UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
For the quarterly period ended
or
For the transition period from ____ to ____
Commission file no:
(Exact name of registrant as specified in its charter)
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(Address of principal executive offices)
Telephone Number: (
Securities Registered Pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol | Name of each exchange on which registered | |||
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
☒ | Accelerated filer | ☐ | |
Non-accelerated filer | ☐ | Smaller reporting company | |
Emerging growth company | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
At August 1, 2021,
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS | |||||||
DEERE & COMPANY | |||||||
STATEMENT OF CONSOLIDATED INCOME | |||||||
For the Three Months Ended August 1, 2021 and August 2, 2020 | |||||||
(In millions of dollars and shares except per share amounts) Unaudited | |||||||
| 2021 |
| 2020 |
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Net Sales and Revenues | |||||||
Net sales |
| $ | $ | ||||
Finance and interest income |
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Other income |
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Total |
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Costs and Expenses | |||||||
Cost of sales |
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Research and development expenses |
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Selling, administrative and general expenses |
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Interest expense |
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Other operating expenses |
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Total |
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Income of Consolidated Group before Income Taxes |
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Provision for income taxes |
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Income of Consolidated Group |
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Equity in income (loss) of unconsolidated affiliates |
| ( | |||||
Net Income |
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Less: Net income attributable to noncontrolling interests |
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Net Income Attributable to Deere & Company |
| $ | $ | ||||
Per Share Data | |||||||
Basic |
| $ | $ | ||||
Diluted |
| $ | $ | ||||
Average Shares Outstanding | |||||||
Basic |
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Diluted |
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See Condensed Notes to Interim Consolidated Financial Statements.
2
DEERE & COMPANY | |||||||
STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME | |||||||
For the Three Months Ended August 1, 2021 and August 2, 2020 | |||||||
(In millions of dollars) Unaudited | |||||||
| 2021 |
| 2020 |
| |||
| |||||||
Net Income |
| $ | $ | ||||
Other Comprehensive Income (Loss), Net of Income Taxes | |||||||
Retirement benefits adjustment |
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Cumulative translation adjustment | ( |
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Unrealized gain on derivatives |
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Unrealized gain on debt securities |
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Other Comprehensive Income (Loss), Net of Income Taxes | ( |
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Comprehensive Income of Consolidated Group |
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Less: Comprehensive income attributable to noncontrolling interests |
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Comprehensive Income Attributable to Deere & Company |
| $ | $ | ||||
See Condensed Notes to Interim Consolidated Financial Statements.
3
DEERE & COMPANY | |||||||
STATEMENT OF CONSOLIDATED INCOME | |||||||
For the Nine Months Ended August 1, 2021 and August 2, 2020 | |||||||
(In millions of dollars and shares except per share amounts) Unaudited | |||||||
| 2021 |
| 2020 |
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Net Sales and Revenues | |||||||
Net sales |
| $ | $ | ||||
Finance and interest income |
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Other income |
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Total |
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Costs and Expenses | |||||||
Cost of sales |
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Research and development expenses |
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Selling, administrative and general expenses |
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Interest expense |
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Other operating expenses |
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Total |
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Income of Consolidated Group before Income Taxes |
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Provision for income taxes |
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Income of Consolidated Group |
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Equity in income (loss) of unconsolidated affiliates |
| ( | |||||
Net Income |
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Less: Net income attributable to noncontrolling interests |
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Net Income Attributable to Deere & Company |
| $ | $ | ||||
Per Share Data | |||||||
Basic |
| $ | $ | ||||
Diluted |
| $ | $ | ||||
Average Shares Outstanding | |||||||
Basic |
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Diluted |
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See Condensed Notes to Interim Consolidated Financial Statements.
4
DEERE & COMPANY | |||||||
STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME | |||||||
For the Nine Months Ended August 1, 2021 and August 2, 2020 | |||||||
(In millions of dollars) Unaudited | |||||||
| 2021 |
| 2020 |
| |||
| |||||||
Net Income |
| $ | $ | ||||
Other Comprehensive Income (Loss), Net of Income Taxes | |||||||
Retirement benefits adjustment |
| ||||||
Cumulative translation adjustment |
| ( | |||||
Unrealized gain (loss) on derivatives |
| ( | |||||
Unrealized gain (loss) on debt securities | ( |
| |||||
Other Comprehensive Income (Loss), Net of Income Taxes |
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Comprehensive Income of Consolidated Group |
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Less: Comprehensive income attributable to noncontrolling interests |
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Comprehensive Income Attributable to Deere & Company |
| $ | $ | ||||
See Condensed Notes to Interim Consolidated Financial Statements.
5
DEERE & COMPANY | ||||||||||
CONDENSED CONSOLIDATED BALANCE SHEET | ||||||||||
(In millions of dollars) Unaudited | ||||||||||
| August 1 |
| November 1 |
| August 2 |
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2021 | 2020 | 2020 |
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Assets | ||||||||||
Cash and cash equivalents |
| $ | $ | $ | ||||||
Marketable securities |
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Receivables from unconsolidated affiliates |
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Trade accounts and notes receivable – net |
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Financing receivables – net |
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Financing receivables securitized – net |
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Other receivables |
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Equipment on operating leases – net |
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Inventories |
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Property and equipment – net |
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Investments in unconsolidated affiliates |
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Goodwill |
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Other intangible assets – net |
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Retirement benefits |
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Deferred income taxes |
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Other assets |
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Total Assets |
| $ | $ | $ | ||||||
Liabilities and Stockholders’ Equity | ||||||||||
Liabilities | ||||||||||
Short-term borrowings | $ | $ | $ | |||||||
Short-term securitization borrowings |
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Payables to unconsolidated affiliates |
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Accounts payable and accrued expenses |
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Deferred income taxes |
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Long-term borrowings |
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Retirement benefits and other liabilities |
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Total liabilities |
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Commitments and contingencies (Note 18) | ||||||||||
Stockholders’ Equity | ||||||||||
Common stock, $ |
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Common stock in treasury | ( |
| ( |
| ( | |||||
Retained earnings |
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Accumulated other comprehensive income (loss) | ( |
| ( |
| ( | |||||
Total Deere & Company stockholders’ equity |
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Noncontrolling interests |
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Total stockholders’ equity |
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Total Liabilities and Stockholders’ Equity | $ | $ | $ | |||||||
See Condensed Notes to Interim Consolidated Financial Statements.
6
DEERE & COMPANY | |||||||
STATEMENT OF CONSOLIDATED CASH FLOWS | |||||||
For the Nine Months Ended August 1, 2021 and August 2, 2020 | |||||||
(In millions of dollars) Unaudited | |||||||
| 2021 |
| 2020 |
| |||
Cash Flows from Operating Activities |
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Net income |
| $ | $ | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Provision (credit) for credit losses | ( |
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Provision for depreciation and amortization |
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Impairment charges |
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Share-based compensation expense |
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Undistributed earnings of unconsolidated affiliates |
| ( | |||||
Credit for deferred income taxes | ( |
| ( | ||||
Changes in assets and liabilities: | |||||||
Trade, notes, and financing receivables related to sales | ( |
| |||||
Inventories | ( |
| ( | ||||
Accounts payable and accrued expenses |
| ( | |||||
Accrued income taxes payable/receivable |
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Retirement benefits |
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Other | ( |
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Net cash provided by operating activities |
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Cash Flows from Investing Activities | |||||||
Collections of receivables (excluding receivables related to sales) |
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Proceeds from maturities and sales of marketable securities |
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Proceeds from sales of equipment on operating leases |
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Cost of receivables acquired (excluding receivables related to sales) | ( |
| ( | ||||
Acquisitions of businesses, net of cash acquired | ( |
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Purchases of marketable securities | ( |
| ( | ||||
Purchases of property and equipment | ( |
| ( | ||||
Cost of equipment on operating leases acquired | ( |
| ( | ||||
Collateral on derivatives – net | ( | ||||||
Other |
| ( | |||||
Net cash used for investing activities | ( |
| ( | ||||
Cash Flows from Financing Activities | |||||||
Increase in total short-term borrowings |
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Proceeds from long-term borrowings |
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Payments of long-term borrowings | ( |
| ( | ||||
Proceeds from issuance of common stock |
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Repurchases of common stock | ( |
| ( | ||||
Dividends paid | ( |
| ( | ||||
Other | ( |
| ( | ||||
Net cash provided by (used for) financing activities | ( |
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Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash |
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Net Increase in Cash, Cash Equivalents, and Restricted Cash | |||||||
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period |
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Cash, Cash Equivalents, and Restricted Cash at End of Period | $ | $ | |||||
See Condensed Notes to Interim Consolidated Financial Statements.
7
DEERE & COMPANY | |||||||||||||||||||||||
STATEMENT OF CHANGES IN CONSOLIDATED STOCKHOLDERS’ EQUITY | |||||||||||||||||||||||
For the Three and Nine Months Ended August 1, 2021 and August 2, 2020 | |||||||||||||||||||||||
(In millions of dollars) Unaudited | |||||||||||||||||||||||
Total Stockholders’ Equity | |||||||||||||||||||||||
Deere & Company Stockholders |
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Accumulated | |||||||||||||||||||||||
Total | Other | Redeemable | |||||||||||||||||||||
Stockholders’ | Common | Treasury | Retained | Comprehensive | Noncontrolling | Noncontrolling | |||||||||||||||||
| Equity |
| Stock |
| Stock |
| Earnings |
| Income (Loss) |
| Interests |
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| Interest | |||||||||
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Three Months Ended August 2, 2020 | |||||||||||||||||||||||
Balance May 3, 2020 |
| $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||
Net income |
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Other comprehensive income |
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Treasury shares reissued |
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Dividends declared |
| ( | ( |
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Stock options and other |
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Balance August 2, 2020 | $ | $ | $ | ( | $ | $ | ( | $ |
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Nine Months Ended August 2, 2020 |
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Balance November 3, 2019 |
| $ | $ | $ | ( | $ | $ | ( | $ | $ |
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Net income |
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Other comprehensive income |
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Repurchases of common stock |
| ( | ( | ||||||||||||||||||||
Treasury shares reissued |
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Dividends declared |
| ( | ( | ( | ( | ||||||||||||||||||
Noncontrolling interest redemption (Note 22) |
| ( | |||||||||||||||||||||
Stock options and other |
| ( |
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Balance August 2, 2020 | $ | $ | $ | ( | $ | $ | ( | $ |
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Three Months Ended August 1, 2021 | |||||||||||||||||||||||
Balance May 2, 2021 | $ | $ | $ | ( | $ | $ | ( | $ |
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Net income |
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Other comprehensive loss | ( | ( |
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Repurchases of common stock | ( | ( | |||||||||||||||||||||
Treasury shares reissued | |||||||||||||||||||||||
Dividends declared | ( | ( | ( |
| |||||||||||||||||||
Stock options and other | ( |
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Balance August 1, 2021 | $ | $ | $ | ( | $ | $ | ( | $ |
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Nine Months Ended August 1, 2021 | |||||||||||||||||||||||
Balance November 1, 2020 | $ | $ | $ | ( | $ | $ | ( | $ |
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ASU No. 2016-13 adoption (Note 3) | ( | ( | |||||||||||||||||||||
Net income |
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Other comprehensive income |
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Repurchases of common stock | ( | ( | |||||||||||||||||||||
Treasury shares reissued | |||||||||||||||||||||||
Dividends declared | ( | ( | ( |
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Stock options and other |
| ( |
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Balance August 1, 2021 | $ | $ | $ | ( | $ | $ | ( | $ |
| ||||||||||||||
See Condensed Notes to Interim Consolidated Financial Statements.
8
Condensed Notes to Interim Consolidated Financial Statements (Unaudited)
(1) Organization and Consolidation
The information in the notes and related commentary are presented in a format which includes data grouped as follows:
Consolidated – Represents the consolidation of the equipment operations and financial services. References to “Deere & Company” or “the Company” refer to the entire enterprise.
Equipment Operations – Represents the enterprise without financial services, while including the Company’s production and precision agriculture operations, small agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues, and expenses not reflected within financial services.
Financial Services – Includes primarily the Company’s financing operations.
Beginning in fiscal year 2021, the Company implemented a new operating model and reporting structure. With this change, the Company’s agriculture and turf operations were divided into two new segments: production and precision agriculture and small agriculture and turf. There were no changes to the construction and forestry and financial services segments. In addition, at the beginning of fiscal year 2021 the Company also reclassified goodwill from identifiable operating assets to corporate assets for segment reporting, as goodwill is no longer considered in evaluating the operating performance of the segments. Additional information on the new segments and the segment financial results are presented in Note 10. Prior period segment information was recast for a consistent presentation. References to agriculture and turf include both production and precision agriculture and small agriculture and turf.
The Company uses a 52/53 week fiscal year with quarters ending on the last Sunday in the reporting period. The third quarter ends for fiscal year 2021 and 2020 were August 1, 2021 and August 2, 2020, respectively. Both third quarters contained
Prior to November 2, 2020, the operating results of the Wirtgen Group (Wirtgen) were incorporated into the Company’s consolidated financial statements using a one-month lag period. In the first quarter of 2021, the reporting lag was eliminated resulting in one additional month of Wirtgen activity in the first quarter and the year-to-date period. The effect was an increase to “Net sales” of $
Variable Interest Entities
The Company consolidates certain variable interest entities (VIEs) related to retail note securitizations (see Note 12).
The Company also has an interest in a joint venture that manufactures construction equipment in Indaiatuba, Brazil for local and overseas markets. The joint venture is a VIE; however, the Company is not the primary beneficiary. Therefore, the entity’s financial results are not fully consolidated in the Company’s consolidated financial statements, but are included on the equity basis. The maximum exposure to loss was $
(2) Summary of Significant Accounting Policies and Cash Flow Information
The interim consolidated financial statements of Deere & Company have been prepared by the Company, without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the U.S. have been condensed or omitted as permitted by such rules and regulations. All adjustments, consisting of normal recurring adjustments, have been included. Management believes the disclosures are adequate to present fairly the financial position, results of operations, and cash flows at the dates and for the periods presented. It is suggested these interim consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto appearing in the Company’s latest annual report on Form 10-K. Results for interim periods are not necessarily indicative of those to be expected for the fiscal year.
The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts and related disclosures. The COVID pandemic has resulted in uncertainties in the Company’s business, which may result in actual results differing from those estimates.
9
Cash Flow Information
All cash flows from the changes in trade accounts and notes receivable are classified as operating activities in the statement of consolidated cash flows as these receivables arise from sales to the Company’s customers. Cash flows from financing receivables that are related to sales to the Company’s customers are also included in operating activities. The remaining financing receivables are related to the financing of equipment sold by independent dealers and are included in investing activities.
The Company had the following non-cash operating and investing activities that were not included in the statement of consolidated cash flows. The Company transferred inventory to equipment on operating leases of approximately $
The Company’s restricted cash held at August 1, 2021, November 1, 2020, August 2, 2020, and November 3, 2019 was as follows in millions of dollars:
August 1 | November 1 | August 2 | November 3 | ||||||||||
2021 | 2020 | 2020 | 2019 | ||||||||||
Equipment operations | $ | $ | $ | $ | |||||||||
Financial services | |||||||||||||
Total | $ | $ | $ | $ |
The equipment operations’ restricted cash relates to miscellaneous operational activities. The financial services restricted cash primarily relates to securitization of financing receivables (see Note 12). The restricted cash is recorded in “Other assets” in the consolidated balance sheet.
(3) New Accounting Standards
New Accounting Standards Adopted
In the first quarter of 2021, the Company adopted Financial Accounting Standards Board (FASB) Accounting Standards Update (ASU)
The Company holds deposits from dealers (dealer deposits), which are recorded in “Accounts payable and accrued expenses” to absorb certain credit losses. Prior to adopting this ASU, the allowance for credit losses was estimated on probable credit losses incurred after consideration of recoveries from dealer deposits. The ASU considers dealer deposits and certain credit insurance contracts as freestanding credit enhancements. As a result, after adoption, credit losses recovered from dealer deposits and certain credit insurance contracts are presented in “Other income” and no longer as part of the allowance for credit losses or the provision for credit losses. The ASU also modified the treatment of the estimated write-off of delinquent receivables by no longer including the estimated benefit of charges to the dealer deposits in the write-off amount. This change increases the estimated write-offs on delinquent financing receivables with the benefit of credit losses recovered from dealer deposits presented in “Other income.” This benefit, in both situations, is recorded when the dealer deposits are charged and no longer based on estimated recoveries.
The effects of adopting the ASU on the consolidated balance sheet were as follows in millions of dollars:
November 1 | Cumulative Effect | November 2 | ||||||||
2020 | from Adoption | 2020 | ||||||||
Assets | ||||||||||
Trade accounts and note receivable - net | $ | | $ | | $ | | ||||
Financing receivables - net | | ( | | |||||||
Financing receivables securitized - net | | ( | | |||||||
Deferred income taxes | | | | |||||||
Liabilities | ||||||||||
Accounts payable and accrued expenses | $ | | $ | | $ | | ||||
Deferred income taxes | | ( | | |||||||
Stockholders’ equity | ||||||||||
Retained earnings | $ | | $ | ( | $ | |
10
Note 11 contains additional disclosures as well as the Company’s updated allowance for credit losses accounting policy.
