Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2016shares | |
Document and Entity Information | |
Entity Registrant Name | UNION CARBIDE CORP /NEW/ |
Entity Central Index Key | 100,790 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Non-accelerated Filer |
Document Type | 10-Q |
Document Period End Date | Sep. 30, 2016 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q3 |
Amendment Flag | false |
Entity Common Stock, Shares Outstanding | 935.51 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net trade sales | $ 27 | $ 18 | $ 77 | $ 61 |
Net sales to related companies | 1,221 | 1,442 | 3,644 | 4,466 |
Total Net Sales | 1,248 | 1,460 | 3,721 | 4,527 |
Cost of sales | 957 | 1,094 | 2,726 | 3,598 |
Research and development expenses | 5 | 5 | 14 | 15 |
Selling, general and administrative expenses | 1 | 2 | 5 | 6 |
Restructuring Charges | 0 | 0 | 2 | 18 |
Equity in earnings of nonconsolidated affiliate | 0 | 1 | 3 | 3 |
Sundry income (expense) - net | (14) | (17) | 10 | (28) |
Interest income | 4 | 3 | 10 | 6 |
Interest expense and amortization of debt discount | 7 | 7 | 18 | 21 |
Income Before Income Taxes | 268 | 339 | 979 | 850 |
Provision for income taxes | 82 | 91 | 380 | 262 |
Net Income Attributable to Union Carbide Corporation | 186 | 248 | 599 | 588 |
Depreciation | 39 | 40 | 120 | 118 |
Capital Expenditures | $ 55 | $ 71 | $ 173 | $ 185 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net Income Attributable to Union Carbide Corporation | $ 186 | $ 248 | $ 599 | $ 588 |
Other Comprehensive Income, Net of Tax | ||||
Adjustments to pension and other postretirement benefit plans | 11 | 14 | 32 | 38 |
Comprehensive Income Attributable to Union Carbide Corporation | $ 197 | $ 262 | $ 631 | $ 626 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 24 | $ 23 |
Accounts receivable: | ||
Trade (net of allowance for doubtful receivables 2016: $-; 2015: $-) | 15 | 13 |
Related companies | 928 | 1,090 |
Other | 33 | 36 |
Income taxes receivable | 58 | 32 |
Notes receivable from related companies | 1,540 | 1,296 |
Inventories | 327 | 303 |
Other current assets | 22 | 39 |
Total current assets | 2,947 | 2,832 |
Investments | ||
Investments in related companies | 639 | 639 |
Investments in nonconsolidated affiliate | 16 | 13 |
Other investments | 29 | 33 |
Noncurrent receivables | 44 | 44 |
Noncurrent receivables from related companies | 56 | 62 |
Total investments | 784 | 791 |
Property | ||
Property | 7,117 | 7,036 |
Less accumulated depreciation | 5,770 | 5,735 |
Net property | 1,347 | 1,301 |
Other Assets | ||
Intangible assets (net of accumulated amortization 2016: $77; 2015: $74) | 24 | 22 |
Deferred income tax assets - noncurrent | 865 | 577 |
Asbestos-related insurance receivables - noncurrent | 36 | 51 |
Deferred charges and other assets | 32 | 32 |
Total other assets | 957 | 682 |
Total Assets | 6,035 | 5,606 |
Current Liabilities | ||
Notes payable - related companies | 31 | 25 |
Long-term debt due within one year | 1 | 1 |
Accounts payable: | ||
Trade | 197 | 220 |
Related companies | 584 | 476 |
Other | 14 | 18 |
Income taxes payable | 21 | 92 |
Asbestos-related liabilities - current | 66 | 65 |
Accrued and other current liabilities | 179 | 177 |
Total current liabilities | 1,093 | 1,074 |
Long-Term Debt | 476 | 476 |
Other Noncurrent Liabilities | ||
Pension and other postretirement benefits - noncurrent | 973 | 1,076 |
Asbestos-related liabilities - noncurrent | 348 | 387 |
Other noncurrent obligations | 667 | 292 |
Total other noncurrent liabilities | 1,988 | 1,755 |
Stockholder's Equity | ||
Common stock (authorized: 1,000 shares of $0.01 par value each; issued: 935.51 shares) | 0 | 0 |
Additional paid-in capital | 138 | 138 |
Retained earnings | 3,536 | 3,391 |
Accumulated other comprehensive loss | (1,196) | (1,228) |
Union Carbide Corporation's stockholder's equity | 2,478 | 2,301 |
Total Liabilities and Equity | $ 6,035 | $ 5,606 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Allowance for doubtful accounts | $ 0 | $ 0 |
Accumulated Amortization | $ 77 | $ 74 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 935.51 | 935.51 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Operating Activities | ||
Net Income Attributable to Union Carbide Corporation | $ 599 | $ 588 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 138 | 137 |
Provision (credit) for deferred income tax | (306) | 32 |
Earnings of nonconsolidated affiliate in excess of dividends received | (2) | (1) |
Net (gain)/loss on sales of property | 50 | (3) |
Net gain on ownership transfer of property | 0 | (23) |
Restructuring Charges | 2 | 18 |
Pension contributions | (52) | (1) |
Other, net | (1) | 2 |
Changes in assets and liabilities: | ||
Accounts and notes receivable | (3) | 20 |
Related company receivables | (82) | 32 |
Inventories | (24) | 18 |
Accounts payable | (25) | (10) |
Related company payables | 114 | (414) |
Other assets and liabilities | 254 | (32) |
Cash provided by operating activities | 562 | 369 |
Investing Activities | ||
Capital expenditures | (173) | (185) |
Change in noncurrent receivable from related company | 7 | 33 |
Proceeds from sales of property | 58 | 0 |
Post-closing payments on sale of property | 0 | (1) |
Cash acquired in ownership transfer of property | 0 | 5 |
Proceeds from sales of investments | 3 | 0 |
Cash used in investing activities | (105) | (148) |
Financing Activities | ||
Proceeds from Notes Payable | 0 | 1 |
Dividends paid to stockholder | (455) | (220) |
Payments of Long-term Debt | 1 | 1 |
Cash used in financing activities | (456) | (220) |
Summary | ||
Increase in cash and cash equivalents | 1 | 1 |
Cash and cash equivalents at beginning of year | 23 | 23 |
Cash and cash equivalents at end of period | $ 24 | $ 24 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Millions | Total | Union Carbide Corporation's Stockholder's Equity [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive (Loss), Net of Tax [Member] |
Stock Repurchased and Retired During Period, Value | $ 174 | |||||
Balance at beginning of year at Dec. 31, 2014 | $ 0 | $ 312 | $ 3,740 | $ (1,243) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net Income Attributable to Union Carbide Corporation | 588 | 588 | ||||
Dividends declared | (220) | |||||
Stockholders' Equity, Other | 14 | |||||
Other Comprehensive Income (Loss), Net of Tax | 38 | |||||
Balance at end of period at Sep. 30, 2015 | 0 | 138 | 4,122 | (1,205) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ 3,055 | |||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 2,301 | |||||
Stock Repurchased and Retired During Period, Value | 0 | |||||
Balance at beginning of year at Dec. 31, 2015 | 0 | 138 | 3,391 | (1,228) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net Income Attributable to Union Carbide Corporation | 599 | 599 | ||||
Dividends declared | (455) | |||||
Stockholders' Equity, Other | 1 | |||||
Other Comprehensive Income (Loss), Net of Tax | 32 | |||||
Balance at end of period at Sep. 30, 2016 | $ 0 | $ 138 | $ 3,536 | $ (1,196) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ 2,478 | $ 2,478 |
