UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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| (Address of principal executive offices) | (Zip Code) | |||
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(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
| 1 | ||||
1 In addition to the New York Stock Exchange, CNHI common shares are listed on the Euronext Milan, the regulated market of Borsa Italiana, in Italy.
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
| Item 2.02. | Results of Operations and Financial Condition. |
On February 2, 2023, CNH Industrial N.V. issued a press release announcing its results of operations for the fourth quarter of 2022 and full year 2022. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. |
(a) On February 2, 2023, CNH Industrial N.V. made available a presentation providing review of its fourth quarter of 2022 and full year 2022 results, which is being made available in connection with a February 2, 2023 investor conference call. A copy of that slide presentation is furnished herewith as Exhibit 99.2 and is incorporated herein by reference.
(b) On February 2, 2023, CNH Industrial N.V. issued a press release announcing that CNH Industrial N.V.’s management and Board of Directors have determined to delist from Euronext Milan and retain a single listing on the New York Stock Exchange. A copy of the press release is furnished as Exhibit 99.3 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit 99.1 | CNH Industrial’s press release dated February 2, 2023 announcing its results of operations for the fourth quarter of 2022 and full year 2022 | |
| Exhibit 99.2 | CNH Industrial N.V. fourth quarter and full year 2022 results review presentation | |
| Exhibit 99.3 | Press Release dated February 2, 2023 | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| CNH INDUSTRIAL N.V. | ||||||
| By: | /s/ Roberto Russo | |||||
| Name: | Roberto Russo | |||||
| Title: | Chief Legal and Compliance Officer | |||||
| Date: February 2, 2023 | ||||||
Exhibit 99.1
CNH Industrial delivers record results in first year as pure play in Agriculture and Construction with strong fourth quarter
Q4 Consolidated revenues of $6,943 million (up 26.7% compared to Q4 2021 for continuing operations)
Net income of $592 million, Adjusted Net Income of $486 million, with diluted EPS of $0.43 and adjusted diluted EPS of $0.36
Adjusted EBIT of Industrial Activities of $680 million (up $302 million compared to Q4 2021)
Net cash provided by operating activities of $1,443 million and Industrial Free Cash Flow of $2,049 million
Net sales for Industrial Activities of $6,352 million (up $1,358 million compared to Q4 2021)
The board intends to recommend an annual cash dividend of €0.36 (approximately $0.38) per share
Financial results presented under U.S. GAAP
The CNH Industrial team delivered a strong fourth quarter contributing to record full year revenue and income. Sharp execution and improving supply chain management generated $1.6B of full year industrial free cash flow. We are pleased to have resolved the UAW strike and are eager to continue delivering increased value to our dealers and customers. We also announced today our intention to move to a single listing in New York, with plans to exit the Milan exchange as expeditiously as possible. Our precision and autonomy offerings were on full display at our Tech Day in December, and further innovations and integration with Raven will drive the success of our farm and construction customers. We see continuing strength in most end markets, and with better performing supply chains and moderating inflation we are confident we will build on our robust foundation.
Scott W. Wine, Chief Executive Officer
2022 Fourth Quarter Results
(all amounts $ million, comparison vs Q4 2021 continuing operations - unless otherwise stated)
| US-GAAP | ||||||||||||||||
| Q4 2022 | PY(1) | Change | Change at c.c.(3) | |||||||||||||
| Consolidated revenue |
6,943 | 5,480 | +1,463 | +31% | ||||||||||||
| of which Net sales of Industrial Activities |
6,352 | 4,994 | +1,358 | +31% | ||||||||||||
| Net income |
592 | 464 | +128 | |||||||||||||
| Diluted EPS $ |
0.43 | 0.34 | +0.09 | |||||||||||||
| Cash flow from operating activities |
1,443 | 1,724 | (281) | |||||||||||||
| Cash and cash equivalents(6) |
4,376 | 3,154 | +1,222 | |||||||||||||
| Gross profit margin of Industrial Activities |
21.6% | 19.0% | +260 bps | |||||||||||||
| NON-GAAP(2) | ||||||||||||||||
| Q4 2022 | PY(1) | Change | ||||||||||||||
| Adjusted EBIT of Industrial Activities |
680 | 378 | +302 | |||||||||||||
| Adjusted EBIT Margin of Industrial Activities |
10.7% | 7.6% | +310 bps | |||||||||||||
| Adjusted net income |
486 | 425 | +61 | |||||||||||||
| Adjusted diluted EPS $ |
0.36 | 0.31 | +0.05 | |||||||||||||
| Free Cash flow of Industrial Activities |
2,049 | 1,225 | +824 | |||||||||||||
| Available liquidity(6) |
10,632 | 8,645 | +1,987 | |||||||||||||
Net sales of Industrial Activities of $6,352 million, up 27.2% mainly due to favorable price realization and higher sales volumes, despite more than 4% adverse currency conversion impacts.
Net income of $592 million, with diluted earnings per share of $0.43 (net income of $464 million in Q4 2021, with diluted earnings per share of $0.34). Adjusted net income of $486 million, with adjusted diluted earnings per share of $0.36 (adjusted net income of $425 million in Q4 2021, with adjusted diluted earnings per share of $0.31).
Adjusted EBIT of Industrial Activities of $680 million ($378 million in Q4 2021), with both segments up year over year. Agriculture adjusted EBIT margin at 13.1% and Construction at 3.5%.
Gross profit margin of Industrial Activities of 21.6%, (19.0% in Q4 2021) with improvement in Agriculture and Construction despite continued cost pressures.
Reported income tax expense of $168 million, which includes a $55 million tax benefit from recognizing certain deferred tax assets, and an effective tax rate (ETR) of 23.2%; both the ETR and the adjusted ETR(1) of 33.6% increased due to the jurisdictional mix of pre-tax profits and discrete items booked in the quarter.
Cash flow from operating activities in the quarter was $1,443 million ($1,724 million in Q4 2021). Free cash flow of Industrial Activities was $2,049 million. Total Debt of $23.0 billion at December 31, 2022 ($20.9 billion at December 31, 2021).
Industrial Activities Net Cash (Debt)(1) position at $362 million, an improvement of $1.5 billion from December 31, 2021, and Available liquidity at $10,632 million as of December 31, 2022. 2.9 million common shares were purchased during the fourth quarter under the first $50 million tranche of the $300 million common share buyback program approved on July 29, 2022.
The Board of CNH Industrial N.V. intends to recommend to the Company’s shareholders an annual cash dividend of €0.36 per common share, totaling approximately €483 million (~$511 million). The proposed dividend remains subject to formal Board approval and the approval of shareholders at the Annual General Meeting on April 14, 2023.
1
| Agriculture | ||||||||||||||||
| Q4 2022 | Q4 2021(1) | Change | Change at c.c.(3) | |||||||||||||
| Net sales ($ million) |
5,369 | 4,150 | +1,219 | +34% | ||||||||||||
| Adjusted EBIT ($ million) |
701 | 414 | +287 | |||||||||||||
| Adjusted EBIT margin |
13.1% | 10.0% | +310 bps | |||||||||||||
In North America, industry volume was flat year over year for the fourth quarter 2022 for tractors over 140 HP and was down 14% for tractors under 140 HP; combines were up 44%. In Europe, Middle East and Africa (EMEA), tractor and combine demand was down 7% and up 8%, respectively, of which Europe tractor and combine demand was down 1% and up 36%, respectively. South America tractor demand was down 8% and combine demand was up 6%. Asia Pacific tractor demand was up 18% and combine demand was up 296%.
Agriculture net sales were up 29%, due to favorable price realization, higher sales volumes and better product mix, mostly driven by the North America, South America and Europe regions partially offset by negative impact of foreign exchange rates.
Gross profit margin was at 23.1%, with Gross Profit $394 million higher than in Q4 2021, mainly due to favorable price realization in the North America, South America and Europe regions more than offsetting higher manufacturing and purchasing costs across all regions.
Adjusted EBIT was $701 million ($414 million in Q4 2021), with Adjusted EBIT margin at 13.1%. The $287 million (or 3.1 p.p.) increase from Q4 2021 was driven by favorable price realization and better product mix, partially offset by higher manufacturing and purchasing costs, increased SG&A and R&D spend.
Order book in Agriculture was down 23% year over year for tractors worldwide with all regions down except the Asia Pacific region. Order book for combines was down 20%, with declines in all regions except the Asia Pacific region. At above 2.2 times the pre-pandemic levels, order books remain strong in all regions.
| Construction | ||||||||||||||||
| Q4 2022 | Q4 2021(1) | Change | Change at c.c.(3) | |||||||||||||
| Net sales ($ million) |
983 | 844 | +139 | +19% | ||||||||||||
| Adjusted EBIT ($ million) |
34 | 20 | +14 | |||||||||||||
| Adjusted EBIT margin |
3.5% | 2.4% | +110 bps | |||||||||||||
Global industry volume for construction equipment decreased in both Heavy and Light sub-segments year over year in the fourth quarter, both down 2%. Aggregated demand increased 1% in EMEA, decreased 6% in North America, decreased 9% in South America and decreased 1% for Asia Pacific, particularly in China.
Construction net sales were up 17%, driven by positive sales volume, favorable price realization, and contribution from the Sampierana business, partially offset by negative impact of foreign exchange rates.
Gross profit margin was 13.3%, up 1.0 p.p. compared to Q4 2021, mainly due to favorable price realization and higher volumes in North America, South America, and Europe, contributions from the Sampierana business, partially offset by higher raw material costs.
Adjusted EBIT increased $14 million due to favorable volume and mix and positive price realization, partially offset by higher raw material costs and increased SG&A spend. Adjusted EBIT margin at 3.5%.
Construction order book was down 19% year over year in the Heavy sub-segment and down 10% in the Light sub-segment from elevated levels at the end of 2021. Dealer inventories remain low compared to past performance.
| Financial Services | ||||||||||||||||
| Q4 2022 | Q4 2021(1) | Change | Change at c.c.(3) | |||||||||||||
| Revenue ($ million) |
577 | 478 | +99 | +22% | ||||||||||||
| Net income ($ million) |
75 | 90 | (15 | ) | ||||||||||||
| Equity at quarter-end ($ million) |
2,285 | 2,129 | +156 | |||||||||||||
| Retail loan originations ($ million) |
9,955 | 9,733 | +2.3% | |||||||||||||
Revenues were up 21% due to favorable volumes in all regions, higher base rates across all regions, mainly in South America, partially offset by lower used equipment sales.
Net income decreased $15 million to $75 million, primarily due to margin compression in North America, increased labor costs, and higher specific reserves, primarily in China related to Construction customers and dealers, partially offset by favorable volumes in all regions, and higher recoveries on used equipment sales.
The managed portfolio (including unconsolidated joint ventures) was $23.8 billion as of December 31, 2022 (of which retail was 67% and wholesale was 33%), up $3.6 billion compared to December 31, 2021 (up $4.0 billion on a constant currency basis).
The receivable balance greater than 30 days past due as a percentage of receivables was 1.3% (1.2% as of December 31, 2021).
During the quarter, CNH Industrial Capital North America closed on its previously announced purchase of Citibank N.A. and Citi Cards Canada Inc.’s portfolio of revolving charge account (“RCA”) receivables underlying a private-label RCA product offered through CNH Industrial North America dealers.
2023 Outlook
The Company is providing the following 2023 outlook for its Industrial Activities:
| • | Net sales(5) up between 6% and 10% year on year including currency translation effects |
| • | SG&A up, no more than 5% vs 2022 |
| • | Free Cash Flow of Industrial Activities(8) between $1.3bn and $1.5bn |
| • | R&D expenses and capital expenditures at around $1.6bn |
2
Results For The Full Year 2022
Consolidated revenues of $23,551 million (up 20.8% year on year, up 24% at constant currency), net income of $2,039 million (adjusted net income of $2,004 million, with adjusted diluted EPS of $1.46), adjusted EBIT of Industrial Activities of $2,433 million, and Industrial Free Cash Flow generation of $1,596 million.
