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1993
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE YEAR ENDED DECEMBER 31, 1993 COMMISSION FILE NUMBER 1-815
E. I. DU PONT DE NEMOURS AND COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 51-0014090
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
1007 MARKET STREET
WILMINGTON, DELAWARE 19898
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 302-774-1000
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT
(EACH CLASS IS REGISTERED ON THE NEW YORK STOCK EXCHANGE, INC.):
TITLE OF EACH CLASS
COMMON STOCK ($.60 PAR VALUE)
PREFERRED STOCK
(WITHOUT PAR VALUE-CUMULATIVE)
$4.50 SERIES
$3.50 SERIES
6% DEBENTURES DUE 2001
8 1/2% DEBENTURES DUE 2016
(CALLED ON FEBRUARY 24, 1994)
NO SECURITIES ARE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT.
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [_]
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 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. Yes X . No .
Aggregate market value of voting stock (excluding outstanding shares
beneficially owned by directors and officers) as of March 1, 1994, was
approximately $26.5 billion. As of such date, 678,703,215 shares of the
company's common stock, $.60 par value, were outstanding.
Documents Incorporated by Reference
(Specific pages incorporated are indicated under the applicable Item herein):
INCORPORATED BY
DOCUMENT REFERENCE IN PART NO.
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The company's 1993 Annual Report to Stockholders........ I, II, and IV
The company's Proxy Statement, dated March 18, 1994, in
connection with the Annual Meeting of Stockholders to
be held on April 27, 1994.............................. III
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E. I. DU PONT DE NEMOURS AND COMPANY
The terms "DuPont" or the "company" as used herein refer to E. I. du Pont de
Nemours and Company and its consolidated subsidiaries (which are wholly owned
or majority-owned), or to E. I. du Pont de Nemours and Company, as the context
may indicate.
TABLE OF CONTENTS
PAGE
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PART I
Item 1. Business ................................................... 3
Item 2. Properties ................................................. 6
Item 3. Legal Proceedings .......................................... 11
Item 4. Submission of Matters to a Vote of Security Holders ........ 13
Executive Officers of the Registrant ....................... 13
PART II
Market for the Registrant's Common Equity and Related
Item 5. Stockholder Matters ....................................... 14
Item 6. Selected Financial Data .................................... 14
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................. 14
Item 8. Financial Statements and Supplementary Data ................ 14
Item 9. Disagreements on Accounting and Financial Disclosure ....... 14
PART III
Item 10. Directors and Executive Officers of the Registrant ......... 15
Item 11. Executive Compensation ..................................... 15
Security Ownership of Certain Beneficial Owners and
Item 12. Management ................................................ 15
Item 13. Certain Relationships and Related Transactions ............. 15
PART IV
Exhibits, Financial Statement Schedules, and Reports on Form
Item 14. 8-K ....................................................... 15
Signatures............................................................ 18
NOTE ON INCORPORATION BY REFERENCE
Throughout this report, various information and data are incorporated by
reference to portions of the company's 1993 Annual Report to Stockholders
(those portions are hereinafter referred to as Exhibit 13). Any reference in
this report to disclosures in Exhibit 13 shall constitute incorporation by
reference of that specific material into this Form 10-K.
2
PART I
ITEM 1. BUSINESS
DuPont was founded in 1802 and was incorporated in Delaware in 1915. The
company is the largest United States chemical producer and is one of the
leading chemical producers worldwide. The company conducts fully integrated
petroleum operations primarily through its wholly owned subsidiary Conoco Inc.
and, in 1992, ranked eighth in the worldwide production of petroleum liquids by
U.S.-based companies and tenth in the production of natural gas. Conoco Inc.
and other subsidiaries and affiliates of DuPont conduct exploration,
production, mining, manufacturing or selling activities, and some are
distributors of products manufactured by the company.
During 1993, the company significantly changed the way it was organized.
Large business sectors were eliminated and replaced by approximately twenty
strategic business units. Within the strategic business units approximately 85
businesses manufacture and sell a wide range of products to many different
markets, including the energy, transportation, textile, construction,
automotive, agricultural, printing, health care, packaging and electronics
markets.
The company and its subsidiaries have operations in about 70 nations
worldwide and, as a result, about 45% of consolidated sales are derived from
sales outside the United States, based on the location of the corporate unit
making the sale. Total worldwide employment at year-end 1993 was about 114,000
people.
The company is organized for financial reporting purposes into five principal
industry segments--Chemicals, Fibers, Polymers, Petroleum, and Diversified
Businesses.
The following information describing the businesses of the company can be
found on the indicated pages of Exhibit 13:
ITEM PAGE(S)
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Discussion of Business Developments in 1993:
Letter to Stockholders............................................. 2,4*, 5,7
Industry Segment Reviews:
Business Discussions, Principal Products and Principal Markets:
Chemicals........................................................ 20-21
Fibers........................................................... 21-23
Polymers......................................................... 23-24
Petroleum........................................................ 24-26
Diversified Businesses........................................... 27-28
Sales, Transfers, Operating Profit, After-Tax Operating Income, and
Identifiable Assets for 1993, 1992, and 1991...................... 55-57
Geographic Information:
Sales, Transfers, After-Tax Operating Income, Identifiable Assets,
and U.S. Export Sales for 1993, 1992, and 1991.................... 54
Revenues by Product Class (See footnote 1 on page 56 of Exhibit 13).. 56
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* Exclude photograph and related caption on page 4.
SOURCES OF SUPPLY
The company utilizes numerous firms as well as internal sources to supply a
wide range of raw materials, energy, supplies, services and equipment. To
assure availability, the company maintains multiple sources for most raw
materials, including hydrocarbon feedstocks, and for fuels. Large volume
purchases are generally procured under competitively priced supply contracts.
3
A majority of sales in the Chemicals, Fibers, and Polymers segments'
businesses is dependent on hydrocarbon feedstocks derived from crude oil and
natural gas. Current hydrocarbon feedstock requirements are met by Conoco and
other major oil companies. A joint venture with OxyChem, a subsidiary of
Occidental Petroleum Corporation, manufactures and supplies a significant
portion of the company's requirements for ethylene glycol. A joint venture with
subsidiaries of RWE AG supplies the company's requirements for coal. A
significant portion of the company's caustic/chlorine needs is supplied by a
joint venture with Olin Corporation.
The major purchased commodities, raw materials, and supplies for the
following industry segments in 1993 are listed below:
CHEMICALS FIBERS DIVERSIFIED BUSINESSES POLYMERS
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acetylene adipic acid aluminum acetic acid
benzene ammonia gold acetone
carbon- benzene metribuzin butadiene
tetrachloride butadiene palladium/platinum caustic soda
caustic soda cyclohexane silver chlorine
chlorine ethylene glycol ethane
chloroform isophthalic acid ethylene glycol
cyclohexane nitrogen nitrogen
fluorspar packaging materials packaging materials
hydrofluoric acid paraxylene paraxylene
oxygen/nitrogen polyethylene polyethylene
packaging
materials
perchloroethylene
propylene
sulfur
titanium ores
In the Petroleum segment, the major commodities and raw materials purchased
are the same as those produced. Approximately 59% of the crude oil processed in
the company's U.S. refineries in 1993 came from U.S. sources. In 1993, the
company's refineries outside the United States processed principally North Sea
and Middle East crude oils.
In addition, during 1993, the company consumed substantial amounts of
electricity and natural gas.
