0.1)$6.5
Ineffective Portion (1)
(0.5)

(0.5)
Total derivative instrument impact on comprehensive income, net of tax$10.7
$2.7
$(0.1)$13.3
     
Accumulated other comprehensive income (loss), net of tax at December 31, 2016$4.6
$1.4
$1.1
$7.1
2017 Activity    
Unrealized hedging gains (losses) and other, net of tax$(0.4)$(0.8)$
$(1.2)
Reclassification of deferred hedging (gains) losses, net of tax    
Effective Portion (1)
$0.3
$(0.6)$(0.3)$(0.6)
Ineffective Portion (1)
(0.1)

(0.1)
Total derivative instrument impact on comprehensive income, net of tax$(0.2)$(1.4)$(0.3)$(1.9)
     
Accumulated other comprehensive income (loss), net of tax at December 31, 2017$4.4
$
$0.8
$5.2
Contracts
(in Millions)Foreign exchangeInterest rateTotal
Accumulated other comprehensive income (loss), net of tax at December 31, 2017$4.4 $0.8 $5.2 
2018 Activity
Unrealized hedging gains (losses) and other, net of tax$14.2 $(0.5)$13.7 
Reclassification of deferred hedging (gains) losses, net of tax (1)
(8.2)0.5 (7.7)
Total derivative instrument impact on comprehensive income, net of tax$6.0 $$6.0 
Accumulated other comprehensive income (loss), net of tax at December 31, 2018$10.4 $0.8 $11.2 
2019 Activity
Unrealized hedging gains (losses) and other, net of tax$(3.1)$(65.9)$(69.0)
Reclassification of deferred hedging (gains) losses, net of tax (1)
(8.7)0.5 (8.2)
Total derivative instrument impact on comprehensive income, net of tax$(11.8)$(65.4)$(77.2)
Accumulated other comprehensive income (loss), net of tax at December 31, 2019$(1.4)$(64.6)$(66.0)
2020 Activity
Unrealized hedging gains (losses) and other, net of tax$(3.8)$1.3 $(2.5)
Reclassification of deferred hedging (gains) losses, net of tax (1)
(6.4)2.1 (4.3)
Total derivative instrument impact on comprehensive income, net of tax$(10.2)$3.4 $(6.8)
Accumulated other comprehensive income (loss), net of tax at December 31, 2020$(11.6)$(61.2)$(72.8)
____________________
(1)Amounts are included in “Cost of sales and services” and "Interest expense" on the consolidated statements of income (loss).

(1)Amounts are included in "Costs of sales and services", "Selling, general and administrative expenses", and "Interest expense" on the consolidated statements of income (loss).

Derivatives Not Designated as Hedging Instruments
Location of Gain or (Loss)
Recognized in Income on Derivatives
Amount of Pre-tax Gain or (Loss) 
Recognized in Income on Derivatives (1)
Amount of Pre-tax Gain (Loss) 
Recognized in Income on Derivatives (1)
 Year Ended December 31,Year Ended December 31,
(in Millions) 2017 2016 2015(in Millions)202020192018
Foreign Exchange contractsCost of Sales and Services$(12.2) $(42.7) $(47.9)
Foreign exchange contractsForeign exchange contracts$(62.9)$(26.7)$(10.9)
Selling, general & administrative (2)

 
 (172.1)
Total $(12.2) $(42.7) $(220.0)Total$(62.9)$(26.7)$(10.9)
____________________
(1)Amounts in the columns represent the gain or loss on the derivative instrument offset by the gain or loss on the hedged item.
(2)Charges represent loss on the Cheminova acquisition hedge. See Note 3 within these consolidated financial statements for more information.

(1)    Amounts in the columns represent the gain or loss on the derivative instrument offset by the gain or loss on the hedged item. These amounts are included in "Costs of sales and services" on the consolidated statements of income (loss).
Fair-Value
Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Market participants are defined as buyers or sellers in the principle or most advantageous

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Notes to Consolidated Financial Statements — (Continued)


market for the asset or liability that are independent of the reporting entity, knowledgeable and able and willing to transact for the asset or liability.


Fair-ValueFair Value Hierarchy
We have categorized our assets and liabilities that are recorded at fair value, based on the priority of the inputs to the valuation technique, into a three-level fair-valuefair value hierarchy. The fair-valuefair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure the assets and liabilities fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair-valuefair value measurement of the instrument.

Recurring Fair Value Measurements
The following tables present our fair-value hierarchy for those assets and liabilities measured at fair-value on a recurring basis in our consolidated balance sheets.
99
(in Millions)December 31, 2017 
Quoted Prices in Active Markets for Identical Assets
(Level 1)
 
Significant Other Observable Inputs
(Level 2)
 
Significant Unobservable Inputs
(Level 3)
Assets       
Derivatives – Foreign exchange (1)
$6.7
 $
 $6.7
 $
Other (2)
30.1
 30.1
 
 
Total Assets$36.8
 $30.1
 $6.7
 $
        
Liabilities       
Derivatives – Foreign exchange (1)
$2.3
 $
 $2.3
 $
Other (3)
46.6
 38.8
 7.8
 
Total Liabilities$48.9
 $38.8
 $10.1
 $
____________________
(1)See the Fair Value of Derivative Instruments table within this Note for classifications on our consolidated balance sheets.
(2)Consists of a deferred compensation arrangement, through which we hold various investment securities, recognized on our balance sheet. Both the asset and liability are recorded at fair value. Asset amounts included in “Other assets including long-term receivables, net” in the consolidated balance sheets.
(3)Primarily consists of a deferred compensation arrangement recognized on our balance sheet. Both the asset and liability are recorded at fair value. Liability amounts included in “Other long-term liabilities” in the consolidated balance sheets.

(in Millions)December 31, 2016 
Quoted Prices in Active Markets for Identical Assets
(Level 1)
 
Significant Other Observable Inputs
(Level 2)
 
Significant Unobservable Inputs
(Level 3)
Assets       
Derivatives – Commodities: (1)
       
Energy contracts$2.0
 $
 $2.0
 $
Derivatives – Foreign exchange (1)
4.4
 
 4.4
 
Other (2)
25.3
 25.3
 
 
Total Assets$31.7
 $25.3
 $6.4
 $
        
Liabilities       
Derivatives – Foreign exchange (1)
8.9
 
 8.9
 
Other (3)
31.1
 30.5
 0.6
 
Total Liabilities$40.0
 $30.5
 $9.5
 $
____________________
(1)See the Fair Value of Derivative Instruments table within this Note for classifications on our consolidated balance sheets.

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Notes to Consolidated Financial Statements — (Continued)




(2)Consists of a deferred compensation arrangement, through which we hold various investment securities, recognized on our balance sheet. Both the asset and liability are recorded at fair value. Asset amounts included in “Other assets including long-term receivables, net” in the consolidated balance sheets.
(3)Primarily consists of a deferred compensation arrangement recognized on our balance sheet. Both the asset and liability are recorded at fair value. Liability amounts included in “Other long-term liabilities” in the consolidated balance sheets.

Recurring Fair Value Measurements
The following tables present our fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis in our consolidated balance sheets:
(in Millions)December 31, 2020
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets
Derivatives – Foreign exchange (1)
$0.2 $$0.2 $
Derivatives - Interest Rate (1)
0.1 0.1 
Other (2)
24.1 24.1 
Total Assets$24.4 $24.1 $0.3 $0 
Liabilities
Derivatives – Foreign exchange (1)
$24.7 $$24.7 $
Derivatives - Interest Rate (1)
0.9 0.9 
Other (3)
35.2 35.2 
Total Liabilities$60.8 $35.2 $25.6 $0 

(in Millions)December 31, 2019
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets
Derivatives – Foreign exchange (1)
$0.2 $$0.2 $
Other (2)
20.2 20.2 
Total Assets$20.4 $20.2 $0.2 $0 
Liabilities
Derivatives – Foreign exchange (1)
$8.2 $$8.2 $
Derivatives - Interest Rate (1)
0.9 0.9 
Other (3)
32.8 29.7 3.1 
Total Liabilities$41.9 $29.7 $12.2 $0 
____________________
(1)See the Fair Value of Derivative Instruments table within this Note for classifications on our consolidated balance sheets.
(2)Consists of a deferred compensation arrangement, through which we hold various investment securities, recognized on our balance sheet. Both the asset and liability are recorded at fair value. Asset amounts included in "Other assets including long-term receivables, net" in the consolidated balance sheets.
(3)Primarily consists of a deferred compensation arrangement recognized on our balance sheet. Both the asset and liability are recorded at fair value. Liability amounts included in "Other long-term liabilities" in the consolidated balance sheets.

