DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 9 Months Ended | |
Sep. 30, 2020 | Oct. 23, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 1-33100 | |
Entity Registrant Name | Owens Corning | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 43-2109021 | |
Entity Address, Address Line One | One Owens Corning Parkway, | |
Entity Address, City or Town | Toledo, | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 43659 | |
City Area Code | 419 | |
Local Phone Number | 248-8000 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | OC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock Shares Outstanding | 108,233,247 | |
Entity Central Index Key | 0001370946 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF EARN
CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
NET SALES | $ 1,904 | $ 1,883 | $ 5,130 | $ 5,468 |
COST OF SALES | 1,427 | 1,422 | 4,004 | 4,242 |
Gross margin | 477 | 461 | 1,126 | 1,226 |
OPERATING EXPENSES | ||||
Marketing and administrative expenses | 163 | 164 | 493 | 527 |
Science and technology expenses | 20 | 21 | 59 | 65 |
Goodwill impairment charge | 0 | 0 | 944 | 0 |
Other expenses, net | 2 | 1 | 40 | 16 |
Total operating expenses | 185 | 186 | 1,536 | 608 |
OPERATING INCOME (LOSS) | 292 | 275 | (410) | 618 |
Non-operating income | (4) | (2) | (11) | (7) |
EARNINGS (LOSS) BEFORE INTEREST AND TAXES | 296 | 277 | (399) | 625 |
Interest expense, net | 35 | 33 | 98 | 101 |
EARNINGS (LOSS) BEFORE TAXES | 261 | 212 | (497) | 492 |
Income tax expense | 56 | 61 | 119 | 159 |
Equity in net earnings of affiliates | 1 | 0 | 1 | 0 |
NET EARNINGS (LOSS) | 206 | 151 | (615) | 333 |
Net earnings attributable to noncontrolling interests | 0 | 1 | 0 | 1 |
NET EARNINGS (LOSS) ATTRIBUTABLE TO OWENS CORNING | $ 206 | $ 150 | $ (615) | $ 332 |
EARNINGS (LOSS) PER COMMON SHARE ATTRIBUTABLE TO OWENS CORNING COMMON STOCKHOLDERS | ||||
Basic (in dollars per share) | $ 1.89 | $ 1.37 | $ (5.66) | $ 3.04 |
Diluted (in dollars per share) | $ 1.88 | $ 1.36 | $ (5.66) | $ 3.02 |
WEIGHTED AVERAGE COMMON SHARES | ||||
Basic (in shares) | 108,800 | 109,200 | 108,700 | 109,200 |
Diluted (in shares) | 109,500 | 110,000 | 108,700 | 110,000 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
NET EARNINGS (LOSS) | $ 206 | $ 151 | $ (615) | $ 333 |
Currency translation adjustment (net of tax of $3 and $(6) for the three months ended September 30, 2020 and 2019, respectively, and $(7) for both the nine months ended September 30, 2020 and 2019) | 37 | (57) | (32) | (36) |
Pension and other postretirement adjustment (net of tax of $0 for both the three months ended September 30, 2020 and 2019, and $0 for both the nine months ended September 30, 2020 and 2019) | (3) | (2) | 2 | (1) |
Hedging adjustment (net of tax of $(1) for both the three months ended September 30, 2020 and 2019, and $(1) and $0 for the nine months ended September 30, 2020 and 2019, respectively) | 3 | 1 | 2 | 0 |
COMPREHENSIVE EARNINGS (LOSS) | 243 | 93 | (643) | 296 |
Comprehensive earnings attributable to noncontrolling interests | 0 | 1 | 0 | 1 |
COMPREHENSIVE EARNINGS (LOSS) ATTRIBUTABLE TO OWENS CORNING | $ 243 | $ 92 | $ (643) | $ 295 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Currency translation tax | $ 3 | $ (6) | $ (7) | $ (7) |
Pension and other postretirement tax | 0 | 0 | 0 | 0 |
Hedging tax | $ (1) | $ (1) | $ (1) | $ 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 | |
CURRENT ASSETS | |||
Cash and cash equivalents | $ 647 | $ 172 | |
Receivables, less allowances of $10 at September 30, 2020 and $11 at December 31, 2019 | 1,016 | 770 | |
Inventories | 886 | 1,033 | |
Other current assets | 84 | 86 | |
Total current assets | 2,633 | 2,061 | |
Property, plant and equipment, net | 3,717 | 3,855 | |
Operating lease right-of-use assets | 160 | 203 | |
Goodwill | 976 | 1,932 | |
Intangible assets | 1,655 | 1,721 | |
Deferred income taxes | 33 | 46 | |
Other non-current assets | 224 | 188 | |
TOTAL ASSETS | 9,398 | 10,006 | |
LIABILITIES AND EQUITY | |||
Current liabilities | 1,351 | 1,329 | |
Long-term debt, net of current portion | 3,126 | 2,986 | |
Pension plan liability | 200 | 231 | |
Other employee benefits liability | 173 | 179 | |
Non-current operating lease liabilities | 106 | 138 | |
Deferred income taxes | 342 | 272 | |
Other liabilities | 208 | 200 | |
OWENS CORNING STOCKHOLDERS’ EQUITY | |||
Preferred stock, par value $0.01 per share | [1] | 0 | 0 |
Common stock, par value $0.01 per share | [2] | 1 | 1 |
Additional paid in capital | 4,064 | 4,051 | |
Accumulated earnings | 1,625 | 2,319 | |
Accumulated other comprehensive deficit | (638) | (610) | |
Cost of common stock in treasury | [3] | (1,200) | (1,130) |
Total Owens Corning stockholders’ equity | 3,852 | 4,631 | |
Noncontrolling interests | 40 | 40 | |
Total equity | 3,892 | 4,671 | |
TOTAL LIABILITIES AND EQUITY | $ 9,398 | $ 10,006 | |
[1] | 10 shares authorized; none issued or outstanding at September 30, 2020 and December 31, 2019 | ||
[2] | 400 shares authorized; 135.5 issued and 108.0 outstanding at September 30, 2020; 135.5 issued and 109.0 outstanding at December 31, 2019 | ||
[3] | shares at September 30, 2020 and 26.5 shares at December 31, 2019 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 10 | $ 11 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 400,000,000 | 400,000,000 |
Common stock, issued | 135,500,000 | 135,500,000 |
Common stock, outstanding | 108,600,000 | 109,000,000 |
Treasury stock shares | 26,900,000 | 26,500,000 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Millions, $ in Millions | Total | Common Stock Outstanding | Treasury Stock | APIC | Accumulated Earnings | AOCI | NCI | ||||
Beginning balance at Dec. 31, 2018 | $ 4,324 | $ 1 | $ (1,103) | $ 4,028 | [1] | $ 2,013 | $ (656) | [2] | $ 41 | [3] | |
Beginning balance (in shares) at Dec. 31, 2018 | 109.5 | 26 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | 44 | 44 | |||||||||
Currency translation adjustment | 10 | 11 | [2] | (1) | [3] | ||||||
Pension and other postretirement adjustment (net of tax) | (1) | (1) | [2] | ||||||||
Deferred loss on hedging transactions (net of tax) | (1) | (1) | [2] | ||||||||
Issuance of common stock under share-based payment plans, shares | 0.4 | (0.4) | |||||||||
Issuance of common stock under share-based payment plans | 0 | $ 14 | (14) | [1] | |||||||
Purchases of treasury stock (shares) | (1.3) | 1.3 | |||||||||
Purchases of treasury stock | (61) | $ (61) | |||||||||
Stock-based compensation expense | 11 | 11 | [1] | ||||||||
Dividends declared | [4] | (24) | (24) | ||||||||
Ending balance at Mar. 31, 2019 | 4,302 | $ 1 | $ (1,150) | 4,025 | [1] | 2,033 | (647) | [2] | 40 | [3] | |
Ending balance (in shares) at Mar. 31, 2019 | 108.6 | 26.9 | |||||||||
Beginning balance at Dec. 31, 2018 | 4,324 | $ 1 | $ (1,103) | 4,028 | [1] | 2,013 | (656) | [2] | 41 | [3] | |
Beginning balance (in shares) at Dec. 31, 2018 | 109.5 | 26 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | 332 | ||||||||||
Net earnings attributable to noncontrolling interests | 1 | ||||||||||
Ending balance at Sep. 30, 2019 | 4,522 | $ 1 | $ (1,140) | 4,043 | [1] | 2,272 | (693) | [2] | 39 | [3] | |
Ending balance (in shares) at Sep. 30, 2019 | 108.8 | 26.7 | |||||||||
Beginning balance at Mar. 31, 2019 | 4,302 | $ 1 | $ (1,150) | 4,025 | [1] | 2,033 | (647) | [2] | 40 | [3] | |
Beginning balance (in shares) at Mar. 31, 2019 | 108.6 | 26.9 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | 138 | 138 | |||||||||
Currency translation adjustment | 10 | 10 | [2] | 0 | [3] | ||||||
Pension and other postretirement adjustment (net of tax) | 2 | 2 | [2] | ||||||||
Issuance of common stock under share-based payment plans, shares | 0.2 | (0.2) | |||||||||
Issuance of common stock under share-based payment plans | 8 | $ 9 | (1) | [1] | |||||||
Stock-based compensation expense | 10 | 10 | [1] | ||||||||
Dividends declared | (25) | (25) | 0 | [3] | |||||||
Ending balance at Jun. 30, 2019 | 4,445 | $ 1 | $ (1,141) | 4,034 | [1] | 2,146 | (635) | [2] | 40 | [3] | |
Ending balance (in shares) at Jun. 30, 2019 | 108.8 | 26.7 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | 150 | 150 | |||||||||
Net earnings attributable to noncontrolling interests | 1 | 1 | [3] | ||||||||
Currency translation adjustment | (59) | (57) | [2] | (2) | [3] | ||||||
Pension and other postretirement adjustment (net of tax) | (2) | (2) | [2] | ||||||||
Deferred loss on hedging transactions (net of tax) | 1 | 1 | [2] | ||||||||
Issuance of common stock under share-based payment plans, shares | 0 | 0 | |||||||||
Issuance of common stock under share-based payment plans | 0 | $ 1 | (1) | [1] | |||||||
Stock-based compensation expense | 10 | 10 | [1] | ||||||||
Dividends declared | (24) | (24) | |||||||||
Ending balance at Sep. 30, 2019 | 4,522 | $ 1 | $ (1,140) | 4,043 | [1] | 2,272 | (693) | [2] | 39 | [3] | |
Ending balance (in shares) at Sep. 30, 2019 | 108.8 | 26.7 | |||||||||
Beginning balance at Dec. 31, 2019 | 4,671 | $ 1 | $ (1,130) | 4,051 | 2,319 | (610) | 40 | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 109 | 26.5 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | (917) | (917) | 0 | ||||||||
Net earnings attributable to noncontrolling interests | 1 | 1 | |||||||||
Currency translation adjustment | (124) | (122) | (2) | ||||||||
Pension and other postretirement adjustment (net of tax) | 7 | 7 | |||||||||
Deferred loss on hedging transactions (net of tax) | (1) | (1) | |||||||||
Issuance of common stock under share-based payment plans, shares | 0.4 | (0.4) | |||||||||
Issuance of common stock under share-based payment plans | 0 | $ 16 | (16) | ||||||||
Purchases of treasury stock (shares) | (1.6) | (1.6) | |||||||||
Purchases of treasury stock | (96) | $ (96) | |||||||||
Stock-based compensation expense | 11 | 11 | |||||||||
Dividends declared | [4] | (26) | (26) | ||||||||
Ending balance at Mar. 31, 2020 | 3,526 | $ 1 | $ (1,210) | 4,046 | 1,376 | (726) | 39 | ||||
Ending balance (in shares) at Mar. 31, 2020 | 107.8 | 27.7 | |||||||||
Beginning balance at Dec. 31, 2019 | 4,671 | $ 1 | $ (1,130) | 4,051 | 2,319 | (610) | 40 | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 109 | 26.5 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | (615) | ||||||||||
Net earnings attributable to noncontrolling interests | 0 | ||||||||||
Ending balance at Sep. 30, 2020 | 3,892 | $ 1 | $ (1,200) | 4,064 | 1,625 | (638) | 40 | ||||
Ending balance (in shares) at Sep. 30, 2020 | 108 | 27.5 | |||||||||
Beginning balance at Mar. 31, 2020 | 3,526 | $ 1 | $ (1,210) | 4,046 | 1,376 | (726) | 39 | ||||
Beginning balance (in shares) at Mar. 31, 2020 | 107.8 | 27.7 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | 96 | 96 | 0 | ||||||||
Net earnings attributable to noncontrolling interests | (1) | (1) | |||||||||
Currency translation adjustment | 54 | 53 | 1 | ||||||||
Pension and other postretirement adjustment (net of tax) | (2) | (2) | |||||||||
Issuance of common stock under share-based payment plans, shares | 0.2 | (0.2) | |||||||||
Issuance of common stock under share-based payment plans | 8 | $ 9 | (1) | ||||||||
Stock-based compensation expense | 9 | 9 | |||||||||
Dividends declared | (27) | (27) | |||||||||
Ending balance at Jun. 30, 2020 | 3,663 | $ 1 | $ (1,201) | 4,054 | 1,445 | (675) | 39 | ||||
Ending balance (in shares) at Jun. 30, 2020 | 108 | 27.5 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net earnings (loss) attributable to Owens Corning | 206 | 206 | 0 | ||||||||
Net earnings attributable to noncontrolling interests | 0 | ||||||||||
Currency translation adjustment | 38 | 37 | 1 | ||||||||
Pension and other postretirement adjustment (net of tax) | (3) | (3) | |||||||||
Deferred loss on hedging transactions (net of tax) | 3 | 3 | |||||||||
Issuance of common stock under share-based payment plans, shares | 0 | 0 | |||||||||
Issuance of common stock under share-based payment plans | 0 | $ 1 | (1) | ||||||||
Stock-based compensation expense | 11 | 11 | |||||||||
Dividends declared | (26) | (26) | |||||||||
Ending balance at Sep. 30, 2020 | $ 3,892 | $ 1 | $ (1,200) | $ 4,064 | $ 1,625 | $ (638) | $ 40 | ||||
Ending balance (in shares) at Sep. 30, 2020 | 108 | 27.5 | |||||||||
[1] | Additional Paid in Capital (APIC) | ||||||||||
[2] | Accumulated Other Comprehensive Earnings (Deficit) (“AOCI”) | ||||||||||
[3] | Noncontrolling Interest (“NCI”) | ||||||||||
[4] | Quarterly dividend declarations of $0.22 per share as of September 30, 2019, June 30, 2019 and March 31, 2019 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 |
Statement of Stockholders' Equity [Abstract] | ||||||
Dividends (dollars per share) | $ 0.24 | $ 0.24 | $ 0.24 | $ 0.22 | $ 0.22 | $ 0.22 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
NET CASH FLOW PROVIDED BY OPERATING ACTIVITIES | ||
NET EARNINGS (LOSS) | $ (615) | $ 333 |
Adjustments to reconcile net earnings (loss) to cash provided by operating activities: | ||
Depreciation and amortization | 352 | 337 |
Deferred income taxes | 95 | 118 |
Provision for pension and other employee benefits liabilities | (2) | 0 |
Stock-based compensation expense | 31 | 31 |
Goodwill impairment charge | 944 | 0 |
Intangible assets impairment charge | 43 | 0 |
Other adjustments to reconcile net earnings (loss) to cash provided by operating activities | (41) | 8 |
Loss on extinguishment of debt | 0 | (32) |
Changes in operating assets and liabilities | (53) | (211) |
Pension fund contribution | (20) | (34) |
Payments for other employee benefits liabilities | (10) | (13) |
Other | (7) | (5) |
Net cash flow provided by operating activities | 717 | 596 |
NET CASH FLOW USED FOR INVESTING ACTIVITIES | ||
Cash paid for property, plant, and equipment | (203) | (314) |
Purchase of Interwrap | 50 | 1 |
Derivative settlements | 49 | 28 |
Net cash flow used for investing activities | (104) | (285) |
NET CASH FLOW USED FOR FINANCING ACTIVITIES | ||
Proceeds from long-term debt | 297 | 445 |
Payments on long-term debt | 0 | 484 |
Proceeds from senior revolving credit and receivables securitization facilities | 876 | 1,701 |
Payments on senior revolving credit and receivables securitization facilities | (876) | (1,683) |
Net decrease in short-term debt | (20) | (13) |
Dividends paid | (78) | (72) |
Purchases of treasury stock | (96) | (61) |
Other | (9) | (3) |
Net cash flow used for financing activities | (106) | (370) |
Effect of exchange rate changes on cash | (32) | 16 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 475 | (43) |
Cash, cash equivalents and restricted cash at beginning of period | 179 | 85 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | 654 | 42 |
Term Loan | ||
NET CASH FLOW USED FOR FINANCING ACTIVITIES | ||
Payments on senior revolving credit and receivables securitization facilities | $ (200) | $ (200) |
GENERAL
GENERAL | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