PATENTS AND TRADEMARKS
The company owns and is licensed under various patents, which expire from
time to time, covering many products, processes and product uses. No individual
patent is of material importance to any of the industry segments, although
taken as a whole, the rights of the company and the products made and sold
under patents and licenses are important to the company's business. During
1993, the company was granted 591 U.S. and 1,828 non-U.S. patents.
The company also has about 900 registered trademarks for its products.
Ownership rights in trademarks continue indefinitely if the trademarks are
continued in use and properly protected.
SEASONALITY
In general, sales of the company's products are not substantially affected by
seasonality. However, the Diversified Businesses segment is impacted by
seasonality of sales of agricultural products with highest sales in the first
half of the year, particularly the second quarter. Within the Petroleum
segment, the mix of refined products, natural gas and natural gas liquids
varies because of increased demand for gasoline in the summer months and
natural gas, heating oil and propane during the winter months.
4
MAJOR CUSTOMERS
The company's sales are not materially dependent on a single customer or
small group of customers. The Fibers and Polymers segments, however, have
several large customers in their respective industries that are important to
these segments' operating results.
COMPETITION
Principal competitors in the chemical industry include major chemical
companies based in the United States, Europe, Japan, the Republic of China and
other Asian nations. Competitors offer a comparable range of products from
agricultural, commodity and specialty chemicals to plastics, fibers and medical
products. The company also competes in certain product markets with smaller,
more specialized firms. Principal competitors in the petroleum industry are
integrated oil companies, many of which also have substantial petrochemical
operations, and a variety of other firms including independent oil and gas
producers, pipeline companies, and large and small refiners and marketers. In
addition, the company competes with the growing petrochemical operations in
oil-producing countries.
Businesses in the Chemicals, Fibers, Polymers, and Diversified Businesses
segments compete on a variety of factors such as price, product quality or
specifications, customer service and breadth of product line, depending on the
characteristics of the particular market involved. The Petroleum segment
business is highly price-competitive and competes as well on quality and
reliability of supply.
Further information relating to competition is included in two areas of
Exhibit 13 (1) the "Letter to Stockholders" on pages 2, 4*, 5, 7 and (2)
Industry Segment Reviews on pages 20-28.
RESEARCH AND DEVELOPMENT
The company's substantial research and development activities are primarily
funded with internal resources and conducted at over 60 domestic sites in 21
states at both dedicated research facilities and manufacturing plants. DuPont
operates several large research centers near Wilmington, Delaware supporting
strategic business units in its Chemicals, Fibers, Polymers and Diversified
Businesses segments. Among these, the Experimental Station laboratories engage
in fundamental, exploratory and applied research, and the Stine-Haskell
Research Center conducts agricultural product research and toxicological
research of company products to assure they are safe for manufacture and use.
At its facility in Ponca City, Oklahoma, the company conducts research for new
products and technologies for petroleum operations as well as other segments of
the business. DuPont also operates research facilities at a number of locations
outside the United States in Belgium, Canada, France, Germany, Japan,
Luxembourg, Mexico, Netherlands, Switzerland and the United Kingdom reflecting
the company's growing global business interests.
Research and development activities include exploratory studies to advance
scientific knowledge in fields of interest to the company; basic and applied
work to support and improve existing products and processes; and scouting work
to identify and develop new business opportunities in relevant fields. Each
strategic business unit of the company funds research and development
activities to support its business mission. The corporate laboratories are
responsible for assuring that leading-edge science and engineering concepts are
identified and diffused throughout the DuPont technical community. All R&D
activities are coordinated by senior R&D management to insure that business and
corporate technical activities are integrated and that the core technical
competencies underlying DuPont's current and future businesses remain healthy
and continue to provide competitive advantages.
Further information regarding research and development is in Exhibit 13 on
page 4 of the "Letter to Stockholders." Annual research and development expense
and such expense shown "As Percent of Combined Segment Sales" for the five
years 1989 through 1993 are included under the heading "General" of the Five-
Year Financial Review on page 65 of Exhibit 13.
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* Exclude photograph and related caption on page 4.
5
ENVIRONMENTAL MATTERS
Information relating to environmental matters is included in two areas of
Exhibit 13 (1) the "Letter to Stockholders" on page 5 and (2) "Management's
Discussion and Analysis" on pages 33-34.
RISKS ATTENDANT TO FOREIGN OPERATIONS
The company's petroleum exploration and production operations outside the
United States are exposed to risks due to possible actions by host governments
such as increases or variations in tax and royalty payments, participation in
the company's concessions, limited or embargoed production, mandatory
exploration or production controls, nationalization, and export controls. Civil
unrest and changes in government are also potential hazards. Under certain
circumstances, the company has attempted to minimize its exposure by carrying
political risk insurance.
The profitability of the company's worldwide exploration and production
operations is also exposed to risks due to actions of the United States
government through tax legislation, executive order, and commercial
restrictions. Actions by both the United States and host governments have
affected operations significantly in the past, and may continue to impact
operations in the future.
ITEM 2. PROPERTIES
The company owns and operates manufacturing, processing, production,
refining, marketing, research and development facilities worldwide. In
addition, the company owns and leases petroleum properties worldwide.
DuPont's corporate headquarters is located in Wilmington, Delaware, and the
company's petroleum businesses are headquartered in Houston, Texas. In
addition, the company operates sales offices, regional purchasing offices,
distribution centers and various other specialized service locations.
Further information regarding properties is included in Exhibit 13 in the
Industry Segment Reviews on pages 20-28. Information regarding research and
development facilities is incorporated by reference to Item 1, Business--
Research and Development on page 5 of this report. Additional information with
respect to the company's property, plant and equipment, and leases is
incorporated by reference to Schedules V and VI on pages 20-22 of this report,
and is contained in Notes 14 and 21 to the company's consolidated financial
statements on pages 46 and 50 of Exhibit 13.
CHEMICALS, FIBERS, POLYMERS, AND DIVERSIFIED BUSINESSES
Approximately 75% of the property, plant and equipment related to operations
in the Chemicals, Fibers, Polymers, and Diversified Businesses is located in
the United States and Puerto Rico. This investment is located at some 85 sites,
principally in Texas, Delaware, Virginia, North Carolina, Tennessee, West
Virginia, South Carolina, and New Jersey. The principal locations within these
states are as follows:
TEXAS DELAWARE VIRGINIA NORTH CAROLINA
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Beaumont Edge Moor Front Royal Brevard
Corpus Christi Glasgow James River Fayetteville
LaPorte Newark Martinsville Kinston
Orange Newport Richmond Raleigh
Victoria Seaford Waynesboro Wilmington
TENNESSEE WEST VIRGINIA SOUTH CAROLINA NEW JERSEY
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Chattanooga Belle Camden Deepwater
Memphis Martinsburg Charleston Gibbstown
New Johnsonville Parkersburg Florence
Old Hickory
Property, plant and equipment outside the United States and Puerto Rico is
located at about 70 sites, principally in Canada, the United Kingdom, Germany,
Netherlands, Luxembourg, Singapore, Taiwan,
6
Mexico, France, Japan, Spain, Brazil, Republic of Korea, Argentina and Belgium.
Products from more than one business are frequently produced at the same
location.