CONSOLIDATED FINANCIAL STATEMEN
CONSOLIDATED FINANCIAL STATEMENTS | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONSOLIDATED FINANCIAL STATEMENTS | CONSOLIDATED FINANCIAL STATEMENTS The unaudited interim consolidated financial statements of Union Carbide Corporation and its subsidiaries (the “Corporation” or “UCC”) were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect all adjustments (including normal recurring accruals) which, in the opinion of management, are considered necessary for the fair presentation of the results for the periods presented. The Corporation is a wholly owned subsidiary of The Dow Chemical Company (“Dow”). In accordance with the accounting guidance for earnings per share, the presentation of earnings per share is not required in financial statements of wholly owned subsidiaries. The Corporation’s business activities comprise components of Dow’s global operations rather than stand-alone operations. Dow conducts its worldwide operations through global businesses. Because there are no separable reportable business segments for UCC under the accounting guidance related to segment reporting and no detailed business information is provided to a chief operating decision maker regarding the Corporation’s stand-alone operations, the Corporation’s results are reported as a single operating segment. Intercompany transactions and balances are eliminated in consolidation. Transactions with the Corporation’s parent company, Dow, and other Dow subsidiaries have been reflected as related company transactions in the consolidated financial statements. See Note 9 for further discussion. These statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2015 . In the first quarter of 2016, the Corporation early adopted Accounting Standards Update ("ASU") 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes," which requires that all deferred tax assets and liabilities be classified as noncurrent. The Corporation elected to apply the new guidance on a retrospective basis, and as a result, changes have been made to the presentation of deferred income tax assets in the consolidated balance sheets at December 31, 2015, with the reclassification of $64 million of current deferred income tax assets from "Other current assets" to "Deferred income tax assets." |
RECENT ACCOUNTING GUIDANCE
RECENT ACCOUNTING GUIDANCE | 9 Months Ended |
Sep. 30, 2016 | |
Recent Accounting Guidance [Abstract] | |
RECENT ACCOUNTING GUIDANCE | RECENT ACCOUNTING GUIDANCE Recently Adopted Accounting Guidance In the first quarter of 2016, the Corporation early adopted ASU 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes," which simplifies the presentation of deferred income taxes by requiring that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. This ASU is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods, and may be applied either prospectively or retrospectively. The change is reflected in "Other current assets" and "Deferred income tax assets" in the consolidated balance sheets on a retrospective basis and did not have a material impact on the consolidated financial statements. See Note 1 for additional information. Accounting Guidance Issued But Not Yet Adopted as of September 30, 2016 In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)," which is the new comprehensive revenue recognition standard that will supersede all existing revenue recognition guidance under U.S. GAAP. The standard's core principle is that a company will recognize revenue when it transfers promised goods or services to a customer in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2015-14, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date," which was issued in August 2015, revised the effective date for this ASU to annual and interim periods beginning on or after December 15, 2017, with early adoption permitted, but not earlier than the original effective date of annual and interim periods beginning on or after December 15, 2016, for public entities. Entities will have the option of using either a full retrospective approach or a modified approach to adopt the guidance in ASU 2014-09. The Corporation is currently evaluating the impact of adopting this guidance. In May 2014, the FASB and International Accounting Standards Board formed The Joint Transition Resource Group for Revenue Recognition ("TRG"), consisting of financial statement preparers, auditors and users, to seek feedback on potential issues related to the implementation of the new revenue standard. As a result of feedback from the TRG, the FASB has issued additional guidance to provide clarification, implementation guidance and practical expedients to address some of the challenges of implementation. In March 2016, the FASB issued ASU 2016-08, "Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)," which is an amendment on assessing whether an entity is a principal or an agent in a revenue transaction. This amendment addresses issues to clarify the principal versus agent assessment and lead to more consistent application. In April 2016, the FASB issued ASU 2016-10, "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing," which contains amendments to the new revenue recognition standard on identifying performance obligations and accounting for licenses of intellectual property. The amendments related to identifying performance obligations clarify when a promised good or service is separately identifiable and allows entities to disregard items that are immaterial in the context of a contract. The licensing implementation amendments clarify how an entity should evaluate the nature of its promise in granting a license of intellectual property, which will determine whether revenue is recognized over time or at a point in time. In May 2016, the FASB issued ASU 2016-12, "Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients," which provides clarity and implementation guidance on assessing collectibility, presentation of sales taxes, noncash consideration, and completed contracts and contract modifications at transition. The new standards have the same effective date and transition requirements as ASU 2014-09. The Corporation is currently evaluating the impact of adopting this guidance. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory," which applies to inventory that is measured using first-in, first-out ("FIFO") or average cost. Under the updated guidance, an entity should measure inventory that is within scope at the lower of cost and net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory that is measured using last-in, first-out ("LIFO"). This ASU is effective for annual and interim periods beginning after December 15, 2016, and should be applied prospectively with early adoption permitted at the beginning of an interim or annual reporting period. The adoption of this guidance is not expected to have a material impact on the consolidated financial statements. In January 2016, the FASB issued ASU 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 affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, the ASU clarifies guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The new standard is effective for fiscal years and interim periods beginning after December 15, 2017, 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. The Corporation is currently evaluating the impact of adopting this guidance. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)," which requires organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. The new guidance requires that a lessee recognize assets and liabilities for leases with lease terms of more than twelve months and recognition, presentation and measurement in the financial statements will depend on its classification as a finance or operating lease. In addition, the new guidance will require disclosures to help investors and other financial statement users better understand the amount, timing and uncertainty of cash flows arising from leases. Lessor accounting remains largely unchanged from current U.S. GAAP but does contain some targeted improvements to align with the new revenue recognition guidance issued in 2014. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, using a modified retrospective approach, and early adoption is permitted. The Corporation is currently evaluating the impact of adopting this guidance. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," which addresses diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows with respect to eight specific cash flow issues. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The amendments should be applied using a retrospective transition method to each period presented, if practicable. Early adoption is permitted, including adoption in an interim period, and any adjustments should be reflected as of the beginning of the fiscal year that includes the interim period. All amendments must be adopted in the same period. The Corporation is currently evaluating the impact of adopting this guidance. In October 2016, the FASB issued ASU 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory," which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017, and should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings at the beginning period of adoption. Early adoption is permitted in the first interim period of an annual reporting period for which financial statements have not been issued. The Corporation is currently evaluating the impact of adopting this guidance. |
RESTRUCTURING (Notes)
RESTRUCTURING (Notes) | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Impairment, and Other Activities Disclosure [Text Block] | RESTRUCTURING 2016 Restructuring On June 27, 2016, the Corporation approved actions to further improve cost effectiveness with additional workforce reductions. As a result of these actions, the Corporation recorded a pretax restructuring charge in the second quarter of 2016 consisting of severance charges of $1 million for the separation of approximately 5 positions. The impact of these charges is shown as "Restructuring charges" in the consolidated statements of income. The employee separations are expected to be completed during the next two years. At September 30, 2016 , a liability of $1 million for the separation of approximately 3 employees remains. 2015 Restructuring On April 29, 2015, the Corporation approved actions to improve the cost effectiveness of the Corporation's global operations and further streamline the organization. These actions affected approximately 16 positions and resulted in the shutdown of a manufacturing facility that produces water soluble polymers in Institute, West Virginia, in the fourth quarter of 2015. As a result of these actions, the Corporation recorded pretax restructuring charges of $18 million in the second quarter of 2015 consisting of costs associated with exit or disposal activities of $2 million , severance costs of $2 million and asset write-downs and write-offs of $14 million . In the fourth quarter of 2015, the Corporation recorded an additional charge of $1 million related to the separation of an additional 8 positions. At December 31, 2015, severance of $1 million had been paid, leaving a liability of $2 million for approximately 15 employees. During the second quarter of 2016, the Corporation recorded an unfavorable adjustment to the 2015 restructuring charge related to additional accruals for exit and disposal activities of $1 million , included in "Restructuring charges" in the consolidated statements of income. In the first nine months of 2016, severance of $2 million was paid, substantially completing the 2015 restructuring activities, with remaining liabilities for contract cancellation fees to be settled over time. The Corporation expects to incur additional costs in the future related to restructuring activities, as UCC continually looks for ways to enhance the efficiency and cost effectiveness of its operations. Future costs are expected to include demolition costs related to the closed facilities; these will be recognized as incurred. The Corporation also expects to incur additional employeerelated costs, including involuntary termination benefits, related to its other optimization activities. These costs cannot be reasonably estimated at this time. |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES The following table provides a breakdown of inventories: Inventories In millions Sep 30, Dec 31, Finished goods $ 212 $ 191 Work in process 43 33 Raw materials 50 42 Supplies 90 86 Total FIFO inventories $ 395 $ 352 Adjustment of inventories to a LIFO basis (68 ) (49 ) Total inventories $ 327 $ 303 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2016 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
INTANGIBLE ASSETS DISCLOSURE | INTANGIBLE ASSETS The following table provides information regarding the Corporation’s intangible assets: Intangible Assets At September 30, 2016 At December 31, 2015 In millions Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Intangible assets with finite lives: Licenses and intellectual property $ 33 $ (33 ) $ — $ 33 $ (33 ) $ — Software 68 (44 ) 24 63 (41 ) 22 Total intangible assets $ 101 $ (77 ) $ 24 $ 96 $ (74 ) $ 22 Total estimated amortization expense for 2016 and the five succeeding fiscal years is as follows: Estimated Amortization Expense In millions 2016 $ 4 2017 $ 4 2018 $ 5 2019 $ 5 2020 $ 4 2021 $ 2 |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2016 | |
Financial Instruments [Abstract] | |