GENERAL | GENERAL Unless the context requires otherwise, the terms “Owens Corning,” “Company,” “we” and “our” in this report refer to Owens Corning, a Delaware corporation, and its subsidiaries. The Consolidated Financial Statements included in this report are unaudited, pursuant to certain rules and regulations of the Securities and Exchange Commission, and include, in the opinion of the Company, normal recurring adjustments necessary for a fair statement of the results for the periods indicated, which, however, are not necessarily indicative of results which may be expected for the full year. The December 31, 2019 balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States ("U.S."). In connection with the Consolidated Financial Statements and Notes included in this report, reference is made to the Consolidated Financial Statements and Notes contained in the Company’s Form 10-K for the year ended December 31, 2019 (the "2019 Form 10-K"). Certain reclassifications have been made to the periods presented for 2019 to conform to the classifications used in the periods presented for 2020. Cash, Cash Equivalents and Restricted Cash On the Consolidated Statements of Cash Flows, the total of Cash, cash equivalents and restricted cash includes restricted cash of $7 million as of September 30, 2020, December 31, 2019, September 30, 2019 and December 31, 2018. Restricted cash primarily represents amounts received from a counterparty related to its performance assurance on an executory contract, which is included in Other current assets on the Consolidated Balance Sheets. These amounts are contractually required to be set aside, and the counterparty can exchange the cash for another form of performance assurance at its discretion. Accounts Receivable Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Consistent with the requirements of ASU 2016-13, "Financial Instruments - Credit Losses (Topic 236)," the allowance for doubtful accounts is based on the Company’s assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, credit quality, the age of the accounts receivable balances, and current economic conditions that may affect a customer’s ability to pay. Account balances are charged off against the allowance when the Company believes it is probable the receivable will not be recovered. Accounting Pronouncements The following table summarizes recent ASU's issued by the Financial Accounting Standards Board (FASB) that could have an impact on the Company's Consolidated Financial Statements: Standard Description Effective Date for Company Effect on the Recently adopted standards: ASU 2016-13 "Financial Instruments - Credit Losses (Topic 326)," as amended by ASU 2018-19, 2019-04, 2019-05, 2019-10, 2019-11, and 2020-02 This standard replaces the incurred loss methodology for recognizing credit losses with a current expected credit losses model and applies to all financial assets, including trade receivables. Entities will adopt the standard using a modified-retrospective approach. January 1, 2020 We adopted this standard using the modified-retrospective approach in the first quarter of 2020. The adoption of this standard did not have a material impact on our Consolidated Financial Statements. Please refer to the Accounts Receivable paragraph above in Note 1 of the Consolidated Financial Statements for additional detail on our accounting policy. ASU 2017-04 "Intangibles - Goodwill and Other (Topic 350)" This standard simplifies the test for goodwill impairment by eliminating Step 2 of the impairment test. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Entities will adopt the standard using a prospective approach. January 1, 2020 We adopted this standard using the prospective approach for our interim impairment test conducted in the first quarter of 2020. The goodwill impairment charge of $944 million recorded for the nine months ended September 30, 2020, was calculated in accordance with this standard. Please refer to Note 6 of the Consolidated Financial Statements for additional detail on this adoption. Recently issued standard: ASU 2019-12 "Income Taxes (Topic 740)" This standard simplifies accounting for income taxes including such topics as intraperiod tax allocations, franchise taxes and separate company financial statements. January 1, 2021 We are currently assessing the impact this standard will have on our Consolidated Financial Statements. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company has three reportable segments: Composites, Insulation and Roofing. Accounting policies for the segments are the same as those for the Company. The Company’s three reportable segments are defined as follows: Composites – The Company manufactures, fabricates and sells glass reinforcements in the form of fiber. Glass reinforcement materials are also used downstream by the Composites segment to manufacture and sell glass fiber products in the form of fabrics, non-wovens and other specialized products. Insulation – Within our Insulation segment, the Company manufactures and sells fiberglass insulation into residential, commercial, industrial and other markets for both thermal and acoustical applications. It also manufactures and sells glass fiber pipe insulation, flexible duct media, bonded and granulated mineral wool insulation, cellular glass insulation and foam insulation used in above- and below-grade construction applications. Roofing – Within our Roofing segment, the Company manufactures and sells residential roofing shingles, oxidized asphalt materials, roofing components used in residential and commercial construction and specialty applications, and synthetic packaging materials. NET SALES The following table summarizes our Net sales by segment and geographic region (in millions). Corporate eliminations (shown below) largely reflect intercompany sales from Composites to Roofing. External customer sales are attributed to geographic region based upon the location from which the product is sold to the external customer. Three Months Ended Nine Months Ended 2020 2019 2020 2019 Reportable Segments Composites $ 521 $ 531 $ 1,413 $ 1,579 Insulation 681 693 1,879 1,945 Roofing 761 713 1,993 2,105 Total reportable segments 1,963 1,937 5,285 5,629 Corporate eliminations (59) (54) (155) (161) NET SALES $ 1,904 $ 1,883 $ 5,130 $ 5,468 External Customer Sales by Geographic Region United States $ 1,294 $ 1,273 $ 3,482 $ 3,670 Europe 289 310 832 920 Asia-Pacific 187 169 461 492 Rest of world 134 131 355 386 NET SALES $ 1,904 $ 1,883 $ 5,130 $ 5,468 EARNINGS BEFORE INTEREST AND TAXES Earnings before interest and taxes (EBIT) by segment consist of net sales less related costs and expenses and are presented on a basis that is used internally for evaluating segment performance. Certain items, such as general corporate expenses or income and certain other expense or income items, are excluded from the internal evaluation of segment performance. Accordingly, these items are not reflected in EBIT for our reportable segments and are included within Corporate, Other and Eliminations. The following table summarizes EBIT by segment (in millions): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Reportable Segments Composites $ 55 $ 67 $ 105 $ 191 Insulation 73 84 144 141 Roofing 196 143 408 368 Total reportable segments 324 294 657 700 Restructuring (costs) / gains — — (10) 1 Gains on sale of certain precious metals 7 — 26 — Goodwill impairment charge — — (944) — Intangible assets impairment charge — — (43) — General corporate expense and other (35) (17) (85) (76) Total corporate, other and eliminations (28) (17) (1,056) (75) EBIT $ 296 $ 277 $ (399) $ 625 TOTAL ASSETS |
REVENUE
REVENUE | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE The following table shows a disaggregation of Net sales (in millions): For the three months ended September 30, 2020 Reportable Segments Composites Insulation Roofing Eliminations Consolidated Disaggregation Categories U.S. residential $ 76 $ 257 $ 691 $ (56) $ 968 U.S. commercial and industrial 136 150 43 (3) 326 Europe 131 155 3 — 289 Asia-Pacific 141 43 3 — 187 Rest of world 37 76 21 — 134 NET SALES $ 521 $ 681 $ 761 $ (59) $ 1,904 For the three months ended September 30, 2019 Reportable Segments Composites Insulation Roofing Eliminations Consolidated Disaggregation Categories U.S. residential $ 75 $ 237 $ 641 $ (53) $ 900 U.S. commercial and industrial 159 168 46 — 373 Europe 142 165 3 — 310 Asia-Pacific 120 46 4 (1) 169 Rest of world 35 77 19 — 131 NET SALES $ 531 $ 693 $ 713 $ (54) $ 1,883 For the nine months ended September 30, 2020 Reportable Segments Composites Insulation Roofing Eliminations Consolidated Disaggregation Categories U.S. residential $ 200 $ 683 $ 1,798 $ (151) $ 2,530 U.S. commercial and industrial 397 448 110 (3) 952 Europe 379 444 10 (1) 832 Asia-Pacific 346 107 8 — 461 Rest of world 91 197 67 — 355 NET SALES $ 1,413 $ 1,879 $ 1,993 $ (155) $ 5,130 For the nine months ended September 30, 2019 Reportable Segments Composites Insulation Roofing Eliminations Consolidated Disaggregation Categories U.S. residential $ 217 $ 649 $ 1,900 $ (156) $ 2,610 U.S. commercial and industrial 472 480 108 — 1060 Europe 442 469 10 (1) 920 Asia-Pacific 351 132 10 (1) 492 Rest of world 97 215 77 (3) 386 NET SALES $ 1,579 $ 1,945 $ 2,105 $ (161) $ 5,468 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consist of the following (in millions): September 30, 2020 December 31, 2019 Finished goods $ 559 $ 715 Materials and supplies 327 318 Total inventories $ 886 $ 1,033 |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | DERIVATIVE FINANCIAL INSTRUMENTS The Company is exposed to, among other risks, the impact of changes in commodity prices, foreign currency exchange rates, and interest rates in the normal course of business. The Company’s risk management program is designed to manage the exposure and volatility arising from these risks, and utilizes derivative financial instruments to offset a portion of these risks. The Company uses derivative financial instruments only to the extent necessary to hedge identified business risks, and does not enter into such transactions for trading purposes. The Company generally does not require collateral or other security with counterparties to these financial instruments and is therefore subject to credit risk in the event of nonperformance; however, the Company monitors credit risk and currently does not anticipate nonperformance by other parties. Contracts with counterparties generally contain right of offset provisions. These provisions effectively reduce the Company’s exposure to credit risk in situations where the Company has gain and loss positions outstanding with a single counterparty. It is the Company’s policy to offset on the Consolidated Balance Sheets the amounts recognized for derivative instruments with any cash collateral arising from derivative instruments executed with the same counterparty under a master netting agreement. As of September 30, 2020 and December 31, 2019, the Company did not have any amounts on deposit with any of its counterparties, nor did any of its counterparties have any amounts on deposit with the Company. Derivative Fair Values Our derivatives consist of natural gas forward swaps, cross-currency swaps, foreign exchange forward contracts and U.S. treasury rate lock agreements, all of which are over-the-counter and not traded through an exchange. The Company uses widely accepted valuation tools to determine fair value, such as discounting cash flows to calculate a present value for the derivatives. The models use Level 2 inputs, such as forward curves and other commonly quoted observable transactions and prices. The fair value of our derivatives and hedging instruments are all classified as Level 2 investments within the three-tier hierarchy. The following table presents the fair value of derivatives and hedging instruments and the respective location on the Consolidated Balance Sheets (in millions): Fair Value at Location September 30, 2020 December 31, 2019 Derivative assets designated as hedging instruments: Net investment hedges: Cross-currency swaps Other current assets $ 5 $ 12 Cross-currency swaps Other non-current assets $ 1 $ 1 Cash flow hedges: Natural gas forward swaps Other current assets $ 1 $ — Derivative liabilities designated as hedging instruments: Net investment hedges: Cross-currency swaps Other liabilities $ — $ 4 Cash flow hedges: Natural gas forward swaps Current liabilities $ 1 $ 3 Treasury interest rate lock Other liabilities $ 1 $ — Derivative assets not designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 3 $ 9 Derivative liabilities not designated as hedging instruments: Foreign exchange forward contracts Current liabilities $ 24 $ 1 Consolidated Statements of Earnings (Loss) Activity The following table presents the impact and respective location of derivative activities on the Consolidated Statements of Earnings (Loss) (in millions): Three Months Ended Nine Months Ended Location 2020 2019 2020 2019 Derivative activity designated as hedging instruments: Natural gas cash flow hedges: Amount of loss reclassified from AOCI (as defined below) into earnings (a) Cost of sales $ 1 $ 2 $ 5 $ 3 Cross-currency swap net investment hedges: Amount of gain recognized in earnings on derivative amounts excluded from effectiveness testing Interest expense, net $ (1) $ (3) $ (6) $ (9) Derivative activity not designated as hedging instruments: Foreign currency: Amount of loss/(gain) recognized in earnings (b) Other expenses, net $ 29 $ (31) $ 20 $ (45) (a) Accumulated Other Comprehensive Earnings (Deficit) ("AOCI") (b) Gains related to foreign currency derivatives were substantially offset by net revaluation impacts on foreign currency denominated balance sheet exposures, which were also recorded in Other expenses, net. Please refer to the "Other Derivatives" section below for additional detail. Consolidated Statements of Comprehensive Earnings (Loss) Activity The following table presents the impact of derivative activities on the Consolidated Statements of Comprehensive Earnings (Loss) (in millions): Amount of Loss (Gain) Recognized in Comprehensive Earnings (Loss) Three Months Ended Nine Months Ended Hedging Type Derivative Financial Instrument 2020 2019 2020 2019 Net investment hedge Cross-currency swaps $ 11 $ (27) $ (27) $ (30) Cash flow hedge Natural gas forward swaps $ (3) $ (1) $ (3) $ 1 Cash flow hedge Treasury interest rate lock $ (1) $ — $ 1 $ — Cash Flow Hedges The Company uses a combination of derivative financial instruments, which qualify as cash flow hedges, and physical contracts to manage forecasted exposure to electricity and natural gas prices. As of September 30, 2020, the notional amounts of these natural gas forward swaps was 4 million MMBtu (or MMBtu equivalent) based on U.S. and European indices. In March 2020, the Company entered into a $175 million forward U.S. Treasury rate lock agreement to manage the U.S. Treasury portion of its interest rate risk associated with the anticipated issuance of certain 10-year fixed rate senior notes before the end of 2022. The Company intends to cash settle this agreement upon a future issuance of certain senior notes thereby effectively locking in the U.S. Treasury fixed interest rate in effect at the time the agreement was initiated. The locked fixed rate of this agreement is 0.994%. The Company has designated this outstanding forward U.S. Treasury rate lock agreement, which expires on December 15, 2022, as a cash flow hedge. Net Investment Hedges The Company has translation exposure resulting from translating the financial statements of foreign subsidiaries into U.S. Dollars, which is recognized in Currency translation adjustment (a component of AOCI). The Company uses cross-currency forward contracts to hedge a portion of the net investment in foreign subsidiaries against fluctuations in foreign exchange rates. As of September 30, 2020, the notional amount of these derivative financial instruments was $218 million related to the U.S. Dollar and European Euro. In the second quarter of 2020, the Company unwound certain net investment hedge contracts, resulting in cash proceeds of $30 million. Other Derivatives The Company uses forward currency exchange contracts to manage existing exposures to foreign exchange risk related to assets and liabilities recorded on the Consolidated Balance Sheets. As of September 30, 2020, the Company had notional amounts of $711 million for non-designated derivative financial instruments related to foreign currency exposures in U.S. Dollars primarily related to Brazilian Real, Chinese Yuan, European Euro, Hong Kong Dollar, Indian Rupee, and South Korean Won. In addition, the Company had notional amounts of $137 million for non-designated derivative financial instruments related to foreign currency exposures in European Euro primarily related to the Czech Koruna, Polish Zloty, and Russian Ruble. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The Company tests goodwill and indefinite-lived intangible assets for impairment during the fourth quarter of each year, or more frequently should circumstances change or events occur that would more likely than not reduce the fair value of a reporting unit below its carrying value. First Quarter of 2020 Impairment Charge During the first quarter of 2020, the Company’s significant share price reduction during the ongoing COVID-19 pandemic was determined to be an indicator of impairment under ASC 350. As of the end of the first quarter, the COVID-19 pandemic was expected to have a negative impact on results for the remainder of 2020 and create near-term uncertainty in our markets. As of the most recent annual goodwill impairment testing date (October 1, 2019), testing indicated that the business enterprise value for the Insulation reporting unit exceeded its carrying value by approximately 10%. As described in our 2019 Form 10-K, there was uncertainty surrounding the macroeconomic factors impacting this reporting unit and a downturn in these factors or a change in the long-term revenue growth or profitability for this reporting unit could increase the likelihood of a future impairment. In the first quarter of 2020, the Company performed its ongoing assessment to consider whether events or circumstances had occurred that could more likely than not reduce the fair value of a reporting unit below its carrying value. The valuation limitation from the Company’s share price decline in the first quarter of 2020, the narrow cushion on the Insulation reporting unit and the high level of near-term macroeconomic uncertainty caused the Company to perform an interim goodwill impairment test as of March 31, 2020 over the Insulation reporting unit. After evaluating and weighing all relevant events and circumstances, and considering the substantial excess fair values for the Roofing and Composites reporting units, we concluded that it was not more likely than not that the fair values of these reporting units were less than their carrying values. Consequently, we determined that it was not necessary to perform an interim impairment test for the Roofing and Composites reporting units. Based on the results of this interim testing over the Insulation reporting unit, the Company recorded a $944 million pre-tax non-cash impairment charge in the first quarter of 2020. This charge was recorded in Goodwill impairment charge on the Consolidated Statements of Earnings (Loss), and was included in the Corporate, Other and Eliminations reporting category. Consistent with the Company’s adoption of ASU 2017-04 in the first quarter of 2020, the impairment charge was equal to the excess of the Insulation reporting unit’s carrying value over its fair value. The overall enterprise fair value of the Company was limited by the decline in our share price in the first quarter of 2020. The reduction in fair value for the Insulation reporting unit, and corresponding impairment charge, was primarily driven by an increase in the discount rate arising from higher equity risk premiums that reflect significant uncertainty surrounding the effect from the COVID-19 pandemic and a decrease in the reporting unit's forecasted near-term cash flows. As part of our quantitative testing process for goodwill of the Insulation reporting unit, we estimated fair values using a discounted cash flow analysis, a form of the income approach, from the perspective of a market participant. Significant assumptions used in the discounted cash flow approach are revenue growth rates and EBIT margins used in estimating discrete period cash flow forecasts of the reporting unit, the discount rate, and the long-term revenue growth rate and EBIT margins used in estimating the terminal business value. The terminal business value is determined by applying the long-term growth rate to the latest year for which a forecast exists. Ongoing 2020 Impairment Indicator Assessment During the second and third quarters of 2020, the Company performed its quarterly assessment to identify potential indicators of impairment for each of its reporting units. Among qualitative and quantitative factors considered, management reviewed key assumptions and information, including updated macroeconomic indicators that impact the markets we serve, financial forecast information for each reporting unit, and recent performance of the Company’s share price to perform this assessment. The Company did not identify any impairment indicators for any of its reporting units during the second or third quarter of 2020 and determined that it was not more likely than not that the carrying value of any of its reporting units exceeded their respective fair values. Consequently, we determined that it was not necessary to perform an interim impairment test for goodwill. We will continue to monitor the impacts of the COVID-19 pandemic on the Company and significant changes in other key assumptions that could result in future period impairment charges. The changes in the net carrying value of goodwill by segment are as follows (in millions): Composites Insulation Roofing Total Balance at December 31, 2019 $ 57 $ 1,479 $ 396 $ 1,932 Impairment charge — (944) — (944) Divestiture — (4) — (4) Foreign currency translation (1) (9) 2 (8) Balance at September 30, 2020 $ 56 $ 522 $ 398 $ 976 The remaining balance of goodwill for the Insulation reporting unit continues to be at risk for future impairment. There continues to be uncertainty surrounding the macroeconomic factors impacting this reporting unit, and a sustained downturn, significantly extended recovery, or a change in the long-term revenue growth or profitability for this reporting unit could increase the likelihood of an additional future impairment. Additionally, changes in market participant assumptions such as an increased discount rate or significant share price reductions could increase the likelihood of an additional future impairment. Other Intangible Assets The Company amortizes the cost of other intangible assets over their estimated useful lives which, individually, range up to 45 years. The Company's future cash flows are not materially impacted by its ability to extend or renew agreements related to its amortizable intangible assets. First Quarter of 2020 Impairment Charge In the first quarter of 2020, we performed an interim impairment test of certain indefinite-lived trademarks and trade names used by our Insulation segment, based on the macroeconomic conditions that precipitated the interim goodwill impairment test described above. Based on the results of this testing, the Company recorded pre-tax non-cash impairment charges totaling $43 million in the first quarter of 2020 related to two of the Insulation trademarks and trade names. These charges were recorded in Other expenses, net on the Consolidated Statements of Earnings (Loss), and were included in the Corporate, Other and Eliminations reporting category. Fair values used in testing for potential impairment of our trademarks are calculated using the relief-from-royalty method by applying an estimated market value royalty rate to the forecasted revenues of the businesses that utilize those assets. The assumed cash flows from this calculation are discounted at a rate based on a market participant discount rate. A pre-tax impairment charge of $34 million for a trade name used by our European building and technical insulation business was recognized in the first quarter of 2020 due to the combined effect of lower expected sales following an immaterial divestiture in the first quarter of 2020, a decrease in the forecasted near-term cash flows, and a higher discount rate associated with the economic impact and uncertainty from the COVID-19 pandemic. A pre-tax impairment charge of $9 million related to a trademark used on global cellular glass insulation products was recorded in the first quarter of 2020 due to a slightly lower sales outlook and a similarly higher discount rate associated with the economic impact and uncertainty from the COVID-19 pandemic. Ongoing 2020 Impairment Indicator Assessment During the second and third quarters of 2020, the Company performed its quarterly assessment to identify potential indicators of impairment for each of its indefinite-lived intangible assets. Among the qualitative and quantitative factors considered, management reviewed key assumptions and information, including updated macroeconomic indicators that impact the markets we serve and financial forecast information for each reporting unit. After evaluating and weighing all relevant events and circumstances, t he Company did not identify any impairment indicators for any of its indefinite-lived intangible assets during the second or third quarter of 2020 and determined that it was not more likely than not that the carrying value of any of its indefinite-lived intangible assets exceeded their respective fair values. Consequently, we determined that it was not necessary to perform an interim impairment test for any indefinite-lived intangible assets. We will continue to monitor the impacts of the COVID-19 pandemic on the Company and significant changes in key assumptions that could result in future period impairment charges. There are two indefinite-lived intangible assets that are at an increased risk of impairment, both of which are used by our Insulation segment and were partially impaired in the first quarter of 2020. A change in the estimated long-term revenue growth rate or increase in the discount rate assumption could increase the likelihood of a future impairment. These affected assets had an aggregate carrying value of $257 million as of September 30, 2020. The Other category below primarily includes emissions and quarry rights. Other intangible assets consist of the following (in millions): September 30, 2020 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Accumulated Net Trademarks $ 1,102 n/a $ 1,102 $ 1,139 n/a $ 1,139 Customer relationships 556 $ (190) 366 550 $ (167) 383 Technology 323 (167) 156 319 (152) 167 Other 34 (3) 31 67 (35) 32 Total other intangible assets $ 2,015 $ (360) $ 1,655 $ 2,075 $ (354) $ 1,721 The estimated amortization expense for intangible assets for the next five years is as follows (in millions): Period Amortization 2021 $ 49 2022 $ 46 2023 $ 44 2024 $ 40 2025 $ 39 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPTMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consist of the following (in millions): September 30, December 31, 2019 Land $ 217 $ 221 Buildings and leasehold improvements 1,217 1,186 Machinery and equipment 5,080 4,978 Construction in progress 222 310 6,736 6,695 Accumulated depreciation (3,019) (2,840) Property, plant and equipment, net $ 3,717 $ 3,855 Machinery and equipment includes certain precious metals used in our production tooling, which comprise approximately 10% of total machinery and equipment as of both September 30, 2020 and December 31, 2019. Precious metals used in our production tooling are depleted as they are consumed during the production process, which typically represents an annual expense of about 3% of the outstanding carrying value. |
WARRANTIES
WARRANTIES | 9 Months Ended |
Sep. 30, 2020 | |
Product Warranties Disclosures [Abstract] | |
WARRANTIES | WARRANTIES The Company records a liability for warranty obligations at the date the related products are sold. Adjustments are made as new information becomes available. Please refer to Note 1 of our 2019 Form 10-K for information about our separately-priced extended warranty contracts. A reconciliation of the warranty liability is as follows (in millions): Nine Months Ended September 30, 2020 2019 Beginning balance $ 64 $ 60 Amounts accrued for current year 16 17 Settlements of warranty claims (10) (13) Ending balance $ 70 $ 64 |
RESTRUCTURING AND ACQUISITION-R
RESTRUCTURING AND ACQUISITION-RELATED COSTS | 9 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND ACQUISITION-RELATED COSTS | RESTRUCTURING AND ACQUISITION-RELATED COSTS The Company may incur restructuring, transaction and integration costs related to acquisitions, and may incur restructuring costs in connection with its global cost reduction and productivity initiatives. 2020 Cost Reduction Actions During the second quarter of 2020, the Company took actions to reduce costs throughout its global Composites segment primarily through global workforce reductions. As a result of these actions, the Company recorded $5 million of charges during the first nine months of 2020. The Company expects to recognize between $5 million and $10 million of incremental charges through the remainder of 2020. Insulation Network Optimization Restructuring In October 2019, the Company took actions to primarily restructure certain U.S. insulation operations and to reduce the cost structure throughout the Insulation network. Investments in productivity and process technologies enabled the Company to optimize its network and improve its cost position. During the first nine months of 2020, the Company recorded $5 million of charges. The Company does not expect to recognize significant incremental charges related to these actions. Acquisition-Related Restructuring Following the acquisitions of Paroc Group Oy ("Paroc") and Pittsburgh Corning Corporation and Pittsburgh Corning Europe NV (collectively, "Pittsburgh Corning") into the Company's Insulation segment, the Company took actions to realize expected synergies from the newly acquired operations. The Company does not expect to recognize significant incremental costs related to these actions. Consolidated Statements of Earnings (Loss) Classification The following table presents the impact and respective location of total restructuring costs on the Consolidated Statements of Earnings (Loss), which are included within Corporate, Other and Eliminations (in millions): Three Months Ended September 30, Nine Months Ended Type of cost Location 2020 2019 2020 2019 Accelerated depreciation Cost of sales $ — $ — $ 1 $ — Other exit costs Cost of sales — — 3 2 Severance Other expenses, net — — 5 — Other exit costs (gains) Other expenses, net — — 1 (3) Total restructuring costs (gains) $ — $ — $ 10 $ (1) Summary of Unpaid Liabilities The following table summarizes the status of the unpaid liabilities from the Company's restructuring activities (in millions): 2020 Cost Reduction Actions Insulation Network Optimization Restructuring Acquisition-Related Restructuring Balance at December 31, 2019 $ — $ 5 $ 11 Restructuring costs 5 5 — Payments (3) (8) (4) Non-cash items and reclassifications to other accounts — (2) 2 Balance at September 30, 2020 $ 2 $ — $ 9 Cumulative charges incurred $ 5 $ 29 $ 30 As of September 30, 2020, the remaining liability balance is comprised of $11 million of severance, inclusive of $2 million of non-current severance and $9 million of severance the Company expects to pay over the next twelve months. |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Details of the Company’s outstanding long-term debt, as well as the fair values, are as follows (in millions): September 30, 2020 December 31, 2019 Carrying Value Fair Value Carrying Value Fair Value 4.200% senior notes, net of discount and financing fees, due 2022 $ 184 105 % $ 183 104 % 4.200% senior notes, net of discount and financing fees, due 2024 395 111 % 395 106 % 3.400% senior notes, net of discount and financing fees, due 2026 397 108 % 396 101 % 3.950% senior notes, net of discount and financing fees, due 2029 445 114 % 445 104 % 3.875% senior notes, net of discount and financing fees, due 2030 297 113 % — — % 7.000% senior notes, net of discount and financing fees, due 2036 368 134 % 367 126 % 4.300% senior notes, net of discount and financing fees, due 2047 588 110 % 588 95 % 4.400% senior notes, net of discount and financing fees, due 2048 390 113 % 390 97 % Various finance leases, due through 2036 (a) 78 100 % 26 100 % Term loan borrowing, maturing in 2021 (a) — — % 200 100 % Other 2 n/a 3 n/a Total long-term debt 3,144 n/a 2,993 n/a Less – current portion (a) 18 100 % 7 100 % Long-term debt, net of current portion $ 3,126 n/a $ 2,986 n/a (a) The Company determined that the book value of the above noted long-term debt instruments approximates fair value. The fair values of the Company's outstanding long-term debt instruments were estimated using market observable inputs, including quoted prices in active markets, market indices and interest rate measurements. Within the hierarchy of fair value measurements, these are Level 2 fair values. Senior Notes The Company issued $300 million of 2030 senior notes on May 12, 2020 subject to $3 million of discounts and issuance costs. Interest on the notes is payable semiannually in arrears on June 1 and December 1 each year, beginning on December 1, 2020. The proceeds from these notes were used for general corporate purposes. The Company issued $450 million of 2029 senior notes on August 12, 2019. Interest on the notes is payable semiannually in arrears on February 15 and August 15 each year, beginning on February 15, 2020. The proceeds from these notes were used to repay $416 million of our 2022 senior notes and $34 million of our 2036 senior notes. The Company issued $400 million of 2048 senior notes on January 25, 2018. Interest on the notes is payable semiannually in arrears on January 30 and July 30 each year, beginning on July 30, 2018. The proceeds from these notes were used, along with borrowings on a $600 million term loan commitment and borrowings on the Receivables Securitization Facility (as defined below), to fund the purchase of Paroc in the first quarter of 2018. The Company issued $600 million of 2047 senior notes on June 26, 2017. Interest on the notes is payable semiannually in arrears on January 15 and July 15 each year, beginning on January 15, 2018. A portion of the proceeds from these notes was used to fund the purchase of Pittsburgh Corning in 2017 and for general corporate purposes. The remaining proceeds were used to repay $144 million of our 2019 senior notes and $140 million of our 2036 senior notes. The Company issued $400 million of 2026 senior notes on August 8, 2016. Interest on the notes is payable semiannually in arrears on February 15 and August 15 each year, beginning on February 15, 2017. A portion of the proceeds from these notes was used to repay $158 million of our 2016 senior notes. The remaining proceeds were used to pay down portions of our Receivables Securitization Facility and for general corporate purposes. The Company issued $400 million of 2024 senior notes on November 12, 2014. Interest on the notes is payable semiannually in arrears on June 1 and December 1 each year, beginning on June 1, 2015. A portion of the proceeds from these notes was used to repay $242 million of our 2016 senior notes and $105 million of our 2019 senior notes. The remaining proceeds were used to pay down our Senior Revolving Credit Facility (as defined below), finance general working capital needs, and for general corporate purposes. The Company issued $600 million of 2022 senior notes on October 17, 2012. Interest on the notes is payable semiannually in arrears on June 15 and December 15 each year, beginning on June 15, 2013. The proceeds of these notes were used to repay $250 million of our 2016 senior notes and $100 million of our 2019 senior notes and pay down our Senior Revolving Credit Facility. On October 31, 2006, the Company issued $550 million of 2036 senior notes. The proceeds of these notes were used to pay certain unsecured and administrative claims, finance general working capital needs and for general corporate purposes. Collectively, the senior notes above are referred to as the “Senior Notes.” The Senior Notes are general unsecured obligations of the Company and rank pari passu with all existing and future senior unsecured indebtedness of the Company. The Company has the option to redeem all or part of the Senior Notes at any time at a “make-whole” redemption price. The Company is subject to certain covenants in connection with the issuance of the Senior Notes that it believes are usual and customary. The Company was in compliance with these covenants as of September 30, 2020. Senior Revolving Credit Facility The Company has an $800 million senior revolving credit facility (the "Senior Revolving Credit Facility") with a maturity date in May 2024 that includes both borrowings and letters of credit. Borrowings under the Senior Revolving Credit Facility may be used for general corporate purposes and working capital. The Company has the discretion to borrow under multiple options, which provide for varying terms and interest rates including the United States prime rate, federal funds rate plus a spread or LIBOR plus a spread. The Senior Revolving Credit Facility contains various covenants, including a maximum allowed leverage ratio and a minimum required interest expense coverage ratio, that the Company believes are usual and customary for a senior unsecured credit agreement. The Company was in compliance with these covenants as of September 30, 2020. Please refer to the Credit Facility Utilization section below for liquidity information as of September 30, 2020. Term Loan Borrowing The Company obtained a term loan commitment on October 27, 2017 for $600 million (the "Term Loan"). The Company entered into the Term Loan, in part, to pay a portion of the purchase price of the Paroc acquisition. In the first quarter of 2018, the Company borrowed on the Term Loan, along with borrowings on the Receivables Securitization Facility and the proceeds of the 2048 senior notes, to fund the purchase of Paroc. The Term Loan agreement contained partial quarterly principal repayments and full repayment by February 2021. The Term Loan contains various covenants, including a maximum allowed leverage ratio and a minimum required interest expense coverage ratio, that the Company believes are usual and customary for a term loan. In the third quarter of 2020, the Company repaid all outstanding borrowings on the Term Loan. Receivables Securitization Facility The Company has a Receivables Purchase Agreement (RPA) that is accounted for as secured borrowings in accordance with ASC 860, "Accounting for Transfers and Servicing." Owens Corning Sales, LLC and Owens Corning Receivables LLC, each a subsidiary of the Company, have a $280 million RPA with certain financial institutions. The Company has the ability to borrow at the lenders' cost of funds, which approximates A-1/P-1 commercial paper rates vs. LIBOR, plus a fixed spread. The RPA has been amended from time to time, with a maturity date in April 2022. The RPA contains various covenants, including a maximum allowed leverage ratio and a minimum required interest expense coverage ratio that the Company believes are usual and customary for a securitization facility. The Company was in compliance with these covenants as of September 30, 2020. Please refer to the Credit Facility Utilization section below for liquidity information as of September 30, 2020. Owens Corning Receivables LLC’s sole business consists of the purchase or acceptance through capital contributions of trade receivables and related rights from Owens Corning Sales, LLC and the subsequent retransfer of or granting of a security interest in such trade receivables and related rights to certain purchasers who are party to the RPA. Owens Corning Receivables LLC is a separate legal entity with its own separate creditors who will be entitled, upon its liquidation, to be satisfied out of Owens Corning Receivables LLC’s assets prior to any assets or value in Owens Corning Receivables LLC becoming available to Owens Corning Receivables LLC’s equity holders. The assets of Owens Corning Receivables LLC are not available to pay creditors of the Company or any other affiliates of the Company or Owens Corning Sales, LLC. Credit Facility Utilization The following table shows how the Company utilized its primary sources of liquidity (in millions): Balance at September 30, 2020 Senior Revolving Credit Facility Receivables Securitization Facility Facility size or borrowing limit $ 800 $ 280 Collateral capacity limitation on availability n/a — Outstanding borrowings — — Outstanding letters of credit 4 1 Availability on facility $ 796 $ 279 Short-Term Debt The Company had no short-term borrowings as of September 30, 2020. Short-term borrowings were $20 million as of December 31, 2019. The short-term borrowings consisted of various operating lines of credit and working capital facilities. Certain of these borrowings are collateralized by receivables, inventories or property. The borrowing facilities are typically for one-year renewable terms. The weighted average interest rate on all short-term borrowings was approximately 7.8% as of December 31, 2019. |
PENSION PLANS AND OTHER POSTRET
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS | 9 Months Ended |
Sep. 30, 2020 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS | PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS Pension Plans The Company sponsors defined benefit pension plans. Under the plans, pension benefits are based on an employee’s years of service and, for certain categories of employees, qualifying compensation. Company contributions to these pension plans are determined by an independent actuary to meet or exceed minimum funding requirements. In our non-U.S. plans, the unrecognized cost of any retroactive amendments and actuarial gains and losses are amortized over the average future service period of plan participants expected to receive benefits. In our U.S. plans, the unrecognized cost of any retroactive amendments and actuarial gains and losses are amortized over the average remaining life expectancy of the inactive participants as substantially all of the plan participants are inactive. The following tables provide information regarding pension expense recognized (in millions): Three Months Ended September 30, 2020 2019 U.S. Non-U.S. Total U.S. Non-U.S. Total Components of Net Periodic Pension Cost Service cost $ 1 $ 1 $ 2 $ 1 $ 1 $ 2 Interest cost 7 2 9 9 3 12 Expected return on plan assets (11) (4) (15) (13) (4) (17) Amortization of actuarial loss 3 1 4 3 1 4 Net periodic pension cost $ — $ — $ — $ — $ 1 $ 1 Nine Months Ended September 30, 2020 2019 U.S. Non-U.S. Total U.S. Non-U.S. Total Components of Net Periodic Pension Cost Service cost $ 4 $ 3 $ 7 $ 4 $ 3 $ 7 Interest cost 21 7 28 27 10 37 Expected return on plan assets (34) (12) (46) (39) (12) (51) Amortization of actuarial loss 9 3 12 7 3 10 Net periodic pension cost $ — $ 1 $ 1 $ (1) $ 4 $ 3 The Company expects to contribute between $50 million and $100 million in cash to the U.S. pension plans and another $15 million to $25 million to non-U.S. plans during 2020. The Company made cash contributions of $20 million to the plans during the nine months ended September 30, 2020. Postemployment and Postretirement Benefits Other than Pension Plans ("OPEB") The Company maintains healthcare and life insurance benefit plans for certain retired employees and their dependents. The health care plans in the United States are non-funded and pay either (1) stated percentages of covered medically necessary expenses, after subtracting payments by Medicare or other providers and after stated deductibles have been met, or (2) fixed amounts of medical expense reimbursement. The following table provides the components of net periodic benefit cost for aggregated U.S. and non-U.S. plans for the periods indicated (in millions): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Components of Net Periodic Benefit Cost Service cost $ — $ — $ 1 $ 1 Interest cost 1 2 4 6 Amortization of prior service credit — (1) (2) (3) Amortization of actuarial gain (2) (2) (6) (6) Net periodic benefit income $ (1) $ (1) $ (3) $ (2) |
CONTINGENT LIABILITIES AND OTHE
CONTINGENT LIABILITIES AND OTHER MATTERS | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENT LIABILITIES AND OTHER MATTERS | CONTINGENT LIABILITIES AND OTHER MATTERS The Company may be involved in various legal and regulatory proceedings relating to employment, antitrust, tax, product liability, environmental and other matters (collectively, “Proceedings”). The Company regularly reviews the status of such Proceedings along with legal counsel. Liabilities for such Proceedings are recorded when it is probable that the liability has been incurred and when the amount of the liability can be reasonably estimated. Liabilities are adjusted when additional information becomes available. Management believes that the amount of any reasonably possible losses in excess of any amounts accrued, if any, with respect to such Proceedings or any other known claim, including the matters described below under the caption Environmental Matters (the “Environmental Matters”), are not material to the Company’s financial statements. Management believes that the ultimate disposition of the Proceedings and the Environmental Matters will not have a material adverse effect on the Company’s financial condition. While the likelihood is remote, the disposition of the Proceedings and Environmental Matters could have a material impact on the results of operations, cash flows or liquidity in any given reporting period. Litigation and Regulatory Proceedings The Company is involved in litigation and regulatory proceedings from time to time in the regular course of its business. The Company believes that adequate provisions for resolution of all contingencies, claims and pending matters have been made for probable losses that are reasonably estimable. Environmental Matters The Company has established policies and procedures designed to ensure that its operations are conducted in compliance with all relevant laws and regulations and that enable the Company to meet its high standards for corporate sustainability and environmental stewardship. Our manufacturing facilities are subject to numerous foreign, federal, state and local laws and regulations relating to the presence of hazardous materials, pollution and protection of the environment, including emissions to air, reductions of greenhouse gases, discharges to water, management of hazardous materials, handling and disposal of solid wastes, and remediation of contaminated sites. All Company manufacturing facilities operate using an ISO 14001 or equivalent environmental management system. The Company’s 2030 Sustainability Goals include significant global reductions in energy use, water consumption, waste to landfill, and emissions of greenhouse gases, fine particulate matter, and volatile organic air emissions, and protection of biodiversity. |
STOCK COMPENSATION
STOCK COMPENSATION | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