The company's plants and equipment are well maintained and in good operating
condition. Sales as a percent of capacity were 85% in 1993, 88% in 1992, and
86% in 1991. These properties are directly owned by the company except for some
auxiliary facilities and miscellaneous properties, such as certain buildings
and transportation equipment, which are leased. Although no title examination
of the properties has been made for the purpose of this report, the company
knows of no material defects in title to any of these properties.
PETROLEUM BUSINESSES
The company owns and leases oil and gas properties worldwide. Exploration,
production, and natural gas and gas products properties are described generally
on pages 24-26 and 58-63 of Exhibit 13. Estimated proved reserves of oil and
gas are found on page 58 of Exhibit 13. Information regarding the company's
refining, marketing, supply, and transportation properties is also provided on
pages 24-26 of Exhibit 13.
PETROLEUM PRODUCTION
The following tables show the company's interests in petroleum production and
natural gas deliveries. Petroleum liquids production comprises crude oil and
condensate and natural gas liquids (NGL) removed for the company's account from
its natural gas deliveries. Natural gas deliveries represent Conoco's share of
deliveries from leases in which the company has an ownership interest. NGL's
extracted from purchased natural gas by the company's gas processing plants are
discussed under the topic "Natural Gas and Gas Products" on pages 9 and 10.
1993 1992 1991
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[THOUSANDS OF BARRELS DAILY (MBD)]
Petroleum Liquids Production of Fully
Consolidated Companies
United States
Crude oil and condensate.............. 94 103 113
Natural gas liquids................... 14 7 9
--- --- ---
Total United States................. 108 110 122
Europe
Crude oil and condensate.............. 146 125 115
Natural gas liquids................... 6 7 6
--- --- ---
Total Europe(a)..................... 152 132 121
Other Regions
Crude oil and condensate.............. 106 92 99
Natural gas liquids................... 1 1 0
--- --- ---
Total Other Regions(a).............. 107 93 99
--- --- ---
Total Worldwide..................... 367 335 342
=== === ===
[MILLION CUBIC FEET DAILY (MCFD)]
Natural Gas Deliveries of Fully Consoli-
dated Companies
United States........................... 834 762 756
Europe(a)............................... 409 360 320
Other Regions........................... 50 55 54
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Subtotal Fully Consolidated........... 1,293 1,177 1,130
Natural Gas Deliveries of Equity Affili-
ates
United States........................... 18 3 0
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Total Worldwide....................... 1,311 1,180 1,130
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(a) Excludes royalty volumes produced and
marketed by the company:
Petroleum Liquids (MBD)................. 37 38 40
Natural Gas Deliveries (MMCFD).......... 6 10 9
7
AVERAGE PRODUCTION COSTS AND SALES PRICES
The following table presents data as prescribed by the Securities and
Exchange Commission (SEC). Accordingly, the unit costs do not include income
taxes and exploration, development and general overhead costs. Since these
excluded costs are material, the following data should not be interpreted as
measures of profitability or relative profitability. See Results of Operations
for Oil- and Gas-Producing Activities on page 59 of Exhibit 13 for a more
complete disclosure of revenues and expenses. See also the references to crude
oil and natural gas prices and volumes in business review of the Petroleum
segment on pages 24-26 of Exhibit 13.
UNITED OTHER
STATES EUROPE REGIONS
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(U.S. DOLLARS)
For the year ended December 31, 1993
Average production costs per barrel equivalent of
petroleum produced(a)................................. $4.97 $4.34 $1.63
Average sales prices of produced petroleum(b)
Per barrel of crude oil and condensate sold.......... 14.66 17.35 15.32
Per thousand cubic feet (MCF) of natural gas sold.... 1.94 2.77 1.32
For the year ended December 31, 1992
Average production costs per barrel equivalent of
petroleum produced(a)................................. 5.86 6.73 1.98
Average sales prices of produced petroleum(b)
Per barrel of crude oil and condensate sold.......... 17.35 19.39 17.30
Per MCF of natural gas sold.......................... 1.70 2.77 1.02
For the year ended December 31, 1991
Average production costs per barrel equivalent of
petroleum produced(a)................................. 6.14 5.24 1.74
Average sales prices of produced petroleum(b)
Per barrel of crude oil and condensate sold.......... 20.04 20.98 16.90
Per MCF of natural gas sold.......................... 1.59 3.17 1.19
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(a) Average production costs per barrel of equivalent liquids, with natural gas
converted to liquids at a ratio of 6 MCF of gas to one barrel of liquids.
(b) Excludes proceeds from sales of interest in oil and gas properties.
PRESENT ACTIVITIES
TOTAL UNITED OTHER
WORLDWIDE STATES EUROPE REGIONS
--------- ------ ------ -------
(NUMBER OF WELLS)
At December 31, 1993
Number of wells drilling*
Gross....................................... 46 25 17 4
Net......................................... 25 20 3 2
Number of productive wells**
Oil wells--gross............................ 16,385 15,819 222 344
--net.................................... 4,672 4,524 26 122
Gas wells--gross............................ 7,563 7,442 65 56
--net................................... 2,869 2,792 24 53
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*Includes wells being completed.
**Approximately 186 gross (72 net) oil wells and 602 gross (177 net) gas wells,
all in the United States, have multiple completions.
8
DEVELOPED AND UNDEVELOPED PETROLEUM ACREAGE
TOTAL UNITED OTHER
WORLDWIDE STATES EUROPE REGIONS
--------- ------ ------ -------
(THOUSANDS OF ACRES)
At December 31, 1993
Developed acreage
Gross...................................... 8,031 3,121 1,094 3,816
Net........................................ 3,510 1,735 307 1,468
Undeveloped acreage
Gross...................................... 82,735 2,166 5,797 74,772
Net........................................ 34,283 1,463 1,859 30,961
NET EXPLORATORY AND DEVELOPMENT WELLS DRILLED
TOTAL UNITED OTHER
WORLDWIDE STATES EUROPE REGIONS
--------- ------ ------ -------
(NUMBER OF NET WELLS COMPLETED)
For the year ended December 31, 1993
Exploratory--productive...................... 15.6 10.7 3.4 1.5
--dry 24.5 16.3 2.5 5.7
Development--productive...................... 175.2 158.3 5.0 11.9
--dry................................... 24.5 24.0 0.0 0.5
For the year ended December 31, 1992
Exploratory--productive...................... 17.1 11.6 4.5 1.0
--dry................................... 22.0 10.2 5.0 6.8
Development--productive...................... 121.9 107.9 4.1 9.9
--dry................................... 13.1 10.9 0.7 1.5
For the year ended December 31, 1991
Exploratory--productive...................... 21.4 14.3 5.3 1.8
--dry................................... 37.4 16.8 10.6 10.0
Development--productive...................... 184.5 171.3 3.0 10.2
--dry................................... 7.6 7.6 0.0 0.0
ESTIMATES OF TOTAL PROVED RESERVES FILED WITH OTHER FEDERAL AGENCIES COVERING
THE YEAR 1993
The company is not required to file, and has not filed on a recurring basis,
estimates of its total proved net oil and gas reserves with any U.S. or non-
U.S. governmental regulatory authority or agency other than the Department of
Energy (DOE) and the SEC. The estimates furnished to the DOE have been
consistent with those furnished to the SEC. They are not necessarily directly
comparable, however, due to special DOE reporting requirements such as
requirements to report in some instances on a gross, net or total operator
basis, and requirements to report in terms of smaller units. In no instance
have the estimates for the DOE differed by more than 5% from the corresponding
estimates reflected in total reserves reported to the SEC.