The Company also adopted the following standards in 2021, none of which had a material effect on the Company’s consolidated financial statements:
Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which amends ASC 350-40, Intangibles – Goodwill and Other – Internal-Use Software | ||
Codification Improvements to Topic 326, Financial Instruments – Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments | ||
Reference Rate Reform (Topic 848): Scope |
New Accounting Standards to be Adopted
The Company will adopt the following standards in future periods, none of which are expected to have a material effect on the Company’s consolidated financial statements:
Simplifying the Accounting for Income Taxes, which amends ASC 740, Income Taxes | ||
Codification Improvements to Subtopic 310-20, Receivables – Nonrefundable Fees and Other Costs |
(4) Revenue Recognition
The Company’s revenue by primary geographical market, major product line, and timing of revenue recognition was as follows in millions of dollars:
Three Months Ended August 1, 2021 | ||||||||||||||||
| Production & Precision Ag |
| Small Ag & Turf |
| Construction |
| Financial |
| Total | |||||||
Primary geographical markets: |
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United States | $ | $ | $ | $ | $ | |||||||||||
Canada |
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Western Europe |
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Central Europe and CIS |
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Latin America |
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Asia, Africa, Australia, New Zealand, and Middle East | ||||||||||||||||
Total | $ | $ | $ | $ | $ | |||||||||||
Major product lines: |
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Production agriculture | $ |
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| $ | |||||||||||
Small agriculture |
| $ |
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Turf |
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Construction |
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| $ |
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Compact construction |
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Roadbuilding |
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Forestry |
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Financial products | $ |
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Other |
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Total | $ | $ | $ | $ | $ | |||||||||||
Timing of revenue recognition: |
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Revenue recognized at a point in time | $ | $ | $ | $ | $ | |||||||||||
Revenue recognized over time | ||||||||||||||||
Total | $ | $ | $ | $ | $ |
11
| Nine Months Ended August 1, 2021 | |||||||||||||||
Production & Precision Ag |
| Small Ag & Turf |
| Construction |
| Financial |
| Total | ||||||||
Primary geographical markets: | ||||||||||||||||
United States | $ | $ | $ | $ | $ | |||||||||||
Canada |
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Western Europe |
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Central Europe and CIS |
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Latin America |
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Asia, Africa, Australia, New Zealand, and Middle East | ||||||||||||||||
Total | $ | $ | $ | $ | $ | |||||||||||
Major product lines: |
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Production agriculture | $ |
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| $ | |||||||||||
Small agriculture |
| $ |
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Turf |
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Construction |
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| $ |
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Compact construction |
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Roadbuilding |
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Forestry |
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Financial products | $ |
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Other |
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Total | $ | $ | $ | $ | $ | |||||||||||
Timing of revenue recognition: |
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Revenue recognized at a point in time | $ | $ | $ | $ | $ | |||||||||||
Revenue recognized over time | ||||||||||||||||
Total | $ | $ | $ | $ | $ |
Three Months Ended August 2, 2020 | ||||||||||||||||
| Production & Precision Ag |
| Small Ag & Turf |
| Construction |
| Financial |
| Total | |||||||
Primary geographical markets: |
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United States | $ | $ | $ | $ | $ | |||||||||||
Canada |
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Western Europe |
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Central Europe and CIS |
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Latin America |
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Asia, Africa, Australia, New Zealand, and Middle East | ||||||||||||||||
Total | $ | $ | $ | $ | $ | |||||||||||
Major product lines: |
|
| ||||||||||||||
Production agriculture | $ |
|
| $ | ||||||||||||
Small agriculture | $ |
|
|
|
| |||||||||||
Turf |
|
|
|
| ||||||||||||
Construction |
| $ |
|
|
| |||||||||||
Compact construction |
|
| ||||||||||||||
Roadbuilding |
|
|
|
| ||||||||||||
Forestry |
|
|
|
| ||||||||||||
Financial products | $ |
| ||||||||||||||
Other |
|
|
| |||||||||||||
Total | $ | $ | $ | $ | $ | |||||||||||
Timing of revenue recognition: |
|
| ||||||||||||||
Revenue recognized at a point in time | $ | $ | $ | $ | $ | |||||||||||
Revenue recognized over time | ||||||||||||||||
Total | $ | $ | $ | $ | $ |
12
Nine Months Ended August 2, 2020 | ||||||||||||||||
| Production & Precision Ag |
| Small Ag & Turf |
| Construction |
| Financial |
| Total | |||||||
Primary geographical markets: | ||||||||||||||||
United States | $ | $ | $ | $ | $ | |||||||||||
Canada |
| |||||||||||||||
Western Europe |
| |||||||||||||||
Central Europe and CIS |
| |||||||||||||||
Latin America |
| |||||||||||||||
Asia, Africa, Australia, New Zealand, and Middle East | ||||||||||||||||
Total | $ | $ | $ | $ | $ | |||||||||||
Major product lines: |
|
| ||||||||||||||
Production agriculture | $ |
|
|
| $ | |||||||||||
Small agriculture |
| $ |
|
|
| |||||||||||
Turf |
|
|
|
| ||||||||||||
Construction |
|
| $ |
|
| |||||||||||
Compact construction |
|
|
| |||||||||||||
Roadbuilding |
|
|
|
| ||||||||||||
Forestry |
|
|
|
| ||||||||||||
Financial products | $ |
| ||||||||||||||
Other |
|
| ||||||||||||||
Total | $ | $ | $ | $ | $ | |||||||||||
Timing of revenue recognition: |
|
| ||||||||||||||
Revenue recognized at a point in time | $ | $ | $ | $ | $ | |||||||||||
Revenue recognized over time | ||||||||||||||||
Total | $ | $ | $ | $ | $ |
Following is a description of the Company’s major product lines:
Production agriculture – Includes net sales of large and certain mid-size tractors and associated attachments, combines, cotton pickers, cotton strippers, and sugarcane harvesters, sugarcane loaders and pull behind scrapers, tillage, seeding, and application equipment, including sprayers, nutrient management and soil preparation machinery, and related attachments and service parts.
Small agriculture – Includes net sales of mid-size and utility tractors, self-propelled forage harvesters, hay and forage equipment, balers, mowers, and related attachments and service parts.
Turf – Includes net sales of turf and utility equipment, including riding lawn equipment, golf course equipment, utility vehicles, and commercial mowing equipment, along with a broad line of associated implements, other outdoor power products, and related service parts.
Construction – Includes net sales of a broad range of machines used in construction, earthmoving, and material handling, including backhoe loaders, crawler dozers and loaders, four-wheel-drive loaders, excavators, motor graders, articulated dump trucks, and related attachments and service parts.
Compact construction – Includes net sales of smaller construction equipment, including compact excavators, compact track loaders, compact wheel loaders, skid steers, landscape loaders, and related attachments and service parts.
Roadbuilding – Includes net sales of equipment used in roadbuilding and renovation, including milling machines, recyclers, slipform pavers, surface miners, asphalt pavers, compactors, tandem and static rollers, mobile crushers and screens, mobile and stationary asphalt plants, and related attachments and service parts.
Forestry – Includes net sales of equipment used in timber harvesting, including log skidders, feller bunchers, log loaders, log forwarders, log harvesters, and related attachments and service parts.
Financial products – Includes finance and interest income primarily from retail notes related to sales of John Deere equipment to end customers, wholesale financing to dealers of John Deere equipment, and revolving charge accounts; lease income from retail leases of John Deere equipment; and revenue from extended warranties.
13
Other – Includes sales of components to other equipment manufacturers that are included in “Net sales”; and revenue earned over time from precision guidance, telematics, and other information enabled solutions, revenue from service performed at Company owned dealerships and service centers, gains on disposition of property and businesses, trademark licensing revenue, and other miscellaneous revenue items that are included in “Other income.”
The Company invoices in advance of recognizing the sale of certain products and the revenue for certain services. These items are primarily extended warranty premiums, advance payments for future equipment sales, and subscription and service revenue related to precision guidance and telematic services. These advanced customer payments are presented as deferred revenue, a contract liability, in “Accounts payable and accrued expenses” in the consolidated balance sheet. The deferred revenue received, but not recognized in revenue, including extended warranty premiums also shown in Note 18, was $
The Company entered into contracts with customers to deliver equipment and services that have not been recognized at August 1, 2021 because the equipment or services have not been provided. These contracts primarily relate to extended warranty and certain precision guidance and telematic services. The amount of unsatisfied performance obligations for contracts with an original duration greater than one year is $
During 2020, and to a much lesser extent in 2021, the Company provided short-term payment relief on trade accounts and notes receivables to independent dealers and certain other customers that were negatively affected by the economic effects of COVID. The relief was provided both in regional programs and case-by-case situations with creditworthy customers. This relief generally included payment deferrals not exceeding
(5) Other Comprehensive Income Items
The after-tax changes in accumulated other comprehensive income (loss) was as follows in millions of dollars:
|
|
|
|
| Total |
| ||||||||||
Unrealized | Unrealized | Accumulated | ||||||||||||||
Retirement | Cumulative | Gain (Loss) | Gain (Loss) | Other | ||||||||||||
Benefits | Translation | on | on | Comprehensive | ||||||||||||
Adjustment | Adjustment | Derivatives | Debt Securities | Income (Loss) | ||||||||||||
Balance November 3, 2019 | $ | ( | $ | ( |
| $ | ( | $ | $ | ( | ||||||
Other comprehensive income (loss) items before reclassification |
| ( | ( |
| ||||||||||||
Amounts reclassified from accumulated other comprehensive income |
| ( |
| |||||||||||||
Net current period other comprehensive income (loss) |
|
| ( |
| ( |
|
| |||||||||
Balance August 2, 2020 | $ | ( | $ | ( | $ | ( | $ | $ | ( | |||||||
Balance November 1, 2020 | $ | ( | $ | ( | $ | ( | $ | $ | ( | |||||||
Other comprehensive income (loss) items before reclassification | ( | ( | ||||||||||||||
Amounts reclassified from accumulated other comprehensive income |
|
| ||||||||||||||
Net current period other comprehensive income (loss) | ( | |||||||||||||||
Balance August 1, 2021 | $ | ( |
| $ | ( |
| $ | ( |
| $ |
| $ | ( |
14
Following are amounts recorded in and reclassifications out of other comprehensive income (loss), and the income tax effects, in millions of dollars. Retirement benefits adjustment reclassifications for actuarial gain (loss), prior service (credit) cost, and settlements are included in net periodic pension and other postretirement benefit costs (see Note 8).
| Before |
| Tax |
| After |
| ||||
Tax | (Expense) | Tax |
| |||||||
Three Months Ended August 1, 2021 | Amount | Credit | Amount |
| ||||||
Cumulative translation adjustment | $ | ( | $ | ( | $ | ( | ||||
Unrealized gain (loss) on derivatives: | ||||||||||
Unrealized hedging gain (loss) | ( | ( | ||||||||
Reclassification of realized (gain) loss to: | ||||||||||
Interest rate contracts – Interest expense | ( | |||||||||
Net unrealized gain (loss) on derivatives | ( | |||||||||
Unrealized gain (loss) on debt securities: | ||||||||||
Unrealized holding gain (loss) | ( | |||||||||
Net unrealized gain (loss) on debt securities | ( | |||||||||
Retirement benefits adjustment: | ||||||||||
Net actuarial gain (loss) | ( | ( | ||||||||
Reclassification to Other operating expenses through amortization of: | ||||||||||
Actuarial (gain) loss | ( | |||||||||
Prior service (credit) cost |
| |||||||||
Settlements | ( | |||||||||
Net unrealized gain (loss) on retirement benefits adjustment | ( | |||||||||
Total other comprehensive income (loss) |
| $ | ( | $ | ( | $ | ( |
| Before |
| Tax |
| After |
| ||||
Tax | (Expense) | Tax |
| |||||||
Nine Months Ended August 1, 2021 | Amount | Credit | Amount |
| ||||||
Cumulative translation adjustment |
| $ |
| $ | ||||||
Unrealized gain (loss) on derivatives: | ||||||||||
Unrealized hedging gain (loss) | ( |
| ( | |||||||
Reclassification of realized (gain) loss to: | ||||||||||
Interest rate contracts – Interest expense | $ | ( | ||||||||
Net unrealized gain (loss) on derivatives | ( | |||||||||
Unrealized gain (loss) on debt securities: | ||||||||||
Unrealized holding gain (loss) | ( | ( | ( | |||||||
Net unrealized gain (loss) on debt securities | ( | ( | ( | |||||||
Retirement benefits adjustment: | ||||||||||
Net actuarial gain (loss) | ( | |||||||||
Reclassification to Other operating expenses through amortization of: | ||||||||||
Actuarial (gain) loss | ( | |||||||||
Prior service (credit) cost | ( | |||||||||
Settlements | ( | |||||||||
Net unrealized gain (loss) on retirement benefits adjustment | ( | |||||||||
Total other comprehensive income (loss) |
| $ | $ | ( | $ |
15
| Before |
| Tax |
| After |
| ||||
Tax | (Expense) | Tax |
| |||||||
Three Months Ended August 2, 2020 | Amount | Credit | Amount |
| ||||||
Cumulative translation adjustment: |
|
| ||||||||
Unrealized gain (loss) on translation adjustment | $ | $ | $ | |||||||
Reclassification of (gain) loss to Other operating expenses | ||||||||||
Net unrealized gain (loss) on translation adjustment | ||||||||||
Unrealized gain (loss) on derivatives: | ||||||||||
Unrealized hedging gain (loss) | ( | ( | ||||||||
Reclassification of realized (gain) loss to: |
| |||||||||
Interest rate contracts – Interest expense | ( | |||||||||
Net unrealized gain (loss) on derivatives | ( | |||||||||
Unrealized gain (loss) on debt securities: | ||||||||||
Unrealized holding gain (loss) | ( | |||||||||
Reclassification of realized (gain) loss – Other income | ( |
| ( | |||||||
Net unrealized gain (loss) on debt securities | ( | |||||||||
Retirement benefits adjustment: | ||||||||||
Net actuarial gain (loss) | ( | ( | ||||||||
Reclassification to Other operating expenses through amortization of: |
| |||||||||
Actuarial (gain) loss | ( | |||||||||
Prior service (credit) cost |
| |||||||||
Settlements | ( | |||||||||
Net unrealized gain (loss) on retirement benefits adjustment | ( | |||||||||
Total other comprehensive income (loss) |
| $ | $ | ( | $ |
| Before |
| Tax |
| After |
| ||||
Tax | (Expense) | Tax |
| |||||||
Nine Months Ended August 2, 2020 | Amount | Credit | Amount |
| ||||||
Cumulative translation adjustment: |
|
|
| |||||||
Unrealized gain (loss) on translation adjustment | $ | ( | $ | $ | ( | |||||
Reclassification of (gain) loss to Other operating expenses | ||||||||||
Net unrealized gain (loss) on translation adjustment | ( | ( | ||||||||
Unrealized gain (loss) on derivatives: | ||||||||||
Unrealized hedging gain (loss) | ( | ( | ||||||||
Reclassification of realized (gain) loss to: |
| |||||||||
Interest rate contracts – Interest expense | ( | |||||||||
Net unrealized gain (loss) on derivatives | ( | ( | ||||||||
Unrealized gain (loss) on debt securities: | ||||||||||
Unrealized holding gain (loss) | ( | |||||||||
Reclassification of realized (gain) loss – Other income | ( |
| ( | |||||||
Net unrealized gain (loss) on debt securities | ( | |||||||||
Retirement benefits adjustment: | ||||||||||
Net actuarial gain (loss) | ( | |||||||||
Reclassification to Other operating expenses through amortization of: |
| |||||||||
Actuarial (gain) loss | ( | |||||||||
Prior service (credit) cost | ( | |||||||||
Settlements | ( | |||||||||
Net unrealized gain (loss) on retirement benefits adjustment | ( | |||||||||
Total other comprehensive income (loss) |
| $ | $ | ( | $ |
(6) Dividends Declared and Paid
Dividends declared and paid on a per share basis were as follows:
Three Months Ended | Nine Months Ended |
| |||||||||||
August 1 | August 2 | August 1 | August 2 |
| |||||||||
2021 | 2020 | 2021 | 2020 |
| |||||||||
Dividends declared |
| $ |
| $ |
| $ |
| $ | |||||
Dividends paid | $ | $ | $ | $ |
16
(7) Earnings Per Share
A reconciliation of basic and diluted net income per share attributable to Deere & Company follows in millions, except per share amounts:
| Three Months Ended | Nine Months Ended |
| ||||||||||
August 1 | August 2 | August 1 | August 2 |
| |||||||||
2021 | 2020 | 2021 | 2020 |
| |||||||||
Net income attributable to Deere & Company |
| $ |
| $ |
| $ |
| $ | |||||
Average shares outstanding |
|
| |||||||||||
Basic per share | $ | $ | $ | $ | |||||||||
Average shares outstanding |
|
| |||||||||||
Effect of dilutive share-based compensation |
|
| |||||||||||
Total potential shares outstanding |
|
| |||||||||||
Diluted per share | $ | $ | $ | $ |
During the third quarter and first nine months of 2021,
(8) Pension and Other Postretirement Benefits
The Company has several defined benefit pension plans and postretirement benefit (OPEB) plans, primarily health care and life insurance plans, covering its U.S. employees and employees in certain foreign countries.
The worldwide components of net periodic pension cost consisted of the following in millions of dollars:
Three Months Ended | Nine Months Ended |
| |||||||||||
August 1 | August 2 | August 1 | August 2 |
| |||||||||
2021 | 2020 | 2021 | 2020 |
| |||||||||
Service cost |
| $ |
| $ |
| $ |
| $ | |||||
Interest cost |
|
| |||||||||||
Expected return on plan assets | ( |
| ( | ( |
| ( | |||||||
Amortization of actuarial loss |
|
| |||||||||||
Amortization of prior service cost |
|
| |||||||||||
Settlements |
|
| |||||||||||
Net cost | $ | $ | $ | $ |
The worldwide components of net periodic OPEB cost consisted of the following in millions of dollars:
Three Months Ended | Nine Months Ended |
| |||||||||||
August 1 | August 2 | August 1 | August 2 |
| |||||||||
2021 | 2020 | 2021 | 2020 |
| |||||||||
Service cost |
| $ |
| $ |
| $ |
| $ | |||||
Interest cost |
|
| |||||||||||
Expected return on plan assets | ( |
| ( | ( |
| ( | |||||||
Amortization of actuarial loss |
|
| |||||||||||
Amortization of prior service credit | ( |
| ( | ( |
| ( | |||||||
Curtailments |
|
|
| ||||||||||
Net cost | $ | $ | $ | $ |
The components of net periodic pension and OPEB costs excluding the service cost component are included in the line item “Other operating expenses” in the statement of consolidated income.
In the first quarter of 2020, the Company remeasured the U.S. salary OPEB health care plans due to the U.S. voluntary employee-separation program (see Note 22), which resulted in a $
17
During the first nine months of 2021, the Company contributed approximately $
(9) Income Taxes
The Company’s unrecognized tax benefits at August 1, 2021, November 1, 2020, and August 2, 2020 were $
(10) Segment Reporting
Beginning in fiscal year 2021, the Company implemented a new operating model and reporting structure. With this change, the Company’s agriculture and turf operations were divided into two new segments, which are described as follows:
The production and precision agriculture segment is responsible for defining, developing, and delivering global equipment and technology solutions to unlock customer value for production-scale growers of large grains, small grains, cotton, and sugar. Main products include large and certain mid-size tractors, combines, cotton pickers, sugarcane harvesters and loaders, and soil preparation, seeding, application and crop care equipment.
The small agriculture and turf segment is responsible for defining, developing, and delivering market-driven products to support mid-size and small growers and producers globally as well as turf customers. The operations are principally organized to support production systems for dairy and livestock, high-value crops, and turf and utility operators. Primary products include certain mid-size and small tractors, as well as hay and forage equipment, riding and commercial lawn equipment, golf course equipment, and utility vehicles.
There were no reporting changes for the construction and forestry and financial services segments. As a result, the Company has four reportable segments.
18
Worldwide net sales and revenues, operating profit, and identifiable assets by segment were as follows in millions of dollars. Operating profit is income from continuing operations before corporate expenses, certain external interest expense, certain foreign exchange gains and losses, and income taxes. Operating profit of the financial services segment includes the effect of interest expense and foreign exchange gains and losses. Reconciling items to net income are primarily corporate expenses, certain external interest expense, certain foreign exchange gains and losses, pension and OPEB benefit costs excluding the service cost component, and net income attributable to noncontrolling interests.