Nonrecurring Fair Value Measurements
The following tables presenttable presents our fair value hierarchy for those assets and liabilities measured at fair value on a non-recurring basis in our consolidated balance sheets during the year ended December 31, 2017 and 2016. See Note 3 for the assets and liabilities measured on a2018. There were no non-recurring basis at fair value associated with our acquisitions.measurements in the consolidated balance sheets during the years ended December 31, 2020 and 2019.

(in Millions)December 31, 2017 
Quoted Prices in Active Markets for Identical Assets
(Level 1)
 
Significant Other Observable Inputs
(Level 2)
 
Significant Unobservable Inputs
(Level 3)
 Total Gains (Losses) (Year Ended December 31, 2017)
Assets         
Impairment of Crop Protection intangibles (1)
$1,136.1
 $
 $
 $1,136.1
 $(42.1)
Impairment of intangibles (2)
4.3
 
 
 4.3
 (1.3)
Total Assets$1,140.4
 $
 $
 $1,140.4
 $(43.4)
100
____________________
(1)Represents impairment charge to write down certain indefinite-lived intangible assets of the acquired DuPont Crop Protection Business as a result of a triggering event for the United States' enactment of the Act. See Note 11 for further details on the tax legislation.
(2)We recorded an impairment charge, related to our FMC Agricultural Solutions segment, to write down the carrying value of the generic brand portfolio of approximately $1 million to its fair value.


Table of Contents
FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

(in Millions)December 31, 2016 
Quoted Prices in Active Markets for Identical Assets
(Level 1)
 
Significant Other Observable Inputs
(Level 2)
 
Significant Unobservable Inputs
(Level 3)
 Total Gains (Losses) (Year Ended December 31, 2016)(in Millions)December 31, 2018
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Total Gains (Losses) (Year Ended December 31, 2018)
Assets         Assets
Impairment of intangibles (1)
5.9
 
 
 5.9
 (1.0)
Impairment of intangibles (1)
$3.1 $$$3.1 $(1.8)
Total Assets$5.9
 $
 $
 $5.9
 $(1.0)Total Assets$3.1 $0 $0 $3.1 $(1.8)
____________________
(1)We recorded an impairment charge, related to our FMC Agricultural Solutions segment, to write down the carrying value of the generic brand portfolio of approximately $1
(1)     We recorded an impairment charge to write down the carrying value of the generic brand portfolio of approximately $2 million to its fair value.

Note 18:20: Guarantees, Commitments and Contingencies
Guarantees
We continue to monitor the conditions that are subject to guarantees and indemnifications to identify whether a liability must be recognized in our financial statements.

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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


The following table provides the estimated undiscounted amount of potential future payments for each major group of guarantees at December 31, 2017.2020. These guarantees arise during the ordinary course of business from relationships with customers and nonconsolidated affiliates. Non-performance by the guaranteed party triggers the obligation requiring us to make payments to the beneficiary of the guarantee. Based on our experience these types of guarantees have not had a material effect on our consolidated financial position or on our liquidity. Our expectation is that future payment or performance related to the non-performance of others is considered unlikely.
(in Millions) 
Guarantees: 
Guarantees of vendor financing - short term (1)
$51.5
Guarantees of vendor financing - long term (1)
0.2
Other debt guarantees (2)
6.7
Total$58.4
____________________
(in Millions)
Guarantees:
Guarantees of vendor financing - short term (1)
$140.6 
(1)
Other debt guarantees (2)
Represents guarantees to financial institutions on behalf of certain FMC Agricultural Solutions customers for their seasonal borrowing. The short-term amount is recorded on the consolidated balance sheets as “Guarantees of vendor financing.” The long-term amount is recorded on the consolidated balance sheets within “Other long-term liabilities.”
(2)TotalThese guarantees represent support provided to third-party banks for credit extended to various FMC Agricultural Solutions customers and nonconsolidated affiliates. The liability for the guarantees is recorded at an amount that approximates fair value (i.e. representing the stand-ready obligation) based on our historical collection experience and a current assessment of credit exposure. We believe the fair value of these guarantees is immaterial. The majority of these guarantees have an expiration date of less than one year.$140.6
____________________
(1)Represents guarantees to financial institutions on behalf of certain customers for their seasonal borrowing. The short-term amount is recorded as "Guarantees of vendor financing" on the consolidated balance sheets.
(2)These guarantees represent support provided to third-party banks for credit extended to various customers and nonconsolidated affiliates. The liability for the guarantees is recorded at an amount that approximates fair value (i.e. representing the stand-ready obligation) based on our historical collection experience and a current assessment of credit exposure. In the past, the fair value of these guarantees has been immaterial and the majority of these guarantees have had an expiration date of less than one year.

Excluded from the chart above are parent companyparent-company guarantees we provide to lending institutions that extend credit to our foreign subsidiaries. Since these guarantees are provided for consolidated subsidiaries, the consolidated financial position is not affected by the issuance of these guarantees. Also excluded from the chart, in connection with our property and asset sales and divestitures, we have agreed to indemnify the buyersbuyer for certain liabilities, including environmental contamination and taxes that occurred prior to the date of sale or provided guarantees to third parties relating to certain contracts assumed by the buyer. Our indemnification or guarantee obligations with respect to thesecertain liabilities may be indefinite as to duration and may or may not be subject to a deductible, minimum claim amount or cap. As such, it is not possible for us to predict the likelihood that a claim will be made or to make a reasonable estimate of the maximum potential loss or range of loss. If triggered, we may be able to recover some of the indemnity payments from third parties. WeTherefore, we have not recorded any specific liabilities for these guarantees. For certain obligations related to our divestitures for which we can make a reasonable estimate of the maximum potential loss or range of loss and is probable, a liability in those instances has been recorded.


Commitments
Leases
We lease office space, plants and facilities, and various types of manufacturing, data processing and transportation equipment. Leases of real estate generally provide for our payment of property taxes, insurance and repairs. Our capital leases primarily relate to two of our research and technology centers in the U.S. and China. Our capital lease asset balances (net of accumulated amortization of $2.3 million and $1.8 million), which are classified as buildings within our property, plant and equipment on our consolidated balance sheets, were $16.4 million and $16.9 million as of December 31, 2017 and 2016, respectively. Amortization of capital lease assets is included within depreciation expense. See Note 20 within these consolidated financial statements for obligations associated with our capital leases.
 Year ended December 31,
(in Millions)2017 2016 2015
Operating leases rent expense$27.6
 $21.2
 $16.0


95

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


 Future Minimum Lease Payments
(in Millions)
Operating Leases 
 Capital Leases
2018$25.5 $3.6
2019$24.3 $3.7
2020$22.5 $3.7
2021$19.9 $3.9
2022$19.4 $3.9
Thereafter$164.5 $34.4


Purchase Obligations
Our minimum commitments under our take-or-pay purchase obligations associated with the sourcing of materials and energy total approximately $4.7$825 million. Since the majority of our minimum obligations under these contracts are over the life of the contract on a year-by-year basis, we are unable to determine the periods in which these obligations could be payable under these contracts. However, we intend to fulfill the obligations associated with these contracts through our purchases associated with the normal course of business.
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FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