Financial Instruments Disclosure [Text Block] | FINANCIAL INSTRUMENTS Investments The Corporation's investments in marketable securities include debt securities which are classified as available-for-sale. At September 30, 2016 , the Corporation held $2 million in debt securities ( $4 million at December 31, 2015 ), which had contractual maturities of less than 1 year . These securities are recorded at fair value, which approximates cost, and are included in “Other investments” in the consolidated balance sheets and classified as Level 2 measurements. There were $2 million in proceeds from the maturity of marketable securities and $1 million in proceeds from the sale of other investments for the nine -month period ended September 30, 2016 ( no proceeds for the nine -month period ended September 30, 2015 ). For securities frequently traded in less active markets, fair value is based on the closing price at the end of the period; where the security is less frequently traded, fair value is based on the price a dealer would pay for the security or similar securities, adjusted for any terms specific to that asset or liability, or by using observable market data points of similar, more liquid securities to imply the price. Market inputs are obtained from well-established and recognized vendors of market data and subjected to tolerance/quality checks. Long-Term Debt The Corporation had long-term debt of $477 million in the consolidated balance sheets at September 30, 2016 ( $477 million at December 31, 2015 ). At September 30, 2016 , the fair value of this long-term debt was $605 million ( $573 million at December 31, 2015 ) and is classified as a Level 2 measurement. Fair value is determined in a manner similar to the methods described above for investments. For all other financial instruments, cost approximates fair value. |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES DISCLOSURE | COMMITMENTS AND CONTINGENT LIABILITIES Environmental Matters Accruals for environmental matters are recorded when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated, based on current law and existing technologies. At September 30, 2016 , the Corporation had accrued obligations of $103 million for probable environmental remediation and restoration costs, including $19 million for the remediation of Superfund sites. These obligations are included in "Accrued and other current liabilities" and "Other noncurrent obligations" in the consolidated balance sheets. This is management’s best estimate of the costs for remediation and restoration with respect to environmental matters for which the Corporation has accrued liabilities, although it is reasonably possible that the ultimate cost with respect to these particular matters could range up to approximately three times that amount. Consequently, it is reasonably possible that environmental remediation and restoration costs in excess of amounts accrued could have a material impact on the Corporation's results of operations, financial condition and cash flows. It is the opinion of the Corporation’s management that the possibility is remote that costs in excess of the range disclosed will have a material impact on the Corporation’s results of operations, financial condition and cash flows. Inherent uncertainties exist in these estimates primarily due to unknown environmental conditions, changing governmental regulations and legal standards regarding liability, and emerging remediation technologies for handling site remediation and restoration. At December 31, 2015 , the Corporation had accrued obligations of $115 million for probable environmental remediation and restoration costs, including $21 million for the remediation of Superfund sites. Litigation The Corporation is involved in a number of legal proceedings and claims with both private and governmental parties. These cover a wide range of matters, including, but not limited to: product liability; trade regulation; governmental regulatory proceedings; health, safety and environmental matters; employment; patents; contracts; taxes; and commercial disputes. Asbestos-Related Matters Separately, the Corporation is and has been involved in a large number of asbestos-related suits filed primarily in state courts during the past four decades. These suits principally allege personal injury resulting from exposure to asbestos-containing products and frequently seek both actual and punitive damages. The alleged claims primarily relate to products that UCC sold in the past, alleged exposure to asbestos-containing products located on UCC’s premises and UCC’s responsibility for asbestos suits filed against a former UCC subsidiary, Amchem Products, Inc. (“Amchem”). In many cases, plaintiffs are unable to demonstrate that they have suffered any compensable loss as a result of such exposure, or that injuries incurred in fact resulted from exposure to the Corporation’s products. The Corporation expects more asbestos-related suits to be filed against UCC and Amchem in the future, and will aggressively defend or reasonably resolve, as appropriate, both pending and future claims. Based on a study completed in January 2003 by Analysis, Research & Planning Corporation (now known as Ankura Consulting Group, LLC ("Ankura") as a result of the March 2016 merger of Analysis, Research & Planning Corporation and Ankura), the Corporation increased its December 31, 2002 asbestos-related liability for pending and future claims for the 15-year period ending in 2017 to $2.2 billion , excluding future defense and processing costs. Since then, the Corporation has compared current asbestos claim and resolution activity to the results of the most recent Ankura study at each balance sheet date to determine whether the accrual continues to be appropriate. In addition, the Corporation has requested Ankura to review the Corporation’s historical asbestos claim and resolution activity each year since 2004 to determine the appropriateness of updating the most recent Ankura study. In October 2015, the Corporation requested Ankura to review its historical asbestos claim and resolution activity and determine the appropriateness of updating its December 2014 study. In response to that request, Ankura reviewed and analyzed data through September 30, 2015. In December 2015, Ankura stated that an update of its study would not provide a more likely estimate of future events than the estimate reflected in the December 2014 study and, therefore, the estimate in that study remained applicable. Based on the Corporation's own review of the asbestos claim and resolution activity and Ankura's response, the Corporation determined that no change to the accrual was required. The Corporation's asbestos-related liability for pending and future claims was $437 million at December 31, 2015, and approximately 21 percent of the recorded liability related to pending claims and approximately 79 percent related to future claims. Based on the Corporation’s review of 2016 activity, it was determined that no adjustment to the accrual was required at September 30, 2016 . The Corporation’s asbestos-related liability for pending and future claims was $398 million at September 30, 2016 . Approximately 22 percent of the recorded liability related to pending claims and approximately 78 percent related to future claims. The Corporation has receivables for insurance recoveries related to its asbestos liability as well as receivables for defense and resolution costs submitted to insurance carriers that have settlement agreements in place regarding their asbestos-related insurance coverage. The Corporation continues to believe that its recorded receivable for insurance recoveries from all insurance carriers