NATURAL GAS AND GAS PRODUCTS
The company has interests in 30 natural gas processing plants in the United
States. Natural gas liquids extracted for the company's account from produced
and purchased gas averaged 68,631 barrels per day in 1993 and 60,901 barrels
per day in 1992. The company operates 16 of the gas plants: 1 in Colorado, 3 in
Louisiana, 2 in New Mexico, 4 in Oklahoma, and 6 in Texas. Other natural gas
facilities include an 800-mile intrastate natural gas pipeline system in
Louisiana, owned by Louisiana Gas System, Inc., a wholly owned subsidiary, and
natural gas and natural gas liquids pipelines in several states. C&L Processors
Partnership, a 50% owned equity affiliate, has an additional 13 natural gas
liquids plants in Oklahoma and Texas, and
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Conoco's pro rata share of NGL production is 7,885 barrels per day. In May
1993, Conoco acquired a 22.5% interest in Gulf Coast Fractionators, a natural
gas fractionator located in Mt. Belvieu, Texas, which is currently expanding
from a capacity of 64,000 barrels per day to 104,000 barrels per day. Outside
the United States, the company operates a 50% owned gas processing facility at
Theddlethorpe, England, and owns a 41% interest in Phoenix Park Gas Processors,
whose gas processing facility at Point Lisas, Trinidad, provided a net NGL
production of 3,661 barrels per day to Conoco in 1993.
REFINING
The company currently owns and operates four refineries in the United States
located at Lake Charles, Louisiana; Ponca City, Oklahoma; Billings, Montana;
and Denver, Colorado. The company also owns and operates the Humber refinery in
the United Kingdom and has a 25% interest in a refinery at Karlsruhe in
Germany. Capacities at year-end 1993 as well as inputs processed during 1993
are summarized in the following table:
TOTAL UNITED UNITED
WORLDWIDE STATES KINGDOM GERMANY*
--------- ------ ------- --------
(THOUSANDS OF BARRELS DAILY)
At December 31, 1993
Refinery crude oil and condensate
distillation capacity (excluding
additional feedstocks input to other
refinery units)........................... 595 422 130 43
For the year ended December 31, 1993
Inputs processed
Crude oil and condensate................. 568 391 131 46
Additional feedstocks input to other re-
finery units............................ 106 28 62 16
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* Represents 25% interest in the Karlsruhe refinery.
Utilization of refinery capacity depends on the market demand for petroleum
products and the availability of crude oil and other feedstocks.
MARKETING
In the United States, the company sells refined products at retail in 38
states, principally under the "Conoco" brand. In addition, the company markets
a wide range of products other than at retail in all 50 states and the District
of Columbia. Refined products are also sold in Austria, Germany and the United
Kingdom under the "Jet" and "Conoco" brands; in Belgium, France and Luxembourg
under the "Seca" brand; and in Switzerland under the "OK Coop" brand. The "Jet"
brand is used for marketing in the Czech Republic, Denmark, Finland, Hungary,
Ireland, Norway, Poland, Sweden, and Thailand. The company has commenced
operations in Spain through a 50% equity affiliate.
SUPPLY AND TRANSPORTATION
The company has an extensive pipeline system for crude oil and refined
products. Information concerning daily pipeline shipments is presented below:
1993 1992 1991
------- ------- -------
(THOUSANDS OF BARRELS)
Average Daily Pipeline Shipments
Pipeline shipments of consolidated companies......... 761 816 822
Equity in shipments of nonconsolidated affiliates.... 366 334 315
Conoco Pipe Line Company (CPL), a wholly owned subsidiary and operator of the
company's U.S. petroleum pipeline system, transported approximately 722
thousand barrels per day of crude oil and refined
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products in 1993. In addition to pipeline facilities, CPL operates, under a
management contract, four marine terminals, one coke-exporting facility and 52
product terminals located throughout the United States. These facilities are
wholly or jointly owned by the company. Crude oil is gathered in the Rocky
Mountain, mid-continent and southern Louisiana areas primarily for delivery to
local refiners. Refined products pipelines are located in the Rocky Mountain
and mid-continent areas to serve regional demand centers. Other U.S.
transportation assets include numerous tank cars, barges, tank trucks and other
motor vehicles.
The company also operates a fleet of seagoing crude oil tankers. These
vessels, principally of Liberian registry, are described as follows:
1993 1992 1991
---------- ---------- ----------
(THOUSANDS OF DEADWEIGHT TONS)
Controlled Seagoing Vessel Capacity
Owned and Leased............................. 1,139 947 759
Trip Charger................................. -- 174 261
---------- ---------- ----------
Total Capacity............................... 1,139 1,121 1,020
========== ========== ==========
(NUMBER OF VESSELS)
Number of Vessels 80,000 DWT and Above
Single Hull.................................. 4 6 7
Double Hull.................................. 4 2 --
---------- ---------- ----------
Total Vessels................................ 8 8 7
========== ========== ==========
ITEM 3. LEGAL PROCEEDINGS
Because of the size and nature of its business, the company is subject to
numerous lawsuits and claims with respect to such matters as product
liabilities, governmental regulations and other actions arising out of the
normal course of business. While the effect on future financial results is not
subject to reasonable estimation because considerable uncertainty exists, in
the opinion of company counsel, the ultimate liabilities resulting from such
lawsuits and claims will not materially affect the consolidated financial
position of the company.
To date, DuPont has been served with more than 500 lawsuits in several
jurisdictions, principally Florida, Hawaii and Puerto Rico, by growers who
allege plant damage from using "Benlate" DF 50 fungicide. Seventy (70) of these
suits have been disposed of: 12 by dismissal, 3 by summary judgment, 52 by
settlement, 1 by directed verdict in DuPont's favor at trial, and 2 by jury
verdict in DuPont's favor. Additionally, DuPont obtained summary judgment in 7
Florida cases, based on the economic loss doctrine which limits damages to
breach of warranty. In our most recent trial (2 cases), a Florida jury returned
a verdict in DuPont's favor. In 5 other trials, jury verdicts have been
returned against DuPont, but for an average of less than a third of the
compensatory damages claimed by the plaintiffs. In 4 of these trials, the
juries also allocated liability to the plaintiffs. DuPont has appealed these
jury verdicts. DuPont also had one jury verdict for the company. DuPont
believes that "Benlate" DF 50 fungicide did not cause the alleged damages.
DuPont had earlier paid claims based on the belief that, at the time, "Benlate"
DF 50 would be found to be a contributor to the reported plant damage. In 1992,
after eighteen months of extensive research, DuPont scientists concluded that
"Benlate" DF 50 was not responsible for plant damage reports received since
March 1991. Concurrent with these research findings, DuPont stopped paying
claims relating to those reports.
Since 1989, DuPont has been served with approximately fifty-two, lawsuits in
several jurisdictions, principally in Texas, Florida, Maryland and Arizona
alleging damages as a result of leaks in certain polybutylene plumbing systems.
A nationwide class action has been filed in state and federal court in Houston,
Texas, but the class has not been certified as of this date. In most cases,
DuPont is a codefendant with Shell, Hoechst-Celanese and other parts
manufacturers. The polybutylene plumbing systems consist of flexible pipe
11
extruded from polybutylene connected by plastic fittings made from acetal.
