SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) January 29, 1997
E. I. du Pont de Nemours and Company
(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-815 51-0014090
(State or Other Jurisdiction (Commission (I.R.S Employer
of Incorporation) File Number) Identification No.)
1007 Market Street
Wilmington, Delaware 19898
(Address of principal executive offices)
Registrant's telephone number, including area code: (302) 774-1000
1
<PAGE>
Item 7. Financial Statements and Exhibits
---------------------------------
In connection with Debt and/or Equity Securities that may be offered
on a delayed or continuous basis under Registration Statements on Form S-3
(No. 33-53327, No. 33-61339 and No. 33-60069), we hereby file the following
press release.
Exhibit
Number Description of Exhibit
------- -------------------------------------------------
99 Copy of the Registrant's Earnings Press Release,
dated January 29, 1997
2
<PAGE>
SIGNATURE
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 hereunto duly authorized.
E. I. DU PONT DE NEMOURS AND COMPANY
(Registrant)
/s/D. B. Smith
------------------------------------
D. B. Smith
Assistant Controller
January 29, 1997
3
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description of Exhibits
- ------- ------------------------------------------------------------
99 Copy of the Registrant's Earnings Press Release, dated
January 29, 1997.
4
<PAGE>
EXHIBIT 99
Contact: Susan Gaffney
(302) 774-2698
Wilmington, Del., Jan. 29 -- DuPont reported record
fourth quarter and full-year 1996 earnings per share citing
excellent performance by upstream petroleum and strong Chemicals
and Specialties volumes in the second half of the year.
Fourth quarter 1996 earnings per share of $1.52 were
$.39 higher than the fourth quarter 1995, marking the 11th
consecutive quarter of record earnings for comparable quarters.
Excluding 1995 nonrecurring charges of $.15 per share, earnings
for the current quarter were up 19 percent from $1.28 per share
earned in the fourth quarter 1995.
Full year earnings were $6.47 per share compared to
$5.61 per share in 1995. Excluding nonrecurring items from both
years, 1996 earnings were $6.65 per share, up 14 percent from
$5.81 per share in 1995.
"This was another strong year for DuPont and the third
consecutive year of record earnings. Upstream petroleum results
increased 46 percent to $706 million and were a major con-
tributor to our earnings growth," said John A. Krol, DuPont
President and CEO. "In addition, we have taken a number of
significant steps toward strengthening and positioning our busi-
ness portfolio for profitable growth. DuPont employees are
enthusiastic and committed to building our company."
5
<PAGE>
Krol also stated that the company has regained finan-
cial flexibility by essentially completing repayment of the
$8 billion of debt incurred in 1995 to redeem shares from
Seagram and by repurchasing for $500 million the 156 million
warrants issued to Seagram.
Sales for the fourth quarter were $11.4 billion, up
10 percent from the prior year. This reflects a 26 percent
increase in Petroleum sales, principally from higher crude oil
and natural gas prices, and a 2 percent decrease in Chemicals
and Specialties sales. Chemicals and Specialties sales were up
6 percent after adjusting for changes in business composition
resulting from the divestiture of medical products businesses
and forming the DuPont Dow Elastomers joint venture. Worldwide
volume increased 10 percent reflecting 10 percent growth both
inside and outside of the United States. These gains were
partly offset by lower worldwide selling prices that averaged
4 percent below the fourth quarter 1995. Net income for the
fourth quarter was $858 million, compared to $627 million earned
in 1995. Excluding 1995 nonrecurring items, net income was up
21 percent.
Petroleum segment full year sales were $20.2 billion,
up 14 percent over last year. Crude oil prices averaged $20.11
per barrel for the period, 21 percent higher than last year.
U.S. natural gas prices were 32 percent higher averaging $1.90
per thousand cubic feet, while worldwide gas prices increased
6
<PAGE>
19 percent to $2.21 per thousand cubic feet. Crude oil
production and natural gas deliveries increased 6 percent and
5 percent, respectively.