is probable of collection. At September 30, 2016 , the Corporation's receivable for insurance recoveries related to its asbestos liability and defense and resolution costs was $41 million ( $61 million at December 31, 2015 ). The Corporation expenses defense costs as incurred. The pretax impact for defense and resolution costs, net of insurance, was $20 million for the third quarter of 2016 ( $20 million in the third quarter of 2015 ) and $55 million in the first nine months of 2016 ( $65 million in the first nine months of 2015), and reflected in “Cost of sales” in the consolidated statements of income. Summary The amounts recorded by the Corporation for the asbestos-related liability and related insurance receivable described above were based upon current, known facts. However, future events, such as the number of new claims to be filed and/or received each year, the average cost of disposing of each such claim, coverage issues among insurers and the continuing solvency of various insurance companies, as well as the numerous uncertainties surrounding asbestos litigation in the United States, could cause the actual costs and insurance recoveries for the Corporation to be higher or lower than those projected or those recorded. Because of the uncertainties described above, the Corporation's management cannot estimate the full range of the cost of resolving pending and future asbestos-related claims facing UCC and Amchem. The Corporation's management believes that it is reasonably possible that the cost of disposing of the Corporation’s asbestos-related claims, including future defense costs, could have a material impact on the Corporation's results of operations and cash flows for a particular period and on the consolidated financial position of the Corporation. While it is not possible at this time to determine with certainty the ultimate outcome of any of the legal proceedings and claims referred to in this filing, management believes that adequate provisions have been made for probable losses with respect to pending claims and proceedings, and that, except for the asbestos-related matters described above, the ultimate outcome of all known and future claims, after provisions for insurance, will not have a material adverse impact on the results of operations, cash flows and financial position of the Corporation. Should any losses be sustained in connection with any of such legal proceedings and claims in excess of provisions provided and available insurance, they will be charged to income when determinable. Purchase Commitments A summary of the Corporation's purchase commitments can be found in Note 13 to the Consolidated Financial Statements included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2015 . There have been no material changes to purchase commitments since December 31, 2015. |
PENSION PLANS AND OTHER POSTRET
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS | 9 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS | PENSION AND OTHER POSTRETIREMENT BENEFITS Net Periodic Benefit Cost for All Significant Plans Three Months Ended Nine Months Ended In millions Sep 30, Sep 30, Sep 30, Sep 30, Defined Benefit Pension Plans: Service cost $ 9 $ 11 $ 27 $ 33 Interest cost 33 41 99 123 Expected return on plan assets (54 ) (57 ) (162 ) (171 ) Amortization of net loss 19 22 57 66 Net periodic benefit cost $ 7 $ 17 $ 21 $ 51 Other Postretirement Benefits: Interest cost $ 2 $ 3 $ 6 $ 9 Amortization of net gain (2 ) (3 ) (5 ) (9 ) Net periodic benefit cost $ — $ — $ 1 $ — |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS DISCLOSURE | RELATED PARTY TRANSACTIONS The Corporation sells its products to Dow to simplify the customer interface process. Products are sold to and purchased from Dow at market-based prices in accordance with the terms of Dow’s intercompany pricing policies. After each quarter, the Corporation and Dow analyze the pricing used for the sales in that quarter and reach agreement on any necessary adjustments, at which point the prices are final. The Corporation also procures certain commodities and raw materials through a Dow subsidiary and pays a commission to that Dow subsidiary based on the volume and type of commodities and raw materials purchased. The commission expense is included in “Sundry income (expense) - net” in the consolidated statements of income. Purchases from that Dow subsidiary were $379 million in the third quarter of 2016 ( $399 million in the third quarter of 2015 ) and $1,011 million during the first nine months of 2016 ( $1,392 million during the first nine months of 2015 ). The decrease in purchase costs in the first nine months of 2016 when compared with the same period last year is due to lower feedstock and energy costs. The Corporation has a master services agreement with Dow whereby Dow provides services including, but not limited to, accounting, legal, treasury (investments, cash management, risk management, insurance), procurement, human resources, environmental, health and safety and business management for UCC. Under the master services agreement with Dow, general administrative and overhead type services that Dow routinely allocates to various businesses are charged to UCC. The master services agreement cost allocation basis is headcount and includes a 10 percent service fee. This agreement resulted in expense of $7 million in the third quarter of 2016 ( $7 million in the third quarter of 2015) and $21 million for the first nine months of 2016 ( $22 million for the first nine months of 2015 ) for general administrative and overhead type services and the 10 percent service fee, included in “Sundry income (expense) - net” in the consolidated statements of income. The remaining activity-based costs were $19 million in the third quarter of 2016 ( $18 million in the third quarter of 2015 ) and $53 million in the first nine months of 2016 ( $51 million in the first nine months of 2015), and were included in “Cost of sales” in the consolidated statements of income. Management believes the method used for determining expenses charged by Dow is reasonable. Dow provides these services by leveraging its centralized functional service centers to provide services at a cost that management believes provides an advantage to the Corporation. The monitoring and execution of risk management policies related to interest rate and foreign currency risks, which are based on Dow’s risk management philosophy, are provided as a service to UCC. As part of Dow’s cash management process, UCC is a party to revolving loans with Dow that have interest rates based on LIBOR (London Interbank Offered Rate) with varying maturities. At September 30, 2016 , the Corporation had a note receivable of $1.5 billion ( $1.3 billion at December 31, 2015 ) from Dow under a revolving loan agreement. The Corporation may draw from this note receivable in support of its daily working capital requirements and, as such, the net effect of cash inflows and outflows under this revolving loan agreement is presented in the consolidated statements of cash flows as an operating