Three Months Ended | Nine Months Ended |
| |||||||||||||||
| August 1 | August 2 | % | August 1 | August 2 | % |
| ||||||||||
2021 | 2020 | Change | 2021 | 2020 | Change |
| |||||||||||
Net sales and revenues: |
|
|
|
|
|
|
|
|
|
|
| ||||||
Production & precision ag net sales |
| $ | $ | + |
| $ | $ | + | |||||||||
Small ag & turf net sales | + | + | |||||||||||||||
Construction & forestry net sales |
| + |
| + | |||||||||||||
Financial services revenues |
| + |
| - | |||||||||||||
Other revenues |
| + |
| + | |||||||||||||
Total net sales and revenues |
| $ | $ | + |
| $ | $ | + | |||||||||
Operating profit: | |||||||||||||||||
Production & precision ag |
| $ | $ | + |
| $ | $ | + | |||||||||
Small ag & turf | + | + | |||||||||||||||
Construction & forestry |
| + |
| + | |||||||||||||
Financial services |
| + |
| + | |||||||||||||
Total operating profit |
| + |
| + | |||||||||||||
Reconciling items | ( |
| ( | - | ( |
| ( | + | |||||||||
Income taxes | ( |
| ( | + | ( |
| ( | + | |||||||||
Net income attributable to Deere & Company |
| $ | $ | + |
| $ | $ | + | |||||||||
Intersegment sales and revenues: | |||||||||||||||||
Production & precision ag net sales |
| $ | $ | + |
| $ | $ | + | |||||||||
Small ag & turf net sales | + | ||||||||||||||||
Construction & forestry net sales |
|
|
|
|
| ||||||||||||
Financial services revenues |
| + |
| - | |||||||||||||
Outside the U.S. and Canada: | |||||||||||||||||
Net sales and revenues |
| $ | $ | + |
| $ | $ | + | |||||||||
Operating profit |
| + |
| + |
At the beginning of fiscal year 2021, the Company reclassified goodwill from identifiable operating segment assets to corporate assets for segment reporting, as goodwill is no longer considered in evaluating the operating performance of the segments. Prior period amounts have been restated for a consistent presentation.
| August 1 |
| November 1 | August 2 |
| |||||
2021 | 2020 | 2020 |
| |||||||
Identifiable assets: | ||||||||||
Production & precision ag |
| $ | $ | $ | ||||||
Small ag & turf | ||||||||||
Construction & forestry |
|
| ||||||||
Financial services |
|
| ||||||||
Corporate |
|
| ||||||||
Total assets |
| $ | $ | $ |
19
(11) Financing Receivables
The Company monitors the credit quality of financing receivables based on delinquency status. Past due balances of financing receivables still accruing finance income represent the total balance held (principal plus accrued interest) with any payment amounts
Due to the economic effects of COVID, the Company provided short-term payment relief to dealers and retail customers during 2020, and to a much lesser extent in 2021. The relief was provided in regional programs and on a case-by-case basis with customers that were generally current in their payment obligations. Financing receivables granted relief since the beginning of the pandemic that remained outstanding at August 1, 2021 represented approximately
While the Company implemented a new operating model in fiscal year 2021 resulting in new operating segments, assets managed by financial services, including most financing receivables and equipment on operating leases, continue to be evaluated by market (agriculture and turf or construction and forestry).
The credit quality analysis of retail notes, financing leases, and revolving charge accounts (collectively, customer receivables) was as follows in millions of dollars at August 1, 2021:
Year of Origination | |||||||||||||||||||||||||
2021 | 2020 | 2019 | 2018 | 2017 | Prior | Revolving Charge Accounts | Total | ||||||||||||||||||
Customer receivables: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Agriculture and turf | |||||||||||||||||||||||||
Current | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||
30-59 days past due | |||||||||||||||||||||||||
60-89 days past due | |||||||||||||||||||||||||
90+ days past due |
|
|
|
|
|
| |||||||||||||||||||
Non-performing | |||||||||||||||||||||||||
Construction and forestry | |||||||||||||||||||||||||
Current | |||||||||||||||||||||||||
30-59 days past due | |||||||||||||||||||||||||
60-89 days past due | |||||||||||||||||||||||||
90+ days past due |
| ||||||||||||||||||||||||
Non-performing | |||||||||||||||||||||||||
Total customer receivables | $ | $ | $ | $ | $ | $ | $ | $ |
20
The credit quality analysis of customer receivables was as follows in millions of dollars at November 1, 2020 and August 2, 2020:
November 1, 2020 | August 2, 2020 | ||||||||||||||||||
Retail Notes & Financing Leases | Revolving Charge Accounts | Total | Retail Notes & Financing Leases | Revolving Charge Accounts | Total | ||||||||||||||
Customer receivables: | |||||||||||||||||||
Agriculture and turf | |||||||||||||||||||
Current | $ | | $ | | $ | | $ | | $ | | $ | | |||||||
30-59 days past due | | | | | | | |||||||||||||
60-89 days past due | | | | | | | |||||||||||||
90+ days past due | | | | | |||||||||||||||
Non-performing | | | | | | | |||||||||||||
Construction and forestry | |||||||||||||||||||
Current | | | | | | | |||||||||||||
30-59 days past due | | | | | | | |||||||||||||
60-89 days past due | | | | | | | |||||||||||||
90+ days past due | | | | | |||||||||||||||
Non-performing | | | | | | | |||||||||||||
Total customer receivables | $ | | $ | | $ | | $ | | $ | | $ | |
The credit quality analysis of wholesale receivables was as follows in millions of dollars at August 1, 2021:
Year of Origination | |||||||||||||||||||||||||
2021 | 2020 | 2019 | 2018 | 2017 | Prior | Revolving | Total | ||||||||||||||||||
Wholesale receivables: |
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Agriculture and turf | |||||||||||||||||||||||||
Current | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||
30-59 days past due |
|
|
|
|
|
|
|
| |||||||||||||||||
60-89 days past due |
|
|
|
|
|
|
|
| |||||||||||||||||
90+ days past due |
|
|
|
|
|
|
|
| |||||||||||||||||
Non-performing |
|
|
|
|
|
| |||||||||||||||||||
Construction and forestry | |||||||||||||||||||||||||
Current | |||||||||||||||||||||||||
30-59 days past due |
|
|
|
|
|
| |||||||||||||||||||
60-89 days past due |
|
|
|
|
|
|
|
| |||||||||||||||||
90+ days past due |
|
|
|
|
|
|
|
| |||||||||||||||||
Non-performing |
|
|
|
|
|
|
|
| |||||||||||||||||
Total wholesale receivables | $ | $ | $ | $ | $ | $ | $ | $ |
The credit quality analysis of wholesale receivables was as follows in millions of dollars at November 1, 2020 and August 2, 2020:
November 1 | August 2 | ||||||
2020 | 2020 | ||||||
Wholesale receivables: | |||||||
Agriculture and turf | |||||||
Current | $ | | $ | | |||
30-59 days past due |
| ||||||
60-89 days past due |
| ||||||
90+ days past due |
| ||||||
Non-performing | | | |||||
Construction and forestry | |||||||
Current | | | |||||
30-59 days past due |
| ||||||
60-89 days past due |
| ||||||
90+ days past due |
| ||||||
Non-performing |
| ||||||
Total wholesale receivables | $ | | $ | |
The allowance for credit losses is an estimate of the credit losses expected over the life of the Company’s receivable portfolio. The Company measures expected credit losses on a collective basis when similar risk characteristics exist. Risk characteristics
21
considered by the Company include finance product category, market, geography, credit risk, and remaining duration. Receivables that do not share risk characteristics with other receivables in the portfolio are evaluated on an individual basis. Non-performing financing receivables are included in the estimate of expected credit losses.
The Company utilizes loss forecast models, which are selected based on the size and credit risk of the underlying pool of receivables, to estimate expected credit losses. Transition matrix models are used for large and complex customer receivable pools, while weighted average remaining maturity models are used for smaller and less complex customer receivable pools. Expected credit losses on wholesale receivables are based on historical loss rates, adjusted for current economic conditions. The modeled expected credit losses are adjusted based on reasonable and supportable forecasts, which may include economic indicators such as commodity prices, industry equipment sales, unemployment rates, and housing starts. Management reviews each model’s output quarterly, and qualitative adjustments are incorporated as necessary.
An analysis of the allowance for credit losses and investment in financing receivables follows in millions of dollars during the periods:
Retail Notes | Revolving | ||||||||||||
& Financing | Charge | Wholesale | |||||||||||
Leases | Accounts | Receivables | Total | ||||||||||
Three Months Ended August 1, 2021 | |||||||||||||
Allowance: |
|
|
|
|
|
|
|
|
|
|
| ||
Beginning of period balance |
| $ |
| $ | $ | $ | |||||||
Provision |
|
| |||||||||||
Write-offs | ( | ( |
| ( | |||||||||
Recoveries |
| ||||||||||||
End of period balance |
| $ |
| $ | $ | $ | |||||||
Nine Months Ended August 1, 2021 | |||||||||||||
Allowance: |
| ||||||||||||
Beginning of period balance |
| $ |
| $ | $ | $ | |||||||
ASU No. 2016-13 adoption | ( |
| |||||||||||
Provision (credit) | ( | ( | ( | ( | |||||||||
Write-offs | ( | ( |
| ( | |||||||||
Recoveries |
| ||||||||||||
Translation adjustments |
|
| |||||||||||
End of period balance |
| $ |
| $ | $ | $ | |||||||
Financing receivables: | |||||||||||||
End of period balance |
| $ |
| $ | $ | $ |
Retail Notes | Revolving |
| |||||||||||
& Financing | Charge | Wholesale |
| ||||||||||
Leases | Accounts | Receivables | Total | ||||||||||
Three Months Ended August 2, 2020 | |||||||||||||
Allowance: |
|
|
|
|
|
|
|
| |||||
Beginning of period balance | $ |
| $ | $ | $ | ||||||||
Provision (credit) |
| ( |
| ||||||||||
Write-offs |
| ( | ( |
| ( | ||||||||
Recoveries |
|
| |||||||||||
Translation adjustments |
|
|
| ||||||||||
End of period balance | $ | | $ | | $ | | $ | ||||||
Nine Months Ended August 2, 2020 | |||||||||||||
Allowance: |
|
|
|
|
|
|
|
|
|
| |||
Beginning of period balance | $ |
| $ | $ | $ | ||||||||
Provision |
| | | |
| ||||||||
Write-offs |
| ( | ( |
| ( | ||||||||
Recoveries |
| | |
| |||||||||
Translation adjustments | ( |
| ( | ||||||||||
End of period balance | $ | | $ | | $ | | $ | ||||||
Financing receivables: | |||||||||||||
End of period balance | $ | |
| $ | | $ | | $ |
22
The allowance for credit losses on retail notes and financing lease receivables increased in the first nine months of 2021 due to the impact of adopting ASU No. 2016-13. This was partially offset by lower expected losses on retail notes and financing leases in the construction and forestry market and better than expected performance of accounts granted payment relief due to the economic effects of COVID. The allowance for credit losses on revolving charge accounts decreased in the first nine months of 2021, reflecting strong payment performance due to continued improvement in the agricultural market.
(12) Securitization of Financing Receivables
The Company, as a part of its overall funding strategy, periodically transfers certain financing receivables (retail notes) into VIEs that are special purpose entities (SPEs), or non-VIE banking operations, as part of its asset-backed securities programs (securitizations). The structure of these transactions is such that the transfer of the retail notes did not meet the accounting criteria for sales of receivables, and is, therefore, accounted for as a secured borrowing. SPEs utilized in securitizations of retail notes differ from other entities included in the Company’s consolidated statements because the assets they hold are legally isolated. Use of the assets held by the SPEs or the non-VIEs is restricted by terms of the documents governing the securitization transactions.
In these securitizations, the retail notes are transferred to certain SPEs or to non-VIE banking operations, which in turn issue debt to investors. The debt securities issued to the third party investors resulted in secured borrowings, which are recorded as “Short-term securitization borrowings” on the balance sheet. The securitized retail notes are recorded as “Financing receivables securitized – net” on the balance sheet. The total restricted assets on the consolidated balance sheet related to these securitizations include the financing receivables securitized less an allowance for credit losses, and other assets primarily representing restricted cash. Restricted cash results from contractual requirements in securitized borrowing arrangements and serves as a credit enhancement. The restricted cash is used to satisfy payment deficiencies, if any, in the required payments on secured borrowings. The balance of restricted cash is contractually stipulated and is either a fixed amount as determined by the initial balance of the financing receivables securitized or a fixed percentage of the outstanding balance of the securitized financing receivables. The restriction is removed either after all secured borrowing payments are made or proportionally as these receivables are collected and borrowing obligations reduced. For those securitizations in which retail notes are transferred into SPEs, the SPEs supporting the secured borrowings are consolidated unless the Company does not have both the power to direct the activities that most significantly impact the SPEs’ economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the SPEs. No additional support to these SPEs beyond what was previously contractually required has been provided during the reporting periods.
In certain securitizations, the Company consolidates the SPEs since it has both the power to direct the activities that most significantly impact the SPEs’ economic performance through its role as servicer of all the receivables held by the SPEs and the obligation through variable interests in the SPEs to absorb losses or receive benefits that could potentially be significant to the SPEs. The restricted assets (retail notes securitized, allowance for credit losses, and other assets) of the consolidated SPEs totaled $
23
In certain securitizations, the Company transfers retail notes to non-VIE banking operations, which are not consolidated since the Company does not have a controlling interest in the entities. The Company’s carrying values and interests related to the securitizations with the unconsolidated non-VIEs were restricted assets (retail notes securitized, allowance for credit losses, and other assets) of $
In certain securitizations, the Company transfers retail notes into bank-sponsored, multi-seller, commercial paper conduits, which are SPEs that are not consolidated. The Company does not service a significant portion of the conduits’ receivables, and therefore, does not have the power to direct the activities that most significantly impact the conduits’ economic performance. These conduits provide a funding source to the Company (as well as other transferors into the conduit) as they fund the retail notes through the issuance of commercial paper. The Company’s carrying values and variable interest related to these conduits were restricted assets (retail notes securitized, allowance for credit losses, and other assets) of $
The Company’s carrying amount of the liabilities to the unconsolidated conduits, compared to the maximum exposure to loss related to these conduits, which would only be incurred in the event of a complete loss on the restricted assets, was as follows in millions of dollars:
| August 1 |
| ||
2021 | ||||
Carrying value of liabilities |
| $ | ||
Maximum exposure to loss |
The total assets of unconsolidated VIEs related to securitizations were approximately $
The components of consolidated restricted assets related to secured borrowings in securitization transactions were as follows in millions of dollars:
| August 1 |
| November 1 |
| August 2 |
| ||||
2021 | 2020 | 2020 |
| |||||||
Financing receivables securitized (retail notes) |
| $ | $ | $ | ||||||
Allowance for credit losses | ( |
| ( |
| ( | |||||
Other assets |
|
| ||||||||
Total restricted securitized assets |
| $ | $ | $ |
The components of consolidated secured borrowings and other liabilities related to securitizations were as follows in millions of dollars:
| August 1 |
| November 1 |
| August 2 |
| ||||
2021 | 2020 | 2020 |
| |||||||
Short-term securitization borrowings |
| $ | $ | $ | ||||||
Accrued interest on borrowings |
|
| ||||||||
Total liabilities related to restricted securitized assets |
| $ | $ | $ |
The secured borrowings related to these restricted securitized retail notes are obligations that are payable as the retail notes are liquidated. Repayment of the secured borrowings depends primarily on cash flows generated by the restricted assets. Due to the Company’s short-term credit rating, cash collections from these restricted assets are not required to be placed into a segregated collection account until immediately prior to the time payment is required to the secured creditors. At August 1, 2021, the maximum remaining term of all securitized retail notes was approximately
24
(13) Inventories
| August 1 |
| November 1 |
| August 2 |
| ||||
2021 | 2020 | 2020 |
| |||||||
Raw materials and supplies |
| $ | $ | $ | ||||||
Work-in-process |
|
| ||||||||
Finished goods and parts |
|
| ||||||||
Total FIFO value |
|
| ||||||||
Less adjustment to LIFO value |
|
| ||||||||
Inventories |
| $ | $ | $ |
(14) Goodwill and Other Intangible Assets–Net
The changes in amounts of goodwill by operating segments were as follows in millions of dollars:
| Production & |
| Small Ag |
| Construction |
|
| ||||||
Precision Ag | & Turf | & Forestry | Total |
| |||||||||
Goodwill at November 3, 2019 | $ | $ | $ | $ | |||||||||
Translation adjustments and other |
|
| |||||||||||
Goodwill at August 2, 2020 | $ | $ | $ | $ | |||||||||
Goodwill at November 1, 2020 | $ | $ | $ | $ | |||||||||
Acquisition |
|
| |||||||||||
Translation adjustments and other | ( | ||||||||||||
Goodwill at August 1, 2021 | $ | $ | $ | $ |
There were
The components of other intangible assets were as follows in millions of dollars:
| August 1 |
| November 1 |
| August 2 |
| ||||
2021 | 2020 | 2020 |
| |||||||
Amortized intangible assets: | ||||||||||
Customer lists and relationships | $ | $ | $ | |||||||
Technology, patents, trademarks, and other |
|
| ||||||||
Total at cost |
|
| ||||||||
Less accumulated amortization: |
|
| ||||||||
Customer lists and relationships | ||||||||||
Technology, patents, trademarks, and other | ||||||||||
Total accumulated amortization | ||||||||||
Amortized intangible assets, net | ||||||||||
Unamortized intangible assets: | ||||||||||
In-process research and development | ||||||||||
Other intangible assets – net | $ | $ | $ |
The amortization of other intangible assets in the third quarter and the first nine months of 2021 was $
25
(15) Total Short-Term Borrowings
Total short-term borrowings were as follows in millions of dollars:
August 1 | November 1 | August 2 | ||||||||
| 2021 |
| 2020 |
| 2020 | |||||
Equipment Operations |
|
|
| |||||||
Commercial paper | $ | |||||||||
Notes payable to banks | $ | $ | ||||||||
Finance lease obligations due within one year | ||||||||||
Long-term borrowings due within one year |
|
|
| |||||||
Total |
|
|
| |||||||
Financial Services | ||||||||||
Commercial paper |
|
|
| |||||||
Notes payable to banks |
|
|
| |||||||
Long-term borrowings due within one year |
|
|
| |||||||
Total |
|
|
| |||||||
Short-term borrowings |
|
|
| |||||||
Short-term securitization borrowings |
|
|
| |||||||
Equipment Operations | ||||||||||
Financial Services | ||||||||||
Total | ||||||||||
Total short-term borrowings |
| $ |
| $ |
| $ |
(16) Long-Term Borrowings
Long-term borrowings were as follows in millions of dollars. The financial services medium-term notes include fair value adjustments related to interest rate swaps.