Results for the Full Year 2022
(all amounts $ million, comparison vs FY 2021 continuing operations - unless otherwise stated)
| US-GAAP | ||||||||||||||||
| FY 2022 | FY 2021(1) | Change | Change at c.c.(3) | |||||||||||||
| Consolidated revenue |
23,551 | 19,496 | +4,055 | +24% | ||||||||||||
| of which Net sales of Industrial Activities |
21,541 | 17,802 | +3,739 | +25% | ||||||||||||
| Net income |
2,039 | 1,801 | +238 | |||||||||||||
| Diluted EPS $ |
1.49 | 1.32 | +0.17 | |||||||||||||
| Cash flow from operating activities |
557 | 3,198 | (2,641) | |||||||||||||
| Cash and cash equivalents(7) |
4,376 | 5,044 | (668) | |||||||||||||
| Gross profit margin of Industrial Activities |
22.0% | 20.7% | +130 bps | |||||||||||||
| NON-GAAP(2) | ||||||||||||||||
| FY 2022 | FY 2021(1) | Change | ||||||||||||||
| Adjusted EBIT of Industrial Activities |
2,433 | 1,763 | +670 | |||||||||||||
| Adjusted EBIT Margin of Industrial Activities |
11.3% | 9.9% | +140 bps | |||||||||||||
| Adjusted net income |
2,004 | 1,747 | +257 | |||||||||||||
| Adjusted diluted EPS $ |
1.46 | 1.28 | +0.18 | |||||||||||||
| Free Cash flow of Industrial Activities |
1,596 | 1,928 | (332 | ) | ||||||||||||
| Available liquidity(7) |
10,632 | 10,521 | +111 | |||||||||||||
| Adjusted gross margin of Industrial Activities |
22.2% | 20.7% | +150 bps | |||||||||||||
| Agriculture | ||||||||||||||||
| FY 2022 | FY 2021(1) | Change | Change at c.c.(3) | |||||||||||||
| Net sales ($ million) |
17,969 | 14,721 | +3,248 | +26% | ||||||||||||
| Adjusted EBIT ($ million) |
2,456 | 1,810 | +646 | |||||||||||||
| Adjusted EBIT margin |
13.7% | 12.3% | +140 bps | |||||||||||||
|
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| Construction | ||||||||||||||||
| FY 2022 | FY 2021(1) | Change | Change at c.c.(3) | |||||||||||||
| Net sales ($ million) |
3,572 | 3,081 | +491 | +18% | ||||||||||||
| Adjusted EBIT ($ million) |
124 | 90 | +34 | |||||||||||||
| Adjusted EBIT margin |
3.5% | 2.9% | +60 bps | |||||||||||||
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| Financial Services | ||||||||||||||||
| FY 2022 | FY 2021(1) | Change | Change at c.c.(3) | |||||||||||||
| Revenues ($ million) |
1,996 | 1,672 | +324 | +20% | ||||||||||||
| Net income ($ million) |
338 | 349 | (11 | ) | ||||||||||||
3
Notes
CNH Industrial reports quarterly and annual consolidated financial results under U.S. GAAP and EU-IFRS. The tables and discussion related to the financial results of the Company and its segments shown in this press release are prepared in accordance with U.S. GAAP. Financial results under EU-IFRS are shown in specific tables at the end of this press release.
| 1. | Effective January 1, 2022, the Iveco Group business was separated from CNH Industrial N.V. by way of a demerger under Dutch law to Iveco Group N.V. and Iveco Group became a public listed company independent from CNH Industrial. Accordingly, that business is presented as discontinued operations beginning in the first quarter of 2022. The Company has reclassified the financial results of Iveco Group to Net income (loss) from discontinued operations in the Condensed Consolidated Statements of Operations for all periods presented. The Company has reclassified the related assets and liabilities as Assets held for distribution and Liabilities held for distribution on the Condensed Consolidated Balance Sheets as of December 31, 2021. Cash flows from the Company’s discontinued operations are presented in the Condensed Consolidated Statements of Cash Flows for all periods. All comparative figures shown exclude the results of the discontinued operations. |
| 2. | This item is a non-GAAP financial measure. Refer to the “Non-GAAP Financial Information” section of this press release for information regarding non-GAAP financial measures. Refer to the specific table in the “Other Supplemental Financial Information” section of this press release for the reconciliation between the non-GAAP financial measure and the most comparable GAAP financial measure. |
| 3. | c.c. means at constant currency. |
| 4. | Certain financial information in this report has been presented by geographic area. Our geographical regions are: (1) North America; (2) Europe, Middle East and Africa; (3) South America and (4) Asia Pacific. The geographic designations have the following meanings: |
a. North America: United States, Canada, and Mexico;
b. Europe, Middle East, and Africa: member countries of the European Union, European Free Trade Association, the United Kingdom, Ukraine, Balkans, Russia, Turkey, the African continent, and the Middle East;
c. South America: Central and South America, and the Caribbean Islands; and
d. Asia Pacific: Continental Asia (including the Indian subcontinent) and Oceania.
| 5. | Net sales reflecting the exchange rate of 1.05 EUR/USD |
| 6. | Comparison vs. September 30, 2022 |
| 7. | Comparison vs. December 31, 2021 |
| 8. | The Company is unable to provide this reconciliation without unreasonable effort due to the uncertainty and inherent difficulty of predicting the occurrence, the financial impact, and the periods in which the adjustments may be recognized. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to future results. |
Non-GAAP Financial Information
CNH Industrial monitors its operations through the use of several non-GAAP financial measures. CNH Industrial’s management believes that these non-GAAP financial measures provide useful and relevant information regarding its operating results and enhance the readers’ ability to assess CNH Industrial’s financial performance and financial position. Management uses these non-GAAP measures to identify operational trends, as well as make decisions regarding future spending, resource allocations and other operational decisions as they provide additional transparency with respect to our core operations. These non-GAAP financial measures have no standardized meaning under U.S. GAAP or EU-IFRS and are unlikely to be comparable to other similarly titled measures used by other companies and are not intended to be substitutes for measures of financial performance and financial position as prepared in accordance with U.S. GAAP and/or EU-IFRS.
CNH Industrial’s non-GAAP financial measures are defined as follows:
| • | Adjusted EBIT of Industrial Activities under U.S. GAAP: is defined as net income (loss) before the following items: Income taxes, Financial Services’ results, Industrial Activities’ interest expenses, net, foreign exchange gains/losses, finance and non-service component of pension and other post-employment benefit costs, restructuring expenses, and certain non-recurring items. In particular, non-recurring items are specifically disclosed items that management considers rare or discrete events that are infrequent in nature and not reflective of on-going operational activities. |
| • | Adjusted EBIT of Industrial Activities under EU-IFRS: is defined as profit/(loss) before the following items: Taxes, Financial Services’ results, Industrial Activities’ financial expenses, restructuring costs, and certain non-recurring items. |
| • | Adjusted EBIT Margin of Industrial Activities: is computed by dividing Adjusted EBIT of Industrial Activities by Net Sales of Industrial Activities. |
| • | Adjusted Net Income (Loss): is defined as net income (loss), less restructuring charges and non-recurring items, after tax. |
| • | Adjusted Diluted EPS: is computed by dividing Adjusted Net Income (loss) attributable to CNH Industrial N.V. by a weighted-average number of common shares outstanding during the period that takes into consideration potential common shares outstanding deriving from the CNH Industrial share-based payment awards, when inclusion is not anti-dilutive. When we provide guidance for adjusted diluted EPS, we do not provide guidance on an earnings per share basis because the GAAP measure will include potentially significant items that have not yet occurred and are difficult to predict with reasonable certainty prior to year-end. |
| • | Adjusted Income Tax (Expense) Benefit: is defined as income taxes less the tax effect of restructuring expenses and non-recurring items, and non-recurring tax charges or benefits. |
| • | Adjusted Effective Tax Rate (Adjusted ETR): is computed by dividing a) adjusted income taxes by b) income (loss) before income taxes and equity in income of unconsolidated subsidiaries and affiliates, less restructuring expenses and non-recurring items. |
| • | Adjusted Gross Profit Margin of Industrial Activities: is computed by dividing Net sales less Cost of goods sold, as adjusted by non-recurring items, by Net sales. |
| • | Net Cash (Debt) and Net Cash (Debt) of Industrial Activities: Net Cash (Debt) is defined as total debt less intersegment notes receivable, cash and cash equivalents, restricted cash, other current financial assets (primarily current securities, short-term deposits and investments towards high-credit rating counterparties) and derivative hedging debt. CNH Industrial provides the reconciliation of Net Cash (Debt) to Total (Debt), which is the most directly comparable measure included in the consolidated balance sheets. Due to different sources of cash flows used for the repayment of the debt between Industrial Activities and Financial Services (by cash from operations for Industrial Activities and by collection of financing receivables for Financial Services), management separately evaluates the cash flow performance of Industrial Activities using Net Cash (Debt) of Industrial Activities. |
4
| • | Free Cash Flow of Industrial Activities (or Industrial Free Cash Flow): refers to Industrial Activities only, and is computed as consolidated cash flow from operating activities less: cash flow from operating activities of Financial Services; investments of Industrial Activities in assets sold under operating leases, property, plant and equipment and intangible assets; change in derivatives hedging debt of Industrial Activities; as well as other changes and intersegment eliminations. |
| • | Available Liquidity: is defined as cash and cash equivalents plus restricted cash, undrawn medium-term unsecured committed facilities, net receivables/payables with Iveco Group N.V. and other current financial assets (primarily current securities, short-term deposits and investments in instruments of high-credit rating counterparties). |
| • | Change excl. FX or Constant Currency: CNH Industrial discusses the fluctuations in revenues on a constant currency basis by applying the prior year average exchange rates to current year’s revenues expressed in local currency in order to eliminate the impact of foreign exchange rate fluctuations |
The tables attached to this press release provide reconciliations of the non-GAAP measures used in this press release to the most directly comparable GAAP measures.
Forward-looking statements
All statements other than statements of historical fact contained in this earning release, including competitive strengths; business strategy; future financial position or operating results; budgets; projections with respect to revenue, income, earnings (or loss) per share, capital expenditures, dividends, liquidity, capital structure or other financial items; costs; and plans and objectives of management regarding operations and products, are forward-looking statements. Forward looking statements also include statements regarding the future performance of CNH Industrial and its subsidiaries on a standalone basis. These statements may include terminology such as “may”, “will”, “expect”, “could”, “should”, “intend”, “estimate”, “anticipate”, “believe”, “outlook”, “continue”, “remain”, “on track”, “design”, “target”, “objective”, “goal”, “forecast”, “projection”, “prospects”, “plan”, or similar terminology. Forward-looking statements are not guarantees of future performance. Rather, they are based on current views and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside our control and are difficult to predict. If any of these risks and uncertainties materialize (or they occur with a degree of severity that the Company is unable to predict) or other assumptions underlying any of the forward-looking statements prove to be incorrect, including any assumptions regarding strategic plans, the actual results or developments may differ materially from any future results or developments expressed or implied by the forward-looking statements. Factors, risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements include, among others: economic conditions in each of our markets, including the significant uncertainty caused by the war in the Ukraine; the duration and economic, operational and financial impacts of the global COVID-19 pandemic; production and supply chain disruptions, including industry capacity constraints, material availability, and global logistics delays and constraints; the many interrelated factors that affect consumer confidence and worldwide demand for capital goods and capital goods-related products; changes in government policies regarding banking, monetary and fiscal policy; legislation, particularly pertaining to capital goods-related issues such as agriculture, the environment, debt relief and subsidy program policies, trade and commerce and infrastructure development; government policies on international trade and investment, including sanctions, import quotas, capital controls and tariffs; volatility in international trade caused by the imposition of tariffs, sanctions, embargoes, and trade wars; actions of competitors in the various industries in which we compete; development and use of new technologies and technological difficulties; the interpretation of, or adoption of new, compliance requirements with respect to engine emissions, safety or other aspects of our products; labor relations; interest rates and currency exchange rates; inflation and deflation; energy prices; prices for agricultural commodities and material price increases; housing starts and other construction activity; our ability to obtain financing or to refinance existing debt; price pressure on new and used equipment; the resolution of pending litigation and investigations on a wide range of topics, including dealer and supplier litigation, intellectual property rights disputes, product warranty and defective product claims, and emissions and/or fuel economy regulatory and contractual issues; security breaches, cybersecurity attacks, technology failures, and other disruptions to the information technology infrastructure of CNH Industrial and its suppliers and dealers; security breaches with respect to our products; our pension plans and other post-employment obligations; political and civil unrest; volatility and deterioration of capital and financial markets, including pandemics, terrorist attacks in Europe and elsewhere; our ability to realize the anticipated benefits from our business initiatives as part of our strategic plan; our failure to realize, or a delay in realizing, all of the anticipated benefits of our acquisitions, joint ventures, strategic alliances or divestitures and other similar risks and uncertainties, and our success in managing the risks involved in the foregoing.
Forward-looking statements are based upon assumptions relating to the factors described in this earnings release, which are sometimes based upon estimates and data received from third parties. Such estimates and data are often revised. Actual results may differ materially from the forward-looking statements as a result of a number of risks and uncertainties, many of which are outside CNH Industrial’s control. CNH Industrial expressly disclaims any intention or obligation to provide, update or revise any forward-looking statements in this announcement to reflect any change in expectations or any change in events, conditions or circumstances on which these forward-looking statements are based. Further information concerning CNH Industrial, including factors that potentially could materially affect CNH Industrial’s financial results, is included in CNH Industrial’s reports and filings with the U.S. Securities and Exchange Commission (“SEC”), the Autoriteit Financiële Markten (“AFM”) and Commissione Nazionale per le Società e la Borsa (“CONSOB”).