activity. The Corporation also has a separate revolving credit agreement with Dow that allows the Corporation to borrow or obtain credit enhancements up to an aggregate of $1 billion that matures December 30, 2016. Dow may demand repayment with a 30-day written notice to the Corporation, subject to certain restrictions. A related collateral agreement provides for the replacement of certain existing pledged assets, primarily equity interests in various subsidiaries and joint ventures, with cash collateral. At September 30, 2016 , $948 million ( $940 million at December 31, 2015 ) was available under the revolving credit agreement. The cash collateral is reported as “Noncurrent receivables from related companies” in the consolidated balance sheets. On a quarterly basis, the Corporation's Board of Directors reviews and approves a dividend distribution to its parent company and sole shareholder, Dow. The Board takes into consideration the level of earnings and cash flows, among other factors, in determining the amount of the dividend distribution. In the third quarter of 2016 , the Corporation declared and paid a cash dividend of $55 million to Dow; dividends to Dow totaled $455 million in the first nine months of 2016 . In the third quarter of 2015 , the Corporation did not pay a cash dividend to Dow; dividends to Dow totaled $220 million for the first nine months of 2015 . On October 5, 2015, (i) Dow completed the transfer of its U.S. Gulf Coast Chlor-Alkali and Vinyl, Global Chlorinated Organics and Global Epoxy businesses into a new company ("Splitco"), (ii) participating Dow shareholders tendered, and Dow accepted, Dow shares for Splitco shares in a public exchange offer, and (iii) Splitco merged with a wholly owned subsidiary of Olin Corporation in a tax efficient Reverse Morris Trust transaction (collectively, the “Transaction”). As part of the Transaction, Dow established a separate legal entity structure to hold the relevant assets to be carved out from the existing Dow structure. To facilitate the Transaction, all entities in Europe and Asia Pacific were aligned under one single entity, with shares owned entirely by Dow. In order to align entity ownership under Dow, entities distributed their shares to Dow through either a series of dividends or share redemptions. As a result, in September 2015, UCC redeemed 462.7096 shares of common stock of Dow International Holdings Company (“DIHC”), a cost method investment, in exchange for stock in Blue Cube International Holdings, LLC (“BCIH”). Prior to the distribution, UCC had a 19.1 percent ownership interest in DIHC with the other 80.9 percent owned by Dow and its other wholly-owned subsidiaries. After the distribution, UCC’s investment in DIHC was reduced to 15 percent and resulted in a reduction in investments in related companies of $174 million . UCC then transferred and distributed to Dow all of its membership interest in BCIH in exchange for 64.58 shares of its common stock held by Dow. Dow will continue to own 100 percent of UCC. As part of the final settlement, an adjustment was made to the shares of UCC common stock that were exchanged by Dow, bringing the final number of UCC common stock exchanged with Dow to 64.49 shares. The impact of these transactions is reflected in “Investments in related companies” and “Additional paid-in capital” in the consolidated balance sheets. |
INCOME TAXES Income Taxes (Note
INCOME TAXES Income Taxes (Notes) | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Expense (Benefit), Continuing Operations [Abstract] | |
Income Tax Disclosure [Text Block] | INCOME TAXES In the second quarter of 2016, an adjustment was made to a reserve for a tax matter regarding a historical change in the legal ownership structure of a former nonconsolidated affiliate. The adjustment arose due to recent proceedings and the Corporation’s ongoing assessment of the unrecognized tax benefits. The adjustment impacted multiple jurisdictions and resulted in an increase of $396 million to “Other noncurrent obligations” and an increase of $339 million to “Deferred income tax assets” in the consolidated balance sheets at June 30, 2016, resulting in an unfavorable impact of $57 million to “Provision for income taxes” in the consolidated statements of income in the second quarter of 2016. The following table provides a reconciliation of the Corporation's unrecognized tax benefits for the periods ended September 30, 2016 and December 31, 2015 : Total Gross Unrecognized Tax Benefits In millions Sep 30, Dec 31, Balance at January 1 $ 68 $ 1 Increases related to positions taken on items from prior years 300 67 Balance at end of period $ 368 $ 68 At September 30, 2016 , the total amount of unrecognized tax benefits which would impact the effective tax rate if recognized is $1 million ( $1 million at December 31, 2015 ). The increase in unrecognized tax benefits relates to litigation in a foreign jurisdiction that, if paid, is creditable in the United States. Interest and penalties associated with uncertain tax positions are recognized as components of “Provision for income taxes,” in the consolidated statements of income which totaled an insignificant amount for the three months ended September 30, 2016 , (insignificant for the three months ended September 30, 2015 ). During the nine months ended September 30, 2016 , the Corporation recognized a charge of $82 million for interest and penalties (insignificant for the nine months ended September 30, 2015 ). The Corporation’s accrual for interest and penalties associated with uncertain tax positions was $121 million at September 30, 2016 and $38 million at December 31, 2015. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 9 Months Ended |
Sep. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The following table provides an analysis of the changes in accumulated other comprehensive loss for the nine -month periods ended September 30, 2016 and 2015 : Accumulated Other Comprehensive Loss Nine Months Ended In millions Sep 30, 2016 Sep 30, 2015 Cumulative Translation Adjustments at beginning of year and end of period $ (61 ) $ (63 ) Pension and Other Postretirement Benefit Plans at beginning of year (1,167 ) (1,180 ) Adjustments to pension and other postretirement benefit plans (net of tax of $20, $19) (1) (2) 32 38 Balance at end of period $ (1,135 ) $ (1,142 ) Total Accumulated Other Comprehensive Loss $ (1,196 ) $ (1,205 ) (1) Included in "Net periodic benefit cost." See Note 8 for additional information. (2) Tax amounts are included in "Provision for income taxes" in the consolidated statements of income. |
Planned Merger with DuPont (Not
Planned Merger with DuPont (Notes) | 9 Months Ended |
Sep. 30, 2016 | |
PLANNED MERGER WITH DUPONT [Abstract] | |