August 1 | November 1 | August 2 | ||||||||
| 2021 |
| 2020 |
| 2020 | |||||
Equipment Operations |
|
|
| |||||||
U.S. dollar notes and debentures: | ||||||||||
8½% debentures due 2022 | $ | $ | ||||||||
|
|
| ||||||||
$ | ||||||||||
|
|
| ||||||||
|
|
| ||||||||
|
|
| ||||||||
|
|
| ||||||||
|
|
| ||||||||
Euro notes: | ||||||||||
Finance lease obligations and other notes |
|
|
| |||||||
Less debt issuance costs and debt discounts | ||||||||||
Total |
|
|
| |||||||
Financial Services |
|
|
| |||||||
Notes and debentures: | ||||||||||
Medium-term notes: (principal as of: August 1, 2021 - $ |
| |||||||||
Other notes |
|
|
| |||||||
Less debt issuance costs and debt discounts | ||||||||||
Total |
|
|
| |||||||
Long-term borrowings |
| $ | $ | $ |
26
(17) Leases
Lessee
Operating and finance lease right of use assets and liabilities were as follows in millions of dollars:
August 1 | November 1 | August 2 | ||||||||
2021 | 2020 | 2020 | ||||||||
Operating leases: | ||||||||||
$ | $ | $ | ||||||||
Finance leases: | ||||||||||
$ | $ | $ | ||||||||
$ | $ | $ | ||||||||
Total finance lease liabilities | $ | $ | $ |
Right of use assets obtained in exchange for lease liabilities were as follows in millions of dollars:
Nine Months Ended | |||||||
August 1, 2021 | August 2, 2020 | ||||||
Operating leases | $ | $ | |||||
Finance leases |
Lessor
The Company leases equipment manufactured or sold by the Company and a limited amount of non-Deere equipment to retail customers through sales-type, direct financing, and operating leases. Sales-type and direct financing leases are reported in “Financing receivables - net” on the consolidated balance sheet. Operating leases are reported in “Equipment on operating leases - net” on the consolidated balance sheet.
Lease revenues earned by the Company were as follows in millions of dollars:
Three Months Ended | Nine Months Ended | ||||||||||||
August 1, 2021 | August 2, 2020 | August 1, 2021 | August 2, 2020 | ||||||||||
Sales-type and direct financing lease revenues | $ | $ | $ | $ | |||||||||
Operating lease revenues | |||||||||||||
Variable lease revenues | |||||||||||||
Total lease revenues | $ | $ | $ | $ |
The Company estimates the residual values for operating leases at lease inception based on several factors, including lease term, expected hours of usage, historical wholesale sale prices, return experience, intended use of the equipment, market dynamics and trends, and dealer residual guarantees. The Company reviews residual value estimates during the lease term and tests the carrying value of its operating lease assets for impairment when events or circumstances necessitate. In the second quarter of 2020, the Company recorded impairment losses on operating leases of $
The Company discusses with lessees and dealers options to purchase the equipment or extend the lease prior to lease maturity. Equipment returned to the Company upon termination of leases is remarketed by the Company. In the second quarter of 2020, the Company recorded impairment losses on matured operating lease inventory of $
Due to the significant, negative effects of COVID, the Company provided short-term payment relief to lessees during 2020, and to a much lesser extent in 2021. The relief, which included payment deferrals of
27
(18) Commitments and Contingencies
The Company generally determines its total warranty liability by applying historical claims rate experience to the estimated amount of equipment that has been sold and is still under warranty based on dealer inventories and retail sales. The historical claims rate is primarily determined by a review of
A reconciliation of the changes in the warranty liability and unearned premiums was as follows in millions of dollars:
Three Months Ended | Nine Months Ended |
| |||||||||||
August 1 | August 2 | August 1 | August 2 |
| |||||||||
2021 | 2020 | 2021 | 2020 |
| |||||||||
Beginning of period balance |
| $ |
| $ |
| $ |
| $ | |||||
Payments | ( |
| ( | ( |
| ( | |||||||
Amortization of premiums received | ( |
| ( | ( |
| ( | |||||||
Accruals for warranties |
|
| |||||||||||
Premiums received |
|
| |||||||||||
Foreign exchange | ( |
|
| ( | |||||||||
End of period balance | $ | $ | $ | $ |
At August 1, 2021, the Company had approximately $
At August 1, 2021, the Company had commitments of approximately $
The Company also had other miscellaneous contingent liabilities totaling approximately $
The Company is subject to various unresolved legal actions which arise in the normal course of its business, the most prevalent of which relate to product liability (including asbestos-related liability), retail credit, employment, patent, and trademark matters. The Company believes the reasonably possible range of losses for these unresolved legal actions would not have a material effect on its consolidated financial statements.
(19) Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To determine fair value, the Company uses various methods including market and income approaches. The Company utilizes valuation models and techniques that maximize the use of observable inputs. The models are industry-standard models that consider various assumptions including time values and yield curves as well as other economic measures. These valuation techniques are consistently applied.
Level 1 measurements consist of quoted prices in active markets for identical assets or liabilities. Level 2 measurements include significant other observable inputs such as quoted prices for similar assets or liabilities in active markets; identical assets or liabilities in inactive markets; observable inputs such as interest rates and yield curves; and other market-corroborated inputs. Level 3 measurements include significant unobservable inputs.
28
The fair values of financial instruments that do not approximate the carrying values were as follows in millions of dollars. Long-term borrowings exclude finance lease liabilities (see Note 17).
August 1, 2021 | November 1, 2020 | August 2, 2020 |
| ||||||||||||||||
Carrying | Fair | Carrying | Fair | Carrying | Fair |
| |||||||||||||
Financing receivables – net: |
|
|
| ||||||||||||||||
Equipment operations | $ | $ | $ | $ | $ | $ | |||||||||||||
Financial services |
| ||||||||||||||||||
Total | $ | $ | $ | $ | $ | $ | |||||||||||||
Financing receivables securitized – net: |
| ||||||||||||||||||
Equipment operations | $ | $ | $ | $ | $ | $ | |||||||||||||
Financial services | |||||||||||||||||||
Total | $ | $ | $ | $ | $ | $ | |||||||||||||
Short-term |
| ||||||||||||||||||
Equipment operations | $ | $ | $ | $ | $ | $ | |||||||||||||
Financial services | |||||||||||||||||||
Total | $ | $ | $ | $ | $ | $ | |||||||||||||
Long-term borrowings due within one year: | |||||||||||||||||||
Equipment operations | $ | $ | $ |
| $ | $ | $ | ||||||||||||
Financial services |
|
|
| ||||||||||||||||
Total | $ | $ | $ | $ | $ | $ | |||||||||||||
Long-term borrowings: | |||||||||||||||||||
Equipment operations | $ | $ | $ |
| $ | $ | $ | ||||||||||||
Financial services |
|
|
| ||||||||||||||||
Total | $ | $ | $ | $ | $ | $ |
Fair value measurements above were Level 3 for all financing receivables, Level 3 for equipment operations short-term securitization borrowings, and Level 2 for all other borrowings.
Fair values of the financing receivables that were issued long-term were based on the discounted values of their related cash flows at interest rates currently being offered by the Company for similar financing receivables. The fair values of the remaining financing receivables approximated the carrying amounts.
Fair values of long-term borrowings and short-term securitization borrowings were based on current market quotes for identical or similar borrowings and credit risk, or on the discounted values of their related cash flows at current market interest rates. Certain long-term borrowings have been swapped to current variable interest rates. The carrying values of these long-term borrowings included adjustments related to fair value hedges.
29
Assets and liabilities measured at fair value on a recurring basis in millions of dollars follow, excluding the Company’s cash equivalents, which were carried at cost that approximates fair value and consisted primarily of money market funds and time deposits. Level 3 marketable securities were transferred to Level 2 in 2021.
| August 1 |
| November 1 |
| August 2 |
| ||||
2021 | 2020 | 2020 |
| |||||||
Level 1: | ||||||||||
Marketable securities | ||||||||||
International equity securities | $ | $ | $ | |||||||
U.S. equity fund | ||||||||||
U.S. government debt securities |
|
| ||||||||
Total Level 1 marketable securities | ||||||||||
Level 2: | ||||||||||
Marketable securities | ||||||||||
U.S. government debt securities | ||||||||||
Municipal debt securities |
|
| ||||||||
Corporate debt securities |
|
| ||||||||
International debt securities | ||||||||||
Mortgage-backed securities |
|
| ||||||||
Total Level 2 marketable securities |
|
| ||||||||
Other assets | ||||||||||
Derivatives: | ||||||||||
Interest rate contracts |
|
| ||||||||
Foreign exchange contracts |
|
| ||||||||
Cross-currency interest rate contracts |
|
| ||||||||
Total Level 2 other assets |
| |||||||||
Accounts payable and accrued expenses | ||||||||||
Derivatives: | ||||||||||
Interest rate contracts |
| |||||||||
Foreign exchange contracts |
|
| ||||||||
Cross-currency interest rate contracts | ||||||||||
Total Level 2 accounts payable and accrued expenses |
| |||||||||
Level 3: | ||||||||||
Marketable securities | ||||||||||
International debt securities |
|
|
The contractual maturities of debt securities at August 1, 2021 in millions of dollars are shown below. Actual maturities may differ from those scheduled as a result of prepayments by the issuers. Because of the potential for prepayment on mortgage-backed securities, they are not categorized by contractual maturity. Mortgage-backed securities were primarily issued by U.S. government sponsored enterprises.
Amortized | Fair | ||||||
Cost | Value | ||||||
Due in one year or less |
| $ | $ | ||||
Due after one through five years | |||||||
Due after five through 10 years | |||||||
Due after 10 years | |||||||
Mortgage-backed securities | |||||||
Debt securities |
| $ |
| $ |
30
Fair value, nonrecurring measurements from impairments, excluding financing receivables with specific allowances which were not significant, were as follows in millions of dollars. The fair value measurement losses for the investment in unconsolidated affiliates during the nine months ended August 2, 2020 were Level 1. The other fair value measurements were Level 3. Equipment on operating leases – net and Other assets fair values for November 1, 2020 represents the fair value assessment at May 3, 2020.
Fair Value | Losses | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||
August 1 | November 1 | August 2 | August 1 | August 2 | August 1 | August 2 | ||||||||||||||||
| 2021 |
| 2020 |
| 2020 |
| 2021 |
| 2020 |
| 2021 |
| 2020 |
| ||||||||
Other receivables |
| $ | | $ | |
| $ | |
| $ | | |||||||||||
Equipment on operating leases – net |
| $ | |
|
| $ | | |||||||||||||||
Property and equipment – net |
| $ | | $ | |
| $ | | $ | | $ | | ||||||||||
Investments in unconsolidated affiliates | $ | |
| $ | | |||||||||||||||||
Other intangible assets – net |
| $ | |
| $ | | ||||||||||||||||
Other assets |
| $ | | $ | |
| $ | | $ | | $ | |
The following is a description of the valuation methodologies the Company uses to measure certain financial instruments on the balance sheet at fair value:
Marketable securities – The portfolio of investments, except for the Level 3 measurement international debt securities, is primarily valued on a market approach (matrix pricing model) in which all significant inputs are observable or can be derived from or corroborated by observable market data such as interest rates, yield curves, volatilities, credit risk, and prepayment speeds. Funds are primarily valued using the fund’s net asset value, based on the fair value of the underlying securities. The Level 3 measurement international debt securities were primarily valued using an income approach based on discounted cash flows using yield curves derived from limited, observable market data.
Derivatives – The Company’s derivative financial instruments consist of interest rate contracts (swaps), foreign currency exchange contracts (futures, forwards and swaps), and cross-currency interest rate contracts (swaps). The portfolio is valued based on an income approach (discounted cash flow) using market observable inputs, including swap curves and both forward and spot exchange rates for currencies.
Financing receivables – Specific reserve impairments are based on the fair value of the collateral, which is measured using a market approach (appraisal values or realizable values). Inputs include a selection of realizable values.
Other receivables – The impairment was based on the expected realization of value-added tax receivables related to a closed factory operation (see Note 22).
Equipment on operating leases – net – The impairments are based on an income approach (discounted cash flow), using the contractual payments, plus estimates of return rates and equipment sale price at lease maturity. Inputs include historical return rates and realized sales values (see Note 22).
Property and equipment – net – The impairments are measured at the lower of the carrying amount, or fair value. The valuations were based on cost and market approaches. The inputs include replacement cost estimates adjusted for physical deterioration and economic obsolescence, or quoted prices when available (see Note 22).
Investment in unconsolidated affiliates – Other than temporary impairments for investments are measured as the difference between the implied fair value or the estimated realization amount, and the carrying value of the investment. The fair value for publicly traded entities is the share price multiplied by the shares owned, or estimated realization amount (see Note 22).
Other intangible assets – net – The impairment was measured at the remaining net book value of customer relationships related to a closed factory operation (see Note 22).
Other assets – The impairments of matured operating lease inventory are measured at the fair value of that inventory. The valuations were based on a market approach. The inputs include sales of comparable assets. The impairment of the German lawn mower business was measured at the estimated realizable value. Fair value was based on estimates of the final sale price (see Note 22).
31
(20) Derivative Instruments
It is the Company’s policy that derivative transactions are executed only to manage exposures arising in the normal course of business and not for the purpose of creating speculative positions or trading. The Company’s financial services operations manage the relationship of the types and amounts of their funding sources to their receivable and lease portfolio in an effort to diminish risk due to interest rate and foreign currency fluctuations, while responding to favorable financing opportunities. The Company also has foreign currency exposures at some of its foreign and domestic operations related to buying, selling, and financing in currencies other than the functional currencies. In addition, the Company has interest rate exposure at certain equipment operations units for below market retail financing programs that are used as sales incentives and are offered for extended periods.
All derivatives are recorded at fair value on the balance sheet. Cash collateral received or paid is not offset against the derivative fair values on the balance sheet. Each derivative is designated as a cash flow hedge, a fair value hedge, or remains undesignated. All designated hedges are formally documented as to the relationship with the hedged item as well as the risk-management strategy. Both at inception and on an ongoing basis the hedging instrument is assessed as to its effectiveness. If and when a derivative is determined not to be highly effective as a hedge, the underlying hedged transaction is no longer likely to occur, the hedge designation is removed, or the derivative is terminated, hedge accounting is discontinued.
Cash Flow Hedges
Certain interest rate contracts (swaps) were designated as hedges of future cash flows from borrowings. The total notional amounts of the receive-variable/pay-fixed interest rate contracts at August 1, 2021, November 1, 2020, and August 2, 2020 were $
The amount of loss recorded in OCI at August 1, 2021 that is expected to be reclassified to interest expense in the next twelve months if interest rates remain unchanged is approximately $
Fair Value Hedges
Certain interest rate contracts (swaps) were designated as fair value hedges of borrowings. The total notional amounts of the receive-fixed/pay-variable interest rate contracts at August 1, 2021, November 1, 2020, and August 2, 2020 were $
The amounts recorded in the consolidated balance sheet related to borrowings designated in fair value hedging relationships were as follows in millions of dollars:
Cumulative Increase (Decrease) of Fair |
| ||||||||||||
Value Hedging Adjustments Included in | |||||||||||||
the Carrying Amount | |||||||||||||
Carrying | Active |
| |||||||||||
Amount of | Hedging | Discontinued | |||||||||||
Hedged Item | Relationships | Relationships | Total |
| |||||||||
August 1, 2021 | |||||||||||||
Long-term borrowings due within one year |
| $ |
| $ |
| $ | ( |
| $ | ||||
Long-term borrowings | |||||||||||||
November 1, 2020 | |||||||||||||
Long-term borrowings due within one year | $ | $ | $ | $ | |||||||||
Long-term borrowings | |||||||||||||
August 2, 2020 | |||||||||||||
Long-term borrowings due within one year | $ | $ | $ | $ | |||||||||
Long-term borrowings |
|
Long-term borrowings due within one year are presented in short-term borrowings.
32
Derivatives Not Designated as Hedging Instruments
The Company has certain interest rate contracts (swaps), foreign currency exchange contracts (futures, forwards, and swaps), and cross-currency interest rate contracts (swaps), which were not formally designated as hedges. These derivatives were held as economic hedges for underlying interest rate or foreign currency exposures, primarily for certain borrowings, purchases or sales of inventory, and below market retail financing programs. The total notional amounts of these interest rate swaps at August 1, 2021, November 1, 2020, and August 2, 2020 were $
Fair values of derivative instruments in the condensed consolidated balance sheet were as follows in millions of dollars:
| August 1 |
| November 1 |
| August 2 |
| ||||
Other Assets | 2021 | 2020 | 2020 |
| ||||||
Designated as hedging instruments: | ||||||||||
Interest rate contracts |
| $ | $ | $ | ||||||
| ||||||||||
Not designated as hedging instruments: | ||||||||||
Interest rate contracts |
|
| ||||||||
Foreign exchange contracts |
|
| ||||||||
Cross-currency interest rate contracts |
|
| ||||||||
Total not designated |
|
| ||||||||
| ||||||||||
Total derivative assets |
| $ | $ | $ | ||||||
| ||||||||||
Accounts Payable and Accrued Expenses | ||||||||||
Designated as hedging instruments: | ||||||||||
Interest rate contracts |
| $ | $ | $ | ||||||
| ||||||||||
Not designated as hedging instruments: | ||||||||||
Interest rate contracts | ||||||||||
Foreign exchange contracts |
|
| ||||||||
Cross-currency interest rate contracts |
|
| ||||||||
Total not designated |
|
| ||||||||
| ||||||||||
Total derivative liabilities |
| $ | $ | $ |
The classification and gains (losses) including accrued interest expense related to derivative instruments on the statement of consolidated income consisted of the following in millions of dollars:
Three Months Ended | Nine Months Ended |
| |||||||||||
August 1 | August 2 | August 1 | August 2 |
| |||||||||
2021 | 2020 | 2021 | 2020 |
| |||||||||
Fair Value Hedges: |
|
|
|
|
|
|
|
|
| ||||
Interest rate contracts - Interest expense |
| $ | $ |
| $ | ( | $ | ||||||
| |||||||||||||
Cash Flow Hedges: | |||||||||||||
Recognized in OCI | |||||||||||||
Interest rate contracts - OCI (pretax) | ( |
| ( | ( |
| ( | |||||||
| |||||||||||||
Reclassified from OCI | |||||||||||||
Interest rate contracts - Interest expense | ( |
| ( | ( |
| ( | |||||||
| |||||||||||||
Not Designated as Hedges: | |||||||||||||
Interest rate contracts - Net sales | $ | ( | $ | ( | $ | $ | ( | ||||||
Interest rate contracts - Interest expense * |
| ( | ( |
| ( | ||||||||
Foreign exchange contracts - Cost of sales | ( |
| ( | ( | |||||||||
Foreign exchange contracts - Other operating expenses * | ( |
| ( | ( |
| ||||||||
Total not designated |
| $ | ( | $ | ( |
| $ | ( | $ |
* Includes interest and foreign exchange gains (losses) from cross-currency interest rate contracts.