Contingencies
Livent Corporation class action. On May 13, 2019, purported stockholders of our former subsidiary Livent Corporation ("Livent") filed a putative class action complaint in the Pennsylvania Court of Common Pleas, Philadelphia County, in connection with Livent’s October 2018 initial public offering (the "Livent IPO"). The complaint in this case, Plymouth County Retirement Association v. Livent Corp., et al., named as defendants Livent, certain of its current and former executives and directors, FMC Corporation, and underwriters involved in the Livent IPO ("Defendants"). The complaint alleges generally that the offering documents for the Livent IPO failed to adequately disclose certain information related to Livent’s business and prospects. The complaint alleges violations of Sections 11, 12(a)(2), and 15 of the Securities Act of 1933 and seeks unspecified damages and other relief on behalf of all persons and entities who purchased or otherwise acquired Livent common stock pursuant and/or traceable to the Livent IPO offering documents. On July 2, 2019, Defendants moved to stay the Plymouth County action, in favor of two similar putative class actions relating to the Livent IPO, in which FMC had not been named as a Defendant, which are pending in the United States District Court of the Eastern District of Pennsylvania. On July 18, 2019, a separate state action was filed against the same Defendants in the Pennsylvania Court of Common Pleas, Philadelphia County, Bizzaria v. Livent Corp., et al. On July 26, 2019, Plymouth County filed an amended complaint in its state court case. On September 23, 2019, the actions were consolidated under the caption In re Livent Corporation Securities Litigation, No. 190501229. On October 11, 2019, Defendants filed preliminary objections seeking to dismiss the case in its entirety. On October 22, 2019, the Court denied Defendants’ motion to stay the case, but granted a separate motion of the Defendants to stay all discovery. On June 29, 2020 the court overruled the preliminary objections filed by the Defendants and on July 29, 2020, Defendants filed a motion seeking permission to appeal the state court's order.
Separately, on October 18, 2019, purported stockholders of Livent amended a putative class action complaint filed in the U.S. District Court for the Eastern District of Pennsylvania, to add FMC Corporation as a defendant. The operative complaint in that case, Bisser Nikolov v. Livent Corp., et al. makes similar substantive allegations as the state court case, including alleged violations of Sections 11, 12(a)(2), and 15 of the Securities Act of 1933 and seeks unspecified damages and other relief on behalf of all persons and entities who purchased or otherwise acquired Livent common stock pursuant and/or traceable to the Livent IPO offering documents. Pursuant to a stipulated scheduling order, Defendants filed a motion to dismiss the Nikolov case on November 18, 2019. Plaintiffs filed their opposition to the motion to dismiss on December 30, 2019. On July 2, 2020, the federal court granted the Defendants' motion to dismiss and dismissed the federal complaint in its entirety. On July 31, 2020, Plaintiffs filed a notice of appeal.
On October 28, 2020, Defendants entered into a stipulation of settlement with the state court plaintiffs in which Livent, on behalf of the Defendants, will pay $7.4 million to resolve all claims related to the IPO. On October 29, 2020, the state court plaintiffs filed a motion seeking preliminary approval of the settlement. The court entered a preliminary approval order and the final hearing is scheduled for April 15, 2021. If approved, the settlement would resolve all pending litigation relating to the IPO, including the claims in both the state and federal actions. All deadlines in the state and federal actions are currently stayed in light of the settlement. There is no financial impact to FMC as a result of the settlement. Livent has agreed to defend and indemnify FMC with regard to these cases. FMC is cooperating with Livent and other Defendants to defend the litigation.
Competition / antitrust litigation related to the discontinued FMC Peroxygens segment. We are subject to actions brought by private plaintiffs relating to alleged violations of European and Canadian competition and antitrust laws, as further described below.
European competition action. Multiple European purchasers of hydrogen peroxide who claim to have been harmed as a result of alleged violations of European competition law by hydrogen peroxide producers assigned their legal claims to a single entity formed by a law firm. The single entity then filed a lawsuit in Germany in March 2009 against European producers, including our wholly-owned Spanish subsidiary, Foret. Initial defense briefs were filed in April 2010, and an initial hearing was held during the first quarter of 2011, at which time case management issues were discussed. AtFMC Foret SA ("Foret"). Foret executed a subsequent hearing in October 2011, the Court indicated thatSettlement Agreement on December 14, 2020 wherein it was considering seeking guidance from the European Court of Justice (“ECJ”) asagreed to whether the German courts have jurisdiction over these claims. After submission of written comments on this issue by the parties, on March 1, 2012, the judge announced that she would refer the jurisdictional issuespay a confidential settlement amount to the ECJ, which she didplaintiffs on April 29, 2013. On May 21, 2015, the ECJ issued its decision, upholding the jurisdiction of the German court. The case is now back before the German judge. We filed a motion to dismiss the proceedings in September 2015. We do not anticipate a response by the court until the spring of 2018. Since the case is in the preliminary stages and is based on a novel procedure - namely the attempt to create a cross-border “class action” which is not a recognized proceeding under EU or German law - we are unable to develop a reasonable estimate of our potential exposure of loss at this time. We intend to vigorously defend this matter.
Canadian antitrust actions. In 2005, after public disclosures of the U.S. federal grand jury investigation into the hydrogen peroxide industry (which resulted in no charges brought against us) and the filing of various class actions in U.S. federal and state courts, which have all been settled, putative class actions against us and five other major hydrogen peroxide producers were filed in provincial courts in Ontario, Quebec and British Columbia under the laws of Canada. The other five defendants have settled these claims for a total of approximately $20.6 million. On September 28, 2009, the Ontario Superior Court of Justice certified a class of direct and indirect purchasers of hydrogen peroxide from 1994 to 2005. Our motion for leave to appeal the class certification decision was denied in June 2010.December 17, 2020. The case was largely dormant while the Canadian Supreme Court considered, in different litigation, whether indirect purchasers may recover overcharges in antitrust actions. In October 2013 the Court ruled that such recovery is permissible. Thereafter, the plaintiffs' moved to dismiss certain downstream purchasers (those who purchased products that contain hydrogen peroxide or were made using hydrogen peroxide) from the case and to reduce the class period to November 1, 1998 throughwithdrawn on December 31, 2003 - thereby eliminating six of the eleven years of the originally certified class period. The Court has approved this request. Since the proceedings are in the preliminary stages with respect to the merits, we are unable to develop a reasonable estimate of our potential exposure of loss at this time. We intend to vigorously defend these matters.18, 2020.

96

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


Asbestos claims. Like hundreds of other industrial companies, we have been named as one of many defendants in asbestos-related personal injury litigation. Most of these cases allege personal injury or death resulting from exposure to asbestos in premises of FMC or to asbestos-containing components installed in machinery or equipment manufactured or sold by discontinued operations.
We intend to continue managing these asbestos-related cases in accordance with our historical experience. We have established a reserve for this litigation within our discontinued operations and believe that any exposure of a loss in excess of the established reserve cannot be reasonably estimated. Our experience has been that the overall trends in asbestos litigation have changed over time. Over the last several years, we have seen changes in the jurisdictions where claims against FMC are being filed and changes in the mix of products named in the various claims. Because these claim trends have yet to form a predictable
102

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

pattern, we are presently unable to reasonably estimate our asbestos liability with respect to claims that may be filed in the future.
Other contingent liabilities. In addition to the matters disclosed above, we have certain other contingent liabilities arising from litigation, claims, products we have sold, guarantees or warranties we have made, contracts we have entered into, indemnities we have provided, and other commitments or obligations incident to the ordinary course of business. In Brazil, we are subject to claims from various governmental agencies regarding alleged additional indirect (non-income) taxes or duties as well as product liability matters and labor cases related to our operations. These disputes take many years to resolve as the matters move through administrative or judicial courts. We have provided reserves for such Brazilian matters that we consider probable and for which a reasonable estimate of the obligation can be made in the amount of $2.2$4.1 million and $6.7$4.9 million as of December 31, 20172020 and 2016,2019, respectively. The aggregate estimated reasonably possible loss contingencies related to such Brazilian matters exceed amounts accrued by approximately $77.1$80 million at December 31, 2017.2020. This reasonably possible estimate is based upon information available as of the date of the filing and the actual future losses may be higher given the uncertainties regarding the ultimate decision by administrative or judicial authorities in Brazil. Regarding other contingencies arising from operations, some of these contingencies are known - for example pending product liability litigation or claims - but are so preliminary that the merits cannot be determined, or if more advanced, are not deemed material based on current knowledge. Some contingencies are unknown - for example, claims with respect to which we have no notice or claims which may arise in the future, resulting from products we have sold, guarantees or warranties we have made, or indemnities we have provided. Therefore, we are unable to develop a reasonable estimate of our potential exposure of loss for these contingencies, either individually or in the aggregate, at this time. Based on information currently available and established reserves, we have no reason to believe that the ultimate resolution of our known contingencies, including the matters described in this Note, will have a material adverse effect on our consolidated financial position, liquidity or results of operations. However, there can be no assurance that the outcome of these contingencies will be favorable, and adverse results in certain of these contingencies could have a material adverse effect on our consolidated financial position, results of operations in any one reporting period, or liquidity.
See Note 1012 for the Pocatello tribalTribal litigation, Middleport litigation, and Portland Harbor litigationsite for legal proceedings associated with our environmental contingencies.