All future written and oral forward-looking statements by CNH Industrial or persons acting on the behalf of CNH Industrial are expressly qualified in their entirety by the cautionary statements contained herein or referred to above.
Conference Call and Webcast
Today, at 3:30 p.m. CET / 2:30 p.m. GMT/ 9:30 a.m. ET, management will hold a conference call to present fourth quarter 2022 results to financial analysts and institutional investors. The call can be followed live online at https://bit.ly/CNH_Industrial_Q4FY_2022 and a recording will be available later on the Company’s website www.cnhindustrial.com. A presentation will be made available on the CNH Industrial website prior to the conference call.
London, February 2, 2023
CONTACTS
Media Inquiries – Laura Overall Tel +44 207 925 1964 or Rebecca Fabian Tel +1 312 515 2249 (Email mediarelations@cnhind.com)
Investor Relations – Jason Omerza Tel +1 630 740 8079 or Federico Pavesi Tel +39 345 605 6218 (Email investor.relations@cnhind.com)
5
CNH INDUSTRIAL N.V.
Condensed Consolidated Statements of Operations for the three months and years ended December 31, 2022 and 2021
(Unaudited, U.S.-GAAP)
| Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
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| |||||||||||
| ($ million) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Revenues |
||||||||||||||||
| Net sales |
6,352 | 4,994 | 21,541 | 17,802 | ||||||||||||
| Finance, interest and other income |
591 | 486 | 2,010 | 1,694 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| TOTAL REVENUES |
6,943 | 5,480 | 23,551 | 19,496 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Costs and Expenses |
||||||||||||||||
| Cost of goods sold |
4,978 | 4,045 | 16,797 | 14,109 | ||||||||||||
| Selling, general and administrative expenses |
528 | 431 | 1,752 | 1,454 | ||||||||||||
| Research and development expenses |
257 | 189 | 866 | 642 | ||||||||||||
| Restructuring expenses |
12 | 14 | 31 | 35 | ||||||||||||
| Interest expense |
244 | 132 | 734 | 549 | ||||||||||||
| Other, net |
199 | 346 | 689 | 768 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| TOTAL COSTS AND EXPENSES |
6,218 | 5,157 | 20,869 | 17,557 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND EQUITY IN INCOME OF UNCONSOLIDATED SUBSIDIARIES AND AFFILIATES | 725 | 323 | 2,682 | 1,939 | ||||||||||||
| Income tax (expense) benefit |
(168) | 118 | (747) | (229) | ||||||||||||
| Equity in income (loss) of unconsolidated subsidiaries and affiliates |
35 | 23 | 104 | 91 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Net income (loss) from continuing operations |
592 | 464 | 2,039 | 1,801 | ||||||||||||
| Net income (loss) from discontinued operations |
— | (157) | — | (41) | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| NET INCOME (LOSS) |
592 | 307 | 2,039 | 1,760 | ||||||||||||
| Net income attributable to noncontrolling interests |
— | 5 | 10 | 37 | ||||||||||||
| NET INCOME (LOSS) ATTRIBUTABLE TO CNH INDUSTRIAL N.V. |
592 | 302 | 2,029 | 1,723 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Basic earnings (loss) per share attributable to common shareholders (in $) |
||||||||||||||||
| Continuing operations |
0.44 | 0.34 | 1.50 | 1.32 | ||||||||||||
| Discontinued operations |
— | (0.12) | — | (0.05) | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Basic earnings per share attributable to CNH Industrial N.V. |
0.44 | 0.22 | 1.50 | 1.27 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Diluted earnings (loss) per share attributable to common shareholders (in $) |
||||||||||||||||
| Continuing operations |
0.43 | 0.34 | 1.49 | 1.32 | ||||||||||||
| Discontinued operations |
— | (0.12) | — | (0.05) | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Diluted earnings per share attributable to CNH Industrial N.V. |
0.43 | 0.22 | 1.49 | 1.27 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| Average shares outstanding (in millions) |
||||||||||||||||
| Basic |
1,345 | 1,355 | 1,351 | 1,354 | ||||||||||||
| Diluted |
1,361 | 1,363 | 1,362 | 1,361 | ||||||||||||
| Cash dividends declared per common share |
— | — | 0.302 | 0.132 | ||||||||||||
These Condensed Consolidated Statements of Operations should be read in conjunction with the Company’s Audited Consolidated Financial Statements and Notes for the year ended December 31, 2021 included in the Annual Report on Form 20-F. These Condensed Consolidated Statements of Operations represent the consolidation of all CNH Industrial N.V. subsidiaries.
6
CNH INDUSTRIAL N.V.
Condensed Consolidated Balance Sheets as of December 31, 2022 and December 31, 2021
(Unaudited, U.S.-GAAP)
| ($ million) | December 31, 2022 | December 31, 2021 | ||||||
| ASSETS |
||||||||
| Cash and cash equivalents |
4,376 | 5,044 | ||||||
| Restricted cash |
753 | 801 | ||||||
| Financing receivables, net |
19,260 | 15,376 | ||||||
| Receivables from Iveco Group N.V. |
298 | — | ||||||
| Inventories, net |
4,811 | 4,216 | ||||||
| Property, plant and equipment, net and equipment under operating lease |
3,034 | 3,213 | ||||||
| Intangible assets, net |
4,451 | 4,417 | ||||||
| Other receivables and assets |
2,398 | 2,803 | ||||||
| Assets held for distribution |
- | 13,546 | ||||||
|
|
|
|
|
|||||
| TOTAL ASSETS |
39,381 | 49,416 | ||||||
|
|
|
|
|
|||||
| LIABILITIES AND EQUITY |
||||||||
| Debt |
22,962 | 20,897 | ||||||
| Payables to Iveco Group N.V. |
156 | 502 | ||||||
| Other payables and liabilities |
9,287 | 9,272 | ||||||
| Liabilities held for distribution |
- | 11,892 | ||||||
| Total Liabilities |
32,405 | 42,563 | ||||||
| Redeemable noncontrolling interest |
49 | 45 | ||||||
| Equity |
6,927 | 6,808 | ||||||
|
|
|
|
|
|||||
| TOTAL LIABILITIES AND EQUITY |
39,381 | 49,416 | ||||||
|
|
|
|
|
|||||
These Condensed Consolidated Statements of Operations should be read in conjunction with the Company’s Audited Consolidated Financial Statements and Notes for the year ended December 31, 2021 included in the Annual Report on Form 20-F. These Condensed Consolidated Balance Sheets represent the consolidation of all CNH Industrial N.V. subsidiaries.
7
CNH INDUSTRIAL N.V.
Condensed Consolidated Statement of Cash Flows for the years ended December 31, 2022 and 2021
(Unaudited, U.S.-GAAP)
| Years Ended December 31, | ||||||||
|
|
|
|||||||
| ($ million) | 2022 | 2021 | ||||||
|
|
|
|
|
|||||
| Net income (loss) |
2,039 | 1,760 | ||||||
| Less: Net income (loss) of Discontinued Operations |
— | (41 | ) | |||||
| Net income (loss) of Continuing Operations |
2,039 | 1,801 | ||||||
| Adjustments to reconcile net income (loss) from Continuing Operations to net cash provided by (used in) operating activities from Continuing Operations: | (1,482) | 1,397 | ||||||
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES FROM CONTINUING OPERATIONS |
557 | 3,198 | ||||||
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES FROM DISCONTINUED OPERATIONS |
— | 884 | ||||||
|
|
|
|
|
|||||
| TOTAL NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES |
557 | 4,082 | ||||||
|
|
|
|
|
|||||
| NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES FROM CONTINUING OPERATIONS |
(3,009) | (4,570) | ||||||
| NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES FROM DISCONTINUED OPERATIONS |
— | (431) | ||||||
|
|
|
|
|
|||||
| TOTAL NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES |
(3,009) | (5,001) | ||||||
|
|
|
|
|
|||||
| NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES FROM CONTINUING OPERATIONS |
1,964 | (1,399) | ||||||
| NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES FROM DISCONTINUED OPERATIONS |
— | (46) | ||||||
|
|
|
|
|
|||||
| TOTAL NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES |
1,964 | (1,445) | ||||||
|
|
|
|
|
|||||
| Effect of foreign exchange rate changes on cash and cash equivalents and restricted cash |
(228) | (403) | ||||||
| DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH |
(716) | (2,767) | ||||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF YEAR |
5,845 | 9,629 | ||||||
|
|
|
|
|
|||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD |
5,129 | 6,862 | ||||||
|
|
|
|
|
|||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD (Discontinued Operations) |
— | 1,017 | ||||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD (Continuing Operations) |
5,129 | 5,845 | ||||||
These Condensed Consolidated Statements of Operations should be read in conjunction with the Company’s Audited Consolidated Financial Statements and Notes for the year ended December 31, 2021 included in the Annual Report on Form 20-F. These Condensed Consolidated Statements of Cash Flows represent the consolidation of all CNH Industrial N.V. subsidiaries.
8
CNH INDUSTRIAL N.V.
Supplemental Statements of Operations for the three months ended December 31, 2022 and 2021
(Unaudited, U.S.-GAAP)
| Three Months Ended December 31, 2022 | Three Months Ended December 31, 2021 | |||||||||||||||||||||||||||||||||||
| ($ million) | Industrial Activities(1) |
Financial Services |
Eliminations | Consolidated | Industrial Activities(1) |
Financial Services |
Eliminations | Consolidated | ||||||||||||||||||||||||||||
| Revenues |
||||||||||||||||||||||||||||||||||||
| Net sales |
6,352 | — | — | 6,352 | 4,994 | — | — | 4,994 | ||||||||||||||||||||||||||||
| Finance, interest, and other income |
43 | 577 | (29) | (2) | 591 | 16 | 478 | (8) | (2) | 486 | ||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||
| TOTAL REVENUES |
6,395 | 577 | (29) | 6,943 | 5,010 | 478 | (8) | 5,480 | ||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||
| Costs and Expenses |
||||||||||||||||||||||||||||||||||||
| Cost of goods sold |
4,978 | — | — | 4,978 | 4,045 | — | — | 4,045 | ||||||||||||||||||||||||||||
| Selling, general and administrative expenses | 462 | 66 | — | 528 | 391 | 40 | — | 431 | ||||||||||||||||||||||||||||
| Research and development expenses |
257 | — | — | 257 | 189 | — | — | 189 | ||||||||||||||||||||||||||||
| Restructuring expenses |
12 | — | — | 12 | 14 | — | — | 14 | ||||||||||||||||||||||||||||
| Interest expense |
65 | 208 | (29) | (3) | 244 | 42 | 98 | (8) | (3) | 132 | ||||||||||||||||||||||||||
| Other, net |
(14) | 213 | — | 199 | 114 | 232 | — | 346 | ||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||
| TOTAL COSTS AND EXPENSES |
5,760 | 487 | (29) | 6,218 | 4,795 | 370 | (8) | 5,157 | ||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||
| INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND EQUITY IN INCOME OF UNCONSOLIDATED SUBSIDIARIES AND AFFILIATES | 635 | 90 | — | 725 | 215 | 108 | — | 323 | ||||||||||||||||||||||||||||
| Income tax (expense) benefit |
(149) | (19) | — | (168) | 142 | (24) | — | 118 | ||||||||||||||||||||||||||||
| Equity in income (loss) of unconsolidated subsidiaries and affiliates | 31 | 4 | — | 35 | 17 | 6 | — | 23 | ||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||
| NET INCOME (LOSS) Continuing Operations | 517 | 75 | — | 592 | 374 | 90 | — | 464 | ||||||||||||||||||||||||||||
| NET INCOME (LOSS) Discontinued Operations | — | — | — | — | (179) | 22 | — | (157) | ||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||
| NET INCOME (LOSS) |
517 | 75 | — | 592 | 195 | 112 | — | 307 | ||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||
| (1) | Industrial Activities represents the enterprise without Financial Services. Industrial Activities includes the Company’s Agriculture and Construction segments, and other corporate assets, liabilities, revenues and expenses not reflected within Financial Services. |
| (2) | Elimination of Financial Services’ interest income earned from Industrial Activities. |
| (3) | Elimination of Industrial Activities’ interest expense to Financial Services. |
9
CNH INDUSTRIAL N.V.