Shell Chemical is the sole producer of polybutylene; the acetals are provided
by Hoechst-Celanese and DuPont. DuPont entered the market in 1983, and it is
not known as to the number of commercial or dwelling units that have
polybutylene plumbing systems, or the number of commercial or dwelling units
that have DuPont's product in their plumbing systems. Presently, DuPont is
active in twenty-four suits. There have been twenty-four lawsuits of which the
company has disposed of twenty-three by pretrial settlements and one by
dismissal. DuPont has not been to trial in any case.
On October 24, 1988, the Louisiana Department of Environmental Quality (LDEQ)
issued a Compliance Order and Notice of Proposed Penalty to Conoco Inc. for
alleged violations of the Louisiana Hazardous Waste Regulations. Following an
inspection, LDEQ proposed a penalty of $165,000 for alleged violations related
to the handling of by-product caustic and other refinery waste management
practices. The company's legal counsel believes that the allegations are
generally without factual basis, and that the penalty will be significantly
reduced.
On April 3, 1991, the Environmental Protection Agency (EPA) assessed a civil
penalty of $1.3 million pursuant to a Complaint and Notice of Hearing alleging
violations of the Federal Insecticide, Fungicide and Rodenticide Act (FIFRA) in
connection with the distribution of a company fungicide. The allegations arise
out of the discovery that a herbicide may have been introduced inadvertently
into some batches of the fungicide during formulation at contractor sites in
1988 and 1989. The company was made aware of the potential problem by
complaints from growers and notified EPA in August 1989 that it was undertaking
a voluntary recall of suspect batches. EPA issued a stop sale order in
September 1989 accompanied by a formal request for a product recall. The
company has reviewed its recall with EPA and they have expressed satisfaction
with the company's efforts. The company intends to seek a settlement of the
Complaint and expects that the assessed penalty will be reduced.
On October 15, 1993, EPA filed a complaint in the U.S. District Court,
Eastern District of Texas (Beaumont), against DuPont alleging various
violations of the Clean Water Act at the Sabine River Works. Included are
alleged unauthorized discharges, effluent limitation violations, and monitoring
and reporting violations under the plant's NPDES permit. The government is
seeking a civil penalty of $1.4 million. DuPont's legal counsel believes that
most of the allegations are legally without merit and that the case will
ultimately settle for a significantly smaller amount.
DuPont has entered into a voluntary agreement with the EPA to conduct an
audit of the U.S. sites under the Toxic Substance Control Act (TSCA). Agreement
participation is not an admission of TSCA noncompliance. Maximum stipulated
penalties which DuPont could pay under the agreement are capped at $1 million.
The first phase of the audit was completed, but no findings have been issued.
Subject to EPA's issuance of new reporting criteria, the second phase of its
audit is scheduled to begin in mid-1994.
On October 18, 1991, EPA issued an Administrative Order under the Resource
Conservation and Recovery Act (RCRA) directing Conoco Pipe Line Company (CPLC)
to undertake specific remedial measures related to a former oil reprocessing
facility in Converse County, Wyoming. CPLC contested the Administrative Order,
and has taken voluntary measures at the site together with other interested
parties. On February 19, 1993, the U.S. Department of Justice (DOJ) filed a
lawsuit against 10 entities, including CPLC, to enforce the Order and collect
penalties. The DOJ calculates CPLC's maximum penalties as of April 1, 1993 at
approximately $2.6 million. The lawsuit is in the discovery phase, and CPLC
intends to vigorously defend this matter.
On July 1, 1993, EPA filed an administrative complaint against DuPont. EPA
alleged that DuPont violated the premanufacturing notification regulations of
the U.S. Toxic Substances Control Act (TSCA) and sought a $158,375 penalty.
DuPont and EPA have signed an agreement to settle the complaint. Under the
settlement, DuPont paid EPA $80,000, but did not admit that EPA's legal
conclusions were true.
12
On December 21, 1993, Conoco's Denver Refinery received a Notice of Violation
from EPA, Region VIII, and the Colorado Department of Health requesting a civil
penalty of $169,500 in a dispute over proper scope and scheduling of certain
RCRA on-site investigation activities. The investigation activities have
previously been the subject of a settlement with EPA and the Colorado
Department of Health, and the work performed has been in compliance with such
agreement in the opinion of company counsel. As such, it is anticipated that
the fine will be significantly reduced pursuant to negotiations between the
parties.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
EXECUTIVE OFFICERS OF THE REGISTRANT
The following is a list, as of March 1, 1994, of the company's executive
officers.
EXECUTIVE
OFFICER
AGE SINCE
--- ---------
Chairman of the Board of Directors and Chief Executive Officer
Edgar S. Woolard, Jr.(1)....................................... 59 1981
Vice Chairmen of the Board of Directors
John A. Krol(1)................................................ 57 1987
Constantine S. Nicandros(1).................................... 60 1981
Other Executive Officers:
Jerald A. Blumberg, Senior Vice President...................... 54 1990
Archie W. Dunham, Senior Vice President........................ 55 1985
Gary W. Edwards, Senior Vice President......................... 52 1991
Michael B. Emery, Senior Vice President........................ 55 1990
Charles L. Henry, Senior Vice President and Chief Financial
Officer....................................................... 52 1986
Charles O. Holliday, Jr., Senior Vice President................ 45 1992
Robert v.d. Luft, Senior Vice President........................ 58 1988
Robert E. McKee, III, Senior Vice President.................... 48 1992
Joseph A. Miller, Jr., Senior Vice President................... 52 1994
Stacey J. Mobley, Senior Vice President........................ 48 1992
D. John Ogren, Senior Vice President........................... 50 1992
Howard J. Rudge, Senior Vice President and General Counsel..... 58 1994
John F. Schmutz, Senior Vice President......................... 61 1985
W. Earl Tatum, Senior Vice President........................... 60 1985
- --------
(1) Member of the Board of Directors.
The Company's executive officers are elected or appointed for the ensuing
year or for an indefinite term, and until their successors are elected or
appointed. Each officer named above has been an officer or an executive of
DuPont or its subsidiaries during the past five years.
13
PART II
Information with respect to the following Items can be found on the indicated
pages of Exhibit 13 if not otherwise included herein.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
The company's common stock is listed on the New York Stock Exchange, Inc.
(symbol DD) and certain non-U.S. exchanges. The number of record holders of
common stock was 181,264 at December 31, 1993 and 179,171 at March 1, 1994.
PAGE(S)
--------
Quarterly Financial Data:
Dividends Per Share of Common Stock.................................. 64
Market Price of Common Stock (High/Low).............................. 64
ITEM 6. SELECTED FINANCIAL DATA
Five-Year Financial Review:
Summary of Operations................................................ 65
Financial Position at Year End....................................... 65
General.............................................................. 65
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Letter to Stockholders................................................. 2,4*,5,7
Industry Segment Reviews:
Chemicals............................................................ 20-21
Fibers............................................................... 21-23
Polymers............................................................. 23-24
Petroleum............................................................ 24-26
Diversified Businesses............................................... 27-28
Management's Discussion and Analysis:
Analysis of Operations............................................... 30-31
Cash Flows and Financial Condition................................... 31-32
Environmental Matters................................................ 33-34
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Financial Statements:
Report of Independent Accountants..................................... 36
Consolidated Income Statement for 1993, 1992 and 1991................. 37
Consolidated Balance Sheet as of December 31, 1993 and December 31,
1992................................................................. 38
Consolidated Statement of Stockholders' Equity for 1993, 1992 and
1991................................................................. 39
Consolidated Statement of Cash Flows for 1993, 1992 and 1991.......... 40
Notes to Financial Statements......................................... 41-57
Supplemental Financial Information:
Supplemental Petroleum Data:
Oil-and-Gas Producing Activities.................................... 58-63
Quarterly Financial Data and related notes for the following items for
the two years 1993 and 1992:
Sales................................................................. 64
Cost of Goods Sold and Other Expenses................................. 64
Net Income (Loss)..................................................... 64
Earnings (Loss) Per Share of Common Stock............................. 64
ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
- --------
* Exclude photograph and related caption on page 4.