Proposed Merger with DuPont [Text Block] | PLANNED MERGER WITH DUPONT On December 11, 2015, Dow and E. I. du Pont de Nemours and Company ("DuPont") entered into an Agreement and Plan of Merger ("Merger Agreement") to effect an all-stock, merger of equals strategic combination resulting in a newly formed corporation named DowDuPont Inc. ("DowDuPont"). Pursuant to the terms of the Merger Agreement, Dow and DuPont will each merge with wholly owned subsidiaries of DowDuPont (the "Mergers") and, as a result of the Mergers, will become subsidiaries of DowDuPont. Following the consummation of the Mergers, Dow and DuPont intend to pursue, subject to the receipt of regulatory approvals and approval by the board of directors of DowDuPont, the separation of the combined company’s agriculture business, specialty products business and material science business through one or more tax-efficient transactions. On June 9, 2016, DowDuPont's registration statement filed with the U.S. Securities and Exchange Commission on Form S-4 (File No. 333-209869), as amended, was declared effective. The registration statement was filed in connection with the proposed Mergers and includes a joint proxy statement of Dow and DuPont and a prospectus of DowDuPont. The companies also scheduled special meetings of their respective stockholders to seek adoption of the Merger Agreement and approval of related matters from such stockholders. Each company's common stockholders of record as of the close of business on June 2, 2016, were entitled to vote at the respective meeting. Dow's special meeting of stockholders was held on July 20, 2016, which resulted in a vote for adoption of the Merger Agreement and approval of related matters. Dow and DuPont remain focused on closing the transaction and continue to work constructively with regulatory agencies in all relevant jurisdictions. Given current regulatory agency status, closing would be expected to occur in the first quarter of 2017, subject to satisfaction of customary closing conditions, including receipt of all regulatory approvals. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | The following table provides a breakdown of inventories: Inventories In millions Sep 30, Dec 31, Finished goods $ 212 $ 191 Work in process 43 33 Raw materials 50 42 Supplies 90 86 Total FIFO inventories $ 395 $ 352 Adjustment of inventories to a LIFO basis (68 ) (49 ) Total inventories $ 327 $ 303 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | The following table provides information regarding the Corporation’s intangible assets: Intangible Assets At September 30, 2016 At December 31, 2015 In millions Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Intangible assets with finite lives: Licenses and intellectual property $ 33 $ (33 ) $ — $ 33 $ (33 ) $ — Software 68 (44 ) 24 63 (41 ) 22 Total intangible assets $ 101 $ (77 ) $ 24 $ 96 $ (74 ) $ 22 |
Schedule of Expected Amortization Expense [Table Text Block] | Total estimated amortization expense for 2016 and the five succeeding fiscal years is as follows: Estimated Amortization Expense In millions 2016 $ 4 2017 $ 4 2018 $ 5 2019 $ 5 2020 $ 4 2021 $ 2 |
PENSION PLANS AND OTHER POSTR22
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Net Periodic Benefit Cost for All Significant Plans | Net Periodic Benefit Cost for All Significant Plans Three Months Ended Nine Months Ended In millions Sep 30, Sep 30, Sep 30, Sep 30, Defined Benefit Pension Plans: Service cost $ 9 $ 11 $ 27 $ 33 Interest cost 33 41 99 123 Expected return on plan assets (54 ) (57 ) (162 ) (171 ) Amortization of net loss 19 22 57 66 Net periodic benefit cost $ 7 $ 17 $ 21 $ 51 Other Postretirement Benefits: Interest cost $ 2 $ 3 $ 6 $ 9 Amortization of net gain (2 ) (3 ) (5 ) (9 ) Net periodic benefit cost $ — $ — $ 1 $ — |
INCOME TAXES Income Taxes (Tabl
INCOME TAXES Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Expense (Benefit), Continuing Operations [Abstract] | |
Schedule of Total Gross Unrecognized Tax Benefits [Table Text Block] | Total Gross Unrecognized Tax Benefits In millions Sep 30, Dec 31, Balance at January 1 $ 68 $ 1 Increases related to positions taken on items from prior years 300 67 Balance at end of period $ 368 $ 68 |
ACCUMULATED OTHER COMPREHENSI24
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Nine Months Ended In millions Sep 30, 2016 Sep 30, 2015 Cumulative Translation Adjustments at beginning of year and end of period $ (61 ) $ (63 ) Pension and Other Postretirement Benefit Plans at beginning of year (1,167 ) (1,180 ) Adjustments to pension and other postretirement benefit plans (net of tax of $20, $19) (1) (2) 32 38 Balance at end of period $ (1,135 ) $ (1,142 ) Total Accumulated Other Comprehensive Loss $ (1,196 ) $ (1,205 ) (1) Included in "Net periodic benefit cost." See Note 8 for additional information. (2) Tax amounts are included in "Provision for income taxes" in the consolidated statements of income. |
CONSOLIDATED FINANCIAL STATEM25
CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2015USD ($) | |
NEW ACCOUNTING PRONOUNCEMENTS [Abstract] | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ 64 |
RESTRUCTURING RESTRUCTURING (De
RESTRUCTURING RESTRUCTURING (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2016USD ($)employees | Jun. 30, 2016USD ($)employees | Dec. 31, 2015USD ($)employees | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($)employees | Sep. 30, 2016USD ($)employees | Sep. 30, 2015USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 0 | $ 0 | $ 18 | $ 2 | $ 18 | ||
Employee Severance [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and Related Cost, Expected Number of Positions Eliminated | employees | 5 | 8 | 16 | ||||
Severance Costs | $ 1 | $ 1 | $ 2 | ||||
Payments for Restructuring | (1) | (2) | |||||
Restructuring Reserve | $ 1 | $ 2 | $ 1 | ||||
Entity Number of Employees | employees | 3 | 15 | 3 | ||||
Cost Associated with Exit and Disposal Activities [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Costs Associated with Exit and Disposal Activities | $ 1 | 2 | |||||
Impairment of Long-Lived Assets and Other Assets [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Impairment of Long-Lived Assets and Other Assets | $ 14 |
INVENTORIES (Schedule of Invent
INVENTORIES (Schedule of Inventories) (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 212 | $ 191 |
Work in process | 43 | 33 |
Raw materials | 50 | 42 |
Supplies | 90 | 86 |
Total FIFO inventories | 395 | 352 |
Adjustment of inventories to a LIFO basis | (68) | (49) |
Total inventories | $ 327 | $ 303 |
INTANGIBLE ASSETS (Schedule of
INTANGIBLE ASSETS (Schedule of Amortization Expense of Intangible Assets) (Table and Narrative) (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 101 | $ 96 |
Finite-Lived Intangible Assets, Accumulated Amortization | (77) | (74) |
Finite-Lived Intangible Assets, Net | 24 | 22 |
Licenses and intellectual property [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 33 | 33 |
Finite-Lived Intangible Assets, Accumulated Amortization | (33) | (33) |
Finite-Lived Intangible Assets, Net | 0 | 0 |
Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 68 | 63 |
Finite-Lived Intangible Assets, Accumulated Amortization | (44) | (41) |
Finite-Lived Intangible Assets, Net | $ 24 | $ 22 |
INTANGIBLE ASSETS (Schedule o29