STOCK COMPENSATION | STOCK COMPENSATION Description of the Plan On April 18, 2019, the Company’s stockholders approved the Owens Corning 2019 Stock Plan (the “2019 Stock Plan”) which authorizes grants of stock options, stock appreciation rights, restricted stock awards, restricted stock units, bonus stock awards and performance stock awards. At September 30, 2020, the number of shares remaining available under the 2019 Stock Plan for all stock awards was approximately 3.5 million. Prior to 2019, employees were eligible to receive stock awards under the Owens Corning 2016 Stock Plan and the Owens Corning 2013 Stock Plan. Total Stock-Based Compensation Expense Stock-based compensation expense included in Marketing and administrative expenses in the accompanying Consolidated Statements of Earnings (Loss) is as follows (in millions): Three Months Ended September 30, Nine Months Ended 2020 2019 2020 2019 Total stock-based compensation expense $ 11 $ 10 $ 31 $ 31 Stock Options The Company has granted stock options under its stockholder approved stock plans. The Company calculates a weighted-average grant-date fair value using a Black-Scholes valuation model for options granted. Compensation expense for options is measured based on the fair market value of the option on the date of grant, and is recognized on a straight-line basis over a four The Company has not granted stock options since the year ended December 31, 2014. As of September 30, 2020, there was no unrecognized compensation cost related to stock options and the range of exercise prices on outstanding stock options was $33.73 - $42.16. The following table summarizes the Company’s stock option activity: Weighted-Average Number of Options Exercise Price Remaining Intrinsic Value (in millions) Outstanding, December 31, 2019 414,800 $ 37.79 3.06 $ 11 Exercised (52,000) 37.91 Outstanding, September 30, 2020 362,800 $ 37.77 1.75 $ 11 Exercisable, September 30, 2020 362,800 $ 37.77 1.75 $ 11 Restricted Stock Awards and Restricted Stock Units The Company has granted restricted stock awards and restricted stock units (collectively referred to as “RSUs”) under its stockholder approved stock plans. Compensation expense for RSUs is measured based on the closing market price of the stock at date of grant and is recognized on a straight-line basis over the vesting period, which is typically three or four The following table summarizes the Company’s RSU plans: Number of RSUs Weighted-Average Balance at December 31, 2019 1,515,706 $ 51.70 Granted 454,196 63.32 Vested (388,164) 57.51 Forfeited (70,202) 69.39 Balance at September 30, 2020 1,511,536 $ 52.78 As of September 30, 2020, there was $36 million of total unrecognized compensation cost related to RSUs. That cost is expected to be recognized over a weighted-average period of 2.32 years. The total grant date fair value of shares vested during the nine months ended September 30, 2020 and 2019 was $22 million and $20 million, respectively. Performance Stock Awards and Performance Stock Units The Company has granted performance stock awards and performance stock units (collectively referred to as “PSUs”) as a part of its long-term incentive plan. All outstanding performance grants will fully settle in stock. The amount of stock ultimately distributed from all performance shares is contingent on meeting internal company-based metrics or an external-based stock performance metric. In the nine months ended September 30, 2020, the Company granted both internal company-based and external-based metric PSUs. Internal Company-based metrics The internal company-based metrics are based on various Company metrics and typically vest over a three-year period. The amount of stock distributed will vary from 0% to 300% of PSUs awarded depending on each award's design and performance versus the internal Company-based metrics. The initial fair value for all internal Company-based metric PSUs assumes that the performance goals will be achieved and is based on the grant date stock price. This assumption is monitored quarterly and if it becomes probable that such goals will not be achieved or will be exceeded, compensation expense recognized will be adjusted and previous surplus compensation expense recognized will be reversed or additional expense will be recognized. The expected term represents the period from the grant date to the end of the vesting period. Pro-rata vesting may be utilized in the case of death, disability or approved retirement and awards, if earned, will be paid at the end of the vesting period. External-based metrics The external-based metrics vest after a three In the nine months ended September 30, 2020, the Company granted separate tranches of external-based metric PSU's subject to a Monte Carlo simulation. The following table provides a range of the assumptions for shares granted in 2020: Expected volatility 28.43% — 44.83% Risk free interest rate 0.15% — 1.43% Expected term (in years) 2.31 — 2.90 Grant date fair value of units granted $68.60 — $76.58 The risk-free interest rate was based on zero coupon United States Treasury bills at the grant date. The expected term represents the period from the grant date to the end of the three-year performance period. PSU Summary As of September 30, 2020, there was $16 million total unrecognized compensation cost related to PSUs. That cost is expected to be recognized over a weighted-average period of 1.97 years. The total grant date fair value of shares vested during the nine months ended September 30, 2020 was $1 million. The following table summarizes the Company’s PSU activity: Number Weighted-Average Balance at December 31, 2019 312,725 $ 69.23 Granted 169,539 65.29 Vested (12,553) 84.46 Forfeited (30,327) 83.14 Balance at September 30, 2020 439,384 $ 69.20 Employee Stock Purchase Plan The Owens Corning Employee Stock Purchase Plan (ESPP) is a tax-qualified plan under Section 423 of the Internal Revenue Code. The purchase price of shares purchased under the ESPP is equal to 85% of the lower of the fair market value of shares of Owens Corning common stock at the beginning or ending of the offering period, which is a six-month period ending on May 31 and November 30 of each year. When the initial plan was approved in 2013, 2.0 million shares were available for purchase under the ESPP. On April 16, 2020, the Company's stockholders approved the Amended and Restated Owens Corning Employee Stock Purchase Plan which increased the number of shares available for issuance under the plan by 4.2 million shares. As of September 30, 2020, 4.3 million shares remain available for purchase. Included in total stock-based compensation expense is $1 million and $4 million of expense related to the Company's ESPP recognized during the three and nine months ended September 30, 2020, respectively. During the three and nine months ended September 30, 2019, the Company recognized expense of $1 million and $4 million, respectively, related to the Company's ESPP. As of September 30, 2020, there was $1 million of total unrecognized compensation cost related to the ESPP. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table is a reconciliation of weighted-average shares for calculating basic and diluted earnings (loss) per-share (in millions, except per share amounts): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Net earnings (loss) attributable to Owens Corning $ 206 $ 150 $ (615) $ 332 Weighted-average number of shares outstanding used for basic earnings (loss) per share 108.8 109.2 108.7 109.2 Non-vested restricted and performance shares 0.6 0.6 — 0.6 Options to purchase common stock 0.1 0.2 — 0.2 Weighted-average number of shares outstanding and common equivalent shares used for diluted earnings (loss) per share 109.5 110.0 108.7 110.0 Earnings (loss) per common share attributable to Owens Corning common stockholders: Basic $ 1.89 $ 1.37 $ (5.66) $ 3.04 Diluted $ 1.88 $ 1.36 $ (5.66) $ 3.02 For the three months ended September 30, 2020, there were no non-vested restricted or performance shares that had an anti-dilutive effect on earnings per share. For the nine months ended September 30, 2020, diluted earnings per share was equal to basic earnings per share due to the net loss attributable to Owens Corning. For the three and nine months ended September 30, 2019, the number of shares used in the calculation of diluted earnings per share did not include 0.1 million non-vested performance shares, due to their anti-dilutive effect. On October 24, 2016, the Board of Directors approved a share buy-back program under which the Company is authorized to repurchase up to 10 million shares of the Company’s outstanding common stock (the “Repurchase Authorization”). The Repurchase Authorization enables the Company to repurchase shares through the open market, privately negotiated, or other transactions. The actual number of shares repurchased will depend on timing, market conditions and other factors and is at the Company’s discretion. The Company repurchased 1.3 million shares of its common stock for $81 million during the nine months ended September 30, 2020, under the Repurchase Authorization. As of September 30, 2020, 2.3 million shares remain available for repurchase under the Repurchase Authorization. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The following table provides the Income tax expense (in millions) and effective tax rate for the periods indicated: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Income tax expense $ 56 $ 61 $ 119 $ 159 Effective tax rate 21 % 29 % (24) % 32 % The effective tax rate and the U.S. federal statutory tax rate for the three months ended September 30, 2020 is 21%. The effective tax rate was positively impacted by final regulations on global intangible low-taxed income (GILTI), offset by the impact of taxes on foreign earnings, U.S. state and local income tax expense, and other discrete adjustments. The difference between the effective tax rate and the U.S. federal statutory tax rate of 21% for the nine months ended September 30, 2020 is primarily a result of charges related to the impairment of goodwill and certain other indefinite-lived intangible assets recorded in the first quarter of 2020, which were mostly non-deductible. In addition, non-cash charges of $15 million were recorded related to adjustments to valuation allowances against certain deferred tax assets. The remaining difference between the statutory rate of 21% and the effective rate was driven by the impact of recording U.S. state and local income tax expense and U.S. federal taxes on foreign earnings. On July 20, 2020 the Internal Revenue Service (IRS) issued final regulations under IRC Section 951A permitting a taxpayer to elect to exclude from its inclusion of GILTI items of income subject to a high effective rate of foreign tax. As a result of the final regulations, the Company recorded a net non-cash income tax benefit of $13 million in the third quarter of 2020 relating to the 2018 and 2019 tax years and an increase in the valuation allowance. The difference between the effective tax rate and the U.S. federal statutory tax rate of 21% for the three months ended September 30, 2019 is primarily due to U.S. state and local income tax expense, the impact of U.S. federal taxes on foreign earnings and other discrete adjustments. The difference between the effective tax rate and the U.S. federal statutory tax rate of 21% for the nine months ended September 30, 2019 is primarily due to U.S. state and local income tax expense, the impact of U.S. federal taxes on foreign earnings, legislative changes and other discrete adjustments. On March 6, 2019, the U.S. Treasury and the IRS proposed regulations that provide guidance on determining the amount of a domestic corporation’s deduction for the GILTI and foreign-derived intangible income (FDII) recently added by the U.S. Tax Cuts and Jobs Act of 2017 (the "Tax Act"). The proposed regulations provide special rules in determining the deduction amount which adjusted the Company’s 2018 tax estimate resulting in an increase to tax expense of $12 million for the nine months ended September 30, 2019. The Company continues to assert indefinite reinvestment in accordance with ASC 740 based on the laws as of enactment of the Tax Act. |
CHANGES IN ACCUMULATED OTHER CO
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME | CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME The following table summarizes the changes in accumulated other comprehensive income (deficit) (in millions): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Currency Translation Adjustment Beginning balance $ (351) $ (285) $ (282) $ (306) Net investment hedge amounts classified into AOCI, net of tax (9) 22 20 24 Gain/(loss) on foreign currency translation 46 (79) (52) (60) Other comprehensive income/(loss), net of tax 37 (57) (32) (36) Ending balance $ (314) $ (342) $ (314) $ (342) Pension and Other Postretirement Adjustment Beginning balance $ (321) $ (349) $ (326) $ (350) Amounts reclassified from AOCI to net earnings, net of tax (a) (3) 1 4 2 Amounts classified into AOCI, net of tax — (3) (2) (3) Other comprehensive (loss)/income, net of tax (3) (2) 2 (1) Ending balance $ (324) $ (351) $ (324) $ (351) Hedging Adjustment Beginning balance $ (3) $ (1) $ (2) $ — Amounts classified into AOCI, net of tax 2 1 (2) — Amounts reclassified from AOCI to net earnings, net of tax (b) 1 — 4 — Other comprehensive income, net of tax 3 1 2 — Ending balance $ — $ — $ — $ — Total AOCI ending balance $ (638) $ (693) $ (638) $ (693) (a) These AOCI components are included in the computation of total Pension and Other postretirement expense and are recorded in Non-operating income. See Note 11 for additional information. (b) Amounts reclassified from (loss)/gain on cash flow hedges are reclassified from AOCI to income when the hedged item affects earnings and is recognized in Cost of sales or Interest expense, net depending on the hedged item. See Note 5 for additional information. |
GENERAL (Policies)
GENERAL (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounts Receivable | Accounts ReceivableTrade accounts receivable are recorded at the invoiced amount and do not bear interest. Consistent with the requirements of ASU 2016-13, "Financial Instruments - Credit Losses (Topic 236)," the allowance for doubtful accounts is based on the Company’s assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, credit quality, the age of the accounts receivable balances, and current economic conditions that may affect a customer’s ability to pay. Account balances are charged off against the allowance when the Company believes it is probable the receivable will not be recovered. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | The following table summarizes our Net sales by segment and geographic region (in millions). Corporate eliminations (shown below) largely reflect intercompany sales from Composites to Roofing. External customer sales are attributed to geographic region based upon the location from which the product is sold to the external customer. Three Months Ended Nine Months Ended 2020 2019 2020 2019 Reportable Segments Composites $ 521 $ 531 $ 1,413 $ 1,579 Insulation 681 693 1,879 1,945 Roofing 761 713 1,993 2,105 Total reportable segments 1,963 1,937 5,285 5,629 Corporate eliminations (59) (54) (155) (161) NET SALES $ 1,904 $ 1,883 $ 5,130 $ 5,468 |
Schedule of Revenues by Geographical Areas | External Customer Sales by Geographic Region United States $ 1,294 $ 1,273 $ 3,482 $ 3,670 Europe 289 310 832 920 Asia-Pacific 187 169 461 492 Rest of world 134 131 355 386 NET SALES $ 1,904 $ 1,883 $ 5,130 $ 5,468 |