97

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


Note 19:21: Segment Information

(in Millions)Year Ended December 31,
2017
2016
2015
Revenue (1)





FMC Agricultural Solutions$2,531.2

$2,274.8

$2,252.9
FMC Lithium347.4

264.1

238.1
Total$2,878.6

$2,538.9

$2,491.0
Income (loss) from continuing operations before income taxes



FMC Agricultural Solutions$485.6

$399.9

$363.9
FMC Lithium126.7

70.2

23.0
Segment operating profit (2)
$612.3

$470.1

$386.9
Corporate and other(102.4)
(84.6)
(63.0)
Operating profit before the items listed below$509.9

$385.5

$323.9
Interest expense, net(79.1)
(62.9)
(60.9)
Restructuring and other (charges) income (3)
(81.4)
(95.0)
(150.3)
Non-operating pension and postretirement (charges) income (4)
(18.2)
(23.4)
(29.8)
Acquisition related charges (5)
(150.4)
(23.4)
(290.3)
(Provision) benefit for income taxes(264.1)
(50.1)
(5.2)
Discontinued operations, net of income taxes621.7

81.0

711.1
Net (income) loss attributable to noncontrolling interests(2.6)
(2.6)
(9.5)
Net income attributable to FMC stockholders$535.8

$209.1

$489.0
As discussed in Note 1, we operate as a single business segment providing innovative solutions to growers around the world with a robust product portfolio fueled by a market-driven discovery and development pipeline in crop protection, plant health, and professional pest and turf management.

For revenue by major geographical region, refer to Note 3. The following table provides our long-lived assets by major geographical region:
(in Millions)December 31,
20202019
Long-lived assets (1)
North America (2)
$1,230.2 $1,190.7 
Latin America792.7 837.0 
Europe, Middle East, and Africa (2)
1,513.9 1,448.0 
Asia (2)
2,044.4 2,064.8 
Total$5,581.2 $5,540.5 
____________________
(1)Our FMC Agricultural Solutions and FMC Lithium segments each have one product line group, and therefore net sales to external customers within each of those segments are included in the table above.
(2)Referred to as Segment Earnings.
(3)See Note 7 for details of restructuring and other (charges) income. Below provides the detail the (charges) income by segment:
(1)Geographic long-lived assets exclude long-term deferred income taxes and assets of discontinued operations on the consolidated balance sheets.
(2)The countries with long-lived assets in excess of 10 percent of consolidated long-lived assets at December 31, 2020 and 2019 are Singapore, which totaled $1,582.5 million and $1,547.0 million, the U.S., which totaled $1,221.3 million and $1,177.7 million and Denmark, which totaled $1,104.6 million and $1,045.3 million, respectively.


Year Ended December 31,
(in Millions)2017
2016
2015
FMC Agricultural Solutions$(49.9)
$(62.4)
$(123.7)
FMC Lithium(7.8)
(0.6)
(2.7)
Corporate(23.7)
(32.0)
(23.9)
Restructuring and other (charges) income$(81.4)
$(95.0)
$(150.3)

(4)Our non-operating pension and postretirement costs are defined as those costs related to interest, expected return on plan assets, amortized actuarial gains and losses and the impacts of any plan curtailments or settlements. These costs 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 exclude these non-operating pension and postretirement costs from our segments as we believe that removing them provides a better understanding of the underlying profitability of our businesses, provides increased transparency and clarity in the performance of our retirement plans and enhances period-over-period comparability. We continue to include the service cost and amortization of prior service cost in our operating segments noted above. We believe these elements reflect the current year operating costs to our businesses for the employment benefits provided to active employees. These expenses are included as a component of the line item "Selling, general and administrative expenses" on our consolidated statements of income (loss).
(5)Charges relate to the expensing of the inventory fair value step-up resulting from the application of purchase accounting, transaction costs, costs for transitional employees, other acquired employee related costs, integration related legal and professional third-party fees and gains or losses on hedging purchase price associated with the acquisitions. Amounts represent the following:

98

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)



Year Ended December 31,
(in Millions)2017
2016
2015
Acquisition-related charges - DuPont








Legal and professional fees (1) (2)
$130.2

$

$
Inventory fair value amortization (3)
20.2




Acquisition-related charges - Cheminova (4)








Legal and professional fees (1) (2)
$

$23.4

$60.4
Inventory fair value amortization (3)




57.8
(Gain)/loss on hedging purchase price (2)




172.1
Total acquisition-related charges$150.4

$23.4

$290.3
____________________ 
(1)Represents transaction costs, costs for transitional employees, other acquired employee related costs and integration related legal and professional third-party fees.
(2)These charges are included in “Selling, general and administrative expense" on the consolidated statements of income (loss).
(3)These charges are included in “Costs of sales and services” on the consolidated statements of income (loss).
(4)Acquisition-related charges and restructuring charges to integrate Cheminova with FMC Agricultural Solutions were completed at the end of 2016.

(in Millions)December 31,
2017 2016
Operating capital employed (1)
   
FMC Agricultural Solutions$6,216.3
 $3,097.2
FMC Lithium393.9
 312.2
Total operating capital employed$6,610.2
 $3,409.4
Segment liabilities included in total operating capital employed1,957.9
 1,025.0
Assets of discontinued operations held for sale7.3
 1,217.1
Corporate items630.9
 487.8
Total assets$9,206.3
 $6,139.3
Segment assets (2)
   
FMC Agricultural Solutions$8,094.0
 $4,082.7
FMC Lithium474.1
 351.7
Total segment assets$8,568.1
 $4,434.4
Assets of discontinued operations held for sale7.3
 1,217.1
Corporate items630.9
 487.8
Total assets$9,206.3
 $6,139.3
____________________
(1)We view operating capital employed, which consists of assets, net of liabilities, reported by our operations and excluding corporate items such as cash equivalents, debt, pension liabilities, income taxes and LIFO reserves, as our primary measure of segment capital.
(2)Segment assets are assets recorded and reported by the segments and are equal to segment operating capital employed plus segment liabilities. See Note 1.

99

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


 Year Ended December 31,
(in Millions)
Capital Expenditures (1)
 Depreciation and Amortization Research and Development Expense
2017 2016 2015 2017 2016 2015 2017 2016 2015
FMC Agricultural Solutions$26.2
 $23.1
 $29.2
 $90.5
 $80.8
 $60.5
 $138.4
 $131.4
 $132.4
FMC Lithium47.4
 24.4
 17.4
 15.2
 14.8
 12.2
 3.1
 3.1
 3.5
Corporate12.1
 43.7
 6.8
 7.3
 5.0
 4.1
 
 
 
Total$85.7
 $91.2
 $53.4
 $113.0
 $100.6
 $76.8
 $141.5
 $134.5
 $135.9
___________________
(1)Cash spending associated with contract manufacturers in our FMC Agricultural Solutions segment, which are not included in the table above was $15.9 million, $10.4 million and $14.2 million for the years ended December 31, 2017. 2016 and 2015, respectively.
Geographic Segment Information
(in Millions)Year Ended December 31,
2017 2016 2015
Revenue from continuing operations (by location of customer)     
North America (1)
$708.1
 $623.0
 $642.7
Europe, Middle East, and Africa583.4
 558.5
 372.1
Latin America (1)
868.6
 761.2
 913.8
Asia Pacific718.5
 596.2
 562.4
Total$2,878.6
 $2,538.9
 $2,491.0
____________________
(1)In 2017, countries with sales in excess of 10 percent of consolidated revenue consisted of the U.S. and Brazil. Sales for the years ended December 31, 2017, 2016 and 2015 for the U.S. totaled $655.2 million, $596.4 million and $601.2 million and for Brazil totaled $598.5 million, $490.9 million and $642.2 million, respectively.
(in Millions)December 31,
2017 2016
Long-lived assets (1)
   
North America (2)
$981.1
 $389.1
Europe, Middle East, and Africa (2)
1,493.3
 1,120.6
Latin America925.0
 375.2
Asia Pacific1,901.5
 327.5
Total$5,300.9
 $2,212.4
____________________
(1)Geographic segment long-lived assets exclude long-term deferred income taxes and assets of discontinued operations held for sale on the consolidated balance sheets.
(2)The countries with long-lived assets in excess of 10 percent of consolidated long-lived assets at December 31, 2017 are Singapore, which totaled $1,414.9 million, the U.S., which totaled $976.9 million, and Denmark, which totaled $1,096.2 million, respectively. The long-lived assets over the threshold at December 31, 2016 are the U.S. which totaled $387.8 million and Denmark which totaled $1,030.3 million, respectively.