Supplemental Statements of Operations for the years ended December 31, 2022 and 2021
(Unaudited, U.S.-GAAP)
| Year Ended December 31, 2022 | Year Ended December 31, 2021 | |||||||||||||||||||||||||||||||||||||||
| ($ million) | Industrial Activities(1) |
Financial Services |
Eliminations | Consolidated | Industrial Activities(1) |
Financial Services |
Eliminations | Consolidated | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| Revenues | ||||||||||||||||||||||||||||||||||||||||
| Net sales | 21,541 | — | — | 21,541 | 17,802 | — | — | 17,802 | ||||||||||||||||||||||||||||||||
| Finance, interest and other income | 95 | 1,996 | (81) | (2) | 2,010 | 59 | 1,672 | (37) | (2) | 1,694 | ||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| TOTAL REVENUES | 21,636 | 1,996 | (81) | 23,551 | 17,861 | 1,672 | (37) | 19,496 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| Costs and Expenses | ||||||||||||||||||||||||||||||||||||||||
| Cost of goods sold | 16,797 | — | — | 16,797 | 14,109 | — | — | 14,109 | ||||||||||||||||||||||||||||||||
| Selling, general and administrative expenses | 1,549 | 203 | — | 1,752 | 1,327 | 127 | — | 1,454 | ||||||||||||||||||||||||||||||||
| Research and development expenses | 866 | — | — | 866 | 642 | — | — | 642 | ||||||||||||||||||||||||||||||||
| Restructuring expenses | 31 | — | — | 31 | 35 | — | — | 35 | ||||||||||||||||||||||||||||||||
| Interest expense | 214 | 601 | (81) | (3) | 734 | 177 | 409 | (37) | (3) | 549 | ||||||||||||||||||||||||||||||
| Other, net | (55) | 744 | — | 689 | 73 | 695 | — | 768 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| TOTAL COSTS AND EXPENSES | 19,402 | 1,548 | (81) | 20,869 | 16,363 | 1,231 | (37) | 17,557 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND EQUITY IN INCOME OF UNCONSOLIDATED SUBSIDIARIES AND AFFILIATES | 2,234 | 448 | — | 2,682 | 1,498 | 441 | — | 1,939 | ||||||||||||||||||||||||||||||||
| Income tax (expense) benefit | (622) | (125) | — | (747) | (122) | (107) | — | (229) | ||||||||||||||||||||||||||||||||
| Equity in income (loss) of unconsolidated subsidiaries and affiliates | 89 | 15 | — | 104 | 76 | 15 | — | 91 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| NET INCOME (LOSS) Continuing Operations | 1,701 | 338 | — | 2,039 | 1,452 | 349 | — | 1,801 | ||||||||||||||||||||||||||||||||
| NET INCOME (LOSS) Discontinued Operations | — | — | — | — | (112) | 71 | — | (41) | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| NET INCOME (LOSS) | 1,701 | 338 | — | 2,039 | 1,340 | 420 | — | 1,760 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| (1) | Industrial Activities represents the enterprise without Financial Services. Industrial Activities includes the Company’s Agriculture and Construction segments, and other corporate assets, liabilities, revenues and expenses not reflected within Financial Services. |
| (2) | Elimination of Financial Services’ interest income earned from Industrial Activities. |
| (3) | Elimination of Industrial Activities’ interest expense to Financial Services. |
10
CNH INDUSTRIAL N.V.
Supplemental Balance Sheets as of December 31, 2022 and December 31, 2021
(Unaudited, U.S.-GAAP)
| December 31, 2022 | December 31, 2021 | |||||||||||||||||||||||||||||||||||||||
| ($ million) | Industrial Activities(1) |
Financial Services |
Eliminations | Consolidated | Industrial Activities(1) |
Financial Services |
Eliminations | Consolidated | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| ASSETS |
||||||||||||||||||||||||||||||||||||||||
| Cash and cash equivalents | 3,802 | 574 | — | 4,376 | 4,386 | 658 | — | 5,044 | ||||||||||||||||||||||||||||||||
| Restricted cash | 158 | 595 | — | 753 | 128 | 673 | — | 801 | ||||||||||||||||||||||||||||||||
| Financing receivables, net | 898 | 19,313 | (951) | (2) | 19,260 | 199 | 15,508 | (331) | (2) | 15,376 | ||||||||||||||||||||||||||||||
| Receivables from Iveco Group N.V. | 234 | 64 | — | 298 | — | — | — | — | ||||||||||||||||||||||||||||||||
| Inventories, net | 4,798 | 13 | — | 4,811 | 4,187 | 29 | — | 4,216 | ||||||||||||||||||||||||||||||||
| Property, plant and equipment, net and equipment on operating lease | 1,561 | 1,473 | — | 3,034 | 1,504 | 1,709 | — | 3,213 | ||||||||||||||||||||||||||||||||
| Intangible assets, net | 4,287 | 164 | — | 4,451 | 4,255 | 162 | — | 4,417 | ||||||||||||||||||||||||||||||||
| Other receivables and assets | 2,141 | 477 | (220) | (3) | 2,398 | 2,656 | 345 | (198) | (3) | 2,803 | ||||||||||||||||||||||||||||||
| Assets held for distribution | — | — | — | — | 9,814 | 4,543 | (811) | 13,546 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| TOTAL ASSETS | 17,879 | 22,673 | (1,171) | 39,381 | 27,129 | 23,627 | (1,340) | 49,416 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| LIABILITIES AND EQUITY | ||||||||||||||||||||||||||||||||||||||||
| Debt | 4,972 | 18,941 | (951) | (2) | 22,962 | 5,485 | 15,743 | (331) | (2) | 20,897 | ||||||||||||||||||||||||||||||
| Payables to Iveco Group N.V. | 5 | 151 | — | 156 | 334 | 168 | — | 502 | ||||||||||||||||||||||||||||||||
| Other payables and liabilities | 8,211 | 1,296 | (220) | (3) | 9,287 | 8,426 | 1,044 | (198) | (3) | 9,272 | ||||||||||||||||||||||||||||||
| Liabilities held for distribution | — | — | — | — | 8,985 | 3,718 | (811) | 11,892 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| Total Liabilities | 13,188 | 20,388 | (1,171) | 32,405 | 23,230 | 20,673 | (1,340) | 42,563 | ||||||||||||||||||||||||||||||||
| Redeemable noncontrolling interest | 49 | — | — | 49 | 45 | — | — | 45 | ||||||||||||||||||||||||||||||||
| Equity | 4,642 | 2,285 | — | 6,927 | 3,854 | 2,954 | — | 6,808 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| TOTAL LIABILITIES AND EQUITY | 17,879 | 22,673 | (1,171) | 39,381 | 27,129 | 23,627 | (1,340) | 49,416 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| (1) | Industrial Activities represents the enterprise without Financial Services. Industrial Activities includes the Company’s Agriculture and Construction segments, and other corporate assets, liabilities, revenues and expenses not reflected within Financial Services. |
| (2) | This item includes the elimination of receivables/payables between Industrial Activities and Financial Services. |
| (3) | This item primarily represents the reclassification of deferred tax assets/liabilities in the same taxing jurisdiction and elimination of intercompany activity between Industrial Activities and Financial Services. |
11
CNH INDUSTRIAL N.V.
Supplemental Statements of Cash Flows for the years ended December 31, 2022 and 2021
(Unaudited, U.S.-GAAP)
|
|
|
|||||||||||||||||||||||||||||||||||||||
| Year ended December 31, 2022 | Year ended December 31, 2021 | |||||||||||||||||||||||||||||||||||||||
| ($ million) | Industrial Activities(1) |
Financial Services |
Eliminations | (3) | Consolidated | Industrial Activities(1) |
Financial Services |
Eliminations | (3) | Consolidated | ||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| Net income (loss) | 1,701 | 338 | — | 2,039 | 1,340 | 420 | — | 1,760 | ||||||||||||||||||||||||||||||||
| Less: Net income (loss) of Discontinued Operations |
— | — | — | — | (112) | 71 | — | (41) | ||||||||||||||||||||||||||||||||
| Net income (loss) of Continuing Operations | 1,701 | 338 | — | 2,039 | 1,452 | 349 | — | 1,801 | ||||||||||||||||||||||||||||||||
| Adjustments to reconcile net income (loss) from Continuing Operations to net cash provided by (used in) operating activities from Continuing Operations: |
304 | (1,598) | (188) | (2) | (1,482) | 799 | 909 | (311) | (2) | 1,397 | ||||||||||||||||||||||||||||||
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES FROM CONTINUING OPERATIONS | 2,005 | (1,260) | (188) | 557 | 2,251 | 1,258 | (311) | 3,198 | ||||||||||||||||||||||||||||||||
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES FROM DISCONTINUED OPERATIONS | — | — | — | — | 856 | 31 | (3) | 884 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| TOTAL NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 2,005 | (1,260) | (188) | 557 | 3,107 | 1,289 | (314) | 4,082 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES FROM CONTINUING OPERATIONS | (1,653) | (1,394) | 38 | (3,009) | (3,347) | (1,233) | 10 | (4,570) | ||||||||||||||||||||||||||||||||
| NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES FROM DISCONTINUED OPERATIONS | — | — | — | — | (523) | 87 | 5 | (431) | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| TOTAL NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES | (1,653) | (1,394) | 38 | (3,009) | (3,870) | (1,146) | 15 | (5,001) | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES FROM CONTINUING OPERATIONS | (691) | 2,505 | 150 | 1,964 | (1,629) | (69) | 299 | (1,399) | ||||||||||||||||||||||||||||||||
| NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES FROM DISCONTINUED OPERATIONS | — | — | — | — | (16) | (30) | — | (46) | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| TOTAL NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES | (691) | 2,505 | 150 | (4) | 1,964 | (1,645) | (99) | 299 | (4) | (1,445) | ||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| Effect of foreign exchange rate changes on cash and cash equivalents and restricted cash | (215) | (13) | — | (228) | (372) | (31) | — | (403) | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (554) | (162) | — | (716) | (2,780) | 13 | — | (2,767) | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF YEAR | 4,514 | 1,331 | — | 5,845 | 8,116 | 1,513 | — | 9,629 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD | 3,960 | 1,169 | — | 5,129 | 5,336 | 1,526 | — | 6,862 | ||||||||||||||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD (DISCONTINUED OPERATIONS) | — | — | — | — | 822 | 195 | — | 1,017 | ||||||||||||||||||||||||||||||||
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD (CONTINUING OPERATIONS) | 3,960 | 1,169 | — | 5,129 | 4,514 | 1,331 | — | 5,845 | ||||||||||||||||||||||||||||||||
| (1) | Industrial Activities represents the enterprise without Financial Services. Industrial Activities includes the Company’s Agriculture and Construction segments, and other corporate assets, liabilities, revenues and expenses not reflected within Financial Services. |
| (2) | This item includes the elimination of dividends from Financial Services to Industrial Activities, which are included in Industrial Activities net cash used in operating activities. |
| (3) | This item includes the elimination of certain minor activities between Industrial Activities and Financial Services. |
| (4) | This item includes the elimination of paid in capital from Industrial Activities to Financial Services. |
12
Other Supplemental Financial Information
(Unaudited)
| Reconciliation of Consolidated Net Income to Adjusted EBIT of Industrial Activities by segment under U.S.-GAAP | ||||||||||||||||
| ($ million) | Three Months ended December 31, 2022 | |||||||||||||||
|
|
|
|||||||||||||||
| Agriculture | Construction | Unallocated items, eliminations and other |
Total | |||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Consolidated Net income |
592 | |||||||||||||||
| Less: Consolidated Income tax (expense) benefit |