Chemicals and Specialties sales for 1996 were
$23.6 billion, down 4 percent, reflecting sales reductions from
changes in business composition. Excluding the effect of these
changes on reported sales, Chemicals and Specialties sales were
up 2 percent versus 1995, reflecting 3 percent higher sales
volume, partly offset by 1 percent lower average selling prices.
U.S. prices were flat, while prices outside the United States
averaged 3 percent lower, largely attributable to a stronger
U.S. dollar. Outside the United States volume improved
4 percent, principally from growth in the Asia Pacific region.
U.S. sales volume was up almost 3 percent.
Total company sales for the year were $43.8 billion,
up 4 percent from last year. Net income was $3.6 billion, up
10 percent from $3.3 billion earned in 1995.
The following commentary compares results for the full
year 1996 with 1995 for each industry segment, after adjusting
sales for changes in business composition and excluding the
earnings impact of nonrecurring items. Effective with the
fourth quarter 1996, what was formerly the Diversified Busi-
nesses segment has been split into two segments -- (1) a new
"Life Sciences" segment comprised of the agricultural products
and pharmaceuticals businesses, and (2) a Diversified Businesses
7
<PAGE>
segment consisting of the remaining businesses which include
films, photopolymers and electronic materials, coal, and
printing and publishing. This change has been made to recognize
the increasing importance of the earnings contribution of Life
Sciences and to focus more attention on a business segment that
will be a key growth area in the future.
Petroleum segment earnings were $901 million, up
$237 million or 36 percent, and the second highest in Conoco's
history. Upstream earnings were a record $706 million, up
46 percent, attributable to stronger worldwide crude oil and
U.S. natural gas prices as well as increased oil and gas
volumes outside the United States. Exploration expenses
increased $73 million, or 22 percent, from the prior year.
Downstream earnings of $195 million were up $13 million, or
7 percent, reflecting gradually improving margins. U.S.
downstream earnings of $107 million improved 24 percent while
downstream earnings outside the United States were $88 million
compared to $96 million in 1995. Costs associated with major
refinery start-ups, facility shutdowns and refinery turnarounds
reduced improvement in the second half of the year.
Chemicals segment earnings were $584 million, down
9 percent from the $641 million earned last year, principally
reflecting lower earnings from white pigments, partly offset by
higher earnings from chemical intermediates. Segment results
were also negatively affected by investment write-offs in the
8
<PAGE>
fourth quarter. Segment sales of $4.1 billion were 1 percent
lower, reflecting 4 percent higher sales volume more than offset
by 5 percent lower prices.
Fibers segment earnings of $834 million were 8 percent
above the $774 million earned in 1995. This is principally
attributable to improved results for "Lycra" spandex, nonwovens
and "Dacron" polyester. Sales of $7.2 billion were flat as
average selling prices and sales volumes were essentially
unchanged versus 1995.
Earnings for the Polymers segment were $854 million,
down 1 percent from $864 million in 1995. Increased earnings
from automotive products, engineering polymers, and "Corian"
were offset by a reduction in elastomers earnings due to
formation of the DuPont Dow Elastomers joint venture. Segment
sales of $6.7 billion were 4 percent above 1995, reflecting
4 percent higher volume and flat selling prices.
Life Sciences segment earnings were $789 million, up
21 percent from $651 million in 1995. This reflects earnings
improvement from both pharmaceuticals and agricultural products.
The increase in pharmaceuticals earnings was largely due to a
more favorable allocation of operating income to DuPont from the
DuPont Merck Pharmaceutical joint venture. These allocations
totaled $186 million after tax in 1996, compared to $111 million
after tax in 1995, and are now completed in accordance with the
9
<PAGE>
venture agreement. Segment sales were $2.5 billion, up
6 percent and reflect only the agricultural products business.
Only earnings are reported for pharmaceuticals. Segment sales
reflect 9 percent higher volume, partly offset by 3 percent
lower prices.