100

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)


Note 20:22: Supplemental Information

103

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)

The following tables present details of prepaid and other current assets, other assets including long-term receivables, net, accrued and other liabilities and other long-term liabilities as presented on the consolidated balance sheets:
(in Millions)December 31,
20202019
Prepaid and other current assets
Prepaid insurance$11.1 $8.2 
Tax related items including value added tax receivables197.7 229.2 
Refund asset (1)
28.4 37.7 
Environmental obligation recoveries (Note 12)0.8 12.3 
Derivative assets (Note 19)0.3 0.2 
Acquisition related items3.0 3.0 
Other prepaid and current assets139.5 196.9 
Total$380.8 $487.5 
(in Millions)December 31,
2017 2016
Prepaid and other current assets   
Prepaid insurance$8.2
 $7.7
Tax related items including value added tax receivables127.3
 115.4
Environmental obligation recoveries (Note 10)7.0
 8.4
Derivative assets (Note 17)6.7
 6.4
Argentina government receivable (1)
3.2
 5.1
Acquisition related items (2)
54.7
 
Other prepaid and current assets119.3
 89.1
Total$326.4
 $232.1

(in Millions)December 31,(in Millions)December 31,
2017 201620202019
Other assets including long-term receivables, net   Other assets including long-term receivables, net
Non-current receivables (Note 8)$106.7
 $123.5
Non-current receivables (Note 10)Non-current receivables (Note 10)$103.5 $123.1 
Advance to contract manufacturers79.1
 75.1
Advance to contract manufacturers122.2 116.3 
Capitalized software, net26.6
 31.7
Capitalized software, net158.0 117.0 
Environmental obligation recoveries (Note 10)25.3
 18.8
Argentina government receivable (1)
44.5
 41.7
Income taxes deferred charges67.2
 80.6
Deferred compensation arrangements30.1
 25.3
Environmental obligation recoveries (Note 12)Environmental obligation recoveries (Note 12)3.6 15.0 
Income taxes indirect benefitsIncome taxes indirect benefits37.9 32.7 
Operating lease ROU asset (Note 4)Operating lease ROU asset (Note 4)147.3 164.7 
Deferred compensation arrangements (Note 19)Deferred compensation arrangements (Note 19)24.1 20.2 
Pension and other postretirement benefits (Note 15)Pension and other postretirement benefits (Note 15)69.5 44.2 
Other long-term assets64.1
 58.0
Other long-term assets46.2 52.1 
Total$443.6
 $454.7
Total$712.3 $685.3 
____________________
(1)We have various subsidiaries that conduct business within Argentina, primarily in our FMC Agricultural Solutions and FMC Lithium segments. At December 31, 2017 and 2016, $37.9 million and $39.1 million of outstanding receivables due from the Argentina government, which primarily represent export tax and export rebate receivables, were denominated in U.S. dollars. As with all outstanding receivable balances we continually review recoverability by analyzing historical experience, current collection trends and regional business and political factors among other factors.
(2)Represents $32.9 million of accounts payable of the legal entity stock sales as part of the DuPont Crop Protection Acquisition as well as $21.8 million of deferred goodwill as a result of the delayed sites. As part of the Transaction Agreement, the accounts payable will be settled subsequent to the closing date through reimbursement between FMC and DuPont. This amount represents the offsetting asset recorded for amounts due back from DuPont. The deferred goodwill will be recognized as the sites are transferred to FMC. See Note 3 for more details.

(1)    In accordance with revenue standard requirements, a sales return liability is recognized for the consideration paid by a customer to which FMC does not expect to be entitled, together with a corresponding refund asset to recover the product from the customer.

(in Millions)December 31,
20202019
Accrued and other liabilities
Restructuring reserves (Note 9)$11.9 $8.1 
Dividend payable (Note 17)62.3 57.0 
Accrued payroll87.0 101.2 
Environmental reserves, current, net of recoveries (Note 12)120.9 115.3 
Derivative liabilities (Note 19)24.8 8.9 
Furadan® product exit asset retirement obligations10.0 33.0 
Unfavorable contracts (1)
105.8 109.2 
Operating lease current liabilities (Note 4)25.6 31.5 
Other accrued and other liabilities (2)
226.4 216.4 
Total$674.7 $680.6 

101
104

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)



(in Millions)December 31,
2017 2016
Accrued and other liabilities   
Restructuring reserves (Note 7)$6.5
 $15.9
Dividend payable (Note 15)22.3
 22.1
Accrued payroll92.4
 55.2
Environmental reserves, current, net of recoveries (Note 10)72.0
 60.3
Derivative liabilities (Note 17)2.3
 8.9
Acquisition related items (1)
45.8
 
Unfavorable contracts (2)
65.7
 
Other accrued and other liabilities190.7
 196.1
Total$497.7
 $358.5
(in Millions)December 31,
2017 2016
Other long-term liabilities   
Asset retirement obligations, long-term (Note 1)$1.9
 $1.8
Transition tax related to Tax Cuts and Jobs Act (3)
186.5
 
Contingencies related to uncertain tax positions (Note 11)93.9
 101.6
Deferred compensation arrangements (Note 17)38.8
 30.5
Self insurance reserves (primarily workers' compensation)6.1
 9.9
Lease obligations22.5
 28.0
Reserve for discontinued operations (Note 9)63.2
 48.6
Guarantees of vendor financing (Note 18)0.2
 1.9
Unfavorable contracts (2)
243.9
 
Other long-term liabilities61.1
 45.2
Total$718.1
 $267.5
(in Millions)December 31,
20202019
Other long-term liabilities
Restructuring reserves (Note 9)$4.5 $6.5 
Asset retirement obligations, long-term (Note 1)20.7 2.7 
Transition tax related to Tax Cuts and Jobs Act (3)
107.8 123.6 
Contingencies related to uncertain tax positions (Note 13)83.1 71.4 
Deferred compensation arrangements (Note 19)35.2 29.7 
Derivative liabilities (Note 19)0.8 0.2 
Self-insurance reserves (primarily workers' compensation)1.9 1.8 
Lease obligations (Note 4)151.1 163.2 
Reserve for discontinued operations (Note 11)76.6 71.9 
Unfavorable contracts (1)
89.4 206.0 
Other long-term liabilities32.7 31.4 
Total$603.8 $708.4 
____________________
(1)Represents the accounts receivable of the legal entity stock sales as part of the DuPont Crop Protection Acquisition. As part of the Transaction Agreement, this balance will be settled subsequent to the closing date through reimbursement between FMC and DuPont. Amount represents the offsetting liability recorded for amounts due back to DuPont.
(2)Represents the technical insecticide product supply agreements with DuPont for use in their retained seed treatment business. Refer to Note 3
(1)    Primarily represents the technical insecticide product supply agreements with DuPont for use in their retained seed treatment business. Refer to Note 5 for more details.
(3)Represents noncurrent portion of overall transition tax to be paid over eight years.


(2)    Other accrued and other liabilities includes the gross up of the estimated sales returns as part of our adoption of ASC 606. The impact of the adoption impacted accrued and other liabilities by $28.4 million and $37.7 million, respectively.
(3)    Represents noncurrent portion of overall transition tax to be paid over the next five years.

102
105

FMC CORPORATION
Notes to Consolidated Financial Statements — (Continued)



Note 21:23: Quarterly Financial Information (Unaudited)
(in Millions, Except Share and Per Share Data)20202019
1Q2Q3Q4Q1Q2Q3Q4Q
Revenue$1,250.0 $1,155.3 $1,084.6 $1,152.2 $1,192.1 $1,206.1 $1,014.3 $1,197.3 
Gross margin561.5 522.7 466.4 501.4 544.7 550.5 432.4 556.0 
Income (loss) from continuing operations before equity in (earnings) loss of affiliates, non-operating pension and postretirement charges (income), interest expense, net and income taxes291.4 267.9 196.0 146.9 281.8 267.8 159.9 112.1 
Income (loss) from continuing operations213.7 195.8 130.5 38.9 207.6 194.4 110.8 30.7 
Discontinued operations, net of income taxes(7.5)(10.8)(18.4)8.4 9.6 (18.1)(21.3)(33.5)
Net income (loss)$206.2 $185.0 $112.1 $47.3 $217.2 $176.3 $89.5 $(2.8)
Less: Net income (loss) attributable to noncontrolling interests0.6 0.7 (2.2)1.5 1.8 (0.9)0.4 
Net income (loss) attributable to FMC stockholders$206.2 $184.4 $111.4 $49.5 $215.7 $174.5 $90.4 $(3.2)
Amounts attributable to FMC stockholders:
Continuing operations, net of income taxes$213.7 $195.2 $129.8 $41.1 $206.1 $192.6 $111.7 $30.3 
Discontinued operations, net of income taxes(7.5)(10.8)(18.4)8.4 9.6 (18.1)(21.3)(33.5)
Net income (loss)$206.2 $184.4 $111.4 $49.5 $215.7 $174.5 $90.4 $(3.2)
Basic earnings (loss) per common share attributable to FMC stockholders (1):
Continuing operations$1.65 $1.50 $1.00 $0.32 $1.56 $1.46 $0.85 $0.23 
Discontinued operations(0.06)(0.08)(0.14)0.06 0.07 (0.14)(0.16)(0.25)
Basic net income (loss) per common share$1.59 $1.42 $0.86 $0.38 $1.63 $1.32 $0.69 $(0.02)
Diluted earnings (loss) per common share attributable to FMC stockholders (1):
Continuing operations$1.64 $1.49 $0.99 $0.32 $1.55 $1.46 $0.85 $0.23 
Discontinued operations(0.06)(0.08)(0.14)0.06 0.07 (0.14)(0.16)(0.25)
Diluted net income (loss) per common share$1.58 $1.41 $0.85 $0.38 $1.62 $1.32 $0.69 $(0.02)
Weighted average shares outstanding:
Basic129.5 129.7 129.9 129.8 131.9 131.1 130.4 129.7 
Diluted130.5 130.6 130.8 130.7 133.2 132.3 131.6 130.9 
____________________
(1)The sum of quarterly earnings per common share may differ from the full-year amount.