Schedule of Earnings before Interest and Taxes | The following table summarizes EBIT by segment (in millions): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Reportable Segments Composites $ 55 $ 67 $ 105 $ 191 Insulation 73 84 144 141 Roofing 196 143 408 368 Total reportable segments 324 294 657 700 Restructuring (costs) / gains — — (10) 1 Gains on sale of certain precious metals 7 — 26 — Goodwill impairment charge — — (944) — Intangible assets impairment charge — — (43) — General corporate expense and other (35) (17) (85) (76) Total corporate, other and eliminations (28) (17) (1,056) (75) EBIT $ 296 $ 277 $ (399) $ 625 |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table shows a disaggregation of Net sales (in millions): For the three months ended September 30, 2020 Reportable Segments Composites Insulation Roofing Eliminations Consolidated Disaggregation Categories U.S. residential $ 76 $ 257 $ 691 $ (56) $ 968 U.S. commercial and industrial 136 150 43 (3) 326 Europe 131 155 3 — 289 Asia-Pacific 141 43 3 — 187 Rest of world 37 76 21 — 134 NET SALES $ 521 $ 681 $ 761 $ (59) $ 1,904 For the three months ended September 30, 2019 Reportable Segments Composites Insulation Roofing Eliminations Consolidated Disaggregation Categories U.S. residential $ 75 $ 237 $ 641 $ (53) $ 900 U.S. commercial and industrial 159 168 46 — 373 Europe 142 165 3 — 310 Asia-Pacific 120 46 4 (1) 169 Rest of world 35 77 19 — 131 NET SALES $ 531 $ 693 $ 713 $ (54) $ 1,883 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories consist of the following (in millions): September 30, 2020 December 31, 2019 Finished goods $ 559 $ 715 Materials and supplies 327 318 Total inventories $ 886 $ 1,033 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets and Liabilities at Fair Value | The following table presents the fair value of derivatives and hedging instruments and the respective location on the Consolidated Balance Sheets (in millions): Fair Value at Location September 30, 2020 December 31, 2019 Derivative assets designated as hedging instruments: Net investment hedges: Cross-currency swaps Other current assets $ 5 $ 12 Cross-currency swaps Other non-current assets $ 1 $ 1 Cash flow hedges: Natural gas forward swaps Other current assets $ 1 $ — Derivative liabilities designated as hedging instruments: Net investment hedges: Cross-currency swaps Other liabilities $ — $ 4 Cash flow hedges: Natural gas forward swaps Current liabilities $ 1 $ 3 Treasury interest rate lock Other liabilities $ 1 $ — Derivative assets not designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 3 $ 9 Derivative liabilities not designated as hedging instruments: Foreign exchange forward contracts Current liabilities $ 24 $ 1 |
Schedule of Fair Value Derivative Instruments Statements of Earnings Location | The following table presents the impact and respective location of derivative activities on the Consolidated Statements of Earnings (Loss) (in millions): Three Months Ended Nine Months Ended Location 2020 2019 2020 2019 Derivative activity designated as hedging instruments: Natural gas cash flow hedges: Amount of loss reclassified from AOCI (as defined below) into earnings (a) Cost of sales $ 1 $ 2 $ 5 $ 3 Cross-currency swap net investment hedges: Amount of gain recognized in earnings on derivative amounts excluded from effectiveness testing Interest expense, net $ (1) $ (3) $ (6) $ (9) Derivative activity not designated as hedging instruments: Foreign currency: Amount of loss/(gain) recognized in earnings (b) Other expenses, net $ 29 $ (31) $ 20 $ (45) (a) Accumulated Other Comprehensive Earnings (Deficit) ("AOCI") (b) Gains related to foreign currency derivatives were substantially offset by net revaluation impacts on foreign currency denominated balance sheet exposures, which were also recorded in Other expenses, net. Please refer to the "Other Derivatives" section below for additional detail. Consolidated Statements of Comprehensive Earnings (Loss) Activity The following table presents the impact of derivative activities on the Consolidated Statements of Comprehensive Earnings (Loss) (in millions): Amount of Loss (Gain) Recognized in Comprehensive Earnings (Loss) Three Months Ended Nine Months Ended Hedging Type Derivative Financial Instrument 2020 2019 2020 2019 Net investment hedge Cross-currency swaps $ 11 $ (27) $ (27) $ (30) Cash flow hedge Natural gas forward swaps $ (3) $ (1) $ (3) $ 1 Cash flow hedge Treasury interest rate lock $ (1) $ — $ 1 $ — |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the net carrying value of goodwill by segment are as follows (in millions): Composites Insulation Roofing Total Balance at December 31, 2019 $ 57 $ 1,479 $ 396 $ 1,932 Impairment charge — (944) — (944) Divestiture — (4) — (4) Foreign currency translation (1) (9) 2 (8) Balance at September 30, 2020 $ 56 $ 522 $ 398 $ 976 |
Schedule of Finite-Lived Intangible Assets | The Other category below primarily includes emissions and quarry rights. Other intangible assets consist of the following (in millions): September 30, 2020 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Accumulated Net Trademarks $ 1,102 n/a $ 1,102 $ 1,139 n/a $ 1,139 Customer relationships 556 $ (190) 366 550 $ (167) 383 Technology 323 (167) 156 319 (152) 167 Other 34 (3) 31 67 (35) 32 Total other intangible assets $ 2,015 $ (360) $ 1,655 $ 2,075 $ (354) $ 1,721 |
Finite-lived Intangible Assets Amortization Expense | The estimated amortization expense for intangible assets for the next five years is as follows (in millions): Period Amortization 2021 $ 49 2022 $ 46 2023 $ 44 2024 $ 40 2025 $ 39 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consist of the following (in millions): September 30, December 31, 2019 Land $ 217 $ 221 Buildings and leasehold improvements 1,217 1,186 Machinery and equipment 5,080 4,978 Construction in progress 222 310 6,736 6,695 Accumulated depreciation (3,019) (2,840) Property, plant and equipment, net $ 3,717 $ 3,855 |
WARRANTIES (Tables)
WARRANTIES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Product Warranty Liability | The Company records a liability for warranty obligations at the date the related products are sold. Adjustments are made as new information becomes available. Please refer to Note 1 of our 2019 Form 10-K for information about our separately-priced extended warranty contracts. A reconciliation of the warranty liability is as follows (in millions): Nine Months Ended September 30, 2020 2019 Beginning balance $ 64 $ 60 Amounts accrued for current year 16 17 Settlements of warranty claims (10) (13) Ending balance $ 70 $ 64 |
RESTRUCTURING AND ACQUISITION_2
RESTRUCTURING AND ACQUISITION-RELATED COSTS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Costs on the Consolidated Statements of Earnings | Consolidated Statements of Earnings (Loss) Classification The following table presents the impact and respective location of total restructuring costs on the Consolidated Statements of Earnings (Loss), which are included within Corporate, Other and Eliminations (in millions): Three Months Ended September 30, Nine Months Ended Type of cost Location 2020 2019 2020 2019 Accelerated depreciation Cost of sales $ — $ — $ 1 $ — Other exit costs Cost of sales — — 3 2 Severance Other expenses, net — — 5 — Other exit costs (gains) Other expenses, net — — 1 (3) Total restructuring costs (gains) $ — $ — $ 10 $ (1) |
Schedule of Restructuring Reserve by Type of Cost | Summary of Unpaid Liabilities The following table summarizes the status of the unpaid liabilities from the Company's restructuring activities (in millions): 2020 Cost Reduction Actions Insulation Network Optimization Restructuring Acquisition-Related Restructuring Balance at December 31, 2019 $ — $ 5 $ 11 Restructuring costs 5 5 — Payments (3) (8) (4) Non-cash items and reclassifications to other accounts — (2) 2 Balance at September 30, 2020 $ 2 $ — $ 9 Cumulative charges incurred $ 5 $ 29 $ 30 As of September 30, 2020, the remaining liability balance is comprised of $11 million of severance, inclusive of $2 million of non-current severance and $9 million of severance the Company expects to pay over the next twelve months. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Details of the Company’s outstanding long-term debt, as well as the fair values, are as follows (in millions): September 30, 2020 December 31, 2019 Carrying Value Fair Value Carrying Value Fair Value 4.200% senior notes, net of discount and financing fees, due 2022 $ 184 105 % $ 183 104 % 4.200% senior notes, net of discount and financing fees, due 2024 395 111 % 395 106 % 3.400% senior notes, net of discount and financing fees, due 2026 397 108 % 396 101 % 3.950% senior notes, net of discount and financing fees, due 2029 445 114 % 445 104 % 3.875% senior notes, net of discount and financing fees, due 2030 297 113 % — — % 7.000% senior notes, net of discount and financing fees, due 2036 368 134 % 367 126 % 4.300% senior notes, net of discount and financing fees, due 2047 588 110 % 588 95 % 4.400% senior notes, net of discount and financing fees, due 2048 390 113 % 390 97 % Various finance leases, due through 2036 (a) 78 100 % 26 100 % Term loan borrowing, maturing in 2021 (a) — — % 200 100 % Other 2 n/a 3 n/a Total long-term debt 3,144 n/a 2,993 n/a Less – current portion (a) 18 100 % 7 100 % Long-term debt, net of current portion $ 3,126 n/a $ 2,986 n/a |
Schedule of Line of Credit Facilities | The following table shows how the Company utilized its primary sources of liquidity (in millions): Balance at September 30, 2020 Senior Revolving Credit Facility Receivables Securitization Facility Facility size or borrowing limit $ 800 $ 280 Collateral capacity limitation on availability n/a — Outstanding borrowings — — Outstanding letters of credit 4 1 Availability on facility $ 796 $ 279 |
PENSION PLANS AND OTHER POSTR_2
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Pension Plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Schedule of Net Benefit Costs | The following tables provide information regarding pension expense recognized (in millions): Three Months Ended September 30, 2020 2019 U.S. Non-U.S. Total U.S. Non-U.S. Total Components of Net Periodic Pension Cost Service cost $ 1 $ 1 $ 2 $ 1 $ 1 $ 2 Interest cost 7 2 9 9 3 12 Expected return on plan assets (11) (4) (15) (13) (4) (17) Amortization of actuarial loss 3 1 4 3 1 4 Net periodic pension cost $ — $ — $ — $ — $ 1 $ 1 |
Other Postretirement Benefits Plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Schedule of Net Benefit Costs | The following table provides the components of net periodic benefit cost for aggregated U.S. and non-U.S. plans for the periods indicated (in millions): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Components of Net Periodic Benefit Cost Service cost $ — $ — $ 1 $ 1 Interest cost 1 2 4 6 Amortization of prior service credit — (1) (2) (3) Amortization of actuarial gain (2) (2) (6) (6) Net periodic benefit income $ (1) $ (1) $ (3) $ (2) |
STOCK COMPENSATION (Tables)
STOCK COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | Stock-based compensation expense included in Marketing and administrative expenses in the accompanying Consolidated Statements of Earnings (Loss) is as follows (in millions): Three Months Ended September 30, Nine Months Ended 2020 2019 2020 2019 Total stock-based compensation expense $ 11 $ 10 $ 31 $ 31 |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes the Company’s stock option activity: Weighted-Average Number of Options Exercise Price Remaining Intrinsic Value (in millions) Outstanding, December 31, 2019 414,800 $ 37.79 3.06 $ 11 Exercised (52,000) 37.91 Outstanding, September 30, 2020 362,800 $ 37.77 1.75 $ 11 Exercisable, September 30, 2020 362,800 $ 37.77 1.75 $ 11 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes the Company’s RSU plans: Number of RSUs Weighted-Average Balance at December 31, 2019 1,515,706 $ 51.70 Granted 454,196 63.32 Vested (388,164) 57.51 Forfeited (70,202) 69.39 Balance at September 30, 2020 1,511,536 $ 52.78 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following table provides a range of the assumptions for shares granted in 2020: Expected volatility 28.43% — 44.83% Risk free interest rate 0.15% — 1.43% Expected term (in years) 2.31 — 2.90 Grant date fair value of units granted $68.60 — $76.58 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Performance-Based Units, Vested and Expected to Vest | The following table summarizes the Company’s PSU activity: Number Weighted-Average Balance at December 31, 2019 312,725 $ 69.23 Granted 169,539 65.29 Vested (12,553) 84.46 Forfeited (30,327) 83.14 Balance at September 30, 2020 439,384 $ 69.20 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table is a reconciliation of weighted-average shares for calculating basic and diluted earnings (loss) per-share (in millions, except per share amounts): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Net earnings (loss) attributable to Owens Corning $ 206 $ 150 $ (615) $ 332 Weighted-average number of shares outstanding used for basic earnings (loss) per share 108.8 109.2 108.7 109.2 Non-vested restricted and performance shares 0.6 0.6 — 0.6 Options to purchase common stock 0.1 0.2 — 0.2 Weighted-average number of shares outstanding and common equivalent shares used for diluted earnings (loss) per share 109.5 110.0 108.7 110.0 Earnings (loss) per common share attributable to Owens Corning common stockholders: Basic $ 1.89 $ 1.37 $ (5.66) $ 3.04 Diluted $ 1.88 $ 1.36 $ (5.66) $ 3.02 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | The following table provides the Income tax expense (in millions) and effective tax rate for the periods indicated: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Income tax expense $ 56 $ 61 $ 119 $ 159 Effective tax rate 21 % 29 % (24) % 32 % |
CHANGES IN ACCUMULATED OTHER _2
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in accumulated other comprehensive income (deficit) (in millions): Three Months Ended Nine Months Ended 2020 2019 2020 2019 Currency Translation Adjustment Beginning balance $ (351) $ (285) $ (282) $ (306) Net investment hedge amounts classified into AOCI, net of tax (9) 22 20 24 Gain/(loss) on foreign currency translation 46 (79) (52) (60) Other comprehensive income/(loss), net of tax 37 (57) (32) (36) Ending balance $ (314) $ (342) $ (314) $ (342) Pension and Other Postretirement Adjustment Beginning balance $ (321) $ (349) $ (326) $ (350) Amounts reclassified from AOCI to net earnings, net of tax (a) (3) 1 4 2 Amounts classified into AOCI, net of tax — (3) (2) (3) Other comprehensive (loss)/income, net of tax (3) (2) 2 (1) Ending balance $ (324) $ (351) $ (324) $ (351) Hedging Adjustment Beginning balance $ (3) $ (1) $ (2) $ — Amounts classified into AOCI, net of tax 2 1 (2) — Amounts reclassified from AOCI to net earnings, net of tax (b) 1 — 4 — Other comprehensive income, net of tax 3 1 2 — Ending balance $ — $ — $ — $ — Total AOCI ending balance $ (638) $ (693) $ (638) $ (693) (a) These AOCI components are included in the computation of total Pension and Other postretirement expense and are recorded in Non-operating income. See Note 11 for additional information. (b) Amounts reclassified from (loss)/gain on cash flow hedges are reclassified from AOCI to income when the hedged item affects earnings and is recognized in Cost of sales or Interest expense, net depending on the hedged item. See Note 5 for additional information. |
GENERAL (Details)
GENERAL (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Accounting Changes and Error Corrections [Abstract] | ||||||
Number of reportable segments | segment | 3 | |||||
Restricted cash | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 |
Goodwill impairment charge | $ 0 | $ 0 | $ 944 | $ 0 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | |
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
Number of reportable segments | segment | 3 | |||
NET SALES | $ 1,904 | $ 1,883 | $ 5,130 | $ 5,468 |
EBIT | 296 | 277 | (399) | 625 |
Restructuring (costs) / gains | 0 | 0 | (10) | 1 |
Gains on sale of certain precious metals | 7 | 0 | 26 | 0 |
Goodwill impairment charge | 0 | 0 | 944 | 0 |
Intangible assets impairment charge | 0 | 43 | 0 | |
General corporate expense and other | (35) | (17) | (85) | (76) |
Decrease in assets | (987) | |||
U.S. | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 1,294 | 1,273 | 3,482 | 3,670 |
Europe | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 289 | 310 | 832 | 920 |
Asia Pacific | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 187 | 169 | 461 | 492 |