14
PART III
Information with respect to the following Items is incorporated by reference
to the pages indicated in the company's 1994 Annual Meeting Proxy Statement
dated March 18, 1994, filed in connection with the Annual Meeting of
Stockholders to be held April 27, 1994. However, information regarding
executive officers is contained in Part I of this report (page 13) pursuant to
General Instruction G of this form.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
PAGE(S)
-------
Election of Directors................................................... 4-8
Compliance With the Securities Exchange Act............................. 9
ITEM 11. EXECUTIVE COMPENSATION
Compensation of Directors............................................... 2-3
Compensation and Stock Option Information............................... 12-13
Retirement Benefits..................................................... 14-15
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT
Beneficial Ownership of Securities...................................... 8-9
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Election of Directors................................................... 4-8
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) Financial Statements, Financial Statement Schedules and Exhibits
1. Financial Statements (See listing at Part II, Item 8 of this report
regarding financial statements, which are incorporated by reference to
Exhibit 13.)
2. Financial Statement Schedules
The following should be read in conjunction with the previously referenced
Financial Statements:
ITEM PAGE
---- ----
Report of Independent Accountants on Financial Statement Schedules........ 19
Schedule V--Property, Plant and Equipment................................. 20
Schedule VI--Accumulated Depreciation, Depletion and Amortization of Prop-
erty, Plant and Equipment................................................ 21
Footnotes to Schedules V and VI........................................... 22
Schedule VII--Guarantees of Securities of Other Issuers................... 23
Schedule IX--Short-Term Borrowings........................................ 24
Financial Statement Schedules listed under SEC rules but not included in this
report are omitted because: a) they are not applicable; b) they are not
required under the provisions of Regulation S-X; or c) the required information
is shown in the financial statements or notes thereto incorporated by
reference.
Condensed financial information of the parent company is omitted because
restricted net assets of consolidated subsidiaries do not exceed 25% of
consolidated net assets. Footnote disclosure of restrictions on
15
the ability of subsidiaries and affiliates to transfer funds is omitted because
the restricted net assets of subsidiaries combined with the company's equity
in the undistributed earnings of affiliated companies does not exceed 25% of
consolidated net assets at December 31, 1993.
Separate financial statements of affiliated companies accounted for by the
equity method are omitted because no such affiliate individually constitutes a
20% significant subsidiary.
3. EXHIBITS
The following list of exhibits includes both exhibits submitted with this
Form 10-K as filed with the SEC and those incorporated by reference to other
filings:
EXHIBIT
NUMBER DESCRIPTION
------- -----------
3.1 Company's Certificate of Incorporation, as last amended December 22,
1989 (incorporated by reference to Exhibit 3.1 of the company's Annual
Report on Form 10-K for the year ended December 31, 1989).
3.2 Company's Bylaws, as last revised November 24, 1993.
4 The company agrees to provide the Commission, on request, copies of
instruments defining the rights of holders of long-term debt of the
company and its subsidiaries.
10.1 Amendment dated as of March 26, 1986 to, and restatement of, the
Agreement dated as of October 2, 1981 between The Seagram Company Ltd.
and the company (incorporated by reference to Exhibit 10.1 of the
company's Annual Report on Form 10-K for the year ended December 31,
1991).
10.2* Company's Corporate Sharing Plan, as last amended August 28, 1991
(incorporated by reference to Exhibit 10.2 of the company's Annual
Report on Form 10-K for the year ended December 31, 1992).
10.3* Company's Deferred Compensation Plan for Directors, as last amended
November 21, 1986 (incorporated by reference to Exhibit 10.3 of the
company's Annual Report on Form 10-K for the year ended December 31,
1992).
10.4* Company's Supplemental Retirement Income Plan, as last amended
effective October 1, 1991 (incorporated by reference to Exhibit 10.4
of the company's Annual Report on Form 10-K for the year ended
December 31, 1991).
10.5* Company's Pension Restoration Plan, as last amended effective October
1, 1991 (incorporated by reference to Exhibit 10.5 of the company's
Annual Report on Form 10-K for the year ended December 31, 1991).
10.6* Retirement Restoration Plan of Conoco Inc., as last amended effective
July 23, 1990 (incorporated by reference to Exhibit 10.6 of the
company's Annual Report on Form 10-K for the year ended December 31,
1990).
10.7* Company's Stock Option Plan, as last amended effective April 29, 1992
(incorporated by reference to Exhibit 10.7 of the company's Annual
Report on Form 10-K for the year ended December 31, 1992).
11 Statement re computation of earnings per share--assuming full
dilution.
12 Statement re computation of the ratio of earnings to fixed charges.
13 The 1993 "Letter to Stockholders," Business Review Section, and
Financial Information Section of the Annual Report to Shareholders for
the year ended December 31, 1993, which are furnished to the
Commission for information only, and not filed except as expressly
incorporated by reference in this Report.
21 Subsidiaries of the Registrant.
23 Consent of Independent Accountants.
- --------
* Management contract or compensatory plan or arrangement required to be filed
as an exhibit to this Form 10-K.
16
(b) Reports on Form 8-K
The following Current Report on Form 8-K was filed during the quarter ended
December 31, 1993.
(1) On October 27, 1993, a Current Report on Form 8-K was filed in
connection with Debt Securities that may be offered on a delayed or
continuous basis under its Registration Statements on Form S-3 (No. 33-
39161 and No. 33-48128). Under Item 7, "Financial Statements and Exhibits,"
the Registrant's Earnings Press Release, dated October 27, 1993 was filed.
17
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF SECTION 13 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 AND IN THE CAPACITIES INDICATED, ON
THE 18TH DAY OF MARCH, 1994.
E. I. DU PONT DE NEMOURS AND COMPANY
(Registrant)
C. L. Henry
By______________________________________
C. L. HENRY
SENIOR VICE PRESIDENT--DUPONT FINANCE
(PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS
REPORT HAS BEEN SIGNED ON THE 18TH DAY OF MARCH 1994, BY THE FOLLOWING PERSONS
ON BEHALF OF THE REGISTRANT IN THE CAPACITIES INDICATED:
CHAIRMAN AND DIRECTOR
(PRINCIPAL EXECUTIVE
OFFICER):