(168) | |||||||||||||||
| Consolidated Income before taxes |
760 | |||||||||||||||
| Less: Financial Services |
||||||||||||||||
| Financial Services Net income |
75 | |||||||||||||||
| Financial Services Income taxes |
19 | |||||||||||||||
| Add back of the following Industrial Activities items: |
||||||||||||||||
| Interest expenses, net of interest income and eliminations |
22 | |||||||||||||||
| Foreign exchange (gains) losses, net |
45 | |||||||||||||||
| Finance and non-service component of Pension and other post-employment benefit costs(1) |
(12) | |||||||||||||||
| Adjustments for the following Industrial Activities items: |
||||||||||||||||
| Restructuring expenses |
5 | 7 | — | 12 | ||||||||||||
| Other discrete items(2) |
— | — | (53) | (53) | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted EBIT of Industrial Activities |
701 | 34 | (55) | 680 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Three Months ended December 31, 2021 | ||||||||||||||||
|
|
|
|||||||||||||||
| Agriculture | Construction | |
Unallocated items, eliminations and other |
|
Total | |||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Consolidated Net income |
307 | |||||||||||||||
| Less: Consolidated Net Income (loss) of Discontinued Operations |
(157) | |||||||||||||||
| Consolidated Net income (loss) of Continuing Operations |
464 | |||||||||||||||
| Less: Consolidated Income tax (expense) benefit |
118 | |||||||||||||||
| Consolidated Income (loss) before taxes (continuing operations) |
346 | |||||||||||||||
| Less: Financial Services |
||||||||||||||||
| Financial Services Net income |
90 | |||||||||||||||
| Financial Services Income taxes |
24 | |||||||||||||||
| Add back of the following Industrial Activities items: |
||||||||||||||||
| Interest expenses, net of interest income and eliminations |
26 | |||||||||||||||
| Foreign exchange (gains) losses, net |
7 | |||||||||||||||
| Finance and non-service component of Pension and other post-employment benefit costs(1) |
(41) | |||||||||||||||
| Adjustments for the following Industrial Activities items: |
||||||||||||||||
| Restructuring expenses |
12 | 2 | — | 14 | ||||||||||||
| Other discrete items(2) |
— | — | 140 | 140 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted EBIT of Industrial Activities |
414 | 20 | (56) | 378 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| (1) | In the three months ended December 31, 2022, this item includes the pre-tax gain of $6 million as a result of the amortization over the 4 years of the $101 million positive impact from the 2021 modifications of a healthcare plan in the U.S. In the three months ended December 31, 2021, this item includes the pre-tax gain of $29 million as a result of the 2018 modification of a healthcare plan in the U.S. and a pre-tax gain of $5 million as a result of the amortization over 4 years of the $101 million positive impact from 2021 modifications of a healthcare plan in the U.S. |
| (2) | In the three months ended December 31, 2022, this item included a $65 million gain on the sale of our Canada parts depot, partially offset by $12 million of separation costs incurred in connection with our spin-off of the Iveco Group Business. In the three months ended December 31, 2021, this item also includes $101 million separation and transaction costs incurred in connection with the spin-off of the Iveco Group Business (the Demerger), a charge of $51 million for the transaction costs related to the acquisition of Raven Industries, Inc., as well as a gain of $12 million for the fair value adjustment of Monarch Tractor investment. |
13
Other Supplemental Financial Information
(Unaudited)
| Reconciliation of Consolidated Net Income to Adjusted EBIT of Industrial Activities by segment under US-GAAP | ||||||||||||||||
| ($ million) | Year Ended December 31, 2022 | |||||||||||||||
|
|
|
|||||||||||||||
| Agriculture | Construction | Unallocated items, eliminations and other |
Total | |||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Consolidated Net income |
2,039 | |||||||||||||||
| Less: Consolidated Income tax (expense) benefit |
(747) | |||||||||||||||
| Consolidated Income before taxes |
2,786 | |||||||||||||||
| Less: Financial Services |
||||||||||||||||
| Financial Services Net income |
338 | |||||||||||||||
| Financial Services Income taxes |
125 | |||||||||||||||
| Add back of the following Industrial Activities items: |
||||||||||||||||
| Interest expenses, net of interest income and eliminations |
119 | |||||||||||||||
| Foreign exchange (gains) losses, net |
59 | |||||||||||||||
| Finance and non-service component of Pension and other post-employment benefit costs(1) |
(124) | |||||||||||||||
| Adjustments for the following Industrial Activities items: |
||||||||||||||||
| Restructuring expenses |
21 | 10 | — | 31 | ||||||||||||
| Other discrete items(2) |
— | — | 25 | 25 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted EBIT of Industrial Activities |
2,456 | 124 | (147) | 2,433 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Year Ended December 31, 2021 | ||||||||||||||||
|
|
|
|||||||||||||||
| Agriculture | Construction | |
Unallocated items, eliminations and other |
|
Total | |||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Consolidated Net income |
1,760 | |||||||||||||||
| Less: Consolidated Net Income (loss) of Discontinued Operations |
(41) | |||||||||||||||
| Consolidated Net income (loss) of Continuing Operations |
1,801 | |||||||||||||||
| Less: Consolidated Income tax (expense) benefit |
(229) | |||||||||||||||
| Consolidated Income (loss) before taxes (continuing operations) |
2,030 | |||||||||||||||
| Less: Financial Services |
||||||||||||||||
| Financial Services Net income |
349 | |||||||||||||||
| Financial Services Income taxes |
107 | |||||||||||||||
| Add back of the following Industrial Activities items: |
||||||||||||||||
| Interest expenses, net of interest income and eliminations |
118 | |||||||||||||||
| Foreign exchange (gains) losses, net |
1 | |||||||||||||||
| Finance and non-service component of Pension and other post-employment benefit costs(1) |
(143) | |||||||||||||||
| Adjustments for the following Industrial Activities items: |
||||||||||||||||
| Restructuring expenses |
20 | 15 | — | 35 | ||||||||||||
| Other discrete items(2) |
— | — | 178 | 178 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted EBIT of Industrial Activities |
1,810 | 90 | (137) | 1,763 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| (1) | In the year ended December 31, 2022, this item includes the pre-tax gain of $90 million as a result of the amortization over approximately 4.5 years of the $527 million positive impact from the 2018 modification of a healthcare plan in the U.S. and a pre-tax gain of $24 million as a result of the amortization over 4 years of the $101 million positive impact from the 2021 modifications of a healthcare plan in the U.S. In the year ended December 31, 2021, this item includes the pre-tax gain of $119 million as a result of the 2018 modification and a pre-tax gain of $5 million as a result of the amortization over 4 years of the $101 million positive impact from 2021 modifications of a healthcare plan in the U.S. |
| (2) | In the year ended December 31, 2022, this item included $43 million of asset write-downs, $25 million of separation costs incurred in a connection with our spin-off of the Iveco Group Business and $22 million of costs related to the activity of the Raven segments held for sale, including the loss on the sale of the Engineered Films and Aerostar divisions, partially offset by a $65 million dollar gain on the sale of our Canada parts depot. In the year ended December 31, 2021, this item included $133 million separation costs in connection with the spin-off of the Iveco Group business and a charge of $57 million for transaction costs related to the acquisition of Raven Industries, Inc., partially offset by a gain of $12 million for a fair value adjustment of Monarch Tractor investments. |
14
Other Supplemental Financial Information
(Unaudited)
| Reconciliation of Total (Debt) to Net Cash (Debt) under US-GAAP | ||||||||||||||||||||||||||||||||||
| ($ million) | Consolidated | Industrial Activities | Financial Services | |||||||||||||||||||||||||||||||
| December 31, 2022 |
December 31, 2021 |
December 31, 2022 |
December 31, 2021 |
December 31, 2022 |
December 31, 2021 |
|||||||||||||||||||||||||||||
| Third party (debt) |
(22,962) | (20,897) | (4,909) | (5,335) | (18,053) | (15,562) | ||||||||||||||||||||||||||||
| Intersegment notes payable |
— | — | (63) | (150) | (888) | (181) | ||||||||||||||||||||||||||||
| Payable to Iveco Group N.V.(4) |
(156) | (3,986) | (5) | (3,764) | (151) | (222) | ||||||||||||||||||||||||||||
| Total (Debt)(1) |
(23,118) | (24,883) | (4,977) | (9,249) | (19,092) | (15,965) | ||||||||||||||||||||||||||||
| Cash and cash equivalents |
4,376 | 5,044 | 3,802 | 4,386 | 574 | 658 | ||||||||||||||||||||||||||||
| Restricted cash |
753 | 801 | 158 | 128 | 595 | 673 | ||||||||||||||||||||||||||||
| Intersegment notes receivable |
— | — | 888 | 181 | 63 | 150 | ||||||||||||||||||||||||||||
| Receivables from Iveco Group N.V.(4) |
298 | 3,484 | 234 | 3,430 | 64 | 54 | ||||||||||||||||||||||||||||
| Other current financial assets(2) |
300 | 1 | 300 | 1 | — | — | ||||||||||||||||||||||||||||
| Derivatives hedging debt |
(43) | (3) | (43) | (3) | — | — | ||||||||||||||||||||||||||||
| Net Cash (Debt)(3) |
(17,434) | (15,556) | 362 | (1,126) | (17,796) | (14,430) | ||||||||||||||||||||||||||||
| (1) | Total (Debt) of Industrial Activities includes Intersegment notes payable to Financial Services of $63 million and $150 million as of December 31, 2022 and December 31, 2021, respectively. Total (Debt) of Financial Services includes Intersegment notes payable to Industrial Activities of $888 million and $181 million as of December 31, 2022 and December 31, 2021, respectively. |
| (2) | This item includes short-term deposits and investments towards high-credit rating counterparties. |
| (3) | The net intersegment receivable/(payable) balance recorded by Financial Services relating to Industrial Activities was ($825) million and ($31) million as of December 31, 2022 and December 31, 2021, respectively. |
| (4) | For December 31, 2021, this item is shown net on the CNH Industrial balance sheet. |
| Reconciliation of Cash and cash equivalents to Available liquidity under US-GAAP
|
||||||||||||||||||||||
| ($ million) | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | ||||||||||||||||||
| Cash and cash equivalents |
4,376 | 3,154 | 2,855 | 3,219 | ||||||||||||||||||
| Restricted cash |
753 | 660 | 729 | 842 | ||||||||||||||||||
| Undrawn committed facilities |
5,061 | 4,700 | 5,002 | 5,087 | ||||||||||||||||||
| Receivables from Iveco Group N.V. |
298 | 224 | 281 | 297 | ||||||||||||||||||
| Payables to Iveco Group N.V. |
(156) | (95) | (73) | (47) | ||||||||||||||||||
| Other current financial assets(1) |
300 | 2 | 1 | 1 | ||||||||||||||||||
| Available liquidity |
10,632 | 8,645 | 8,795 | 9,399 | ||||||||||||||||||
(1) This item includes short-term deposits and investments towards high-credit rating counterparties.