Other Geographical | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 134 | 131 | 355 | 386 |
Composites | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 521 | 531 | 1,413 | 1,579 |
EBIT | 55 | 67 | 105 | 191 |
Insulation | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 681 | 693 | 1,879 | 1,945 |
EBIT | 73 | 84 | 144 | 141 |
Goodwill impairment charge | 944 | |||
Roofing | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 761 | 713 | 1,993 | 2,105 |
EBIT | 196 | 143 | 408 | 368 |
Total Segments | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | 1,963 | 1,937 | 5,285 | 5,629 |
EBIT | 324 | 294 | 657 | 700 |
Corporate Eliminations | ||||
Segment Reporting, Significant Reconciling Item [Line Items] | ||||
NET SALES | (59) | (54) | (155) | (161) |
EBIT | $ (28) | $ (17) | $ (1,056) | $ (75) |
REVENUE - Disaggregated Revenue
REVENUE - Disaggregated Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | $ 1,904 | $ 1,883 | $ 5,130 | $ 5,468 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 289 | 310 | 832 | 920 |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 187 | 169 | 461 | 492 |
Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 134 | 131 | 355 | 386 |
Composites | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 521 | 531 | 1,413 | 1,579 |
Composites | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 131 | 142 | 379 | 442 |
Composites | Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 141 | 120 | 346 | 351 |
Composites | Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 37 | 35 | 91 | 97 |
Insulation | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 681 | 693 | 1,879 | 1,945 |
Insulation | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 155 | 165 | 444 | 469 |
Insulation | Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 43 | 46 | 107 | 132 |
Insulation | Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 76 | 77 | 197 | 215 |
Roofing | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 761 | 713 | 1,993 | 2,105 |
Roofing | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 3 | 3 | 10 | 10 |
Roofing | Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 3 | 4 | 8 | 10 |
Roofing | Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 21 | 19 | 67 | 77 |
Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | (59) | (54) | (155) | (161) |
Eliminations | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 0 | 0 | (1) | (1) |
Eliminations | Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 0 | (1) | 0 | (1) |
Eliminations | Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 0 | 0 | 0 | (3) |
Residential | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 968 | 900 | 2,530 | 2,610 |
Residential | Composites | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 76 | 75 | 200 | 217 |
Residential | Insulation | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 257 | 237 | 683 | 649 |
Residential | Roofing | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 691 | 641 | 1,798 | 1,900 |
Residential | Eliminations | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | (56) | (53) | (151) | (156) |
Commercial and Industrial Sector | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 326 | 373 | 952 | 1,060 |
Commercial and Industrial Sector | Composites | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 136 | 159 | 397 | 472 |
Commercial and Industrial Sector | Insulation | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 150 | 168 | 448 | 480 |
Commercial and Industrial Sector | Roofing | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | 43 | 46 | 110 | 108 |
Commercial and Industrial Sector | Eliminations | U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregated revenue | $ (3) | $ 0 | $ (3) | $ 0 |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Contract liability | $ 63 | $ 60 |
Contract liability, revenue recognized | $ 17 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 559 | $ 715 |
Materials and supplies | 327 | 318 |
Total inventories | $ 886 | $ 1,033 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS BALANCE SHEET (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Net Investment Hedging | Cross Currency Interest Rate Contract | |||||
Derivatives, Fair Value [Line Items] | |||||
Amount of (gain)/loss recognized in earnings | $ (11) | $ 27 | $ 27 | $ 30 | |
Cash Flow Hedging | Energy Related Derivative | |||||
Derivatives, Fair Value [Line Items] | |||||
Amount of (gain)/loss recognized in earnings | 3 | 1 | 3 | (1) | |
Nondesignated as Hedging Instrument | Foreign Exchange Contract | Other Expense [Member] | |||||
Derivatives, Fair Value [Line Items] | |||||
Amount of (gain)/loss recognized in earnings | 29 | $ (31) | 20 | $ (45) | |
Other current assets | Designated as Hedging Instrument | Net Investment Hedging | Cross Currency Interest Rate Contract | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative asset, fair value | 5 | 5 | $ 12 | ||
Other current assets | Nondesignated as Hedging Instrument | Foreign Exchange Contract | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative asset, fair value | 3 | 3 | 9 | ||
Other non-current assets | Designated as Hedging Instrument | Net Investment Hedging | Cross Currency Interest Rate Contract | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative asset, fair value | 1 | 1 | 1 | ||
Other liabilities | Designated as Hedging Instrument | Net Investment Hedging | Cross Currency Interest Rate Contract | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative liability, fair value | 0 | 0 | 4 | ||
Other liabilities | Designated as Hedging Instrument | Cash Flow Hedging | Treasury interest rate lock | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative liability, fair value | 1 | 1 | 0 | ||
Current liabilities | Designated as Hedging Instrument | Cash Flow Hedging | Energy Related Derivative | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative liability, fair value | 1 | 1 | 3 | ||
Current liabilities | Nondesignated as Hedging Instrument | Foreign Exchange Contract | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative liability, fair value | $ 24 | $ 24 | $ 1 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS INCOME STATEMENT (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Cost of sales | Designated as Hedging Instrument | Energy Related Derivative | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Amount of loss reclassified from AOCI (as defined below) into earnings (a) | $ (1) | $ (2) | $ (5) | $ (3) |
Interest expense, net | Designated as Hedging Instrument | Interest Rate Swap | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Derivative, Gain on Derivative | (1) | (3) | (6) | (9) |
Other Expense | Nondesignated as Hedging Instrument | Foreign Exchange Contract | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Amount of (gain)/loss recognized in earnings | 29 | (31) | 20 | (45) |
Net Investment Hedging | Cross Currency Interest Rate Contract | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Amount of (gain)/loss recognized in earnings | (11) | 27 | 27 | 30 |
Cash Flow Hedging | Energy Related Derivative | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Amount of (gain)/loss recognized in earnings | 3 | 1 | 3 | (1) |
Cash Flow Hedging | Treasury interest rate lock | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Amount of (gain)/loss recognized in earnings | $ 1 | $ 0 | $ (1) | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS DERIVATIVE FINANCIAL INSTRUMENTS CASH FLOW (Details) MMBTU in Millions, $ in Millions | 3 Months Ended |
Sep. 30, 2020USD ($)MMBTU | |
Derivative [Line Items] | |
Derivative, nonmonetary notional amount | MMBTU | 4 |
Cross Currency Interest Rate Contract | |
Derivative [Line Items] | |
Proceeds from derivative instrument | $ 30 |
Treasury interest rate lock | |
Derivative [Line Items] | |
Derivative, notional amount | $ 175 |
Derivative, fixed interest rate | 0.994% |
United States of America, Dollars | Cross Currency Interest Rate Contract | |
Derivative [Line Items] | |
Derivative, notional amount | $ 218 |
Euro Member Countries, Euro | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Derivative, notional amount | 137 |
U.S. | Foreign exchange forward contracts | |
Derivative [Line Items] | |
Derivative, notional amount | $ 711 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($)site | |
Finite-Lived Intangible Assets [Line Items] | |
Non-cash impairment charge | $ 944 |
Number of intangible assets impaired | site | 2 |
Impaired goodwill carrying amount | $ 257 |
Other | |
Finite-Lived Intangible Assets [Line Items] | |
Non-cash impairment charge | $ 43 |
Weighted average useful life | 45 years |
Insulation | Trade name | |
Finite-Lived Intangible Assets [Line Items] | |
Non-cash impairment charge | $ 34 |
Insulation | Trademarks | |
Finite-Lived Intangible Assets [Line Items] | |
Non-cash impairment charge | $ 9 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill Rollforward (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill [Line Items] | ||||
Balance at beginning of period | $ 1,932 | |||
Impairment charge | $ 0 | $ 0 | 944 | $ 0 |
Divestiture | 4 | |||
Foreign currency translation | (8) | |||
Balance at end of period | 976 | 976 | ||
Composites | ||||
Goodwill [Line Items] | ||||
Balance at beginning of period | 57 | |||
Impairment charge | 0 | |||
Divestiture | 0 | |||
Foreign currency translation | (1) | |||
Balance at end of period | 56 | 56 | ||
Insulation | ||||
Goodwill [Line Items] | ||||
Balance at beginning of period | 1,479 | |||
Impairment charge | 944 | |||
Divestiture | 4 | |||
Foreign currency translation | (9) | |||
Balance at end of period | 522 | 522 | ||
Roofing | ||||
Goodwill [Line Items] | ||||
Balance at beginning of period | 396 | |||
Impairment charge | 0 | |||
Divestiture | 0 | |||
Foreign currency translation | 2 | |||
Balance at end of period | $ 398 | $ 398 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Intangible Assets Rollforward (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 2,015 | $ 2,075 |
Accumulated amortization | (360) | (354) |
Net Carrying Amount | 1,655 | 1,721 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 1,102 | 1,139 |
Net Carrying Amount | 1,102 | 1,139 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 556 | 550 |
Accumulated amortization | (190) | (167) |
Net Carrying Amount | 366 | 383 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 323 | 319 |
Accumulated amortization | (167) | (152) |
Net Carrying Amount | 156 | 167 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 34 | 67 |
Accumulated amortization | (3) | (35) |
Net Carrying Amount | $ 31 | $ 32 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense (Details) $ in Millions | Sep. 30, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 | $ 49 |
2022 | 46 |
2023 | 44 |
2024 | 40 |
2025 | $ 39 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Line Items] | ||
Property plant and equipment, gross | $ 6,736 | $ 6,695 |
Accumulated depreciation | (3,019) | (2,840) |
Property, plant and equipment, net | $ 3,717 | $ 3,855 |
Precious metals depletion percentage | 10.00% | 10.00% |
Precious metal percent of deprecation expense | 0.03 | |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment, gross | $ 217 | $ 221 |
Buildings and leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment, gross | 1,217 | 1,186 |
Machinery and equipment | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment, gross | 5,080 | 4,978 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Property plant and equipment, gross | $ 222 | $ 310 |
WARRANTIES (Details)
WARRANTIES (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Movement In Standard And Extended Product Warranty Increase Decrease Roll Forward | ||
Product warranty accrual, beginning balance | $ 64 | $ 60 |
Amounts accrued for current year | 16 | 17 |
Settlements of warranty claims | (10) | (13) |
Product warranty accrual, ending balance | $ 70 | $ 64 |
RESTRUCTURING AND ACQUISITION_3
RESTRUCTURING AND ACQUISITION-RELATED COSTS RESTRUCTURING (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | $ 0 | $ 0 | $ 10 | $ (1) | |
Cost Reduction Actions 2020 | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 5 | 5 | |||
Restructuring reserve | 2 | 2 | $ 0 | ||
Payments | (3) | ||||
Non-cash items and reclassifications to other accounts | 0 | ||||
Cumulative charges incurred | 5 | 5 | |||
Insulation Network Optimization Restrcuturing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 5 | ||||
Cost Reductions Actions 2017 | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 5 | ||||
Restructuring reserve | 0 | 0 | 5 | ||
Payments | (8) | ||||
Non-cash items and reclassifications to other accounts | 2 | ||||
Cumulative charges incurred | 29 | 29 | |||
Pittsburgh Corning Related Restructuring | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 0 | ||||
Restructuring reserve | 9 | 9 | $ 11 | ||
Payments | (4) | ||||
Non-cash items and reclassifications to other accounts | (2) | ||||
Cumulative charges incurred | 30 | 30 | |||
Accelerated depreciation | Cost Reductions Actions 2017 | Cost of sales | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and Related Cost, Accelerated Depreciation | 0 | 0 | 1 | 0 | |
Other exit costs | Cost Reductions Actions 2017 | Cost of sales | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 0 | 0 | 3 | 2 | |
Other exit costs | Cost Reductions Actions 2017 | Other Expense | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 0 | 0 | |||
Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring reserve | 11 | 11 | |||
Restructuring reserve, noncurrent | 2 | 2 | |||
Restructuring reserve, current | 9 | 9 | |||
Severance | Cost Reductions Actions 2017 | Other Expense | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 0 | $ 0 | 5 | 0 | |
Other exit costs (gains) | Cost Reductions Actions 2017 | Other Expense | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | 1 | $ (3) | |||
Minimum | Cost Reduction Actions 2020 | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring cost, expected cost | 5 | 5 | |||
Maximum | Cost Reduction Actions 2020 | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring cost, expected cost | $ 10 | $ 10 |
DEBT (Details)
DEBT (Details) - USD ($) | Aug. 12, 2019 | Jun. 27, 2017 | Sep. 30, 2020 | Sep. 30, 2018 | Dec. 31, 2015 | Dec. 31, 2013 | Sep. 30, 2020 | May 12, 2020 | Dec. 31, 2019 | Apr. 01, 2018 | Jan. 25, 2018 | Oct. 27, 2017 | Jun. 26, 2017 | Dec. 31, 2016 | Aug. 08, 2016 | Nov. 12, 2014 | Oct. 17, 2012 |
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 3,144,000,000 | $ 3,144,000,000 | $ 2,993,000,000 | ||||||||||||||
Fair value long-term debt | 100.00% | 100.00% | 100.00% | ||||||||||||||
Other | $ 2,000,000 | $ 2,000,000 | $ 3,000,000 | ||||||||||||||
Long-term debt, current maturities | 18,000,000 | 18,000,000 | 7,000,000 | ||||||||||||||
Long-term debt, net of current portion | 3,126,000,000 | $ 3,126,000,000 | 2,986,000,000 | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 800,000,000 | ||||||||||||||||
Short-term debt | $ 20,000,000 | ||||||||||||||||
Debt instrument, term | 1 year | ||||||||||||||||
Short-term debt, weighted average interest rate, at point in time | 7.80% | ||||||||||||||||
Senior Notes Due 2022 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 184,000,000 | $ 184,000,000 | $ 183,000,000 | ||||||||||||||
Fair value long-term debt | 105.00% | 105.00% | 104.00% | ||||||||||||||
Long-term debt, percentage rate | 4.20% | 4.20% | 4.20% | ||||||||||||||
Debt instrument, face amount | $ 600,000,000 | ||||||||||||||||
Repayments of debt | $ 416,000,000 | ||||||||||||||||
Senior Notes Due 2024 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 395,000,000 | $ 395,000,000 | $ 395,000,000 | ||||||||||||||
Fair value long-term debt | 111.00% | 111.00% | 106.00% | ||||||||||||||