33
Counterparty Risk and Collateral
Derivative instruments are subject to significant concentrations of credit risk to the banking sector. The Company manages individual counterparty exposure by setting limits that consider the credit rating of the counterparty, the credit default swap spread of the counterparty, and other financial commitments and exposures between the Company and the counterparty banks. All interest rate derivatives are transacted under International Swaps and Derivatives Association (ISDA) documentation. Some of these agreements include credit support provisions. Each master agreement permits the net settlement of amounts owed in the event of default or termination.
Certain of the Company’s derivative agreements contain credit support provisions that may require the Company to post collateral based on the size of the net liability positions and credit ratings. The aggregate fair value of all derivatives with credit-risk-related contingent features that were in a net liability position at August 1, 2021, November 1, 2020, and August 2, 2020, was $
Derivatives are recorded without offsetting for netting arrangements or collateral. The impact on the derivative assets and liabilities related to netting arrangements and any collateral received or paid was as follows in millions of dollars:
Gross Amounts | Netting |
| |||||||||||
August 1, 2021 |
| Recognized |
| Arrangements |
| Collateral |
| Net Amount |
| ||||
Assets |
| $ |
| $ | ( |
| $ | ( |
| $ | |||
Liabilities | ( | ( |
Gross Amounts | Netting |
| |||||||||||
November 1, 2020 |
| Recognized |
| Arrangements |
| Collateral |
| Net Amount |
| ||||
Assets | $ |
| $ | ( | $ | ( |
| $ | |||||
Liabilities | ( |
| Gross Amounts |
| Netting |
|
|
| |||||||
August 2, 2020 | Recognized | Arrangements | Collateral | Net Amount |
| ||||||||
Assets | $ | $ | ( | $ | ( | $ | |||||||
Liabilities |
|
| ( |
|
|
(21) Stock Option and Restricted Stock Awards
In December 2020, the Company granted stock options to employees for the purchase of
34
(22) Special Items
2021 Special Items
In the third quarter of 2021, the Company sold a closed factory that previously produced small agricultural equipment in China, resulting in a $
Nine Months Ended August 1, 2021 | |||||||||||||
Expense (benefit): | Production & Precision Ag |
| Small Ag & Turf |
| Construction & Forestry |
| Total | ||||||
Long-lived asset impairments – Cost of sales | $ | $ | $ | $ | |||||||||
Brazil indirect tax – Cost of sales | ( | ( | ( | ||||||||||
Gain on sale – Other income | ( | ( | |||||||||||
Total expense (benefit) | $ | ( | $ | ( | $ | $ | ( |
2020 Special Items
In the second quarter of 2020, the fixed assets in an asphalt plant factory in Germany were impaired by $
Nine Months Ended August 2, 2020 | |||||||||||||
Expense: |
| Small Ag & Turf |
| Construction & Forestry |
| Financial Services |
| Total | |||||
Factory closure – Cost of sales | $ | $ | |||||||||||
Long-lived asset impairments – Cost of sales | $ | ||||||||||||
Equipment on operating leases & matured operating lease inventory impairments – Other operating expenses | $ | ||||||||||||
Investments in unconsolidated affiliates impairment – Equity in loss of unconsolidated affiliate | |||||||||||||
Total expense | $ | $ | $ | $ |
Dispositions
In the third quarter of 2020, the Company reached a definitive agreement to sell its German walk-behind lawn mower business. This transaction closed in the fourth quarter of 2020. A non-cash impairment of $
35
Employee-Separation Program
During the first quarter of 2020, the Company announced a broad voluntary employee-separation program for the U.S. salaried workforce that continued the efforts to create a more efficient organization structure and reduce operating costs. The program provided for cash payments based on years of service. The expense was recorded primarily in the period in which the employees irrevocably accepted the separation offer. The payments for the program were also substantially made in the first quarter of 2020. Included in the total pretax expense is a non-cash charge of $
Nine Months Ended August 2, 2020 | ||||||||||||||||
| Production & Precision Ag |
| Small Ag & Turf |
| Construction & Forestry |
| Financial Services |
| Total | |||||||
Cost of sales | $ | $ | $ | $ | ||||||||||||
Research and development expenses | ||||||||||||||||
Selling, administrative and general expenses | $ | |||||||||||||||
Total operating profit impact | $ | $ | $ | $ | ||||||||||||
Other operating expenses | ||||||||||||||||
Total expense | $ |
Redeemable Noncontrolling Interest
In the second quarter of 2020, the minority interest holder in Hagie Manufacturing Company, LLC exercised its right to sell the remaining
36
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Overview
Organization
The Company’s equipment operations generate revenues and cash primarily from the sale of equipment to John Deere dealers and distributors. The equipment operations manufacture and distribute a full line of agricultural equipment; a variety of commercial and consumer equipment; and a broad range of equipment for construction, roadbuilding, and forestry. The Company’s financial services primarily provide credit services, which mainly finance sales and leases of equipment by John Deere dealers and trade receivables purchased from the equipment operations. In addition, financial services offers extended equipment warranties. The information in the following discussion is presented in a format that includes information grouped as consolidated, equipment operations, and financial services. The Company also views its operations as consisting of two geographic areas, the U.S. and Canada, and outside the U.S. and Canada. The Company’s operating segments consist of production and precision agriculture, small agriculture and turf, construction and forestry, and financial services.
Trends and Economic Conditions
Industry sales of large agricultural machinery in the U.S. and Canada are expected to be up about 25 percent for 2021 compared to the prior year. Industry sales of small agricultural and turf equipment in the U.S. and Canada are expected to be up about 10 percent in 2021. Industry sales of agricultural machinery in Europe are forecast to be up about 10 to 15 percent. In South America, industry sales of tractors and combines are projected to be up about 20 percent in 2021. Industry sales of agricultural machinery in Asia are forecast to be up significantly. Construction industry sales in the U.S. and Canada for 2021 are expected to increase about 15 to 20 percent, while compact construction equipment in the U.S. and Canada are forecast to increase about 20 to 25 percent. In forestry, global industry sales are expected to be about 15 percent higher. The Company’s financial services operations are expected to benefit from improvement on operating lease residual values, a lower provision for credit losses, more favorable financing spreads, and income earned on a higher average portfolio for fiscal year 2021 compared to the prior year.
Items of concern include uncertainty of the effectiveness of governmental and private sector actions to address COVID, supply of critical parts and components, trade agreements, the uncertainty of the results of monetary and fiscal policies, the impact of elevated levels of sovereign and state debt, capital market disruptions, changes in demand and pricing for new and used equipment, geopolitical events, and the other items discussed in the “Safe Harbor Statement” below. Significant fluctuations in foreign currency exchange rates and volatility in the price of many commodities could also impact the Company’s results. The future financial effects of COVID are unknown due to many factors. As a result, predicting the Company’s forecasted financial performance is subject to many assumptions.
The Company’s strong results, driven by essentially all product lines, reflect strong worldwide markets for farm and construction equipment and the dedication of the Company’s employees and dealers to keep factories running and customers served while enduring significant supply chain pressures. The Company’s smart industrial operating model continues to be demonstrated in enhanced financial performance and strategic investments reinforcing efforts to help customers achieve improved profitability, productivity, and sustainability through the effective use of technology. While increased supply chain pressures are expected to persist through the remainder of the year, the Company is working closely with key suppliers to secure the parts and components that customers need to deliver essential food production and infrastructure. Despite these challenges, we believe the Company is well positioned for a strong year, to continue to deliver precision technologies, and to unlock greater value for customers and other stakeholders in the future.
37
COVID Effects, Actions, and Recent Developments
The effects of COVID and the related actions of governments and other authorities to contain COVID continue to affect the Company’s operations, results, cash flows, and forecasts.
The U.S. government and many other governments in countries where the Company operates have designated the Company an essential critical infrastructure business. This designation allows the Company to operate in support of its customers to the extent possible.
The Company’s first priority in addressing the effects of COVID continues to be the health, safety, and overall welfare of its employees. The Company effectively activated previously established business continuity plans and proactively implemented health and safety measures at its operations around the world.
The Company broadened its supply base to minimize the impact of potential supply chain disruptions on its ability to meet customer demand. The Company has experienced shortages of critical parts and components, which has presented challenges and production disruptions. The Company continues to monitor the situation and work closely with suppliers.
The Company continued to work closely with distribution channel and equipment user customers in the first nine months of 2021 in connection with short-term payment relief on obligations owed to the Company. Financing receivables and operating leases granted relief since the beginning of the pandemic that remained outstanding at August 1, 2021 represented about 3 percent of the respective portfolio balances. The trade receivable balance granted relief that remained outstanding at August 1, 2021 was not material. Additional information is presented in Notes 4, 11, and 17.
2021 Compared with 2020
Three Months Ended | Nine Months Ended | ||||||||||||||||
Deere & Company | August 1 | August 2 | % | August 1 | August 2 | % | |||||||||||
(In millions of dollars, except per share amounts) | 2021 | 2020 | Change | 2021 | 2020 | Change | |||||||||||
Net sales and revenues | $ | 11,527 | $ | 8,925 | +29 | $ | 32,697 | $ | 25,809 | +27 | |||||||
Net income attributable to Deere & Company | 1,667 | 811 | +106 | 4,680 | 1,993 | +135 | |||||||||||
Diluted earnings per share | 5.32 | 2.57 | 14.86 | 6.30 |
In the third quarter of 2021, the Company sold a closed factory that previously produced small agricultural equipment in China, resulting in a $27 million gain recorded in “Other income.”
In the third quarter of 2020, the Company recorded impairments totaling $37 million pretax and after-tax related to an agreement to sell its German turf business and a factory closure in China. In the second quarter of 2020, the Company recorded impairments totaling $114 million pretax and $105 million after-tax related to certain fixed assets, operating lease equipment, and a minority investment in a construction equipment company headquartered in South Africa. In the first nine months of 2020, total voluntary employee-separation program (VSEP) expense recognized was $138 million pretax.
See Note 22 for more information on 2021 and 2020 special items.
38
Three Months Ended | Nine Months Ended | ||||||||||||||||
Equipment Operations | August 1 | August 2 | % | August 1 | August 2 | % | |||||||||||
(In millions of dollars) | 2021 | 2020 | Change | 2021 | 2020 | Change | |||||||||||
Worldwide: | |||||||||||||||||
Net sales | $ | 10,413 | $ | 7,859 | +32 | $ | 29,461 | $ | 22,612 | +30 | |||||||
Operating profit | 1,952 | 1,147 | +70 | 5,476 | 2,503 | +119 | |||||||||||
Net income | 1,440 | 628 | +129 | 4,026 | 1,612 | +150 | |||||||||||
Price realization | +6 | +6 | |||||||||||||||
Currency translation | +4 | +3 | |||||||||||||||
U.S. and Canada: | |||||||||||||||||
Net sales | 5,900 | 4,302 | +37 | 16,586 | 13,049 | +27 | |||||||||||
Price realization | +5 | +5 | |||||||||||||||
Currency translation | +1 | +1 | |||||||||||||||
Outside U.S. and Canada: | |||||||||||||||||
Net sales | 4,513 | 3,557 | +27 | 12,875 | 9,563 | +35 | |||||||||||
Price realization | +7 | +8 | |||||||||||||||
Currency translation | +7 | +5 |
The discussion on net sales and operating profit is included in the Business Segment Results below.
Three Months Ended | Nine Months Ended | ||||||||||||||||
Deere & Company | August 1 | August 2 | % | August 1 | August 2 | % | |||||||||||
(In millions of dollars) | 2021 | 2020 | Change | 2021 | 2020 | Change | |||||||||||
Cost of sales to net sales | 72.7% | 74.2% | 72.3% | 76.1% | |||||||||||||
Other income | $ | 289 | $ | 228 | +27 | $ | 768 | $ | 613 | +25 | |||||||
Research and development expenses | 394 | 370 | +6 | 1,137 | 1,201 | -5 | |||||||||||
Selling, administrative and general expenses | 841 | 752 | +12 | 2,448 | 2,467 | -1 | |||||||||||
Other operating expenses | 324 | 408 | -21 | 1,033 | 1,199 | -14 |
The cost of sales to net sales ratio decreased in the third quarter and the first nine months primarily due to price realization and impairments recorded in 2020 (see Note 22). The first nine months of 2020 were also impacted by VSEP costs. Other income increased in both periods due to a gain on the sale of a factory in China and gains on the disposition of operating lease equipment in 2021. Research and development expenses were higher for the current three months but were lower for the first nine months primarily due to timing of project initiatives. Selling, administrative and general expenses increased in the third quarter primarily due to higher incentive compensation. Selling, administrative and general expenses decreased on a year-to-date basis primarily due to a lower provision for credit losses and VSEP costs recorded in 2020 (see Note 22), partially offset by higher incentive compensation. Other operating expenses decreased in both periods primarily due to lower retirement benefit costs, lower depreciation of equipment on operating leases, and an impairment of the German walk-behind lawn mower business in 2020. Results for the prior nine-month period also included impairments on lease residual values and losses on the disposition of operating lease equipment.
39
Business Segment Results
Three Months Ended | Nine Months Ended | ||||||||||||||||
Production and Precision Agriculture | August 1 | August 2 | % | August 1 | August 2 | % | |||||||||||
(In millions of dollars) | 2021 | 2020 | Change | 2021 | 2020 | Change | |||||||||||
Net sales | $ | 4,250 | $ | 3,289 | +29 | $ | 11,848 | $ | 9,161 | +29 | |||||||
Operating profit | 906 | 605 | +50 | 2,557 | 1,391 | +84 | |||||||||||
Operating margin | 21.3% | 18.4% | 21.6% | 15.2% |
Production and precision agriculture sales increased for the quarter due to higher shipment volumes and price realization. Operating profit rose primarily due to higher shipment volumes / sales mix and price realization. These items were partially offset by higher production costs.
Sales for the first nine months increased mainly as a result of higher shipment volumes and price realization. Operating profit for the first nine months increased primarily resulting from higher shipment volumes / sales mix, price realization, and a favorable indirect tax ruling in Brazil. Partially offsetting these factors were higher production costs. The prior year was also impacted by voluntary employee-separation program expenses.
40
Three Months Ended | Nine Months Ended | ||||||||||||||||
Small Agriculture and Turf | August 1 | August 2 | % | August 1 | August 2 | % | |||||||||||
(In millions of dollars) | 2021 | 2020 | Change | 2021 | 2020 | Change | |||||||||||
Net sales | $ | 3,147 | $ | 2,383 | +32 | $ | 9,051 | $ | 6,966 | +30 | |||||||
Operating profit | 583 | 337 | +73 | 1,699 | 718 | +137 | |||||||||||
Operating margin | 18.5% | 14.1% | 18.8% | 10.3% |
Small agriculture and turf sales for the quarter increased due to higher shipment volumes and price realization. Operating profit increased primarily due to higher shipment volumes / sales mix and price realization. These items were partially offset by higher production costs. Results for the current period were positively impacted by a gain on the sale of a factory in China while results for the prior period were affected by impairments and closure costs.
Sales for the first nine months increased mainly as a result of higher shipment volumes and price realization. Operating profit for the first nine months increased primarily resulting from higher shipment volumes / sales mix and price realization. Partially offsetting these factors were higher production costs. Results for the current year were positively impacted by a gain on the sale of a factory in China, while results for the prior year were affected by impairments, closure costs and voluntary employee-separation program expenses.
41
Three Months Ended | Nine Months Ended | ||||||||||||||||
Construction and Forestry | August 1 | August 2 | % | August 1 | August 2 | % | |||||||||||
(In millions of dollars) | 2021 | 2020 | Change | 2021 | 2020 | Change | |||||||||||
Net sales | $ | 3,016 | $ | 2,187 | +38 | $ | 8,562 | $ | 6,485 | +32 | |||||||
Operating profit | 463 | 205 | +126 | 1,220 | 394 | +210 | |||||||||||
Operating margin | 15.4% | 9.4% | 14.2% | 6.1% |
Construction and forestry sales moved higher for the quarter primarily due to higher shipment volumes and price realization. Operating profit increased due to higher shipment volumes / sales mix and price realization, partially offset by higher production costs.
The segment’s nine-month sales also increased due to higher shipment volumes and price realization. The first nine-month’s operating profit moved higher mainly due to increased shipment volumes / sales mix and price realization, partially offset by higher production costs. The prior year was also impacted by voluntary employee-separation program expenses and impairments in certain fixed assets and an unconsolidated equipment company headquartered in South Africa.
42
Three Months Ended | Nine Months Ended | ||||||||||||||||
Financial Services | August 1 | August 2 | % | August 1 | August 2 | % | |||||||||||
(In millions of dollars) | 2021 | 2020 | Change | 2021 | 2020 | Change | |||||||||||
Revenue (including intercompany revenue) | $ | 963 | $ | 951 | +1 | $ | 2,851 | $ | 2,916 | -2 | |||||||
Interest expense | 169 | 206 | -18 | 539 | 747 | -28 | |||||||||||
Operating profit | 291 | 243 | +20 | 844 | 498 | +69 | |||||||||||
Net income | 227 | 183 | +24 | 654 | 381 | +72 |
Financial services revenues increased due to higher average portfolio balances and gains on operating lease dispositions for the third quarter of 2021 offset by lower financing rates. Financial services revenues decreased in the first nine months of 2021 due to lower financing rates, partially offset by higher average portfolio balances and gains on operating lease dispositions. The average balance of receivables and leases financed was 8 percent higher in the third quarter and 4 percent higher in the first nine months of 2021, compared with the same periods last year. Interest expense decreased in the third quarter and first nine months of 2021 primarily as a result of lower average borrowing rates. Operating profit increased for the quarter primarily due to an improvement on operating lease residual values, income earned on a higher average portfolio, a lower provision for credit losses, and more favorable financing spreads. Results for the first nine months increased primarily due to a lower provision for credit losses, an improvement on operating lease residual values, more favorable financing spreads, and income earned on a higher average portfolio. The first nine months of 2020 also included impairments on lease residual values (see Note 22).
Safe Harbor Statement
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Statements under “Overview” and other forward-looking statements herein that relate to future events, expectations, and trends involve factors that are subject to change, and risks and uncertainties that could cause actual results to differ materially. Some of these risks and uncertainties could affect particular lines of business, while others could affect all of the Company’s businesses.
The Company’s agricultural equipment businesses are subject to a number of uncertainties, including certain factors that affect farmers’ confidence and financial condition. These factors include demand for agricultural products, world grain stocks, weather conditions, soil conditions, harvest yields, prices for commodities and livestock, crop and livestock production expenses, availability of transport for crops, trade restrictions and tariffs (e.g., China), global trade agreements, the level of farm product exports (including concerns about genetically modified organisms), the growth and sustainability of non-food uses for some crops (including ethanol and biodiesel production), real estate values, available acreage for farming, the land ownership policies of governments, changes in government farm programs and policies, international reaction to such programs, changes in and effects of crop insurance programs, changes in environmental regulations and their impact on farming practices, animal diseases (e.g., African swine fever) and their effects on poultry, beef, and pork consumption and prices and on livestock feed demand, crop pests and diseases, and the impact of the COVID pandemic on the agricultural industry including demand for, and production and exports of, agricultural products, and commodity prices.