15
Other Supplemental Financial Information
(Unaudited)
| Change in Net Cash (Debt) of Industrial Activities under US-GAAP | ||||||||||||||||
| Years ended December 31, |
|
Three Months ended December 31, | ||||||||||||||
| 2022 | 2021 | ($ million) |
2022 | 2021 | ||||||||||||
| (1,126) | (893) | Net Cash (Debt) of Industrial Activities at beginning of period | (1,272) | (125) | ||||||||||||
| 2,433 | 1,763 | Adjusted EBIT of Industrial Activities | 680 | 378 | ||||||||||||
| 325 | 293 | Depreciation and Amortization | 75 | 76 | ||||||||||||
| 6 | 2 | Depreciation of assets under operating leases | 4 | 1 | ||||||||||||
| (646) | (376) | Cash interest and taxes | (135) | (68) | ||||||||||||
| 395 | 395 | Changes in provisions and similar(1) | 101 | 134 | ||||||||||||
| (510) | 248 | Change in working capital | 1,457 | 904 | ||||||||||||
| (456) | (360) | Investments in property, plant and equipment, and intangible assets | (213) | (165) | ||||||||||||
| 49 | (37) | Other changes | 80 | (35) | ||||||||||||
| 1,596 | 1,928 | Free cash flow of Industrial Activities – Continuing operations | 2,049 | 1,225 | ||||||||||||
| (576) | (188) | Capital increases and dividends(2) | (44) | (4) | ||||||||||||
| 468 | (1,973) | Currency translation differences and other(3) | (371) | (2,222) | ||||||||||||
| 1,488 | (233) | Change in Net Cash (Debt) of Industrial Activities – Continuing operations | 1,634 | (1,001) | ||||||||||||
|
|
|
|
|
|||||||||||||
| 362 | (1,126) | Net Cash (Debt) of Industrial Activities at end of period | 362 | (1,126) | ||||||||||||
|
|
|
|
|
|||||||||||||
| (1) | Including other cash flow items related to operating lease. |
| (2) | In the three months and years ended December 31, 2022, this item also includes share buy-back transactions. |
| (3) | In the year ended December 31, 2022 this item also includes the proceed of Raven Engineered Films Division for $350 million. In the year ended December 31, 2021, this item includes the cash out of $2,246 million for the acquisition of the 100% interest in Raven and $86 million for the acquisition of the 90% interest in Sampierana, as well as the charge of $8 million related to the repurchase of notes. |
| Reconciliation of Net cash provided by (used in) Operating Activities to Free cash flow of Industrial Activities under US-GAAP | ||||||||||||||||
| Years ended December 31, |
|
Three Months ended December 31, | ||||||||||||||
| 2022 | 2021 | ($ million) |
2022 | 2021 | ||||||||||||
| 557 | 3,198 | Net cash provided by (used in) Operating Activities (Continuing Operations) | 1,443 | 1,724 | ||||||||||||
| 1,448 | (947) | Cash flows from Operating Activities of Financial Services net of eliminations | 744 | (399) | ||||||||||||
| 19 | 93 | Change in derivatives hedging debt of Industrial Activities and other | 2 | 101 | ||||||||||||
| (21) | (19) | Investments in assets sold under operating lease assets of Industrial Activities | (7) | (1) | ||||||||||||
| (456) | (360) | Investments in property, plant and equipment, and intangible assets of Industrial Activities | (213) | (165) | ||||||||||||
| 49 | (37) | Other changes(1) | 80 | (35) | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| 1,596 | 1,928 | Free cash flow of Industrial Activities | 2,049 | 1,225 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| (1) | This item primarily includes change in intersegment financial receivables and capital increases in intersegment investments. |
16
Other Supplemental Financial Information
(Unaudited)
| Reconciliation of Adjusted net income and Adjusted income tax (expense) benefit to Net income (loss) and Income tax (expense)
benefit and calculation of Adjusted diluted EPS and Adjusted ETR under US-GAAP | ||||||||
| Years ended December 31, | Three Months ended December 31, | |||||||
|
|
|
| ||||||
| 2022 | 2021 | ($ million) | 2022 | 2021 | ||||
|
|
|
|
|
| ||||
| 2,039 |
1,801 | Net income (loss) – Continuing Operations |
592 | 464 | ||||
|
|
|
|
| |||||
| (41) |
97 | Adjustments impacting Income (loss) before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates (a) |
(46) | 120 | ||||
| 6 |
(151) | Adjustments impacting Income tax (expense) benefit (b) |
(60) | (159) | ||||
|
|
|
|
| |||||
| 2,004 |
1,747 | Adjusted net income (loss) |
486 | 425 | ||||
|
|
|
|
| |||||
| 1,994 |
1,738 | Adjusted net income (loss) attributable to CNH Industrial N.V. |
486 | 423 | ||||
| 1,362 |
1,361 | Weighted average shares outstanding – diluted (million) |
1,361 | 1,363 | ||||
|
|
|
|
| |||||
| 1.46 |
1.28 | Adjusted diluted EPS ($) |
0.36 | 0.31 | ||||
|
|
|
|
| |||||
| 2,682 |
1,939 | Income (loss) from continuing operations before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates |
725 | 323 | ||||
| (41) |
97 | Adjustments impacting Income (loss) before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates (a) |
(46) | 120 | ||||
|
|
|
|
| |||||
| 2,641 |
2,036 | Adjusted income (loss) from continuing operations before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates (A) |
679 | 443 | ||||
|
|
|
|
| |||||
| (747) |
(229) | Income tax (expense) benefit |
(168) | 118 | ||||
| 6 |
(151) | Adjustments impacting Income tax (expense) benefit (b) |
(60) | (159) | ||||
|
|
|
|
| |||||
| (741) |
(380) | Adjusted income tax (expense) benefit (B) |
(228) | (41) | ||||
|
|
|
|
| |||||
| 28.1% |
18.7% | Adjusted Effective Tax Rate (Adjusted ETR) (C=B/A) |
33.6% | 9.3% | ||||
| a) Adjustments impacting Income (loss) from continuing operations before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates |
||||||||
| 31 |
35 | Restructuring expenses |
12 | 14 | ||||
| — |
8 | Loss on repurchase of notes |
— | — | ||||
| (90) |
(119) | Pre-tax gain related to the 2018 modification of a healthcare plan in the U.S. |
— | (29) | ||||
| (24) |
(5) | Pre-tax gain related to the 2021 modification of a healthcare plan in the U.S. |
(6) | (5) | ||||
| 43 |
— | Asset write-down: Industrial Activities, Russia Operations |
— | — | ||||
| 17 |
— | Asset write-down: Financial Services, Russia Operations |
1 | — | ||||
| 25 |
133 | Spin related costs |
12 | 101 | ||||
| (65) |
— | Gain on sale of real estate |
(65) | — | ||||
| — |
(12) | Monarch Tractor investment fair value adjustment |
— | (12) | ||||
| — |
57 | Other discrete items |
— | 51 | ||||
| 22 |
— | Activity of the Raven Segments held for sale, including loss on sale of the Aerostar and Engineered Films Division |
— | — | ||||
|
|
|
|
| |||||
| (41) |
97 | Total |
(46) | 120 | ||||
|
|
|
|
| |||||
| b) Adjustments impacting Income tax (expense) benefit |
||||||||
| 61 |
10 | Tax effect of adjustments impacting Income (loss) before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates(1) |
(5) | 2 | ||||
| (55) |
(161) | Adjustment to valuation allowances on deferred tax assets |
(55) | (161) | ||||
|
|
|
|
| |||||
| 6 |
(151) | Total |
(60) | (159) | ||||
|
|
|
|
| |||||
| (1) | Includes $12 million of increase to the valuation allowances on historical deferred tax assets as a result of the suspension of operations in Russia. |
17
Other Supplemental Financial Information
(Unaudited)
| Reconciliation of Adjusted gross profit to gross profit under US-GAAP |
||||||||||||||
| Year ended December 31, |
|
Three Months ended December 31, | ||||||||||||
|
2022 |
2021 | ($ million) |
2022 | 2021 | ||||||||||
| 21,541 |
17,802 | Net Sales (A) |
6,352 | 4,994 | ||||||||||
| 16,797 |
14,109 | Cost of goods sold |
4,978 | 4,045 | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| 4,744 |
3,693 | Gross profit (B) |
1,374 | 949 | ||||||||||
| 41 |
— | Asset write down (Russia operations) |
2 | — | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| 4,785 |
3,693 | Adjusted gross profit (C) |
1,376 | 949 | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| 22.0% |
20.7% | Gross profit margin (B ÷ A) |
21.6% | 19.0% | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| 22.2% |
20.7% | Adjusted gross profit margin (C ÷ A) |
21.7% | 19.0% | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| Revenues by Segment under EU-IFRS |
||||||||||||||||||||||||
| Year ended December 31, |
|
Three Months ended December 31, | ||||||||||||||||||||||
|
2022 |
2021 | % Change | ($ million) |
2022 | 2021 | % Change | ||||||||||||||||||
| 17,969 |
14,754 | 21.8% | Agriculture |
5,369 | 4,168 | 28.8% | ||||||||||||||||||
| 3,572 |
3,081 | 15.9% | Construction |
983 | 844 | 16.5% | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
| 21,541 |
17,835 | 20.8% | Total Industrial Activities of Continuing Operations |
6,352 | 5,012 | 26.7 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
| 1,982 |
1,664 | 19.1% | Financial Services |
571 | 476 | 20.0% | ||||||||||||||||||
| (50) |
(25) | n.m. | Eliminations and other |
(17 | ) | (6) | n.m. | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
| 23,473 |
19,474 | 20.5% | Total of Continuing Operations |
6,906 | 5,482 | 26.0% | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
| Adjusted EBIT of Industrial Activities(1) by Segment under EU-IFRS |
||||||||||||||||||||
| Three Months ended December 31, | ||||||||||||||||||||
| 2022 | 2021 | $ Change | 2022 adjusted EBIT margin |
2021 adjusted EBIT margin |
||||||||||||||||
| Agriculture |
716 | 425 | 291 | 13.3% | 10.2% | |||||||||||||||
| Construction |
38 | 19 | 19 | 3.9% | 2.3% | |||||||||||||||
| Unallocated items, eliminations and other |
(49) | (57) | 8 | — | — | |||||||||||||||
|
|
|
|||||||||||||||||||
| Adjusted EBIT of Industrial Activities of Continuing Operations | 705 | 387 | 318 | 11.1% | 7.7% | |||||||||||||||
|
|
|
|||||||||||||||||||
| (1) This item is a non-GAAP financial measure. Refer to the “Non-GAAP Financial Information” section of this press release for information regarding non-GAAP financial measures. |
| |||||||||||||||||||
|
Adjusted EBIT of Industrial Activities(1) by Segment under EU-IFRS |
||||||||||||||||||||
| Year ended December 31, | ||||||||||||||||||||
| 2022 | 2021 | $ Change | 2022 adjusted EBIT margin |
2021 adjusted EBIT margin |
||||||||||||||||
| Agriculture |
2,460 | 1,794 | 666 | 13.7% | 12.2% | |||||||||||||||
| Construction |
119 | 83 | 36 | 3.3% | 2.7% | |||||||||||||||
| Unallocated items, eliminations and other |
(143) | (148) | 5 | — | — | |||||||||||||||
|
|
|
|||||||||||||||||||
| Adjusted EBIT of Industrial Activities of Continuing Operations | 2,436 | 1,729 | 707 | 11.3% | 9.7% | |||||||||||||||
|
|
|
|||||||||||||||||||
| (1) | This item is a non-GAAP financial measure. Refer to the “Non-GAAP Financial Information” section of this press release for information regarding non-GAAP financial measures. |
18
Other Supplemental Financial Information
(Unaudited)
| Other key data under EU-IFRS
|
||||||||||||||||
| December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | |||||||||||||
| Total Assets |
40,075 | 36,579 | 36,403 | 37,272 | ||||||||||||
| Total Equity |
7,559 | 6,965 | 6,428 | 6,258 | ||||||||||||
| Equity attributable to CNH Industrial N.V. |
7,559 | 6,962 | 6,421 | 6,251 | ||||||||||||
| Net Cash (Debt) of CNH Industrial |
(17,940) | (17,392) | (17,422) | (17,454) | ||||||||||||
| of which Net Cash (Debt) of Industrial Activities(1) |
114 | (1,571) | (1,892) | (2,452) | ||||||||||||
| Net Income of Financial Services |
319 | 240 | 159 | 73 | ||||||||||||
| (1) | This item is a non-GAAP financial measure. Refer to the “Non-GAAP Financial Information” section of this press release for information regarding non-GAAP financial measures. |
| Net income (loss) reconciliation US-GAAP to EU-IFRS |
||||||||||||||
| Year ended December 31, |
|
Three Months ended December 31, | ||||||||||||
|
2022 |
2021 | ($ million) |
2022 | 2021 | ||||||||||
| 2,039 |
1,801 | Net income (loss) in accordance with U.S. GAAP |
592 | 464 | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| Adjustments to conform with EU-IFRS: |
||||||||||||||
| (8) |
(31) | Development costs |
15 | 3 | ||||||||||
| (143) |
(77) | Other adjustments(1) |
(6) | 27 | ||||||||||
| (11) |
(7) | Tax impact on adjustments and other income tax differences |
(31) | (37) | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| (162) |
(115) | Total adjustments |
(22) | (7) | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| 1,877 |
1,686 | Profit (loss) in accordance with EU-IFRS |
570 | 457 | ||||||||||
|
|
|
|
|
|
|
|
||||||||
| (1) | This item also includes the different accounting impacts from the modifications of a healthcare plan in the U.S. |
| Total Equity reconciliation US-GAAP to EU-IFRS |
||||||||||||||||
| December 31, 2022 | September 30, 2022 | June 30, 2022 | March 30, 2022 | |||||||||||||
|
|
|
|||||||||||||||
| Total Equity under U.S. GAAP |
6,927 | 6,357 | 5,794 | 5,609 | ||||||||||||
|
|
|
|||||||||||||||