E. S. Woolard, Jr.
- -------------------------
E. S. WOOLARD, JR.
VICE CHAIRMAN AND VICE CHAIRMAN AND
DIRECTOR: DIRECTOR:
J. A. Krol C. S. Nicandros
- ------------------------- -------------------------
J. A. KROL C. S. NICANDROS
DIRECTORS:
P. N. Barnevik L. C. Duemling M. P. MacKimm
- ------------------------- ------------------------- -------------------------
P. N. BARNEVIK L. C. DUEMLING M. P. MACKIMM
E. P. Blanchard, Jr. E. B. Du Pont W. K. Reilly
- ------------------------- ------------------------- -------------------------
E. P. BLANCHARD, JR. E. B. DU PONT W. K. REILLY
A. F. Brimmer C. M. Harper H. R. Sharp, III
- ------------------------- ------------------------- -------------------------
A F. BRIMMER C. M. HARPER H. R. SHARP, III
C. R. Bronfman R. E. Heckert C. M. Vest
- ------------------------- ------------------------- -------------------------
C. R. BRONFMAN R. E. HECKERT C. M. VEST
E. M. Bronfman H. W. Johnson J. L. Weinberg
- ------------------------- ------------------------- -------------------------
E. M. BRONFMAN H. W. JOHNSON J. L. WEINBERG
E. Bronfman, Jr. E. L. Kolber
- ------------------------- -------------------------
E. BRONFMAN, JR. E. L. KOLBER
18
REPORT OF INDEPENDENT ACCOUNTANTS ON
FINANCIAL STATEMENT SCHEDULES
To the Stockholders and the Board of Directors of E. I. du Pont de Nemours and
Company
Our audits of the consolidated financial statements referred to in our report
dated February 17, 1994 appearing on page 36 of the 1993 Annual Report to
Stockholders of E. I. du Pont de Nemours and Company, (which report and
consolidated financial statements are incorporated by reference in this Annual
Report on Form 10-K) also included an audit of the Financial Statement
Schedules listed in Item 14(a) of this Form 10-K. In our opinion, these
Financial Statement Schedules present fairly, in all material respects, the
information set forth therein when read in conjunction with the related
consolidated financial statements.
PRICE WATERHOUSE
Thirty South Seventeenth Street
Philadelphia, Pennsylvania 19103
February 17, 1994
19
E. I. DU PONT DE NEMOURS AND COMPANY AND CONSOLIDATED SUBSIDIARIES
SCHEDULE V--PROPERTY, PLANT AND EQUIPMENT(a)
FOR THE YEARS 1993, 1992 AND 1991
(DOLLARS IN MILLIONS)
- ------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------
COLUMN A COLUMN B COLUMN C. COLUMN D COLUMN E COLUMN F
- ------------------------------------------------------------------------------------
BALANCE AT OTHER BALANCE AT
BEGINNING ADDITIONS CHANGES - END OF
CLASSIFICATION OF YEAR AT COST RETIREMENTS ADD(DEDUCT)(b) YEAR
- ------------------------------------------------------------------------------------
1993
Chemicals............. $ 4,946 $ 294 $ 253 $ (3) $ 4,984
Fibers................ 9,875 751 308 (38) 10,280
Polymers.............. 7,567 428 292 39 7,742
Petroleum............. 17,499 1,659 1,460 -- 17,698
Diversified Business-
es................... 5,504 329 571 3 5,265
Corporate............. 1,844 194 81 -- 1,957
------- ------ ------- ------- -------
Total............... $47,235 $3,655 $ 2,965 $ 1 $47,926
======= ====== ======= ======= =======
1992
Chemicals............. $ 4,655 $ 366 $ 122 $ 47 $ 4,946
Fibers................ 9,344 856 280 (45) 9,875
Polymers.............. 7,142 642 203 (14) 7,567
Petroleum............. 16,248 1,781 529 (1) 17,499
Diversified Business-
es................... 5,153 558 217 10 5,504
Corporate............. 1,649 194 2 3 1,844
------- ------ ------- ------- -------
Total............... $44,191 $4,397 $ 1,353 $ -- $47,235
======= ====== ======= ======= =======
1991
Chemicals............. $ 4,406 $ 476 $ 160 $ (67) $ 4,655
Fibers................ 8,828 765 285 36 9,344
Polymers.............. 6,754 607 162 (57) 7,142
Petroleum............. 14,592 2,301 624 (21) 16,248
Diversified Business-
es................... 8,658 680 343 (3,842) 5,153
Corporate............. 1,581 197 -- (129) 1,649
------- ------ ------- ------- -------
Total............... $44,819 $5,026 $ 1,574 $(4,080) $44,191
======= ====== ======= ======= =======
- --------
See page 22 for footnotes.
20
E. I. DU PONT DE NEMOURS AND COMPANY AND CONSOLIDATED SUBSIDIARIES
SCHEDULE VI--ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION OF PROPERTY,
PLANT AND EQUIPMENT(a)
FOR THE YEARS 1993, 1992 AND 1991
(DOLLARS IN MILLIONS)
- --------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F
- --------------------------------------------------------------------------------------
ADDITIONS
BALANCE AT CHARGED TO OTHER BALANCE AT
BEGINNING COST AND CHANGES - END OF
DESCRIPTION OF YEAR EXPENSES(b) RETIREMENTS ADD(DEDUCT)(c) YEAR
- --------------------------------------------------------------------------------------
1993
Chemicals............. $ 2,907 $ 303 $ 101 $ (2) $ 3,107
Fibers................ 6,166 658 306 (35) 6,483
Polymers.............. 4,403 527 428 37 4,539
Petroleum............. 8,188 1,339 942 -- 8,585
Diversified Business-
es................... 2,999 460 446 -- 3,013
Corporate............. 690 124 38 -- 776
------- ------ ------- ------- -------
Total............... $25,353 $3,411 $ 2,261 $ -- $26,503
======= ====== ======= ======= =======
1992
Chemicals............. $ 2,708 $ 317 $ 169 $ 51 $ 2,907
Fibers................ 5,908 592 281 (53) 6,166
Polymers.............. 4,196 409 197 (5) 4,403
Petroleum............. 7,398 985 195 -- 8,188
Diversified Business-
es................... 2,782 410 204 11 2,999
Corporate............. 589 105 -- (4) 690
------- ------ ------- ------- -------
Total............... $23,581 $2,818 $ 1,046 $ -- $25,353
======= ====== ======= ======= =======
1991
Chemicals............. $ 2,657 $ 294 $ 152 $ (91) $ 2,708
Fibers................ 5,633 566 279 (12) 5,908
Polymers.............. 3,918 445 146 (21) 4,196
Petroleum............. 6,748 927 271 (6) 7,398
Diversified Business-
es................... 4,215 571 317 (1,687) 2,782
Corporate............. 546 98 -- (55) 589
------- ------ ------- ------- -------
Total............... $23,717 $2,901 $ 1,165 $(1,872) $23,581
======= ====== ======= ======= =======
- --------
See page 22 for footnotes.
21
E. I. DU PONT DE NEMOURS AND COMPANY AND CONSOLIDATED SUBSIDIARIES
(DOLLARS IN MILLIONS)
SCHEDULE V--FOOTNOTES
(a) See Property, Plant and Equipment (PP&E) in Note 1 to the company's
Consolidated Financial Statements on page 41 of Exhibit 13 for accounting
policy with respect to certain additions and retirements.
(b) Principally reflects intersegment transfers. In addition, 1991 reflects
restructuring of the coal business described in Note 6 on page 43 of
Exhibit 13.
SCHEDULE VI--FOOTNOTES
(a) See Property, Plant and Equipment in Note 1 to the company's Consolidated
Financial Statements on page 41 of Exhibit 13 for accounting policy with
respect to the methods and rates used for depreciation, depletion and
amortization.
(b) The following reconciles the amounts shown herein as Additions Charged to
Cost and Expenses and the amounts shown as Depreciation, Depletion and
Amortization in the Consolidated Income Statement on page 37 of Exhibit 13.