Diversified Businesses earnings were $157 million,
down 41 percent. This is principally due to the absence of
medical products earnings resulting from businesses that were
divested during the year, and lower printing and publishing
earnings. Partly offsetting were higher earnings from
electronic materials and coal. Segment sales were $3.1 billion,
up 2 percent, reflecting flat selling prices and 2 percent
higher sales volume.
"The double-digit Chemicals and Specialties volume
growth in the fourth quarter gives us momentum moving into the
new year," said Krol. "Petroleum is also well positioned given
major refinery upgrades completed in 1996 and reasonably strong
upstream market conditions. On balance, we expect 1997 to be
another strong year."
1/29/97
10
<PAGE>
<TABLE>
E. I. DU PONT DE NEMOURS AND COMPANY AND CONSOLIDATED SUBSIDIARIES
<CAPTION>
Three Months Ended Year Ended
CONSOLIDATED INCOME STATEMENT<Fa> December 31 December 31
- ------------------------------------------------------------------------------------------------------------
(Dollars in millions, except per share) 1996 1995 1996 1995
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
SALES ................................................... $11,407 $10,385 $43,810 $42,163
Other Income ............................................ 280 294 1,383 1,099
------- ------- ------- -------
Total ............................................... 11,687 10,679 45,193 43,262
------- ------- ------- -------
Cost of Goods Sold and Other Expenses ................... 8,553 7,930 32,618 31,066
Selling, General and Administrative Expenses ............ 750 750 2,856 2,995
Depreciation, Depletion and Amortization ................ 735 785 2,621 2,722
Exploration Expenses, Including Dry Hole Costs
and Impairment of Unproved Properties ................. 169 110 404 331
Interest and Debt Expense ............................... 166 197 713 758
------- ------- ------- -------
Total ............................................... 10,373 9,772 39,212 37,872
------- ------- ------- -------
EARNINGS BEFORE INCOME TAXES ............................ 1,314 907 5,981 5,390
Provision for Income Taxes .............................. 456 280 2,345 2,097
------- ------- ------- -------
NET INCOME .............................................. $ 858 $ 627 $ 3,636 $ 3,293
======= ======= ======= =======
EARNINGS PER SHARE OF COMMON STOCK<Fb> .................. $ 1.52 $ 1.13 $ 6.47 $ 5.61
======= ======= ======= =======
DIVIDENDS PER SHARE OF COMMON STOCK ..................... $ .57 $ .52 $ 2.23 $ 2.03
======= ======= ======= =======
<FN>
<Fa> Certain reclassifications of 1995 data have been made to conform to 1996
classifications.
<Fb> Earnings per share are calculated on the basis of the following average
number of common shares outstanding:
Three Months Ended Year Ended
December 31 December 31
------------------ -----------
1996 563,042,537 560,675,296
1995 555,367,995 585,107,476
</TABLE>
11
<PAGE>
<TABLE>
E. I. DU PONT DE NEMOURS AND COMPANY AND CONSOLIDATED SUBSIDIARIES
<CAPTION>
Three Months Ended Year Ended
CONSOLIDATED INDUSTRY SEGMENT INFORMATION December 31 December 31
- ---------------------------------------------------------------------------------------------------------------
(Dollars in millions) 1996 1995 1996 1995
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
SALES
- -----
Chemicals ............................................... $ 1,041 $ 1,006 $ 4,141 $ 4,181
Fibers .................................................. 1,903 1,801 7,204 7,215
Polymers ................................................ 1,628 1,716 6,699 7,037
Petroleum ............................................... 5,617 4,468 20,166 17,660
Life Sciences ........................................... 472 431 2,472 2,322
Diversified Businesses .................................. 746 963 3,128 3,748
------- ------- ------- -------
Total ............................................... $11,407 $10,385 $43,810 $42,163
======= ======= ======= =======
AFTER-TAX OPERATING INCOME<Fa><Fb>
- --------------------------
Chemicals ............................................... $ 138 $ 149 $ 563<Fc> $ 651<Fd>
Fibers .................................................. 241 182 802<Fc> 805<Fd>
Polymers ................................................ 199 172<Fe> 909<Ff> 829<Fe>
Petroleum ............................................... 213 79<Fg> 860<Fh> 619<Fg>
Life Sciences ........................................... 139 121 679<Fi> 588<Fi>
Diversified Businesses .................................. 6 52 205<Fj> 252
------- ------- ------- -------
Total ............................................... 936 755 4,018 3,744
Interest and Other Corporate
Expenses Net of Tax ................................... (78) (128) (382) (451)
------- ------- ------- -------
NET INCOME .............................................. $ 858 $ 627 $ 3,636 $ 3,293
- ---------- ======= ======= ======= =======
<FN>
<Fa> Effective in the first quarter of 1996, the amortization of capitalized
interest associated with property, plant and equipment is included in
After-Tax Operating Income versus the previous practice of including
such amortization in Interest and Other Corporate Expenses Net of Tax.