Long-term debt, percentage rate | 4.20% | 4.20% | 4.20% | ||||||||||||||
Debt instrument, face amount | $ 400,000,000 | ||||||||||||||||
Senior Notes Due 2026 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 397,000,000 | $ 397,000,000 | $ 396,000,000 | ||||||||||||||
Fair value long-term debt | 108.00% | 108.00% | 101.00% | ||||||||||||||
Long-term debt, percentage rate | 3.40% | 3.40% | 3.40% | ||||||||||||||
Debt instrument, face amount | $ 400,000,000 | ||||||||||||||||
Senior Notes Due 2029 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 445,000,000 | $ 445,000,000 | $ 445,000,000 | ||||||||||||||
Fair value long-term debt | 114.00% | 114.00% | 104.00% | ||||||||||||||
Debt instrument, face amount | 450,000,000 | ||||||||||||||||
Senior Notes, Due 2030 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 297,000,000 | $ 297,000,000 | |||||||||||||||
Fair value long-term debt | 113.00% | 113.00% | |||||||||||||||
Debt instrument, face amount | $ 300,000,000 | ||||||||||||||||
Senior Notes Due 2036 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 368,000,000 | $ 368,000,000 | $ 367,000,000 | ||||||||||||||
Fair value long-term debt | 134.00% | 134.00% | 126.00% | ||||||||||||||
Long-term debt, percentage rate | 7.00% | 7.00% | 7.00% | ||||||||||||||
Debt instrument, face amount | $ 550,000,000 | ||||||||||||||||
Repayments of debt | $ 34,000,000 | $ 140,000,000 | |||||||||||||||
Senior Notes Due 2047 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 588,000,000 | $ 588,000,000 | $ 588,000,000 | ||||||||||||||
Fair value long-term debt | 110.00% | 110.00% | 95.00% | ||||||||||||||
Long-term debt, percentage rate | 4.30% | 4.30% | |||||||||||||||
Debt instrument, face amount | $ 600,000,000 | ||||||||||||||||
Senior Notes Due 2048 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 390,000,000 | $ 390,000,000 | $ 390,000,000 | ||||||||||||||
Fair value long-term debt | 113.00% | 113.00% | 97.00% | ||||||||||||||
Long-term debt, percentage rate | 4.40% | 4.40% | |||||||||||||||
Debt instrument, face amount | $ 400,000,000 | ||||||||||||||||
Various finance leases, due through 2032 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 78,000,000 | $ 78,000,000 | $ 26,000,000 | ||||||||||||||
Fair value long-term debt | 100.00% | 100.00% | 100.00% | ||||||||||||||
Term loan borrowings, maturing in 2021 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt | $ 0 | $ 0 | $ 200,000,000 | ||||||||||||||
Fair value long-term debt | 0.00% | 0.00% | 100.00% | ||||||||||||||
Senior Notes Due 2019 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of debt | $ 144,000,000 | $ 105,000,000 | $ 100,000,000 | ||||||||||||||
Senior Notes Due 2016 | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Repayments of debt | $ 158,000,000 | $ 242,000,000 | $ 250,000,000 | ||||||||||||||
Term Loan Commitment Two | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | ||||||||||||||||
Senior Revolving Credit Facility B | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Proceeds from issuance of debt | $ 600,000,000 | ||||||||||||||||
Line of credit facility, maximum borrowing capacity | 800,000,000 | $ 800,000,000 | |||||||||||||||
Availability on facility | 796,000,000 | 796,000,000 | |||||||||||||||
Letter Of Credit Under Receivables Purchase Agreement | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Long-term debt, current maturities | $ 280,000,000 | ||||||||||||||||
Line of credit facility, maximum borrowing capacity | 280,000,000 | 280,000,000 | |||||||||||||||
Availability on facility | $ 279,000,000 | $ 279,000,000 |
DEBT - Credit Facility Utilizat
DEBT - Credit Facility Utilization (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Facility size or borrowing limit | $ 800 | |
Senior Revolving Credit Facility B | ||
Debt Instrument [Line Items] | ||
Facility size or borrowing limit | $ 800 | |
Outstanding borrowings | 0 | |
Outstanding letters of credit | 4 | |
Availability on facility | 796 | |
Letter Of Credit Under Receivables Purchase Agreement | ||
Debt Instrument [Line Items] | ||
Facility size or borrowing limit | 280 | |
Collateral capacity limitation on availability | 0 | |
Outstanding borrowings | 0 | |
Outstanding letters of credit | 1 | |
Availability on facility | $ 279 |
PENSION PLANS AND OTHER POSTR_3
PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2020 | |
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract] | |||||
Contributions by employer | $ 20 | ||||
Pension Plan | |||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||||
Service cost | $ 2 | $ 2 | 7 | $ 7 | |
Interest cost | 9 | 12 | 28 | 37 | |
Expected return on plan assets | (15) | (17) | (46) | (51) | |
Amortization of actuarial loss | 4 | 4 | 12 | 10 | |
Net periodic benefit income | 0 | 1 | 1 | 3 | |
Other Postretirement Benefits Plan | |||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||||
Service cost | 0 | 0 | 1 | 1 | |
Interest cost | 1 | 2 | 4 | 6 | |
Amortization of prior service credit | 0 | (1) | (2) | (3) | |
Amortization of actuarial loss | (2) | (2) | (6) | (6) | |
Net periodic benefit income | (1) | (1) | (3) | (2) | |
U.S. | Pension Plan | |||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||||
Service cost | 1 | 1 | 4 | 4 | |
Interest cost | 7 | 9 | 21 | 27 | |
Expected return on plan assets | (11) | (13) | (34) | (39) | |
Amortization of actuarial loss | 3 | 3 | 9 | 7 | |
Net periodic benefit income | 0 | 0 | 0 | (1) | |
Foreign Plan | Pension Plan | |||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||||
Service cost | 1 | 1 | 3 | 3 | |
Interest cost | 2 | 3 | 7 | 10 | |
Expected return on plan assets | (4) | (4) | (12) | (12) | |
Amortization of actuarial loss | 1 | 1 | 3 | 3 | |
Net periodic benefit income | $ 0 | $ 1 | $ 1 | $ 4 | |
Minimum | Scenario, Forecast | U.S. | |||||
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract] | |||||
Expected future employer contributions, current fiscal year | $ 50 | ||||
Minimum | Scenario, Forecast | Foreign Plan | |||||
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract] | |||||
Expected future employer contributions, current fiscal year | 15 | ||||
Maximum | Scenario, Forecast | U.S. | |||||
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract] | |||||
Expected future employer contributions, current fiscal year | 100 | ||||
Maximum | Scenario, Forecast | Foreign Plan | |||||
Defined Benefit Plan, Estimated Future Benefit Payments [Abstract] | |||||
Expected future employer contributions, current fiscal year | $ 25 |
CONTINGENT LIABILITIES AND OT_2
CONTINGENT LIABILITIES AND OTHER MATTERS (Details) $ in Millions | Sep. 30, 2020USD ($)site |
Unusual or Infrequent Item, or Both [Line Items] | |
Environmental liability sites | 21 |
Environmental exit costs, accrual | $ | $ 7 |
Environmental exit costs, accrual, current | $ | $ 3 |
Superfund Site | |
Unusual or Infrequent Item, or Both [Line Items] | |
Environmental liability sites | 8 |
Owned or Formally Owned Sites | |
Unusual or Infrequent Item, or Both [Line Items] | |
Environmental liability sites | 13 |
STOCK COMPENSATION - Narrative
STOCK COMPENSATION - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Apr. 16, 2020 | Apr. 18, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Allocated share based compensation expense (less than) | $ 11 | $ 10 | ||||
Vesting period | 4 years | |||||
Maximum employee subscription rate | 85.00% | |||||
Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares available for grant | 2,000,000 | |||||
Vesting period | 4 years | |||||
Options Maximum term (in years) | 10 years | |||||
Employee emergence equity program expense | 1 | $ 4 | $ 1 | $ 4 | ||
Restricted Stock Awards and Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Allocated share based compensation expense (less than) | $ 31 | 31 | ||||
Vesting period | 2 years 3 months 25 days | |||||
Compensation cost not yet recognized | 36 | $ 36 | ||||
Vested in period, fair value | $ 22 | $ 20 | ||||
Performance Stock Units (PSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 1 year 11 months 19 days | |||||
Compensation cost not yet recognized | 16 | $ 16 | ||||
Vested in period, fair value | 1 | |||||
Employee Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation cost not yet recognized | $ 1 | $ 1 | ||||
Stock Plan Member, 2016 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares available for grant | 3,500,000 | 3,500,000 | ||||
Internal Based Performance Metric | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Performance stock payout minimum | 0 | |||||
Performance stock payout range maximum | 3 | |||||
External Based Performance Metric | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Performance stock payout minimum | 0 | |||||
Performance stock payout range maximum | 2 | |||||
Employee Stock Purchase Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares available for grant | 4,300,000 | 4,300,000 | 4,200,000 | |||
Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise price range, exercisable options, weighted average exercise price | $ 25.45 | $ 25.45 | ||||
Expected volatility rate | 28.43% | |||||
Risk free interest rate | 0.15% | |||||
Expected term (in years) | 2 years 3 months 21 days | |||||
Grant date fair value of units granted | $ 68.60 | |||||
Minimum | Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise price range, exercisable options, weighted average exercise price | 33.73 | 33.73 | ||||
Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise price range, exercisable options, weighted average exercise price | 42.16 | $ 42.16 | ||||
Expected volatility rate | 44.83% | |||||
Risk free interest rate | 1.43% | |||||
Expected term (in years) | 2 years 10 months 24 days | |||||
Grant date fair value of units granted | $ 76.58 | |||||
Maximum | Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise price range, exercisable options, weighted average exercise price | $ 42.16 | $ 42.16 |
STOCK COMPENSATION - Stock Opti
STOCK COMPENSATION - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Number of options, beginning balance | 414,800 | ||
Exercised (in shares) | (52,000) | ||
Number of options, ending balance | 362,800 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Beginning Balance | $ 37.79 | ||
Exercised, weighted average exercise price | 37.91 | ||
Ending Balance | $ 37.77 | ||
Weighted average remaining contractual term (in years) | 1 year 9 months | 3 years 21 days | |
Exercise price range, exercisable options, weighted average remaining contractual term (in years) | 1 year 9 months | ||
Intrinsic value | $ 11 | $ 11 | |
Intrinsic value, exercisable | $ 11 |
STOCK COMPENSATION - Restricted
STOCK COMPENSATION - Restricted Stock Activity (Details) - Restricted Stock Units (RSUs) | 9 Months Ended |
Sep. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Balance at December 31, 2019 | shares | 1,515,706 |
Granted (in shares) | shares | 454,196 |
Vested (in shares) | shares | (388,164) |
Forfeited (in shares) | shares | (70,202) |
Balance at September 30, 2020 | shares | 1,511,536 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Balance at December 31, 2019 | $ / shares | $ 51.70 |
Granted, weighted average grant date fair value | $ / shares | 63.32 |
Vested, weighted average grant date fair value | $ / shares | 57.51 |
Forfeited, weighted average grant date fair value | $ / shares | 69.39 |
Balance at September 30, 2020 | $ / shares | $ 52.78 |
STOCK COMPENSATION - Performanc
STOCK COMPENSATION - Performance Stock Units (Details) - Performance Stock Units (PSUs) | 9 Months Ended |
Sep. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Balance at December 31, 2019 | shares | 312,725 |
Granted (in shares) | shares | 169,539 |
Vested (in shares) | shares | (12,553) |
Forfeited (in shares) | shares | (30,327) |
Balance at September 30, 2020 | shares | 439,384 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Balance at December 31, 2019 | $ / shares | $ 69.23 |
Granted, weighted average grant date fair value | $ / shares | 65.29 |
Vested, weighted average grant date fair value | $ / shares | 84.46 |
Forfeited, weighted average grant date fair value | $ / shares | 83.14 |
Balance at September 30, 2020 | $ / shares | $ 69.20 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Oct. 24, 2016 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||||||
Net earnings (loss) attributable to Owens Corning | $ 206 | $ 96 | $ (917) | $ 150 | $ 138 | $ 44 | $ (615) | $ 332 | |
Weighted-average number of shares outstanding used for basic earnings (loss) per share | 108,800,000 | 109,200,000 | 108,700,000 | 109,200,000 | |||||
Non-vested restricted and performance shares | 600,000 | 600,000 | 0 | 600,000 | |||||
Options to purchase common stock | 100,000 | 200,000 | 0 | 200,000 | |||||
Weighted-average number of shares outstanding and common equivalent shares used for diluted earnings (loss) per share | 109,500,000 | 110,000,000 | 108,700,000 | 110,000,000 | |||||
Basic (in dollars per share) | $ 1.89 | $ 1.37 | $ (5.66) | $ 3.04 | |||||
Diluted (in dollars per share) | $ 1.88 | $ 1.36 | $ (5.66) | $ 3.02 | |||||
Equity Class Of Treasury Stock [Line Items] | |||||||||
Stock repurchase program, remaining number of shares authorized to be repurchased | 2,300,000 | 2,300,000 | |||||||
Repurchase Program 2016 | |||||||||
Equity Class Of Treasury Stock [Line Items] | |||||||||
Stock repurchase program, number of shares authorized to be repurchased | 10,000,000 | ||||||||
Stock repurchased during period, shares | 1,300,000 | ||||||||
Payments for repurchase of equity | $ 81 | ||||||||
Restricted Stock | |||||||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||||||
Antidilutive securities excluded from computation of earnings per share amount | 100,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 56 | $ 61 | $ 119 | $ 159 |
Effective tax rate | 21.00% | 29.00% | (24.00%) | 32.00% |
Non-cash charges related to adjustments to valuation allowances | $ 13 | $ 15 | ||
Increase in tax expense | $ 12 |
CHANGES IN ACCUMULATED OTHER _3
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Total AOCI beginning balance | $ (610) | |||
Amounts classified into AOCI, net of tax | $ 0 | $ 0 | 0 | $ 0 |
Amounts classified into AOCI, net of tax | 3 | 1 | 2 | 0 |
Total AOCI ending balance | (638) | (693) | (638) | (693) |
Currency Translation Adjustment | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Total AOCI beginning balance | (351) | (285) | (282) | (306) |
Net investment hedge amounts classified into AOCI, net of tax | (9) | 22 | 20 | 24 |
Gain/(loss) on foreign currency translation | 46 | (79) | (52) | (60) |
Other comprehensive income/(loss), net of tax | 37 | (57) | (32) | (36) |
Total AOCI ending balance | (314) | (342) | (314) | (342) |
Pension and Other Postretirement Adjustment | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Total AOCI beginning balance | (321) | (349) | (326) | (350) |
Other comprehensive income/(loss), net of tax | (3) | (2) | 2 | (1) |
Amounts reclassified from AOCI to net earnings, net of tax | (3) | 1 | 4 | 2 |
Amounts classified into AOCI, net of tax | 0 | (3) | (2) | (3) |
Total AOCI ending balance | (324) | (351) | (324) | (351) |
Hedging Adjustment | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Total AOCI beginning balance | (3) | (1) | (2) | 0 |
Other comprehensive income/(loss), net of tax | 3 | 1 | 2 | 0 |
Amounts classified into AOCI, net of tax | 2 | 1 | (2) | 0 |
Amounts reclassified from AOCI to net earnings, net of tax | 1 | 0 | 4 | 0 |
Total AOCI ending balance | $ 0 | $ 0 | $ 0 | $ 0 |
Uncategorized Items - oc-202009
Label | Element | Value |
Gain (Loss) on Extinguishment of Debt | us-gaap_GainsLossesOnExtinguishmentOfDebt | $ (32,000,000) |
Gain (Loss) on Extinguishment of Debt | us-gaap_GainsLossesOnExtinguishmentOfDebt | $ 0 |