106
(in Millions, Except Share and Per Share Data)2017 2016
1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q
Revenue$596.0
 $656.8
 $646.2
 $979.6
 $606.4
 $615.3
 $628.8
 $688.4
Gross margin216.2
 234.4
 265.9
 384.8
 216.0
 235.4
 214.6
 265.2
Income (loss) from continuing operations before equity in (earnings) loss of affiliates, net interest income and expense and income taxes54.4
 52.0
 59.3
 43.0
 62.2
 82.5
 70.0
 28.5
Income (loss) from continuing operations (1)
45.0
 48.7
 70.9
 (247.9) 26.0
 46.8
 48.5
 9.4
Discontinued operations, net of income taxes (2)
(168.8) 26.6
 (15.1) 779.0
 22.7
 20.2
 31.1
 7.0
Net income (loss)$(123.8) $75.3
 $55.8
 $531.1
 $48.7
 $67.0
 $79.6
 $16.4
Less: Net income (loss) attributable to noncontrolling interests0.4
 0.6
 0.6
 1.0
 0.4
 1.8
 (0.1) 0.5
Net income (loss) attributable to FMC stockholders$(124.2) $74.7
 $55.2
 $530.1
 $48.3
 $65.2
 $79.7
 $15.9
Amounts attributable to FMC stockholders:               
Continuing operations, net of income taxes$44.5
 $48.2
 $70.4
 $(249.0) $25.6
 $45.0
 $48.9
 $8.9
Discontinued operations, net of income taxes(168.7) 26.5
 (15.2) 779.1
 22.7
 20.2
 30.8
 7.0
Net income (loss)$(124.2) $74.7
 $55.2
 $530.1
 $48.3
 $65.2
 $79.7
 $15.9
Basic earnings (loss) per common share attributable to FMC stockholders (3):
               
Continuing operations$0.33
 $0.36
 $0.52
 $(1.85) $0.19
 $0.34
 $0.36
 $0.07
Discontinued operations(1.26) 0.20
 (0.11) 5.79
 0.17
 0.15
 0.23
 0.05
Basic net income (loss) per common share$(0.93) $0.56
 $0.41
 $3.94
 $0.36
 $0.49
 $0.59
 $0.12
Diluted earnings (loss) per common share attributable to FMC stockholders (3):
               
Continuing operations$0.33
 $0.36
 $0.52
 $(1.85) $0.19
 $0.34
 $0.36
 $0.07
Discontinued operations(1.25) 0.20
 (0.11) 5.79
 0.17
 0.15
 0.23
 0.05
Diluted net income (loss) per common share$(0.92) $0.56
 $0.41
 $3.94
 $0.36
 $0.49
 $0.59
 $0.12
Weighted average shares outstanding:               
Basic134.0
 134.2
 134.4
 134.5
 133.8
 133.9
 134.0
 133.9
Diluted135.1
 135.6
 135.9
 134.5
 134.3
 134.6
 134.7
 134.8
 ____________________
(1)The Company recorded a provisional income tax expense of $315.9 million as a result of the enactment of the Act during the fourth quarter of 2017. See Note 11 for more details.
(2)In the first quarter of 2017, we recorded an impairment charge associated with our discontinued Omega-3 business. In the fourth quarter of 2017, we recorded a gain on sale of the FMC Health and Nutrition business. See Note 9 for more details.
(3)The sum of quarterly earnings per common share may differ from the full-year amount.



103


Report of Independent Registered Public Accounting Firm




TheTo the Stockholders and Board of Directors and Stockholders
FMC Corporation:

Opinion on the ConsolidatedFinancial Statements
We have audited the accompanying consolidated balance sheets of FMC Corporation and subsidiaries (the “Company”)Company) as of December 31, 20172020 and 2016,2019, the related consolidated statements of income (loss), comprehensive income (loss), changes in equity, and cash flows for each of the years in the three‑year period ended December 31, 2017,2020, and the related notes and financial statement schedule II - valuation and qualifying accounts and reserves (collectively, the “consolidatedconsolidated financial statements”)statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2017,2020, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”)(PCAOB), the Company’s internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 28, 201825, 2021 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Change in Accounting Principle
As discussed in Note 2 to the consolidated financial statements, the Company has changed its method of accounting for leases as of January 1, 2019 due to the adoption of Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) and the related amendments.

Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.



Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Evaluation of the allowance for trade receivables and long-term receivables associated with customers located in Brazil
As discussed in Notes 1 and 10 to the consolidated financial statements, the Company develops an analysis of trade receivables and long-term receivables to determine its best estimate of the probable losses associated with potential customer defaults. The most significant portion of the allowance for trade receivables and long-term receivables is related to customers located in Brazil.
We identified the evaluation of the allowance for trade receivables and long-term receivables associated with customers located in Brazil as a critical auditing matter. Specifically, the length of standard credit terms offered and customer liquidity may be significantly influenced by economic conditions and unfavorable weather conditions impacting crop quality. This increased the need for subjective judgment and knowledge in assessing customer liquidity constraints to estimate probable losses.
107


The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s collectability determination process, including controls over the identification of at-risk trade receivables and long-term receivables balances and related estimate of probable losses associated with such balances. We inspected underlying documentation for collateral arrangements, legal disputes, and historical trends and analysis performed by the Company for historical collection results. The Company’s assumptions underlying the collectability of trade receivables and long-term receivables were tested by evaluating:
The Company’s rationale for and appropriateness of changes in assumptions from those used in the prior year related to its expected collection period for specific customers;
Local Brazil economic and weather conditions that might impact the assumptions;
Adjustments to the prior period reserve and assessing if those adjustments provided information that was contradictory to the current year’s assumptions; and
Deterioration of trade receivables and long-term receivables balances subsequent to year-end, to identify the presence of trends not considered by the Company when it developed its assumptions.
Evaluation of unrecognized tax benefits
As discussed in Note 13, the Company has $76.2 million of unrecognized tax benefits as of December 31, 2020. The Company recognizes the largest amount of tax benefit that it believes is more than 50 percent likely to be sustained. A significant amount of the Company’s earnings are generated by certain foreign subsidiaries whose earnings are taxed at lower rates than the United States federal statutory rate.
We identified the evaluation of the Company’s unrecognized tax benefits related to the earnings of certain foreign subsidiaries as a critical audit matter. Complex auditor judgment was required in evaluating the Company’s interpretation of tax law, the transfer pricing structure, and its analysis of the recognition of its tax benefits.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the unrecognized tax benefits process, including controls related to the transfer pricing structure which affects the determination of earnings of certain foreign subsidiaries. We also involved tax and transfer pricing professionals with specialized skills and knowledge, who assisted in:
Examining the Company’s tax positions, including the methodology for evaluating unrecognized tax benefits;
Assessing transfer pricing studies with applicable laws and regulations;
Evaluating the Company’s interpretation of tax laws and income tax consequences of intercompany transactions;
Considering applicable settlements with taxing authorities; and
Evaluating the Company’s determination of unrecognized tax benefits.



/s/ KPMG LLP


We have served as the Company's auditor since 1928.