Prior period data have been reclassified for comparative purposes. This
change has no effect on Net Income.
<Fb> 1995 includes, from the third quarter, a charge of $24 for printing and
publishing operations, principally for employee separation costs in
Europe, a litigation provision of $13 related to a previously sold
business, and adjustments in estimates associated with the third quarter
1993 restructuring charge, which result in the following net
(charges)/benefits:
Chemicals $ 3
Fibers 4
Polymers 3
Diversified Businesses (12)
----
$ (2)
----
</TABLE>
12
<PAGE>
[FN]
<Fc> The Chemicals and Fibers segments include a charge of $21 and $32,
respectively, principally for employee separation costs in the United
States.
<Fd> The Chemicals and Fibers segments also include a benefit of $7 and $27,
respectively, principally an adjustment of estimates associated with the
third quarter 1993 restructuring charge.
<Fe> Includes a charge of $38 for costs to settle certain plumbing systems
litigation.
<Ff> Includes a gain of $55 associated with the formation of the DuPont Dow
Elastomers joint venture.
<Fg> Includes a charge of $45 for write-down of certain North American and
European assets.
<Fh> Includes charges of $63 for write-down of investment in a European
natural gas marketing joint venture, and $22, principally, for employee
separation costs in the United States, partly offset by a net benefit of
$44 related to environmental insurance recoveries.
<Fi> Includes a charge of $110 and $63 associated with "Benlate" 50 DF
fungicide recall for the year ended December 31, 1996 and 1995,
respectively.
<Fj> Includes gains of $41 from the sale of certain medical products
businesses and $33 related to sale of stock received in connection with
the previously sold connector systems business, and a charge of $26,
principally employee separation costs outside the United States,
associated with the printing and publishing business.
13
<PAGE>
<TABLE>
E. I. DU PONT DE NEMOURS AND COMPANY AND CONSOLIDATED SUBSIDIARIES
<CAPTION>
After-Tax Operating Income
--------------------------------------------------
CONSOLIDATED INDUSTRY SEGMENT INFORMATION Three Months Ended Year Ended
EXCLUDING IMPACT OF NONRECURRING ITEMS December 31 December 31
- ---------------------------------------------------------------------------------------------------------------
(Dollars in millions) 1996 1995 1996 1995
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Chemicals ............................................... $ 138 $ 149 $ 584 $ 641
Fibers .................................................. 241 182 834 774
Polymers ................................................ 199 210 854 864
Petroleum ............................................... 213 124 901 664
Life Sciences ........................................... 139 121 789 651
Diversified Businesses .................................. 6 52 157 264
------ ------ ------ ------
Total ............................................... $ 936 $ 838 $4,119 $3,858
Less: Interest and Other Corporate Expenses
Net of Tax ............................................ (78) (128) (382) (451)
------ ------ ------ ------
Total ............................................... $ 858 $ 710 $3,737 $3,407
====== ====== ====== ======
</TABLE>
14