INTANGIBLE ASSETS (Schedule of Future Amortization Expense of Intangible Assets) (Details) $ in Millions | Sep. 30, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Estimated Amortization Expense, 2016 | $ 4 |
Estimated Amortization Expense, 2017 | 4 |
Estimated Amortization Expense, 2018 | 5 |
Estimated Amortization Expense, 2019 | 5 |
Estimated Amortization Expense, 2020 | 4 |
Estimated Amortization Expense, 2021 | $ 2 |
FINANCIAL INSTRUMENTS (Investme
FINANCIAL INSTRUMENTS (Investments) (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Investment Holdings [Line Items] | |||
Available-for-sale Securities, Gross Realized Gains (Losses), Sale Proceeds | $ 2 | $ 0 | |
Debt Securities Maturity | less than 1 year | ||
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | Debt Securities [Member] | |||
Investment Holdings [Line Items] | |||
Available-for-sale Securities, Fair Value Disclosure | $ 2 | $ 4 | |
Other than Securities Investment [Member] | |||
Investment Holdings [Line Items] | |||
Available-for-sale Securities, Gross Realized Gains (Losses), Sale Proceeds | $ 1 | $ 0 |
FINANCIAL INSTRUMENTS FINANCIAL
FINANCIAL INSTRUMENTS FINANCIAL INSTRUMENTS (Long-Term Debt) (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Long-term Debt [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ (477) | $ (477) |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | Long-term Debt [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Fair Value | $ (605) | $ (573) |
COMMITMENTS AND CONTINGENT LI32
COMMITMENTS AND CONTINGENT LIABILITIES (Environmental Matters) (Narrative) (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Loss Contingencies [Line Items] | ||
Accrual for environmental loss contingencies | $ 103 | $ 115 |
Accrual For Environmental Loss Contingencies Superfund Sites [Member] | ||
Loss Contingencies [Line Items] | ||
Accrual for environmental loss contingencies | $ 19 | $ 21 |
COMMITMENTS AND CONTINGENT LI33
COMMITMENTS AND CONTINGENT LIABILITIES (Asbestos-Related Matters of Union Carbide Corporation) (Table and Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2002 | |
Loss Contingencies [Line Items] | ||||||
Liability for asbestos claims, gross | $ 398 | $ 398 | $ 437 | $ 2,200 | ||
Percentage of recorded asbestos liability related to pending claims | 22.00% | 22.00% | 21.00% | |||
Percentage of recorded asbestos liability related to future claims | 78.00% | 78.00% | 79.00% | |||
Defense and resolution costs for asbestos related claims | $ 20 | $ 20 | $ 55 | $ 65 | ||
Estimated Insurance Recoveries of Defense and Resolution Costs [Domain] | ||||||
Loss Contingencies [Line Items] | ||||||
Estimated Insurance Recoveries | $ 41 | $ 41 | $ 61 |
PENSION PLANS AND OTHER POSTR34
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Defined Benefit Pension Plans [Member] | ||||
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | ||||
Service cost | $ 9 | $ 11 | $ 27 | $ 33 |
Interest cost | 33 | 41 | 99 | 123 |
Expected return on plan assets | (54) | (57) | (162) | (171) |
Amortization of net (gain) loss | 19 | 22 | 57 | 66 |
Net periodic benefit cost | 7 | 17 | 21 | 51 |
Other Postretirement Benefits [Member] | ||||
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | ||||
Interest cost | 2 | 3 | 6 | 9 |
Amortization of net (gain) loss | (2) | (3) | (5) | (9) |
Net periodic benefit cost | $ 0 | $ 0 | $ 1 | $ 0 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 18, 2015 | |
Related Party Transaction [Line Items] | ||||||
Payments of Dividends | $ 455 | $ 220 | ||||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | $ 639 | $ 639 | 639 | |||
Treasury Stock, Shares, Constructively Retired | 64.49 | 64.58 | ||||
The Dow Chemical Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 379 | $ 399 | 1,011 | 1,392 | ||
Service Fee with Parent | 10.00% | |||||
Notes Receivable, Related Parties | $ 1,500 | $ 1,300 | 1,500 | |||
Line of Credit Facility, Maximum Borrowing Capacity | 1,000 | 1,000 | ||||
Line of Credit Facility, Remaining Borrowing Capacity | 948 | $ 940 | 948 | |||
Payments of Dividends | $ 55 | $ 0 | 455 | $ 220 | ||
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | 100.00% | |||||
Dow International Holding Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Common Stock, Related Company | 462.7096 | |||||
Ownership Interest Percentage, Related Company | 15.00% | 15.00% | 19.10% | |||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | $ 174 | $ 174 | ||||
Sundry income (expense) [Member] | The Dow Chemical Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 7 | 7 | 21 | 22 | ||
Cost of Sales [Member] | The Dow Chemical Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 19 | $ 18 | $ 53 | $ 51 | ||
The Dow Chemical Company [Member] | Dow International Holding Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership Interest Percentage, Related Company | 80.90% |
INCOME TAXES Income Taxes (Unce
INCOME TAXES Income Taxes (Uncertain Tax Position) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Reconciliation of Total Gross Unrecognized Tax Benefits [Roll Forward] | |||
Unrecognized Tax Benefits, beginning balance | $ 68 | $ 1 | |
Increases related to positions taken on items from prior years | 300 | 67 | |
Unrecognized Tax Benefits, ending balance | 368 | 68 | |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 1 | 1 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | 82 | ||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $ 121 | $ 38 | |
Provision for income taxes [Member] | |||
Reconciliation of Total Gross Unrecognized Tax Benefits [Roll Forward] | |||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ 57 | ||
Other noncurrent obligations [Member] | |||
Reconciliation of Total Gross Unrecognized Tax Benefits [Roll Forward] | |||
Increases related to positions taken on items from prior years | 396 | ||
Deferred income tax assets [Member] | |||
Reconciliation of Total Gross Unrecognized Tax Benefits [Roll Forward] | |||
Increases related to positions taken on items from prior years | $ 339 |
ACCUMULATED OTHER COMPREHENSI37
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Adjustments to pension and other postretirement benefit plans (net of tax of $20, $19) (1) (2) | $ (11) | $ (14) | $ (32) | $ (38) | |
Accumulated Other Comprehensive Income (Loss) [Member] | |||||
Balance at beginning of year | (1,228) | (1,243) | |||
Balance at end of period | (1,196) | (1,205) | (1,196) | (1,205) | |
Accumulated Translation Adjustment [Member] | |||||
Balance at end of period | (61) | (63) | (61) | (63) | |
Accumulated Defined Benefit Plans and Other Post Retirement Adjustment [Member] | |||||
Balance at beginning of year | (1,167) | (1,180) | |||
Adjustments to pension and other postretirement benefit plans (net of tax of $20, $19) (1) (2) | [1],[2] | 32 | 38 | ||
Adjustments to pension and other postretirement benefit plans, tax | [2] | 20 | 19 | ||
Balance at end of period | $ (1,135) | $ (1,142) | $ (1,135) | $ (1,142) | |
[1] | Included in "Net periodic benefit cost." See Note 8 for additional information. | ||||
[2] | Tax amounts are included in "Provision for income taxes" in the consolidated statements of income. |