The production and precision agriculture business is dependent on agricultural conditions, and relies in part on hardware and software, guidance, connectivity and digital solutions, and automation and machine intelligence. Many factors contribute to the Company’s precision agriculture sales and results, including the impact to customers’ profitability and/or sustainability outcomes; the rate of adoption and use by customers; availability of technological innovations; speed of research and development; effectiveness of partnerships with third parties; and the dealer channel’s ability to support and service precision technology solutions.
Factors affecting the Company’s small agriculture and turf equipment operations include agricultural conditions, consumer confidence, weather conditions, customer profitability, labor supply, consumer borrowing patterns, consumer purchasing preferences, housing starts and supply, infrastructure investment, spending by municipalities and golf courses, and consumable input costs.
Factors affecting the Company’s construction and forestry equipment operations include consumer spending patterns, real estate and housing prices, the number of housing starts, interest rates, commodity prices such as oil and gas, the levels of public and non-residential construction, and investment in infrastructure. Prices for pulp, paper, lumber, and structural panels affect sales of forestry equipment.
Many of the factors affecting the production and precision agriculture, small agriculture and turf, and construction and forestry segments have been and may continue to be impacted by global economic conditions, including those resulting from the COVID pandemic and responses to the pandemic taken by governments and other authorities.
43
All of the Company’s businesses and its results are affected by general economic conditions in the global markets and industries in which the Company operates; customer confidence in general economic conditions; government spending and taxing; foreign currency exchange rates and their volatility, especially fluctuations in the value of the U.S. dollar; interest rates (including the availability of IBOR reference rates); inflation and deflation rates; changes in weather patterns; the political and social stability of the global markets in which the Company operates; the effects of, or response to, terrorism and security threats; wars and other conflicts; natural disasters; and the spread of major epidemics (including the COVID pandemic) and government and industry responses to epidemics, such as travel restrictions and extended shut down of businesses.
Uncertainties related to the magnitude and duration of the COVID pandemic may significantly adversely affect the Company’s business and outlook. These uncertainties include: the duration and impact of any resurgence in COVID cases in any country, state, or region; the emergence, contagiousness, and threat of new and different strains of coronavirus; the availability, acceptance, and effects of vaccines; prolonged reduction or closure of the Company’s operations, or a delayed recovery in our operations; additional closures as mandated or otherwise made necessary by governmental authorities; disruptions in the supply chain and a prolonged delay in resumption of operations by one or more key suppliers, or the failure of any key suppliers; the Company’s ability to meet commitments to customers on a timely basis as a result of increased costs and supply challenges; the ability to receive goods on a timely basis and at anticipated costs; increased logistics costs; delays in the Company’s strategic initiatives as a result of reduced spending on research and development; additional operating costs due to remote working arrangements, adherence to social distancing guidelines and other COVID-related challenges; increased risk of cyber-attacks on network connections used in remote working arrangements; increased privacy-related risks due to processing health-related personal information; legal claims related to personal protective equipment designed, made, or provided by the Company or alleged exposure to COVID on Company premises; absence of employees due to illness; the impact of the pandemic on the Company’s customers and dealers, and their delays in their plans to invest in new equipment; requests by the Company’s customers or dealers for payment deferrals and contract modifications; the impact of disruptions in the global capital markets and/or declines in the Company’s financial performance, outlook or credit ratings, which could impact the Company’s ability to obtain funding in the future; and the impact of the pandemic on demand for our products and services as discussed above. It remains unclear when a sustained economic recovery could occur and what a recovery may look like. All of these factors could materially and adversely affect our business, liquidity, results of operations, and financial position.
Significant changes in market liquidity conditions, changes in the Company’s credit ratings, and any failure to comply with financial covenants in credit agreements could impact access to funding and funding costs, which could reduce the Company’s earnings and cash flows. Financial market conditions could also negatively impact customer access to capital for purchases of the Company’s products and customer confidence and purchase decisions, financing and repayment practices, and the number and size of customer delinquencies and defaults. A debt crisis in Europe, Latin America, or elsewhere could negatively impact currencies, global financial markets, social and political stability, funding sources and costs, asset and obligation values, customers, suppliers, demand for equipment, and Company operations and results. The Company’s investment management activities could be impaired by changes in the equity, bond, and other financial markets, which would negatively affect earnings.
The withdrawal of the United Kingdom from the European Union and the perceptions as to the impact of the withdrawal may adversely affect business activity, political stability, and economic conditions in the United Kingdom, the European Union, and elsewhere. The economic conditions and outlook could be further adversely affected by (i) uncertainty regarding any new or modified trade arrangements between the United Kingdom and the European Union and/or other countries, (ii) the risk that one or more other European Union countries could come under increasing pressure to leave the European Union, or (iii) the risk that the euro as the single currency of the Eurozone could cease to exist. Any of these developments, or the perception that any of these developments are likely to occur, could affect economic growth or business activity in the United Kingdom or the European Union, and could result in the relocation of businesses, cause business interruptions, lead to economic recession or depression, and impact the stability of the financial markets, availability of credit, currency exchange rates, interest rates, financial institutions, and political, financial, and monetary systems. Any of these developments could affect our businesses, liquidity, results of operations, and financial position.
Additional factors that could materially affect the Company’s operations, access to capital, expenses, and results include changes in, uncertainty surrounding, and the impact of governmental trade, banking, monetary, and fiscal policies, including financial regulatory reform and its effects on the consumer finance industry, derivatives, funding costs, and other areas; governmental programs, policies, and tariffs for the benefit of certain industries or sectors; sanctions in particular jurisdictions; retaliatory actions to such changes in trade, banking, monetary, and fiscal policies; actions by central banks; actions by financial and securities regulators; actions by environmental, health,
44
and safety regulatory agencies, including those related to engine emissions, carbon and other greenhouse gas emissions, noise, and the effects of climate change; changes to GPS radio frequency bands or their permitted uses; changes in labor and immigration regulations; changes to accounting standards; changes in tax rates, estimates, laws, and regulations and Company actions related thereto; changes to and compliance with privacy, banking, and other regulations; changes to and compliance with economic sanctions and export controls laws and regulations; compliance with U.S. and foreign laws when expanding to new markets and otherwise; and actions by other regulatory bodies.
Other factors that could materially affect the Company’s results include production, design, and technological innovations and difficulties, including capacity and supply constraints and prices; the loss of or challenges to intellectual property rights, whether through theft, infringement, counterfeiting, or otherwise; the availability and prices of strategically sourced materials, components, and whole goods; delays or disruptions in the Company’s supply chain or the loss of liquidity by suppliers; disruptions of infrastructures that support communications, operations, or distribution; the failure of customers, dealers, suppliers, or the Company to comply with laws, regulations, and Company policy pertaining to employment, human rights, health, safety, the environment, sanctions, export controls, anti-corruption, privacy and data protection, and other ethical business practices; events that damage the Company’s reputation or brand; significant investigations, claims, lawsuits, or other legal proceedings; start-up of new plants and products; the success of new product initiatives or business strategies; changes in customer product preferences and sales mix; gaps or limitations in rural broadband coverage, capacity, and speed needed to support technology solutions; oil and energy prices, supplies, and volatility; the availability and cost of freight; actions of competitors in the various industries in which the Company competes, particularly price discounting; dealer practices, especially as to levels of new and used field inventories; changes in demand and pricing for used equipment and resulting impacts on lease residual values; labor relations and contracts; changes in the ability to attract, develop, engage, and retain qualified personnel; acquisitions and divestitures of businesses; greater-than-anticipated transaction costs; the integration of new businesses; the failure or delay in closing or realizing anticipated benefits of acquisitions, joint ventures, or divestitures; the inability to deliver precision technology and agricultural solutions to customers; the implementation of the smart industrial operating model and other organizational changes; the failure to realize anticipated savings or benefits of cost reduction, productivity, or efficiency efforts; difficulties related to the conversion and implementation of enterprise resource planning systems; security breaches, cybersecurity attacks, technology failures, and other disruptions to the information technology infrastructure of the Company and its suppliers and dealers; changes in Company-declared dividends and common stock issuances and repurchases; changes in the level and funding of employee retirement benefits; changes in market values of investment assets, compensation, retirement, discount, and mortality rates which impact retirement benefit costs; and significant changes in health care costs.
The liquidity and ongoing profitability of John Deere Capital Corporation and the Company’s other financial services subsidiaries depend largely on timely access to capital in order to meet future cash flow requirements, and to fund operations, costs, and purchases of the Company’s products. If general economic conditions deteriorate or capital markets become more volatile, including as a result of the COVID pandemic, funding could be unavailable or insufficient. Additionally, customer confidence levels may result in declines in credit applications and increases in delinquencies and default rates, which could materially impact write-offs and provisions for credit losses.
The Company’s forward-looking statements are based upon assumptions relating to the factors described above, which are sometimes based upon estimates and data prepared by government agencies. Such estimates and data are often revised. The Company, except as required by law, undertakes no obligation to update or revise its forward-looking statements, whether as a result of new developments or otherwise. Further information concerning the Company and its businesses, including factors that could materially affect the Company’s financial results, is included in the Company’s other filings with the SEC (including, but not limited to, the factors discussed in Item 1A. Risk Factors of the Company’s most recent annual report on Form 10-K and quarterly reports on Form 10-Q).
Critical Accounting Policies
See the Company’s critical accounting policies discussed in the Management’s Discussion and Analysis of the most recent annual report filed on Form 10-K. There have been no material changes to these policies, other than as described below related to the allowance for credit losses, as a result of the adoption of ASU No. 2016-13 during the first quarter of 2021.
The allowance for credit losses is an estimate of the credit losses expected over the life of the Company’s receivable portfolio. The Company measures expected credit losses on a collective basis when similar risk characteristics exist. Risk characteristics considered by the Company include finance product category, market, geography, credit risk,
45
and remaining duration. Receivables that do not share risk characteristics with other receivables in the portfolio are evaluated on an individual basis.
The Company utilizes loss forecast models, which are selected based on the size and credit risk of the underlying pool of receivables, to estimate expected credit losses. Transition matrix models are used for large and complex customer receivable pools, while weighted average remaining maturity models are used for smaller and less complex customer receivable pools. Expected credit losses on wholesale receivables are based on historical loss rates, adjusted for current economic conditions. The modeled expected credit losses are adjusted based on reasonable and supportable forecasts, which may include economic indicators such as commodity prices, industry equipment sales, unemployment rates, and housing starts. Management reviews each model’s output quarterly, and qualitative adjustments are incorporated as necessary. While the Company believes its allowance is sufficient to provide for losses over the life of its existing receivable portfolio, different assumptions or changes in economic conditions would result in changes to the allowance for credit losses and the provision for credit losses.
CAPITAL RESOURCES AND LIQUIDITY
The discussion of capital resources and liquidity has been organized to review separately, where appropriate, the Company’s consolidated totals, equipment operations, and financial services operations.
Consolidated
Positive cash flows from consolidated operating activities in the first nine months of 2021 were $4,314 million. This cash inflow resulted primarily from net income adjusted for non-cash provisions and an increase in accounts payable and accrued expenses, partially offset by a seasonal increase in inventories and receivables related to sales. Cash outflows from investing activities were $3,102 million in the first nine months of 2021, primarily due to the cost of receivables and equipment on operating leases acquired exceeding collections of receivables (excluding receivables related to sales) and proceeds from sales of equipment on operating leases by $2,381 million, purchases of property and equipment of $492 million, a change in collateral on derivatives – net of $189 million, and purchases of marketable securities exceeding proceeds from maturities and sales by $33 million. Negative cash flows from financing activities were $851 million in the first nine months of 2021 primarily due to repurchases of common stock of $1,780 million and dividends paid of $761 million, partially offset by an increase in borrowings of $1,634 million and proceeds from issuance of common stock of $136 million (resulting from the exercise of stock options). Cash, cash equivalents, and restricted cash increased $467 million during the first nine months of this year.
Positive cash flows from consolidated operating activities in the first nine months of 2020 were $4,057 million. This cash inflow resulted primarily from net income adjusted for non-cash provisions, a decrease in receivables related to sales, and a change in net retirement benefits, partially offset by a decrease in accounts payable and accrued expenses. Cash outflows from investing activities were $1,517 million in the first nine months of 2020, primarily due to the cost of receivables and equipment on operating leases acquired exceeding collections of receivables (excluding receivables related to sales) and proceeds from sales of equipment on operating leases by $1,214 million, purchases of property and equipment of $594 million, and purchases of marketable securities exceeding proceeds from maturities and sales by $21 million, partially offset by a change in collateral on derivatives – net of $324 million. Positive cash flows from financing activities were $1,724 million in the first nine months of 2020 primarily due to an increase in borrowings of $2,704 million and proceeds from issuance of common stock of $111 million (resulting from the exercise of stock options), partially offset by dividends paid of $718 million and repurchases of common stock of $263 million. Cash, cash equivalents, and restricted cash increased $4,344 million during the first nine months of 2020. The increase in cash was primarily to provide added liquidity due to the financial uncertainty created by COVID in 2020.
The Company has access to most global markets at a reasonable cost and expects to have sufficient sources of global funding and liquidity to meet its funding needs. Sources of liquidity for the Company include cash and cash equivalents, marketable securities, funds from operations, the issuance of commercial paper and term debt, the securitization of retail notes (both public and private markets), and committed and uncommitted bank lines of credit. The Company’s commercial paper outstanding at August 1, 2021, November 1, 2020, and August 2, 2020 was $1,882 million, $1,238 million, and $1,987 million, respectively, while the total cash and cash equivalents and marketable securities position was $8,207 million, $7,707 million, and $8,830 million, respectively. The total cash and cash equivalents and marketable securities held by foreign subsidiaries was $5,690 million, $5,010 million, and $4,816 million at August 1, 2021, November 1, 2020, and August 2, 2020, respectively.
Lines of Credit. The Company also has access to bank lines of credit with various banks throughout the world. Worldwide lines of credit totaled $8,146 million at August 1, 2021, $6,131 million of which were unused. For the purpose of computing unused credit lines, commercial paper, and short-term bank borrowings, excluding secured
46
borrowings and the current portion of long-term borrowings, were primarily considered to constitute utilization. Included in the total credit lines at August 1, 2021 was a 364-day credit facility agreement of $3,000 million expiring in fiscal April 2022. In addition, total credit lines included long-term credit facility agreements of $2,500 million expiring in fiscal April 2025 and $2,500 million expiring in fiscal March 2026. These credit agreements require John Deere Capital Corporation (Capital Corporation) to maintain its consolidated ratio of earnings to fixed charges at not less than 1.05 to 1 for each fiscal quarter and the ratio of senior debt, excluding securitization indebtedness, to capital base (total subordinated debt and stockholder’s equity excluding accumulated other comprehensive income (loss)) at not more than 11 to 1 at the end of any fiscal quarter. The credit agreements also require the equipment operations to maintain a ratio of total debt to total capital (total debt and stockholders’ equity excluding accumulated other comprehensive income (loss)) of 65 percent or less at the end of each fiscal quarter. Under this provision, the Company’s excess equity capacity and retained earnings balance free of restriction at August 1, 2021 was $15,195 million. Alternatively under this provision, the equipment operations had the capacity to incur additional debt of $28,219 million at August 1, 2021. All of these credit agreement requirements have been met during the periods included in the financial statements.
Debt Ratings. To access public debt capital markets, the Company relies on credit rating agencies to assign short-term and long-term credit ratings to the Company’s securities as an indicator of credit quality for fixed income investors. A security rating is not a recommendation by the rating agency to buy, sell, or hold Company securities. A credit rating agency may change or withdraw Company ratings based on its assessment of the Company’s current and future ability to meet interest and principal repayment obligations. Each agency’s rating should be evaluated independently of any other rating. Lower credit ratings generally result in higher borrowing costs, including costs of derivative transactions, and reduced access to debt capital markets. The senior long-term and short-term debt ratings and outlook currently assigned to unsecured Company debt securities by the rating agencies engaged by the Company are as follows:
| Senior |
|
|
| |||
Long-Term | Short-Term | Outlook |
| ||||
Fitch Ratings | A | F1 | Stable | ||||
Moody’s Investors Service, Inc. |
| A2 |
| Prime-1 |
| Stable | |
Standard & Poor’s |
| A |
| A-1 |
| Stable |
Trade accounts and notes receivable primarily arise from sales of goods to independent dealers. Trade receivables increased $1,097 million during the first nine months of 2021, primarily due to a seasonal increase and higher overall demand. These receivables decreased $205 million, compared to a year ago. The ratios of worldwide trade accounts and notes receivable to the last 12 months’ net sales were 14 percent at August 1, 2021, compared to 13 percent at November 1, 2020 and 17 percent at August 2, 2020. Production and precision agriculture trade receivables decreased $286 million, small agriculture and turf trade receivables increased $103 million, and construction and forestry trade receivables decreased $22 million, compared to a year ago. The percentage of total worldwide trade receivables outstanding for periods exceeding 12 months was 2 percent at August 1, 2021, 3 percent at November 1, 2020, and 3 percent at August 2, 2020.
Deere & Company stockholders’ equity was $15,731 million at August 1, 2021, compared with $12,937 million at November 1, 2020 and $12,888 million at August 2, 2020. The increase of $2,794 million during the first nine months of 2021 resulted primarily from net income attributable to Deere & Company of $4,680 million, a change in the cumulative translation adjustment of $319 million, a retirement benefits adjustment of $208 million, and an increase in common stock of $136 million, partially offset by an increase in treasury stock of $1,715 million and dividends declared of $800 million.
The Company previously planned to make a voluntary contribution to its U.S. OPEB plan for $700 million in the fourth quarter of 2021. This voluntary contribution will be delayed into fiscal year 2022.
Equipment Operations
The Company’s equipment businesses are capital intensive and are subject to seasonal variations in financing requirements for inventories and certain receivables from dealers. The equipment operations sell a significant portion of their trade receivables to financial services. To the extent necessary, funds provided from operations are supplemented by external financing sources.
Cash provided by operating activities of the equipment operations, including intercompany cash flows, in the first nine months of 2021 was $4,185 million. This resulted primarily from cash inflows from net income adjusted for non-cash provisions, an increase in accounts payable and accrued expenses, and a change in accrued income taxes payable/receivable. Partially offsetting these operating cash inflows were cash outflows from an increase in
47
inventories and trade and financing receivables held by the equipment operations. Cash, cash equivalents, and restricted cash increased $495 million in the first nine months of 2021.
Cash provided by operating activities of the equipment operations, including intercompany cash flows, in the first nine months of 2020 was $2,855 million. This resulted primarily from cash inflows from net income adjusted for non-cash provisions, a decrease in inventories and trade and financing receivables held by the equipment operations, and a change in net retirement benefits. Partially offsetting these operating cash inflows were cash outflows from a decrease in accounts payable and accrued expenses and a change in accrued income taxes payable/receivable. Cash, cash equivalents, and restricted cash increased $4,255 million in the first nine months of 2020. The increase in cash was primarily to provide added liquidity due to the financial uncertainty created by COVID in 2020.