1993 1992 1991
------ ------ ------
Depreciation, Depletion and Amortization per Sched-
ule VI............................................. $3,411 $2,818 $2,901
Included in Research and Development Expense........ (84) (85) (110)
Impairment of Unproved Properties included in
Exploration Expenses............................... (50) (66) (105)
Provision for Dismantlement and Abandonment Costs... 40 21 16
Included in Restructuring Charges................... (484) (33) (62)
------ ------ ------
Per Consolidated Income Statement................... $2,833 $2,655 $2,640
====== ====== ======
(c) Principally reflects intersegment transfers. In addition, 1991 reflects
restructuring the coal business described in Note 6 on page 43 of Exhibit
13.
22
E.I DUPONT DE NEMOURS AND COMPANY
AND CONSOLIDATED SUBSIDIARIES
SCHEDULE VII--GUARANTEES OF SECURITIES OF OTHER ISSUERS
AS OF DECEMBER 31, 1993
(DOLLARS IN MILLIONS)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COLUMN A COLUMN B COLUMN C COLUMN F
- --------------------------------------------------------------------------------
NAME OF ISSUER TITLE OF ISSUE
OF SECURITIES OF EACH CLASS TOTAL AMOUNT NATURE
GUARANTEED BY PERSON FOR OF SECURITIES GUARANTEED OF
WHICH STATEMENT IS FILED GUARANTEED AND OUTSTANDING GUARANTEE(a)
- --------------------------------------------------------------------------------
C&L Processors Partnership. Bank Loan $ 32 Principal & Interest
Consol Energy Inc.......... Revenue Bonds 103(b) Principal
Crosfield Electronics Lim-
ited...................... Bank Loans 43 Principal & Interest
Retail Facilities Loan Pro-
gram...................... Bank Loans 27 Principal & Interest
Jupiter Sulfur Inc......... Bank Loan 38 Principal & Interest
Polar Lights Company....... Bank Loans 200 Principal & Interest
- --------
Note: Columns D, E and G have been omitted as the answers thereto were
"none."
(a) The annual aggregate amount of interest guaranteed is approximately $22.
(b) DuPont has received a cross-guarantee for 50% of this amount from another
party.
23
E. I. DU PONT DE NEMOURS AND COMPANY
AND CONSOLIDATED SUBSIDIARIES
SCHEDULE IX--SHORT-TERM BORROWINGS
FOR THE YEARS 1993, 1992 AND 1991
(DOLLARS IN MILLIONS)
- -------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F
- -------------------------------------------------------------------------------------------------
AT YEAR END DURING THE YEAR
------------------------- ----------------------------------------------
WEIGHTED WEIGHTED
CATEGORY OF AVERAGE MAXIMUM AVERAGE AVERAGE
SHORT-TERM BORROWINGS BALANCE INTEREST RATE(a) OUTSTANDING OUTSTANDING(b) INTEREST RATE(a)(b)
- -------------------------------------------------------------------------------------------------
1993
- ----
Commercial Paper(c)... $ 325 3.3% $3,363 $2,517 3.1%
Bank Borrowings:
--U.S. Dollars...... 25 4.9 216 133 6.6
--Other
Currencies(d)(e)... 395 5.9 411 256 5.9
Master Notes(f)....... 495 3.2 533 427 3.1
1992
- ----
Commercial Paper(c)... $2,182 3.5% $3,038 $1,995 3.6%
Bank Borrowings:
--U.S. Dollars(g)... 169 3.9 169 52 4.2
--Other
Currencies(h)(e)... 262 7.7 399 295 9.0
Master Notes(f)....... 570 3.6 883 515 3.7
1991
- ----
Commercial Paper(c)... $ 102 4.5% $3,174 $2,242 6.0%
Bank Borrowings:
--U.S. Dollars(i)... 21 2.8 842 829 6.2
--Other
Currencies(e)...... 156 15.1 330 248 12.7
Master Note(f)........ 394 4.7 642 382 5.9
- --------
(a) Indicated interest rates exclude the effect of interest rate swap
agreements that effectively convert floating rate borrowings to fixed rate
borrowings.
(b) Based on month-end data, except for commercial paper and master notes which
are based on daily data, and certain non-U.S. subsidiary bank borrowings
which are based on quarterly data.
(c) Unsecured promissory notes with maturities not in excess of 270 days.
(d) Includes 1,173 million Norwegian Krone borrowings (U.S. $158) with an
average interest rate of 5.9%.
(e) Average interest rates include the effect of borrowings in certain
currencies where local inflation has resulted in relatively high interest
rates.
(f) Master notes were issued to U.S. banks and are payable on demand.
(g) Includes $157 with a floating money market based interest rate.
(h) Includes 200 million Australian dollar borrowings (U.S. $140) with a
floating money market based interest rate.
(i) Interest rates include the effect of a subsidiary's 0% interest export
incentive financing.
24
E. I. DU PONT DE NEMOURS AND COMPANY
INDEX OF EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
------- -----------
3.1 Company's Certificate of Incorporation, as last amended December 22,
1989 (incorporated by reference to Exhibit 3.1 of the company's Annual
Report on Form 10-K for the year ended December 31, 1989).
3.2 Company's Bylaws, as last revised November 24, 1993.
4 The company agrees to provide the Commission, on request, copies of
instruments defining the rights of holders of long-term debt of the
company and its subsidiaries.
10.1 Amendment dated as of March 26, 1986 to, and restatement of, the
Agreement dated as of October 2, 1981 between The Seagram Company Ltd.
and the company (incorporated by reference to Exhibit 10.1 of the
company's Annual Report on Form 10-K for the year ended December 31,
1991).
10.2* Company's Corporate Sharing Plan, as last amended August 28, 1991
(incorporated by reference to Exhibit 10.2 of the company's Annual
Report on Form 10-K for the year ended December 31, 1992).
10.3* Company's Deferred Compensation Plan for Directors, as last amended
November 21, 1986 (incorporated by reference to Exhibit 10.3 of the
company's Annual Report on Form 10-K for the year ended December 31,
1992).
10.4* Company's Supplemental Retirement Income Plan, as last amended
effective October 1, 1991 (incorporated by reference to Exhibit 10.4
of the company's Annual Report on Form 10-K for the year ended
December 31, 1991).
10.5* Company's Pension Restoration Plan, as last amended effective October
1, 1991 (incorporated by reference to Exhibit 10.5 of the company's
Annual Report on Form 10-K for the year ended December 31, 1991).
10.6* Retirement Restoration Plan of Conoco Inc., as last amended effective
July 23, 1990 (incorporated by reference to Exhibit 10.6 of the
company's Annual Report on Form 10-K for the year ended December 31,
1990).
10.7* Company's Stock Option Plan, as last amended effective April 29, 1992
(incorporated by reference to Exhibit 10.7 of the company's Annual
Report on Form 10-K for the year ended December 31, 1992).
11 Statement re computation of earnings per share--assuming full
dilution.
12 Statement re computation of the ratio of earnings to fixed charges.
13 The 1993 "Letter to Stockholders," Business Review Section, and
Financial Information Section of the Annual Report to Shareholders for
the year ended December 31, 1993, which are furnished to the
Commission for information only, and not filed except as expressly
incorporated by reference in this Report.
21 Subsidiaries of the Registrant.
23 Consent of Independent Accountants.
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* Management contract or compensatory plan or arrangement required to be filed
as an exhibit to this Form 10-K.