Philadelphia, Pennsylvania
February 28, 2018

25, 2021
104
108


MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Exchange Act Rule 13a-15(f). FMC’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Internal control over financial reporting includes those written policies and procedures that:
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of FMC;
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles;
provide reasonable assurance that receipts and expenditures of FMC are being made only in accordance with authorization of management and directors of FMC; and
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the consolidated financial statements.
Internal control over financial reporting includes the controls themselves, monitoring and internal auditing practices and actions taken to correct deficiencies as identified.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
We assessed the effectiveness of our internal control over financial reporting as of December 31, 2017.2020. We based this assessment on criteria for effective internal control over financial reporting described in “Internal"Internal Control—Integrated Framework (COSO 2013)" issued by the Committee of Sponsoring Organizations of the Treadway Commission. Management’s assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of our internal control over financial reporting. We reviewed the results of our assessment with the Audit Committee of our Board of Directors.
FMC acquired DuPont’s Crop Protection Business during 2017, and we excluded from our assessment of the effectiveness of FMC’s internal control over financial reporting as of December 31, 2017, the Crop Protection Business’s internal control over financial reporting which represented 42% of FMC’s consolidated total assets (including amounts resulting from the purchase price allocation) and 7% of consolidated revenues as of and for the year ended December 31, 2017.
Based on this assessment, we determined that, as of December 31, 2017,2020, FMC has effective internal control over financial reporting.
KPMG LLP, our independent registered public accounting firm, has issued an attestation report on the effectiveness of internal control over financial reporting as of December 31, 2017,2020, which appears on the following page.



105
109


Report of Independent Registered Public Accounting Firm


TheTo the Stockholders and Board of Directors and Stockholders
FMC Corporation:


Opinion on Internal Control Over Financial Reporting
We have audited FMC Corporation and subsidiaries’ (the “Company”)Company) internal control over financial reporting as of December 31, 2017,2020, based on criteria established inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”)(PCAOB), the consolidated balance sheets of the Company as of December 31, 20172020 and 2016, and2019, the related consolidated statements of income (loss), comprehensive income (loss), changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2017,2020, and the related notes and financial statement schedule II - valuation and qualifying accounts and reserves (collectively, the consolidated financial statements), and our report dated February 28, 201825, 2021 expressed an unqualified opinion on those consolidated financial statements.
The Company acquired DuPont’s Crop Protection Business during 2017, and management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2017, the Crop Protection Business’ internal control over financial reporting which represented 42% of the Company’s total assets (including amounts resulting from the purchase price allocation) and 7% of consolidated revenue as of and for the year ended December 31, 2017. Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of the Crop Protection Business.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.



106




/s/ KPMG LLP
Philadelphia, Pennsylvania
February 28, 201825, 2021




107
110




FMC CORPORATION
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
FOR YEARS ENDED DECEMBER 31, 2017, 2016 and 2015
  Provision /(Benefit)    Provision (Benefit)
(in Millions)
Balance,
Beginning
of Year
 Charged to Costs and Expenses Charged to Other Comprehensive Income 
Net recoveries and write-offs (1)
 
Balance,
End of
Year
(in Millions)
Balance,
Beginning
of Year
Charged to Costs and ExpensesCharged to Other Comprehensive Income
Net recoveries, write-offs and other (1)
Balance,
End of
Year
December 31, 2017         
December 31, 2020December 31, 2020
Reserve for doubtful accounts (2)
$66.7
 22.1
 
 (3.0) $85.8
Reserve for doubtful accounts (2)
$87.4 4.7 (39.5)$52.6 
Deferred tax valuation allowance289.6
 (20.2) 2.6
 
 272.0
Deferred tax valuation allowance303.3 34.0 (1.7)335.6 
December 31, 2016         
December 31, 2019December 31, 2019
Reserve for doubtful accounts (2)
$43.1
 21.9
 
 1.7
 $66.7
Reserve for doubtful accounts (2)
$82.9 21.2 (16.7)$87.4 
Deferred tax valuation allowance273.2
 19.8
 (3.4) 
 289.6
Deferred tax valuation allowance261.4 42.2 (0.3)303.3 
December 31, 2015         
Reserve for doubtful accounts$37.1
 5.9
 
 0.1
 $43.1
December 31, 2018December 31, 2018
Reserve for doubtful accounts (2)(3)
Reserve for doubtful accounts (2)(3)
$85.7 71.4 (74.2)$82.9 
Deferred tax valuation allowance118.9
 153.9
 0.4
 
 273.2
Deferred tax valuation allowance272.0 (8.8)(1.8)261.4 
____________________
(1)Write-offs are net of recoveries.
(2)Includes short-term and long-term portion.

(1)Write-offs are net of recoveries.
(2)Includes short-term and long-term portion.
(3)Includes the charge and write-off of approximately $42 million associated with the stranded accounts receivables written off as part of the restructuring in India. The charge was recorded as a component of "Restructuring and other charges (income)" on the consolidated statements of income (loss).

ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.


ITEM 9A.    CONTROLS AND PROCEDURES


(a) Evaluation of disclosure controls and procedures. Based on management’s evaluation (with the participation of the Company’s Chief Executive Officer and Chief Financial Officer), the Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) are effective to provide reasonable assurance that information required to be disclosed by the Company in reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.


Management’s annual report on internal control over financial reporting. Refer to Management’s Annual Report on Internal Control Over Financial Reporting which is included in Item 8 of Part II of this Annual Report on Form 10-K and is incorporated by reference to this Item 9A.


Audit report of the independent registered public accounting firm. Refer to Report of Independent Registered Public Accounting Firm which is included in Item 8 of Part II of this Annual Report on Form 10-K and is incorporated by reference to this Item 9A.


(b) Change in Internal Controls. In connection withDuring the acquisitionfourth quarter of 2020, we completed the final phase of our ERP implementation by migrating the remaining legacy entities to the new system. As a significant portion of the DuPont Crop Protection Business, the Company entered into a transitional services agreement with DuPont for DuPontresult, we have implemented updates and changes to provide information technology services, accounting, human resource and facility services, businessour current processes and associated internal controls for a period of up to 24 months with an optional six month extension in order to allow for an orderly separationrelated control activities and transition of various functions and processes. Management has established controls to mitigatehave evaluated the risk over financial reporting and will continue to monitor and evaluate the sufficiency of the controls. The Company is currently evaluating the acquired DuPont Crop Protection Business processes, information technology systems, and other components of internal controls over financial reporting as a part of the Company's integration activities which may result in periodic control changes. Such changes will be disclosed as required by applicable SEC guidance.


108


(c) The scope of management’s assessment of theoperating effectiveness of its internal control over financial reporting included the Company’s consolidated operations except for the operations of the DuPont Crop Protection Business, which FMC acquired on November 1, 2017.  The DuPont Crop Protection Business represented 42% of the Company’s total assets (including amounts resulting from the purchase price allocation) and 7% of the consolidated revenue as of and for the year ended December 31, 2017.  The DuPont Crop Protection Business will be included within scope of management's assessment of its internal control over financial reporting in the Company's Annual Report on Form 10-K for the year ending December 31, 2018.related key controls.


ITEM 9B.    OTHER INFORMATION


None.

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109


PART III


ItemITEM 10.         DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE


Information concerning directors, appearing under the caption “III."III. Board of Directors”Directors" in our Proxy Statement to be filed with the SEC in connection with the Annual Meeting of Stockholders scheduled to be held on April 24, 201827, 2021 (the “Proxy Statement”"Proxy Statement"), information concerning executive officers, appearing under the caption “Item"Item 4A. Information about our Executive Officers of the Registrant”Officers" in Part I of this Annual Report on Form 10-K, information concerning the Audit Committee, appearing under the caption “IV."IV. Information About the Board of Directors and Corporate Governance - Committees and Independence of Directors - Audit Committee”Committee" in the Proxy Statement, and information concerning the Code of Ethics, appearing under the caption “IV."IV. Information About the Board of Directors and Corporate Governance - Corporate Governance - Code of Ethics and Business Conduct Policy” in the Proxy Statement, and information about compliance with Section 16(a) of the Securities Exchange Act of 1934 appearing under the caption “VII. Other Matters - Section 16(a) Beneficial Ownership Reporting Compliance”Policy" in the Proxy Statement, is incorporated herein by reference in response to this Item 10.


ITEM 11.    EXECUTIVE COMPENSATION
The information contained in the Proxy Statement in the section titled “VI."VI. Executive Compensation”Compensation" with respect to executive compensation, in the section titled “IV."IV. Information About the Board of Directors and Corporate Governance—Director Compensation”Compensation" and “—"—Corporate Governance—Compensation and Organization Committee Interlocks and Insider Participation”Participation" is incorporated herein by reference in response to this Item 11.


ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information contained in the section titled “V."V. Security Ownership of FMC Corporation”Corporation" in the Proxy Statement, with respect to security ownership of certain beneficial owners and management, is incorporated herein by reference in response to this Item 12.
Equity Compensation Plan Information
The table below sets forth information with respect to compensation plans under which equity securities of FMC are authorized for issuance as of December 31, 2017.2020. All of the equity compensation plans pursuant to which we are currently granting equity awards have been approved by stockholders.


 (Shares
(Shares in thousands)
Number of Securities to be issued upon exercise of outstanding options and restricted stock awards (A) (2)
Weighted-average exercise price of outstanding options awards (B) (1)
Number of Securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (A)) (C)
Equity Compensation Plans approved by stockholders2,003 $70.44 3,200 
____________________
(1)Taking into account all outstanding awards included in thousands, except per share data)this table, the weighted-average exercise price of such stock options is $70.44 and the weighted-average term-to-expiration is 7.0 years.
(2)Includes 1,235 thousand stock options and 500 thousand restricted stock awards granted to employees and 268 thousand restricted stock units held by directors.

Plan Category 
Number of Securities to be issued upon exercise of outstanding options and restricted stock awards (A) (2)
 
Weighted-average exercise price of outstanding options awards (B) (1)
 Number of Securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (A)) (C)
Equity Compensation Plans approved by stockholders 3,412
 $48.37
 5,123
(1)Taking into account all outstanding awards included in this table, the weighted-average exercise price of such stock options is $48.37 and the weighted-average term-to-expiration is 6.3 years.
(2)Includes 2,435 thousand stock options and 749 thousand restricted stock awards granted to employees and 228 thousand Restricted Stock Units held by directors.

ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information contained in the Proxy Statement concerning our independent directors and related party transactions under the caption “IV."IV. Information About the Board of Directors and Corporate Governance- Governance—Committees and Independence of Directors," and the information contained in the Proxy Statement concerning our related party transactions policy, appearing under the caption “IV."IV. Information About the Board of Directors and Corporate Governance—Corporate Governance—Related Party Transactions Policy," is incorporated herein by reference in response to this Item 13.


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ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES
ITEM 14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information contained in the Proxy Statement in the section titled “II."II. The Proposals to be Voted On—Ratification of Appointment of Independent Registered Public Accounting Firm”Firm" is incorporated herein by reference in response to this Item 14.


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PART IV


ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)Documents filed with this Report
ITEM 15.    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)Documents filed with this Report
1. Consolidated financial statements of FMC Corporation and its subsidiaries are incorporated under Item 8 of this Form 10-K.
2. The following supplementary financial information is filed in this Form 10-K:
Page
Financial Statements Schedule II – Valuation and qualifying accounts and reserves for the years ended December 31, 2017, 20162020, 2019, and 20152018
The schedules not included herein are omitted because they are not applicable or the required information is presented in the financial statements or related notes.
3. Exhibits: See attached IndexExhibits – The following exhibits are filed as a part of, or incorporated by reference into, this Form 10-K:

(a)Exhibits
(b)Exhibits
Exhibit No.Exhibit Description
(2(2))Plan of acquisition, reorganization, arrangement, liquidation or succession
*2.1a
*2.1b
*2.1c
2.1b
(3(3))Articles of Incorporation and By-Laws
*3.1
*3.2
(4(4))
Instruments defining the rights of security holders, including indentures. FMC Corporation undertakes to furnish to the SEC upon request, a copy of any instrument defining the rights of holders of long-term debt of FMC Corporation and its consolidated subsidiaries and for any of its unconsolidated subsidiaries for which financial statements are required to be filed.
*4.1
*4.2
*4.3
*4.4
(10)Material contracts

111


*10.1
4.5
Credit Agreement,Fourth Supplemental Indenture, dated as of August 5, 2011, among FMC CorporationSeptember 20, 2019, by and certain Foreign Subsidiaries,between the Lenders and Issuing Banks Parties Thereto, Citibank, N.A., as Administrative Agent, Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Joint Lead Arrangers, Bank of America, N.A., as Syndication Agent, DNB NOR Bank ASA, The Bank of Tokyo-Mitsubishi UFJ, Ltd., and Sumitomo Mitsui Banking Corp., as Co-Documentation Agents, and DNB NOR Bank ASA, The Bank of Tokyo-Mitsubishi UFJ, Ltd., Sumitomo Mitsui Banking Corp., BNP Paribas, HSBC Bank USA, National Association,Company and U.S. Bank National Association, as Co-Senior Managing Agentstrustee (including the forms of the Notes attached as Exhibit A, Exhibit B and Exhibit C thereto) (Exhibit 10.14.2 to the Current Report on Form 8-K filed on August 8, 2011)September 23, 2019)
*10.1a
4.6
*10.1b(10)
Material contracts
*10.1c
10.1a
*10.1d
*10.1e
*10.1f
*10.1g
113

*10.1b
*10.1h
10.1c
*10.2
10.1d
*10.1e
*10.3
10.2
†*10.3.a
10.2.a
†*10.3.b
10.2.b
†*10.4
10.3
†*10.5
10.4
†*10.6
10.5
†*10.7
10.5a
†*10.5b
†*10.6

112


†* 10.7.a
10.6a
†* 10.7.b
10.6b
†*10.7.c
10.6c
†*10.7.d
10.6d
†*10.7.e
10.6e
†*10.7.f
10.6f
114

†*10.7.g
10.6g
10.8
*10.7
†*10.8a
10.7a
†*10.8b
10.7b
†*10.8c
10.7c
*10.8d
10.7d
†*10.9
10.7e
†*10.7f
†*10.8
†*10.10
10.9
*10.11
10.10
*10.11
*10.12
*10.13
*10.14
*10.15
†10.16
*10.17
†10.18
*10.13
10.19

*10.14
10.20

*10.14.a
*10.14.b

113


*10.14.c21 
*10.14.d
*10.15
†*10.16
†*10.16.a
†*10.17
10.18
12
21
23.1
31.1
31.2
115

* Incorporated by reference
† Management contract or compensatory plan or arrangement



114


ITEM 16.FORM 10-K SUMMARY
ITEM 16.    FORM 10-K SUMMARY
Optional disclosure, not included in this Report.



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116


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FMC CORPORATION
(Registrant)
By:
/S/ PAUL W. GRAVES
ANDREW D. SANDIFER
Paul W. GravesAndrew D. Sandifer
Executive Vice President and Chief Financial Officer
Date: February 28, 201825, 2021
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
SignatureTitleDate
/S/    PAUL W. GRAVESANDREW D. SANDIFER
Paul W. GravesAndrew D. Sandifer
Executive Vice President and
Chief Financial Officer
February 28, 201825, 2021
/S/    NICHOLAS L. PFEIFFER     
Nicholas L. Pfeiffer
Vice President, Corporate Controller and
Chief Accounting Officer,
and Corporate Controller
February 28, 201825, 2021
/S/    PIERRE R. BRONDEAU        
Pierre R. Brondeau
Executive ChairmanFebruary 25, 2021
/S/    MARK A. DOUGLAS        
Mark A. Douglas
President, Chief Executive
Officer, and Chairman of the Board
Director
February 28, 201825, 2021
/S/    G. PETER D’ALOIA        
G. Peter D’Aloia
DirectorFebruary 28, 2018
/S/ EDUARDO E. CORDEIRO
Eduardo E. Cordeiro
DirectorFebruary 28, 201825, 2021
/S/    CAROL ANTHONY ("JOHN") DAVIDSON     
Carol Anthony ("John") Davidson
DirectorFebruary 25, 2021
/S/    C. SCOTT GREER        
C. Scott Greer
DirectorFebruary 28, 201825, 2021
/S/K'LYNNE JOHNSON
K'Lynne Johnson
DirectorFebruary 25, 2021
/S/    DIRK A. KEMPTHORNE        
Dirk A. Kempthorne
DirectorFebruary 28, 201825, 2021
/S/    PAUL J. NORRIS        
Paul J. Norris
DirectorFebruary 28, 201825, 2021
/S/    MARGARETHØVRUM
Margareth Øvrum
DirectorFebruary 25, 2021
/S/    ROBERT C. PALLASH        
Robert C. Pallash
DirectorFebruary 28, 201825, 2021
/S/    VINCENT R. VOLPE, JR.        
Vincent R. Volpe, Jr.
DirectorFebruary 28, 2018
/S/WILLIAM H. POWELL
William H. Powell
DirectorFebruary 28, 2018
/S/    MARGARETH OEVRUM 
Margareth Oevrum
DirectorFebruary 28, 2018
/S/K'LYNNE JOHNSON
K'Lynne Johnson
DirectorFebruary 28, 201825, 2021



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117