| Adjustments to conform with EU-IFRS: |
||||||||||||||||
| Development costs |
763 | 719 | 751 | 783 | ||||||||||||
| Other adjustments |
39 | 59 | 45 | 41 | ||||||||||||
| Tax impact on adjustments and other income tax differences |
(170) | (170) | (162) | (175) | ||||||||||||
| Total adjustments |
632 | 608 | 634 | 649 | ||||||||||||
|
|
|
|||||||||||||||
| Total Equity under EU-IFRS |
7,559 | 6,965 | 6,428 | 6,258 | ||||||||||||
|
|
|
|||||||||||||||
19
Other Supplemental Financial Information
(Unaudited)
Translation of financial statements denominated in a currency other than the U.S. dollar
The principal exchange rates used to translate into U.S. dollars the financial statements prepared in currencies other than the U.S. dollar were as follows:
| Average 2022 | At December 31, 2022 | Average 2021 | At December 31, 2021 | |||||||||||||||||
| Euro |
0.950 | 0.938 | 0.845 | 0.883 | ||||||||||||||||
| Pound sterling |
0.810 | 0.832 | 0.727 | 0;742 | ||||||||||||||||
| Swiss franc |
0.954 | 0.923 | 0.914 | 0.912 | ||||||||||||||||
| Polish zloty |
4.451 | 4.397 | 3.860 | 4.059 | ||||||||||||||||
| Brazilian real |
5.165 | 5.220 | 5.392 | 5.571 | ||||||||||||||||
| Canadian dollar |
1.301 | 1.354 | 1.254 | 1.271 | ||||||||||||||||
| Turkish lira |
16.531 | 18.707 | 8.888 | 13.450 | ||||||||||||||||
| Condensed Consolidated Income Statement for the three months and Years ended December 31, 2022 and 2021 |
||||||||||||||||
| (Unaudited, EU-IFRS) | Three Months Ended December 31, | Years Ended December 31, | ||||||||||||||
| ($ million) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
| Net revenues |
6,906 | 5,482 | 23,473 | 19,474 | ||||||||||||
| Cost of sales |
5,400 | 4,393 | 18,167 | 15,231 | ||||||||||||
| Selling, general and administrative costs |
498 | 419 | 1,678 | 1,425 | ||||||||||||
| Research and development costs |
244 | 187 | 881 | 677 | ||||||||||||
| Result from investments: |
||||||||||||||||
| Share of the profit/(loss) of investees accounted for using the equity method |
36 | 23 | 108 | 92 | ||||||||||||
| Restructuring costs |
15 | 12 | 34 | 36 | ||||||||||||
| Other income/(expenses) |
54 | (78) | (9) | (124) | ||||||||||||
| Financial income/(expenses) |
(70) | (40) | (177) | (151) | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| PROFIT/(LOSS) BEFORE TAXES |
769 | 376 | 2,635 | 1,922 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income tax (expense) benefit |
(199) | 81 | (758) | (236) | ||||||||||||
| PROFIT/(LOSS) FROM CONTINUING OPERATIONS |
570 | 457 | 1,877 | 1,686 | ||||||||||||
| PROFIT/(LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX |
— | (109) | — | 91 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| PROFIT/(LOSS) FOR THE PERIOD |
570 | 348 | 1,877 | 1,777 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS ATTRIBUTABLE TO: |
||||||||||||||||
| Owners of the parent |
570 | 455 | 1,867 | 1,677 | ||||||||||||
| Non-controlling interests |
— | 2 | 10 | 9 | ||||||||||||
| (in $) |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| BASIC EARNINGS/(LOSS) PER COMMON SHARE |
0.42 | 0.25 | 1.38 | 1.28 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Basic earnings/(loss) per common share from continuing operations |
0.42 | 0.34 | 1.38 | 1.24 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| DILUTED EARNINGS/(LOSS) PER COMMON SHARE |
0.42 | 0.25 | 1.37 | 1.28 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Diluted earnings/(loss) per common share from continuing operations |
0.42 | 0.33 | 1.37 | 1.23 | ||||||||||||
20
Other Supplemental Financial Information
(Unaudited)
| Condensed Consolidated Statement of Financial Position as of December 31, 2022 and December 31, 2021 | ||||||||
| (Unaudited, EU-IFRS) | ||||||||
| ($ million) | December 31, 2022 | December 31, 2021 | ||||||
| ASSETS |
||||||||
| Intangible assets |
5,172 | 5,159 | ||||||
| Property, plant and equipment and Leased assets |
3,281 | 3,435 | ||||||
| Inventories |
4,848 | 4,228 | ||||||
| Receivables from financing activities |
19,611 | 15,443 | ||||||
| Cash and cash equivalents |
5,129 | 5,845 | ||||||
| Other receivables and assets |
2,034 | 2,535 | ||||||
| Assets held for distribution(*) |
— | 14,477 | ||||||
|
|
|
|
|
|||||
| TOTAL ASSETS |
40,075 | 51,122 | ||||||
|
|
|
|
|
|||||
| EQUITY AND LIABILITIES |
||||||||
| Issued capital and reserves attributable to owners of the parent |
7,559 | 8,393 | ||||||
| Non-controlling interests |
— | 33 | ||||||
| Total Equity |
7,559 | 8,426 | ||||||
| Debt |
23,652 | 21,689 | ||||||
| Other payables and liabilities |
8,864 | 9,148 | ||||||
| Liabilities held for distribution(*) |
— | 11,859 | ||||||
| Total Liabilities |
32,516 | 42,696 | ||||||
|
|
|
|
|
|||||
| TOTAL EQUITY AND LIABILITIES |
40,075 | 51,122 | ||||||
|
|
|
|
|
|||||
| (*) | The 2021 data have been re-presented following the classification of the Iveco Group Business as Discontinued Operations for the year ended December 31, 2021, as requested by the IFRS 5 - Non-current assets held for sale and discontinued operations. |
| Condensed Consolidated Statement of Cash Flows for the years ended December 31, 2022 and 2021 | ||||||||
| (Unaudited, EU-IFRS) | ||||||||
| ($ million) | December 31, 2022 | December 31, 2021 | ||||||
| CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR |
5,845 | 9,629 | ||||||
| Profit/(loss) from Continuing Operations |
1,877 | 1,686 | ||||||
| Adjustment to reconcile profit/(loss) from Continuing Operation to cash flows from/(used in) operating activities from Continuing Operations |
627 | 989 | ||||||
| CASH FLOWS FROM/(USED IN) OPERATING ACTIVITIES FROM CONTINUING OPERATIONS |
2,504 | 2,675 | ||||||
| CASH FLOWS FROM/(USED IN) OPERATING ACTIVITIES FROM DISCONTINUED OPERATIONS |
— | 638 | ||||||
|
|
|
|
|
|||||
| TOTAL |
2,504 | 3,313 | ||||||
|
|
|
|
|
|||||
| CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES FROM CONTINUING OPERATIONS |
(5,255) | (4,001) | ||||||
| CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES FROM DISCONTINUED OPERATIONS |
— | (121) | ||||||
|
|
|
|
|
|||||
| TOTAL |
(5,255) | (4,122) | ||||||
|
|
|
|
|
|||||
| CASH FLOWS FROM/(USED IN) FINANCING ACTIVITIES FROM CONTINUING OPERATIONS |
2,268 | (1,447) | ||||||
| CASH FLOWS FROM/(USED IN) FINANCING ACTIVITIES FROM DISCONTINUED OPERATIONS |
— | (104) | ||||||
|
|
|
|
|
|||||
| TOTAL |
2,268 | (1,551) | ||||||
|
|
|
|
|
|||||
| Translation exchange differences |
(233) | (407) | ||||||
|
|
|
|
|
|||||
| TOTAL CHANGE IN CASH AND CASH EQUIVALENTS |
(716) | (2,767) | ||||||
|
|
|
|
|
|||||
| Less: |
||||||||
| CASH AND EQUIVALENTS AT END OF THE PERIOD – INCLUDED WITHIN ASSETS HELD FOR DISTRIBUTION AT THE END OF THE PERIOD |
— | (1,017) | ||||||
|
|
|
|
|
|||||
| CASH AND CASH EQUIVALENTS AT END OF THE PERIOD |
5,129 | 5,845 | ||||||
|
|
|
|
|
|||||
21
Q4 & FY 2022 RESULTS REVIEW February 2, 2023 Exhibit 99.2
Safe Harbor Statement and Disclosures All statements other than statements of historical fact contained in this presentation, including competitive strengths; business strategy; future financial position or operating results; budgets; projections with respect to revenue, income, earnings (or loss) per share, capital expenditures, dividends, liquidity, capital structure or other financial items; costs; and plans and objectives of management regarding operations and products, are forward-looking statements. Forward-looking statements also include statements regarding the future performance of CNH Industrial and its subsidiaries on a standalone basis. These statements may include terminology such as “may”, “will”, “expect”, “could”, “should”, “intend”, “estimate”, “anticipate”, “believe”, “outlook”, “continue”, “remain”, “on track”, “design”, “target”, “objective”, “goal”, “forecast”, “projection”, “prospects”, “plan”, or similar terminology. Forward-looking statements are not guarantees of future performance. Rather, they are based on current views and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside our control and are difficult to predict. If any of these risks and uncertainties materialize (or they occur with a degree of severity that the Company is unable to predict) or other assumptions underlying any of the forward-looking statements prove to be incorrect, including any assumptions regarding strategic plans, the actual results or developments may differ materially from any future results or developments expressed or implied by the forward-looking statements. Factors, risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements include, among others: economic conditions in each of our markets, including the significant uncertainty caused by the war in the Ukraine; the duration and economic, operational and financial impacts of the global COVID-19 pandemic; production and supply chain disruptions, including industry capacity constraints, material availability, and global logistics delays and constraints; the many interrelated factors that affect consumer confidence and worldwide demand for capital goods and capital goods-related products, changes in government policies regarding banking, monetary and fiscal policy; legislation, particularly pertaining to capital goods-related issues such as agriculture, the environment, debt relief and subsidy program policies, trade and commerce and infrastructure development; government policies on international trade and investment, including sanctions, import quotas, capital controls and tariffs; volatility in international trade caused by the imposition of tariffs, sanctions, embargoes, and trade wars; actions of competitors in the various industries in which we compete; development and use of new technologies and technological difficulties; the interpretation of, or adoption of new, compliance requirements with respect to engine emissions, safety or other aspects of our products; labor relations; interest rates and currency exchange rates; inflation and deflation; energy prices; prices for agricultural commodities and material price increases; housing starts and other construction activity; our ability to obtain financing or to refinance existing debt; price pressure on new and used equipment; the resolution of pending litigation and investigations on a wide range of topics, including dealer and supplier litigation, intellectual property rights disputes, product warranty and defective product claims, and emissions and/or fuel economy regulatory and contractual issues; security breaches, cybersecurity attacks, technology failures, and other disruptions to the information technology infrastructure of CNH Industrial and its suppliers and dealers; security breaches with respect to our products; our pension plans and other post-employment obligations; political and civil unrest; volatility and deterioration of capital and financial markets, including pandemics, terrorist attacks in Europe and elsewhere; our ability to realize the anticipated benefits from our business initiatives as part of our strategic plan; our failure to realize, or a delay in realizing, all of the anticipated benefits of our acquisitions, joint ventures, strategic alliances or divestitures and other similar risks and uncertainties, and our success in managing the risks involved in the foregoing. Reconciliations of non-GAAP measures to the most directly comparable GAAP measure are included in this presentation, which is available on our website at www.cnhindustrial.com. Forward-looking statements are based upon assumptions relating to the factors described in this presentation, which are sometimes based upon estimates and data received from third parties. Such estimates and data are often revised. Actual results may differ materially from the forward-looking statements as a result of a number of risks and uncertainties, many of which are outside CNH Industrial’s control. CNH Industrial expressly disclaims any intention or obligation to provide, update or revise any forward-looking statements in this presentation to reflect any change in expectations or any change in events, conditions or circumstances on which these forward-looking statements are based. Further information concerning CNH Industrial, including factors that potentially could materially affect CNH Industrial’s financial results, is included in CNH Industrial’s reports and filings with the U.S. Securities and Exchange Commission (“SEC”), the Autoriteit Financiële Markten (“AFM”) and Commissione Nazionale per le Società e la Borsa (“CONSOB”). All future written and oral forward-looking statements by CNH Industrial or persons acting on the behalf of CNH Industrial are expressly qualified in their entirety by the cautionary statements contained herein or referred to above.