Trade receivables held by the equipment operations increased $114 million during the first nine months and decreased $124 million from a year ago. The equipment operations sell a significant portion of their trade receivables to financial services. See the previous consolidated discussion of trade receivables.
Inventories increased by $1,411 million during the first nine months, primarily reflecting a seasonal increase, increased overall demand, and foreign currency translation. Inventories increased by $760 million compared to a year ago due to increased overall demand. A majority of these inventories are valued on the last-in, first-out (LIFO) method. The ratios of inventories on a first-in, first-out (FIFO) basis (see Note 13), which approximates current cost, to the last 12 months’ cost of sales were 29 percent at August 1, 2021, compared to 28 percent at November 1, 2020 and 30 percent at August 2, 2020.
Total interest-bearing debt, excluding finance lease liabilities, of the equipment operations was $10,305 million at August 1, 2021, compared with $10,382 million at November 1, 2020 and $11,056 million at August 2, 2020. The ratios of debt to total capital (total interest-bearing debt and Deere & Company’s stockholders’ equity) were 40 percent, 45 percent, and 46 percent at August 1, 2021, November 1, 2020, and August 2, 2020, respectively.
In the second quarter of 2020, the equipment operations issued three tranches of notes in the U.S. with aggregate principal totaling $2,250 million that are due from 2025 to 2050. The equipment operations also issued Euro-Medium-Term notes with aggregate principal totaling €2,000 million (approximately $2,170 million based on the exchange rate at the issue date) that are due from 2024 to 2032. In the first nine months of 2020, the equipment operations issued commercial paper in the U.S. with aggregate principal totaling $466 million, of which $448 million had an original term greater than 90 days. Commercial paper repaid in the third quarter of 2020 was $406 million. The net increase is presented in “Increase in total short-term borrowings” in the consolidated statement of cash flows.
Property and equipment cash expenditures for the equipment operations in the first nine months of 2021 were $491 million, compared with $591 million in the same period last year. Capital expenditures for the equipment operations in 2021 are estimated to be approximately $900 million.
Financial Services
The financial services operations rely on their ability to raise substantial amounts of funds to finance their receivable and lease portfolios. Their primary sources of funds for this purpose are a combination of commercial paper, term debt, securitization of retail notes, equity capital, and borrowings from Deere & Company.
During the first nine months of 2021, the cash provided by operating and financing activities was used primarily to increase receivables and leases. Cash flows provided by operating activities, including intercompany cash flows, were $1,445 million in the first nine months. Cash used for investing activities totaled $3,662 million in the first nine months of 2021 primarily due the cost of receivables (excluding trade and wholesale) and cost of equipment on operating leases acquired exceeding the collection of these receivables and proceeds from sales of equipment on operating leases by $2,953 million, an increase in trade and wholesale receivables of $481 million, a change in collateral on derivatives - net of $185 million, and purchases of marketable securities exceeding proceeds from maturities and sales by $37 million. Cash provided by financing activities totaled $2,160 million, resulting primarily from an increase in external borrowings of $1,798 million and an increase in borrowings from Deere & Company of $624 million, partially offset by dividends paid to Deere & Company of $240 million. Cash, cash equivalents, and restricted cash decreased $28 million in the first nine months of 2021.
During the first nine months of 2020, the cash provided by operating activities was used primarily to increase receivables and leases. Cash flows provided by operating activities, including intercompany cash flows, were $1,442 million in the first nine months of 2020. Cash used for investing activities totaled $858 million in the first nine months of 2020 primarily due to the cost of receivables (excluding trade and wholesale) and cost of equipment on
48
operating leases acquired exceeding the collection of these receivables and proceeds from sales of equipment on operating leases by $1,541 million and purchases of marketable securities exceeding proceeds from maturities and sales by $21 million, partially offset by a decrease in trade and wholesale receivables of $423 million and a change in collateral on derivatives - net of $330 million. Cash used for financing activities totaled $480 million, resulting primarily from a decrease in external borrowings of $1,677 million and dividends paid to Deere & Company of $260 million, partially offset by an increase in borrowings from Deere & Company of $1,468 million. Cash, cash equivalents, and restricted cash increased $89 million in the first nine months of 2020.
Receivables and leases held by the financial services operations consist of retail notes originated in connection with retail sales of new and used equipment by dealers of John Deere products, retail notes from non-Deere equipment customers, trade receivables, wholesale notes, revolving charge accounts, credit enhanced international export financing generally involving John Deere products, sales-type and direct financing leases, and operating leases. Total receivables and leases increased $3,192 million during the first nine months of 2021 and increased $3,161 million in the past 12 months. Acquisition volumes of receivables (excluding trade and wholesale) and leases were 17 percent higher in the first nine months of 2021, compared with the same period last year, as volumes of financing leases and retail notes were higher, while volumes of operating leases and revolving charge accounts were slightly lower. The amount of total trade receivables and wholesale notes increased compared to November 1, 2020 and decreased compared to August 2, 2020.
Total external interest-bearing debt of the financial services operations was $37,591 million at August 1, 2021, compared with $35,556 million at November 1, 2020 and $37,366 million at August 2, 2020. Total external borrowings have changed generally corresponding with the level of receivable and lease portfolio, the level of cash and cash equivalents, the change in payables owed to Deere & Company, and the change in investment from Deere & Company. The financial services operations’ ratio of interest-bearing debt, including intercompany debt, to stockholder’s equity was 7.6 to 1 at August 1, 2021, compared with 7.8 to 1 at November 1, 2020 and 7.9 to 1 at August 2, 2020.
Capital Corporation has a revolving credit agreement to utilize bank conduit facilities to securitize retail notes (see Note 12). At August 1, 2021, this facility had a total capacity, or “financing limit,” of up to $2,000 million of secured financings at any time. After a two-year revolving period, unless the banks and Capital Corporation agree to renew, Capital Corporation would liquidate the secured borrowings over time as payments on the retail notes are collected. At August 1, 2021, $1,779 million of short-term securitization borrowings was outstanding under the agreement.
In the first nine months of 2021, the financial services operations issued $2,801 million and retired $2,190 million of retail note securitization borrowings, which are presented in “Increase in total short-term borrowings.” In addition, during the first nine months of 2021, the financial services operations issued $5,877 million and retired $5,101 million of long-term borrowings, which were primarily medium-term notes.
Subsequent Events
On August 5, 2021, the Company acquired Bear Flag Robotics, Inc. (Bear Flag), based in Silicon Valley, to further accelerate Deere’s development and delivery of advanced technology. Bear Flag’s technology enables a tractor to work in a field autonomously. The total cash consideration was $250 million, which was financed from cash on hand, and will primarily be allocated to intangible assets and goodwill. Bear Flag will be part of the Company’s production and precision agriculture segment.
On August 19, 2021, the Company and Hitachi Construction Machinery Co., Ltd. (Hitachi) entered into a Joint Venture Dissolution Agreement (Dissolution Agreement) pursuant to which the parties agreed to voluntarily terminate (Termination) the joint venture agreement dated May 16, 1988 between the Company and Hitachi. The joint venture agreement governs the terms of the joint venture between the Company and Hitachi for the manufacture and distribution of excavators in North, Central, and South America under the John Deere and Hitachi trademarks and tradenames. In connection with the Termination, the Company will purchase all of Hitachi’s shares in the relevant joint venture manufacturing entities located in Kernersville, North Carolina, U.S.; Langley, British Columbia, Canada; and Indaiatuba, Brazil. The Company will receive certain intellectual property rights relating to certain manufacturing processes under a perpetual license agreement. The initial cash consideration consists of $275 million for the shares and an intellectual property license. The cash consideration will be offset by cash acquired and the settlement of intercompany balances. The Company will also assume substantially all liabilities and debt of the joint venture entities. In addition to the foregoing payments, Hitachi will pay the book value of certain pre-existing inventory. Following the Termination, the Company will purchase John Deere-branded excavators, components, and service parts from Hitachi under a new supply agreement with a duration that ranges from 5 to 30 years. The Company will also continue to manufacture 10-50 metric ton John Deere-branded excavators. The Termination is expected to close during the first half of fiscal year 2022, subject to the receipt of certain required regulatory
49
approvals as well as certain other customary closing conditions. The Company expects to fund the initial consideration and the transaction expenses from cash on hand.
On August 25, 2021, the Company’s Board of Directors declared a quarterly dividend of $1.05 per share payable November 8, 2021, to stockholders of record on September 30, 2021. The new quarterly rate represents an additional 15 cents per share over the previous level, an increase of approximately 17 percent.
Supplemental Consolidating Information
The supplemental consolidating data presented on the subsequent pages is presented for informational purposes. The equipment operations represents the enterprise without financial services. The equipment operations includes the Company’s production and precision agriculture operations, small agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues, and expenses not reflected within financial services. Transactions between the “equipment operations” and “financial services” have been eliminated to arrive at the consolidated financial statements.
The equipment operations and financial services participate in different industries. The equipment operations primarily generate earnings and cash flows by manufacturing and distributing equipment, service parts, and technology solutions to dealers and end users. Financial services primarily finances sales and leases by dealers of new and used equipment that is largely manufactured by the Company. The financial services’ earnings and cash flows generally are finance income received from customer payments less interest expense, and depreciation on equipment subject to an operating lease. These two businesses are capitalized differently and have separate performance metrics. The supplemental consolidating data assists management in evaluating these two businesses.
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DEERE & COMPANY | ||||||||||||||||||||||||||
SUPPLEMENTAL CONSOLIDATING DATA | ||||||||||||||||||||||||||
STATEMENT OF INCOME | ||||||||||||||||||||||||||
For the Three Months Ended August 1, 2021 and August 2, 2020 | ||||||||||||||||||||||||||
(In millions of dollars) Unaudited | ||||||||||||||||||||||||||
EQUIPMENT | FINANCIAL | |||||||||||||||||||||||||
OPERATIONS1 | SERVICES | ELIMINATIONS | CONSOLIDATED |
| ||||||||||||||||||||||
2021 | 2020 | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 |
| ||||||||||||||||||
Net Sales and Revenues |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||
Net sales | $ | 10,413 | $ | 7,859 | $ | 10,413 | $ | 7,859 | ||||||||||||||||||
Finance and interest income | 33 |
| 25 | $ | 867 | $ | 878 | $ | (75) | $ | (65) | 825 | 838 | 2 | ||||||||||||
Other income | 263 |
| 206 | 96 |
| 73 | (70) |
| (51) | 289 |
| 228 | 3 | |||||||||||||
Total | 10,709 |
| 8,090 | 963 |
| 951 | (145) |
| (116) | 11,527 |
| 8,925 | ||||||||||||||
Costs and Expenses | ||||||||||||||||||||||||||
Cost of sales | 7,574 |
| 5,836 |
|
| (1) | 7,574 | 5,835 | 4 | |||||||||||||||||
Research and development expenses | 394 |
| 370 | 394 | 370 | |||||||||||||||||||||
Selling, administrative and general expenses | 702 |
| 616 | 141 |
| 137 | (2) |
| (1) | 841 |
| 752 | 4 | |||||||||||||
Interest expense | 92 |
| 91 | 169 |
| 206 | (17) |
| (7) | 244 |
| 290 | 5 | |||||||||||||
Interest compensation to Financial Services | 58 |
| 58 | (58) |
| (58) |
|
| 5 | |||||||||||||||||
Other operating expenses | 32 |
| 94 | 360 |
| 363 | (68) |
| (49) | 324 |
| 408 | 6 | |||||||||||||
Total | 8,852 |
| 7,065 | 670 |
| 706 | (145) |
| (116) | 9,377 |
| 7,655 | ||||||||||||||
Income before Income Taxes | 1,857 |
| 1,025 | 293 |
| 245 |
|
|
| 2,150 |
| 1,270 | ||||||||||||||
Provision for income taxes | 425 |
| 395 | 66 |
| 62 |
|
|
| 491 |
| 457 | ||||||||||||||
Income after Income Taxes | 1,432 |
| 630 | 227 |
| 183 |
|
|
| 1,659 |
| 813 | ||||||||||||||
Equity in income (loss) of unconsolidated affiliates | 8 |
| (2) |
|
|
| 8 | (2) | ||||||||||||||||||
Net Income | 1,440 |
| 628 | 227 |
| 183 |
|
|
| 1,667 |
| 811 | ||||||||||||||
Less: Net income attributable to noncontrolling interests |
|
|
|
|
|
|
|
|
| |||||||||||||||||
Net Income Attributable to Deere & Company | $ | 1,440 | $ | 628 | $ | 227 | $ | 183 |
|
| $ | 1,667 | $ | 811 | ||||||||||||
1 The equipment operations represents the enterprise without financial services. The equipment operations includes the Company’s production and precision agriculture operations, small agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues, and expenses not reflected within financial services.
2 Elimination of financial services’ interest income earned from equipment operations.
3 Elimination of equipment operations’ margin from inventory transferred to equipment on operating leases (see Note 2).
4 Elimination of intercompany service fees.
5 Elimination of equipment operations’ interest expense to financial services.
6 Elimination of financial services’ lease depreciation expense related to inventory transferred to equipment on operating leases.
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DEERE & COMPANY | ||||||||||||||||||||||||||
SUPPLEMENTAL CONSOLIDATING DATA (Continued) | ||||||||||||||||||||||||||
STATEMENT OF INCOME | ||||||||||||||||||||||||||
For the Nine Months Ended August 1, 2021 and August 2, 2020 | ||||||||||||||||||||||||||
(In millions of dollars) Unaudited | ||||||||||||||||||||||||||
EQUIPMENT | FINANCIAL | |||||||||||||||||||||||||
OPERATIONS1 | SERVICES | ELIMINATIONS | CONSOLIDATED |
| ||||||||||||||||||||||
2021 | 2020 | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 |
| ||||||||||||||||||
Net Sales and Revenues |
|
|
|
|
|
|
|
|
| |||||||||||||||||
Net sales | $ | 29,461 | $ | 22,612 | $ | 29,461 | $ | 22,612 | ||||||||||||||||||
Finance and interest income | 95 |
| 75 | $ | 2,582 | $ | 2,720 | $ | (209) | $ | (211) | 2,468 | 2,584 | 2 | ||||||||||||
Other income | 712 |
| 597 | 269 |
| 196 | (213) |
| (180) | 768 |
| 613 | 3 | |||||||||||||
Total | 30,268 |
| 23,284 | 2,851 |
| 2,916 | (422) |
| (391) | 32,697 |
| 25,809 | ||||||||||||||
Costs and Expenses | ||||||||||||||||||||||||||
Cost of sales | 21,309 |
| 17,208 | (2) |
| (2) | 21,307 | 17,206 | 4 | |||||||||||||||||
Research and development expenses | 1,137 |
| 1,201 | 1,137 | 1,201 | |||||||||||||||||||||
Selling, administrative and general expenses | 2,089 |
| 1,989 | 365 |
| 483 | (6) |
| (5) | 2,448 |
| 2,467 | 4 | |||||||||||||
Interest expense | 287 |
| 237 | 539 |
| 747 | (43) |
| (15) | 783 |
| 969 | 5 | |||||||||||||
Interest compensation to Financial Services | 166 |
| 195 | (166) |
| (195) |
|
| 5 | |||||||||||||||||
Other operating expenses | 140 |
| 186 | 1,098 |
| 1,187 | (205) |
| (174) | 1,033 |
| 1,199 | 6 | |||||||||||||
Total | 25,128 |
| 21,016 | 2,002 |
| 2,417 | (422) |
| (391) | 26,708 |
| 23,042 | ||||||||||||||
Income before Income Taxes | 5,140 |
| 2,268 | 849 |
| 499 |
|
|
| 5,989 |
| 2,767 | ||||||||||||||
Provision for income taxes | 1,130 |
| 632 | 198 |
| 120 |
|
|
| 1,328 |
| 752 | ||||||||||||||
Income after Income Taxes | 4,010 |
| 1,636 | 651 |
| 379 |
|
|
| 4,661 |
| 2,015 | ||||||||||||||
Equity in income (loss) of unconsolidated affiliates | 18 |
| (22) | 3 |
| 2 | 21 | (20) | ||||||||||||||||||
Net Income | 4,028 |
| 1,614 | 654 |
| 381 |
|
|
| 4,682 |
| 1,995 | ||||||||||||||
Less: Net income attributable to noncontrolling interests | 2 |
| 2 |
|
|
| 2 | 2 | ||||||||||||||||||
Net Income Attributable to Deere & Company | $ | 4,026 | $ | 1,612 | $ | 654 | $ | 381 |
|
| $ | 4,680 | $ | 1,993 | ||||||||||||
1 The equipment operations represents the enterprise without financial services. The equipment operations includes the Company’s production and precision agriculture operations, small agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues, and expenses not reflected within financial services.
2 Elimination of financial services’ interest income earned from equipment operations.
3 Elimination of equipment operations’ margin from inventory transferred to equipment on operating leases (see Note 2).
4 Elimination of intercompany service fees.
5 Elimination of equipment operations’ interest expense to financial services.
6 Elimination of financial services’ lease depreciation expense related to inventory transferred to equipment on operating leases.
52
DEERE & COMPANY | ||||||||||||||||||||||||||||||||||||||
SUPPLEMENTAL CONSOLIDATING DATA (Continued) | ||||||||||||||||||||||||||||||||||||||
CONDENSED BALANCE SHEET | ||||||||||||||||||||||||||||||||||||||
(In millions of dollars) Unaudited | ||||||||||||||||||||||||||||||||||||||
EQUIPMENT | FINANCIAL | |||||||||||||||||||||||||||||||||||||
OPERATIONS1 | SERVICES | ELIMINATIONS | CONSOLIDATED | |||||||||||||||||||||||||||||||||||
Aug 1 | Nov 1 | Aug 2 | Aug 1 | Nov 1 | Aug 2 | Aug 1 | Nov 1 | Aug 2 | Aug 1 | Nov 1 | Aug 2 | |||||||||||||||||||||||||||
2021 | 2020 | 2020 | 2021 | 2020 | 2020 | 2021 | 2020 | 2020 | 2021 | 2020 | 2020 | |||||||||||||||||||||||||||
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||
Cash and cash equivalents | $ | 6,638 | $ | 6,145 | $ | 7,440 | $ | 881 | $ | 921 | $ | 750 |
|
|
| $ | 7,519 | $ | 7,066 | $ | 8,190 | |||||||||||||||||
Marketable securities | 3 |
| 7 |
| 8 | 685 |
| 634 |
| 632 |
|
|
|
|
| 688 |
| 641 |
| 640 | ||||||||||||||||||
Receivables from unconsolidated affiliates | 5,942 |
| 5,290 |
| 3,619 | $ | (5,913) | $ | (5,259) | $ | (3,593) | 29 | 31 | 26 | 7 | |||||||||||||||||||||||
Trade accounts and notes receivable – net | 1,127 |
| 1,013 |
| 1,251 | 5,319 |
| 4,238 |
| 5,595 | (1,178) |
| (1,080) |
| (1,373) | 5,268 |
| 4,171 |
| 5,473 | 8 | |||||||||||||||||
Financing receivables – net | 89 |
| 106 |
| 111 | 31,360 |
| 29,644 |
| 27,703 |
|
|
|
|
| 31,449 |
| 29,750 |
| 27,814 | ||||||||||||||||||
Financing receivables securitized – net | 13 | 26 | 37 | 5,388 |
| 4,677 |
| 5,432 |
|
|
|
|
| 5,401 |
| 4,703 |
| 5,469 | ||||||||||||||||||||
Other receivables | 1,516 |
| 1,117 |
| 1,083 | 171 |
| 151 |
| 162 | (14) |
| (48) |
| (28) | 1,673 |
| 1,220 |
| 1,217 | 8 | |||||||||||||||||
Equipment on operating leases – net | 6,982 |
| 7,298 |
| 7,158 |
|
|
|
|
| 6,982 |
| 7,298 |
| 7,158 | |||||||||||||||||||||||
Inventories | 6,410 |
| 4,999 |
| 5,650 |
|
|
| 6,410 | 4,999 | 5,650 | |||||||||||||||||||||||||||
Property and equipment – net | 5,612 |
| 5,778 |
| 5,711 | 37 |
| 39 |
| 43 |
|
|
|
|
| 5,649 |
| 5,817 |
| 5,754 | ||||||||||||||||||
Investments in unconsolidated affiliates | 166 |
| 174 |
| 180 | 22 |
| 19 |
| 19 |
|
|
|
|
| 188 |
| 193 |
| 199 | ||||||||||||||||||
Goodwill | 3,148 |
| 3,081 |
| 2,984 |
|
|
| 3,148 | 3,081 | 2,984 | |||||||||||||||||||||||||||
Other intangible assets – net | 1,267 |
| 1,327 |
| 1,301 |
|
|
|
|
|
|
| 1,267 |
| 1,327 |
| 1,301 | |||||||||||||||||||||
Retirement benefits | 986 |
| 859 |
| 972 | 63 |
| 59 |
| 59 | (59) |
| (55) |
|
| 990 |
| 863 |
| 1,031 | 9 | |||||||||||||||||
Deferred income taxes | 1,959 |
| 1,763 |
| 1,865 | 59 |
| 45 |
| 56 | (251) |
| (309) |
| (387) | 1,767 |
| 1,499 |
| 1,534 | 10 | |||||||||||||||||
Other assets | 1,581 |
| 1,439 |
| 1,566 | 680 |
| 994 |
| 1,260 | (1) |
| (1) |
| (2) | 2,260 |
| 2,432 |
| 2,824 | ||||||||||||||||||
Total Assets | $ | 36,457 | $ | 33,124 | $ | 33,778 | $ | 51,647 | $ | 48,719 | $ | 48,869 | $ | (7,416) | $ | (6,752) | $ | (5,383) | $ | 80,688 | $ | 75,091 | $ | 77,264 | ||||||||||||||
Liabilities and Stockholders’ Equity | ||||||||||||||||||||||||||||||||||||||
Liabilities | ||||||||||||||||||||||||||||||||||||||
Short-term borrowings | $ | 1,376 | $ | 292 | $ | 853 | $ | 9,028 | $ | 8,290 | $ | 8,222 |
|
|
| $ | 10,404 | $ | 8,582 | $ | 9,075 | |||||||||||||||||
Short-term securitization borrowings | 12 | 26 | 37 | 5,265 |
| 4,656 |
| 5,324 |
|
|
|
|
| 5,277 |
| 4,682 |
| 5,361 | ||||||||||||||||||||
Payables to unconsolidated affiliates | 116 |
| 104 |
| 80 | 5,913 |
| 5,260 |
| 3,593 | $ | (5,913) | $ | (5,259) | $ | (3,593) | 116 |
| 105 |
| 80 | 7 | ||||||||||||||||
Accounts payable and accrued expenses | 10,368 |
| 9,114 |
| 8,834 | 1,916 |
| 2,127 |
| 2,134 | (1,193) |
| (1,129) |
| (1,403) | 11,091 |
| 10,112 |
| 9,565 | 8 | |||||||||||||||||
Deferred income taxes | 371 |
| 385 |
| 398 | 395 |
| 443 |
| 468 | (251) |
| (309) |
| (387) | 515 |
| 519 |
| 479 | 10 | |||||||||||||||||
Long-term borrowings | 8,982 |
| 10,124 |
| 10,217 | 23,298 |
| 22,610 |
| 23,820 |
|
|
|
|
| 32,280 |
| 32,734 |
| 34,037 | ||||||||||||||||||
Retirement benefits and other liabilities | 5,219 |
| 5,366 |
| 5,671 | 112 |
| 102 |
| 105 | (59) |
| (55) |
|
| 5,272 |
| 5,413 |
| 5,776 | 9 | |||||||||||||||||
Total liabilities | 26,444 | 25,411 | 26,090 | 45,927 | 43,488 | 43,666 | (7,416) | (6,752) | (5,383) | 64,955 | 62,147 | 64,373 | ||||||||||||||||||||||||||
Commitments and contingencies (Note 18) | ||||||||||||||||||||||||||||||||||||||
Stockholders’ Equity | ||||||||||||||||||||||||||||||||||||||
Total Deere & Company stockholders’ equity | 15,731 |
| 12,937 |
| 12,888 | 5,720 | 5,231 | 5,203 | (5,720) | (5,231) | (5,203) | 15,731 | 12,937 | 12,888 | 11 | |||||||||||||||||||||||
Noncontrolling interests | 2 |
| 7 |
| 3 |
|
|
|
|
|
| 2 | 7 | 3 | ||||||||||||||||||||||||
Financial Services’ equity | (5,720) |
| (5,231) |
| (5,203) |
|
|
| 5,720 | 5,231 | 5,203 |
|
|
| 11 | |||||||||||||||||||||||
Adjusted total stockholders’ equity | 10,013 |
| 7,713 |
| 7,688 | 5,720 |
| 5,231 |
| 5,203 |
|
|
|
|
| 15,733 |
| 12,944 |
| 12,891 | ||||||||||||||||||
Total Liabilities and Stockholders’ Equity | $ | 36,457 | $ | 33,124 | $ | 33,778 | $ | 51,647 | $ | 48,719 | $ | 48,869 | $ | (7,416) | $ | (6,752) | $ | (5,383) | $ | 80,688 | $ | 75,091 | $ | 77,264 | ||||||||||||||
1 The equipment operations represents the enterprise without financial services. The equipment operations includes the Company’s production and precision agriculture operations, small agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues, and expenses not reflected within financial services.
7 Elimination of receivables / payables between equipment operations and financial services.
8 Reclassification of sales incentive accruals on receivables sold to financial services.
9 Reclassification of net pension assets / liabilities.
10 Reclassification of deferred tax assets / liabilities in the same taxing jurisdictions.
11 Elimination of financial services’ equity.
53
DEERE & COMPANY | ||||||||||||||||||||||||||
SUPPLEMENTAL CONSOLIDATING DATA (Continued) | ||||||||||||||||||||||||||
STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||||
For the Nine Months Ended August 1, 2021 and August 2, 2020 | ||||||||||||||||||||||||||
(In millions of dollars) Unaudited | ||||||||||||||||||||||||||
EQUIPMENT | FINANCIAL | |||||||||||||||||||||||||
OPERATIONS1 | SERVICES | ELIMINATIONS | CONSOLIDATED | |||||||||||||||||||||||
2021 | 2020 | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | |||||||||||||||||||
Cash Flows from Operating Activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||
Net income | $ | 4,028 | $ | 1,614 | $ | 654 | $ | 381 |
|
| $ | 4,682 | $ | 1,995 | ||||||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||||
Provision (credit) for credit losses |
| 5 |
| 6 |
| (22) |
| 117 |
|
|
|
|
| (17) |
| 123 | ||||||||||
Provision for depreciation and amortization |
| 803 |
| 787 |
| 866 |
| 925 | $ | (100) | $ | (98) |
| 1,569 |
| 1,614 | 12 | |||||||||
Impairment charges | 50 |
| 115 |
|
|
| 32 |
|
|
|
|
| 50 |
| 147 | |||||||||||
Share-based compensation expense |
|
|
|
| 64 | 63 | 64 | 63 | 13 | |||||||||||||||||
Undistributed earnings of unconsolidated affiliates |
| 246 |
| 257 |
| (2) |
| (1) |
| (240) |
| (261) |
| 4 |
| (5) | 14 | |||||||||
Credit for deferred income taxes |
| (218) |
| (57) |
| (53) |
| (103) |
|
|
|
|
| (271) |
| (160) | ||||||||||
Changes in assets and liabilities: | ||||||||||||||||||||||||||
Trade, notes, and financing receivables related to sales |
| (73) |
| 116 |
|
| (371) | 510 | (444) | 626 | 15, 17, 18 | |||||||||||||||
Inventories |
| (1,367) |
| 387 |
|
| (450) | (388) | (1,817) | (1) | 16 | |||||||||||||||
Accounts payable and accrued expenses |
| 860 |
| (567) |
| (20) |
| (38) |
| (98) |
| 33 |
| 742 |
| (572) | 17 | |||||||||
Accrued income taxes payable/receivable |
| 43 |
| (25) |
| (9) |
| 29 |
|
|
|
|
| 34 |
| 4 | ||||||||||
Retirement benefits |
| 8 |
| 77 |
| 5 |
| 11 |
|
|
|
|
| 13 |
| 88 | ||||||||||
Other |
| (200) |
| 145 |
| 26 |
| 89 |
| (121) |
| (99) |
| (295) |
| 135 | 12, 13, 16 | |||||||||
Net cash provided by operating activities |
| 4,185 |
| 2,855 |
| 1,445 |
| 1,442 |
| (1,316) |
| (240) |
| 4,314 |
| 4,057 | ||||||||||
Cash Flows from Investing Activities | ||||||||||||||||||||||||||
Collections of receivables (excluding receivables related to sales) |
|
|
| 15,704 |
| 14,352 |
| (1,224) |
| (1,115) |
| 14,480 |
| 13,237 | 15 | |||||||||||
Proceeds from maturities and sales of marketable securities |
| 4 |
|
|
| 78 |
| 70 |
|
|
|
|
| 82 |
| 70 | ||||||||||
Proceeds from sales of equipment on operating leases |
|
|
| 1,510 |
| 1,310 |
|
|
|
|
| 1,510 |
| 1,310 | ||||||||||||
Cost of receivables acquired (excluding receivables related to sales) |
|
|
| (18,349) |
| (15,367) |
| 1,188 |
| 918 |
| (17,161) |
| (14,449) | 15 | |||||||||||
Acquisitions of businesses, net of cash acquired | (19) |
|
|
|
|
|
|
|
|
|
| (19) |
|
| ||||||||||||
Purchases of marketable securities |
|
|
|
| (115) |
| (91) |
|
|
|
|
| (115) |
| (91) | |||||||||||
Purchases of property and equipment |
| (491) |
| (591) |
| (1) |
| (3) |
|
|
|
|
| (492) |
| (594) | ||||||||||
Cost of equipment on operating leases acquired |
|
|
| (1,818) |
| (1,836) |
| 608 |
| 524 |
| (1,210) |
| (1,312) | 16 | |||||||||||
Decrease (increase) in trade and wholesale receivables |
|
|
| (481) |
| 423 |
| 481 |
| (423) |
|
|
|
| 15 | |||||||||||
Collateral on derivatives – net | (4) | (6) | (185) | 330 |
|
| (189) | 324 | ||||||||||||||||||
Other |
| (14) |
| (55) |
| (5) |
| (46) |
| 31 |
| 89 |
| 12 |
| (12) | 14, 18 | |||||||||
Net cash used for investing activities |
| (524) |
| (652) |
| (3,662) |
| (858) |
| 1,084 |
| (7) |
| (3,102) |
| (1,517) | ||||||||||
Cash Flows from Financing Activities | ||||||||||||||||||||||||||
Increase (decrease) in total short-term borrowings |
| (93) |
| (32) |
| 1,022 |
| 202 |
|
|
|
|
| 929 |
| 170 | ||||||||||
Change in intercompany receivables/payables |
| (624) |
| (1,468) |
| 624 |
| 1,468 |
|
|
|
|
|
|
|
| ||||||||||
Proceeds from long-term borrowings |
|
|
| 4,592 |
| 5,877 |
| 3,739 |
|
|
|
|
| 5,877 |
| 8,331 | ||||||||||
Payments of long-term borrowings |
| (71) |
| (179) |
| (5,101) |
| (5,618) |
|
|
|
|
| (5,172) |
| (5,797) | ||||||||||
Proceeds from issuance of common stock |
| 136 |
| 111 |
|
|
|
| 136 | 111 | ||||||||||||||||
Repurchases of common stock |
| (1,780) |
| (263) |
|
|
|
| (1,780) | (263) | ||||||||||||||||
Dividends paid |
| (761) |
| (718) |
| (240) | (260) |
| 240 | 260 |
| (761) | (718) | 14 | ||||||||||||
Other |
| (50) |
| (86) |
| (22) |
| (11) |
| (8) |
| (13) |
| (80) |
| (110) | 14 | |||||||||
Net cash provided by (used for) financing activities |
| (3,243) |
| 1,957 |
| 2,160 |
| (480) |
| 232 |
| 247 |
| (851) |
| 1,724 | ||||||||||
Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash |
| 77 |
| 95 |
| 29 |
| (15) |
|
|
|
|
| 106 |
| 80 | ||||||||||
Net Increase (Decrease) in Cash, Cash Equivalents, and Restricted Cash |
| 495 |
| 4,255 |
| (28) |
| 89 |
|
|
|
|
| 467 |
| 4,344 | ||||||||||
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period |
| 6,156 |
| 3,196 |
| 1,016 |
| 760 |
|
|
|
|
| 7,172 |
| 3,956 | ||||||||||
Cash, Cash Equivalents, and Restricted Cash at End of Period | $ | 6,651 | $ | 7,451 | $ | 988 | $ | 849 |
|
| $ | 7,639 | $ | 8,300 | ||||||||||||
1 The equipment operations represents the enterprise without financial services. The equipment operations includes the Company’s production and precision agriculture operations, small agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues, and expenses not reflected within financial services.
12 Elimination of depreciation on leases related to inventory transferred to equipment on operating leases (see Note 2).
13 Reclassification of share-based compensation expense.
14 Elimination of dividends from financial services to the equipment operations, which are included in the equipment operations’ net cash provided by operating activities, and capital investments in financial services from the equipment operations.
15 Primarily reclassification of receivables related to the sale of equipment.
16 Reclassification of lease agreements with direct customers.
17 Reclassification of sales incentive accruals on receivables sold to financial services.
18 Elimination and reclassification of the effects of financial services’ partial financing of the construction and forestry retail locations sales and subsequent collection of those amounts.
54
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
See the Company’s most recent annual report filed on Form 10-K (Part II, Item 7A). There has been no material change in this information.
Item 4. CONTROLS AND PROCEDURES
The Company’s principal executive officer and its principal financial officer have concluded that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act)) were effective as of August 1, 2021, based on the evaluation of these controls and procedures required by Rule 13a-15(b) or 15d-15(b) of the Exchange Act. During the third quarter, there were no changes that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company is subject to various unresolved legal actions which arise in the normal course of its business, the most prevalent of which relate to product liability (including asbestos-related liability), retail credit, employment, patent, and trademark matters. Item 103 of the SEC’s Regulation S-K requires disclosure of certain environmental matters when a governmental authority is a party to the proceedings and the proceedings involve potential monetary sanctions that John Deere reasonably believes could exceed $300,000. The following matter is disclosed solely pursuant to that requirement: on October 3, 2018, the Provincia Santa Fe Ministerio de Medio Ambiente (MoE) in Argentina issued a Notice of Violation to Industrias John Deere Argentina (IJDA) in connection with alleged groundwater contamination at the site; the Company worked with the appropriate authorities to implement corrective actions to remediate the site. On December 16, 2019, the MoE issued a Notice of Fine. The current amount of the fine is approximately $401,000. IJDA has filed an appeal, which is still pending. On March 26, 2021, IJDA received a notice from the MoE requesting payment of the fine. On July 5, 2021, IJDA communicated an objection to the MoE and requested the fine be vacated or, in the alternative, reduced. The Company believes the reasonably possible range of losses for this and other unresolved legal actions would not have a material effect on its financial statements.
Item 1A. Risk Factors
See the Company’s most recent annual report filed on Form 10-K (Part I, Item 1A). There has been no material change in this information. The risks described in the annual report on Form 10-K, and the “Safe Harbor Statement” in this report, are not the only risks faced by the Company. Additional risks and uncertainties may also materially affect the Company’s business, financial condition, or operating results. One should not consider the risk factors to be a complete discussion of risks, uncertainties, and assumptions.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The Company’s purchases of its common stock during the third quarter of 2021 were as follows:
|
|
| Total Number of |
|
| |||||
Shares Purchased as | Maximum Number of |
| ||||||||
Total Number of | Part of Publicly | Shares that May Yet Be |
| |||||||
Shares | Announced Plans or | Purchased under the |
| |||||||
Purchased | Average Price | Programs (1) | Plans or Programs (1) |
| ||||||
Period | (thousands) | Paid Per Share | (thousands) | (millions) |
| |||||
May 3 to May 30 | 630 |
| $ | 372.74 | 630 | 19.6 | ||||
May 31 to Jun 27 | 679 | 346.88 | 679 | 18.9 | ||||||
Jun 28 to Aug 1 | 760 | 349.45 | 760 | 18.2 | ||||||
Total | 2,069 | 2,069 |
(1) | During the third quarter of 2021, the Company had a share repurchase plan that was announced in December 2019 to purchase up to $8,000 million of shares of the Company’s common stock. The maximum number of shares that may yet be purchased under this plan was based on the end of the third quarter closing share price of $361.59 per share. At the end of the third quarter of 2021, $6,569 million of common stock remained to be purchased under the plan. |
55
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits
Certain instruments relating to long-term borrowings constituting less than 10 percent of the registrant’s total assets are not filed as exhibits herewith pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K. The registrant will file copies of such instruments upon request of the Commission.
3.1 | |
3.2 | Bylaws, as amended (Exhibit 3.1 to Form 8-K of registrant filed on December 3, 2020, Securities and Exchange Commission File Number 1-4121*) |
31.1 | |
31.2 | |
32 | |
101.SCH | Inline XBRL Taxonomy Extension Schema Document |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
* Incorporated by reference. Copies of these exhibits are available from the Company upon request.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
DEERE & COMPANY | ||||
Date: | August 26, 2021 | By: | /s/ Ryan D. Campbell | |
Ryan D. Campbell |
57