2022 HIGHLIGHTS Revenue and cash flow enabled by continued strong demand and pricing Backlog reduction aided by modest supply chain improvements in Q4 Industrial Activities moved from Net Debt to Net Cash position ahead of plan Enhanced margin improvement initiatives launched Product and tech investments will fuel future profitable growth (1) Non-GAAP measures (definition and reconciliation in appendix) Revenues - $bn adj. EPS(1) - $ I.A. Net (Debt)/Cash(1) - $bn +21% improvement $1.6bn of Free Cash Flow(1) $2.0bn in adj. Net Income (1)
$701M adj. EBIT 13.1% adj. EBIT margin $5.4B Net Sales +29% Δ YoY Net sales up with double-digit increases in volume and pricing Q4 Gross margin +280 bps YoY to 23.1% Q4 Adj. EBIT margin +310 bps YoY Net promoter score (NPS) improved +5% vs 2021 AGRICULTURE Q4 22 $2.5B adj. EBIT 13.7% adj. EBIT margin $18.0B Net Sales +22% Δ YoY FY 22
$34M adj. EBIT 3.5% adj. EBIT margin $983M net sales +16% Δ YoY CONSTRUCTION Q4 22 $124M adj. EBIT 3.5% adj. EBIT margin $3.6B net sales +16% Δ YoY FY 22 Net sales up especially in Europe and South America Q4 Gross margin +100 bps YoY to 13.3% Q4 Adj. EBIT margin +110 bps YoY Sampierana acquisition providing growth and technology
TECHNOLOGY HIGHLIGHTS Our first Tech Day showcased CNH Industrial’s technology and sustainability strengths New Holland introduces driverless T8 Tractor with Raven Autonomy™ Case IH Quadtrac AFS Connect™ awarded ‘Farm Machine 2023’ prize at SIMA Most recent investments
ADDING VALUE THROUGH SUSTAINABILITY The use by CNH Industrial of any MSCI ESG Research LLC or its affiliates (“MSCI”) data, and the use of MSCI logos, trademarks, service marks or index names herein, do not constitute a sponsorship, endorsement, recommendation, or promotion of CNH Industrial by MSCI. MSCI services and data are the property of MSCI or its information providers, and are provided ‘as-is’ and without warranty. MSCI names and logos are trademarks or service marks of MSCI. Key Recognitions Innovative Products Our Commitment Be the sustainability leader in Agriculture and Construction Be accountable for our sustainability performance Be the employer of choice in our industries New Holland T6.180 Methane Tractor New Holland E15X Electric Power Mini Excavator
Q4 / FY 2022 | FINANCIAL HIGHLIGHTS (1) Non-GAAP measures (definition and reconciliation in appendix) Note: all figures for 2021 in this presentation refer to continuing operations Industrial Activities Consolidated Adjusted Diluted EPS(1) Available Liquidity(1) Adjusted Gross Margin(1) Free Cash Flow(1) Adjusted EBIT(1) Net Sales ($bn) 2021 2022 Δ YoY +27% +21% +2.7pp +1.5pp +80% +38% -17% +67% +14% +16% +0.1 Board to propose an annual cash dividend of €0.36 per common share for AGM approval
(1) Note: adj. EBIT is a Non-GAAP measures (definition and reconciliation in appendix) (2) Gross Margin calculated as Gross Profit divided by Revenues, as shown on slide 22 Note: Numbers may not add due to rounding Q4 2022 | INDUSTRIAL ACTIVITIES ADJ. EBIT (1) WALK AG CE 248 40 761 71 (599) (76) (71) (17) (81) 0 29 (4) AG 23.1% 13.1% CE 13.3% 3.5% Gross Margin(2) Adj EBIT Margin By Segment +2.8 p.p. +1.0 p.p. +3.1 p.p. +1.1 p.p. Note | Δ p.p. change vs. Q4 ‘21 ($mn) ADJ. EBIT(1) Q4’21 Vol. & Mix Pricing, Net Prod. Cost SG&A R&D FX | Other Unallocated, Elim. & Other ADJ. EBIT(1) Q4’22 10.7% 7.6%
Q4 / FY 2022 | FINANCIAL SERVICES (1) Including unconsolidated JVs (2) Return on Assets defined as: EBIT / average managed assets annualized ($mn) Delinquencies on Book (>30 Days) Profitability Ratios Managed Portfolio(*) & Retail Originations(*) Net Income Gross Margin / Average Assets on Book RoA(2) December 31, 2021 December 31, 2022 2020 2021 2022 2020 2021 2022 Retail Wholesale Operating Lease 27% 65% 8% 61% 33% 6% $20.2bn $23.8bn Q4’22 retail originations at $2.9bn, relatively flat YoY Managed portfolio(1) at $23.8bn, up $3.6bn YoY (up $4.0bn on a constant currency basis) 2021 2022 Δ YoY -3% -17%
Q4 2022 | INDUSTRIAL ACTIVITIES CHANGE IN NET (DEBT) / CASH(1) (1) Non-GAAP measures (definition and reconciliation in appendix) Note: Numbers may not add due to rounding Q4 2021 Q4 2022 Net (Debt) / Cash(1) I.A. Free Cash Flow(1) I.A. ($mn) I.A. Net Debt(1) Sept. 30, 2022 Adj. EBIT(1) D&A Cash Interest & Taxes Change in Working Capital Change in Provisions & others PP&E CapEx Other Changes Dividends & Equity Changes FX & Other I.A. Net Cash(1) Dec. 31, 2022 Share BB (37) Dividends (7) Free Cash Flow(1) of Industrial Activities 2,049 ($mn) Change in Working Capital Cash inflow Cash outflow 2.0 0.4 ($bn) 1.2 (1.1) Net (Debt) / Cash(1) & Free Cash Flow(1) by quarter Industrial Activities
CAPITAL ALLOCATION PRIORITIES Support growth and ensure shareholder returns, while maintaining a strong balance sheet ORGANIC GROWTH $1.3bn in combined R&D and capex investments in the year CREDIT RATING Current long-term ratings affirmed: Moody’s Baa2; S&P BBB and Fitch BBB+, improved after Iveco Group spin-off GROSS DEBT Gross Debt stable at constant currency; achieved net cash position in Q4 for I.A. SHAREHOLDER RETURNS $0.6bn in dividends and share buybacks in 2022 Board to propose annual cash dividend of $0.5bn or €0.36 per share at the 2023 AGM INORGANIC GROWTH Sufficient liquidity for M&A & CNH Industrial Ventures investments
FY 2023 ESTIMATES | INDUSTRY UNIT PERFORMANCE VS. FY 2022 Note: Total Industry Volume % change FY 2023 vs. FY 2022 reflecting aggregate for key markets where Company competes. (1) Regional split definition in the slide “Geographic information” NORTH AMERICA(1) EMEA(1) SOUTH AMERICA(1) APAC(1) 0-140 HP Tractors (5%) – flat flat flat (5%) – flat 140+ Large Tractors 5% – 10% Combines flat – 5% flat flat (5%) – flat Light (5%) – flat (10%) – (5%) (10%) – (5%) flat – 5% Heavy (5%) – flat (10%) – (5%) (5%) – flat 5%
(1) Net Sales outlook reflecting full-year €/$ exchange rate average of 1.05 (2) Non-GAAP measures (definition in appendix) FY 2023 GUIDANCE INDUSTRIAL ACTIVITIES INDUSTRIAL ACTIVITIES Net Sales(1) +6% to +10% vs. 2022 SG&A up <5% vs. 2022 Free Cash Flow(2) $1.3bn to $1.5bn R&D ~ $1.6bn CapEx
UPDATE ON MOVE TO SINGLE LISTING Dual listing adopted in 2013, when NYSE-listed CNH Global merged with Milan-listed Fiat Industrial to form CNH Industrial CNH Industrial is now a focused agriculture and construction leader following the spin-off of Iveco Group Targeting sole trading on NYSE by early 2024 Evolution of regulatory framework needed to allow smooth delisting; alternative route available No change in incorporation or tax domicile Further profile simplification Enhanced trading liquidity Improved peer comparability Passive investor opportunities Administrative cost savings Process Key Benefits
Strong orders & momentum; macro uncertainty remains Continued ramp-up of R&D & tech investments Raven impact accelerates Inflation & supply chain moderately improving Margin improvement programs yielding results 2023 PRIORITIES & OUTLOOK
APPENDIX
2023 CNH INDUSTRIAL FINANCIAL CALENDAR Shareholders’ Annual General Meeting Results release conference call Q1 results May 5 March April May June July August September October November December Q2 results July 28 A.G.M. April 14 Q3 results November 7
FY 2022 | UNIT PERFORMANCE VS. FY 2021 NOTE: Total Industry Volume % change 2022 vs. 2021 reflecting aggregate for key markets where Company competes. (1) Regional split definition in the slide “Geographic information” (2) One-time spike related to China emission (III) change deadline of Dec. 2022 (3) YoY change for orders to be built as of end of December 2022 NORTH AMERICA(1) EMEA(1) SOUTH AMERICA(1) APAC(1) 0-140 HP Tractors (14%) (7%) 3% 5% 140+ Large Tractors 4% Combines 15% (16%) (1%) 50%(2) Light (4%) 1% 23% (22%) Heavy 8% 3% 16% (23%) Industry Company TRACTORS COMBINES LIGHT Heavy Order Book(3) down ~20% Order Book(3) down ~20% Order Book(3) down ~10% Order Book(3) down ~20% Company Inventory Dealer Inventory Retail Production
Q4 2022 Q4 2021 Δ YoY FY 2022 FY 2021 Δ YoY U.S. GAAP Revenues 6.943 5,480 +27% 23,551 19,496 +21% Net Sales | Industrial Activities 6,352 4,994 +27% 21,541 17,802 +21% Net Income 592 464 +128 2,039 1,801 +238 Diluted EPS ($) 0.43 0.34 +0.9 1.49 1.32 +0.17 Non – GAAP (1) Net Sales | Industrial Activities @CC(2) 6,555 4,994 +31% 22,167 17,802 +25% Adjusted EBIT | Industrial Activities 680 378 +80% 2,433 1,763 +38% Adjusted EBIT Margin | Industrial Activities 10.7% 7.6% +310 bps 11.3% 9.9% +140 bps Adjusted income (loss) before income tax benefit (expense) and equity in income of unconsolidated subsidiaries and affiliates 679 443 +53% 2,641 2,036 +30% Adjusted Effective Tax Rate 34% 9% +25 pp 28% 19% +9 pp Adjusted Net Income 486 425 +61 2,004 1,747 +257 Adjusted net income attributable to CNH Industrial N.V. 486 423 +63 1,994 1,738 +256 Weighted average shares outstanding – diluted (million) 1,361 1,363 (2) 1,362 1,361 +1 Adjusted Diluted EPS ($) 0.36 0.31 +0.05 1.46 1.28 +0.18 Free Cash Flow | Industrial Activities 2,049 1,225 +824 1,596 1,928 (332) 31-Dec-22 31-Dec-21 Δ Net Industrial Cash (Debt) ($mn) 362 (1,126) +132% Available Liquidity ($mn) 10,632 10,521 +1% Q4 / FY 2022 | Financial Summary (1) Non-GAAP measures: definition in slide “Non-GAAP Financial Measures”; reconciliation in “Reconciliations” section (2) @CC means at constant currency Note: Numbers may not add due to rounding ($mn)
Q4 2022 | Industrial activities net sales (1) Net Sales | Excluding Other Activities, Unallocated Items and Adjustment & Eliminations (2) @CC means at constant currency AG CE Industrial Activities (1) $5,369mn $983mn $6,352mn +29% YoY +34% @CC(2) +16% YoY +19% @CC(2) +27% YoY +31% @CC(2) By Region as reported By Region as reported By Region as reported By Product as reported By Product as reported By Segment as reported Q4 2022 Q4 2021 AG Industrial Activities(1) CE
Q4 / FY 2022 | Financials by segment Revenues Gross Profit Gross Margin Adj. EBIT(1) Adj. EBIT Margin(1) Q4 22 Q4 21 Q4 22 Q4 21 Q4 22 Q4 21 Q4 22 Q4 21 Q4 22 Q4 21 Agriculture 5,369 4,150 1,238 844 23.1% 20.3% 701 414 13.1% 10.0% Construction Equip. 983 844 131 104 13.3% 12.3% 34 20 3.5% 2.4% Elimination & Other - - 5 1 (55) (56) Industrial Activities 6,352 4,994 1,374 949 21.6% 19.0% 680 378 10.7% 7.6% Financial Services 577 478 Elimination & Other 14 8 TOTAL 6,943 5,480 ($mn) (1) Non-GAAP measures: definition in slide “Non-GAAP Financial Measures”; reconciliation in “Reconciliations” section Revenues Gross Profit Gross Margin Adj. EBIT(1) Adj. EBIT Margin(1) FY 22 FY 21 FY 22 FY 21 FY 22 FY 21 FY 22 FY 21 FY 22 FY 21 Agriculture 17,969 14,721 4,284 3,295 23.8% 22.4% 2,456 1,810 13.7% 12.3% Construction Equip. 3,572 3,081 474 392 13.3% 12.7% 124 90 3.5% 2.9% Elimination & Other - - (14) 6 (147) (137) Industrial Activities 21,541 17,802 4,744 3,693 22.0% 20.7% 2,433 1,763 11.3% 9.9% Financial Services 1,996 1,672 Elimination & Other 14 22 TOTAL 23,551 19,496
Q4 / FY 2022 | Net Sales and Adj. EBIT Breakdown (1) Raven included in Others (2) Non-GAAP measures: definition in slide “Non-GAAP Financial Measures”; reconciliation in “Reconciliations” section Note: Numbers may not add due to rounding Net Sales Split Industrial Activities | Adj. EBIT Walk AG CE Q4 22 Q4 21 Q4 22 Q4 21 NA 39% 38% NA 49% 48% EMEA 33% 32% EMEA 25% 25% LA 20% 21% LA 19% 19% APAC 7% 9% APAC 8% 8% Tractors 55% 53% Heavy 37% 42% Combines 24% 26% Light 61% 54% Others(1) 21% 21% Others 2% 4% Q4 walk adj. EBIT(1) ’21 Vol. & Mix Pricing, Net Prod. Cost SG&A R&D FX | Other Unalloc., Elim. & Other adj. EBIT(2) ’22 Ind. Activities 378 288 832 (675) (88) (81) 25 1 680 Agriculture 414 248 761 (599) (71) (81) 29 701 Constr. Equip. 20 40 71 (76) (17) - (4) 34 ($mn) AG CE FY 22 FY 21 FY 22 FY 21 NA 38% 35% NA 48% 47% EMEA 32% 39% EMEA 25% 25% LA 21% 16% LA 19% 16% APAC 9% 10% APAC 8% 12% Tractors 53% 56% Heavy 37% 45% Combines 24% 24% Light 61% 51% Others(1) 23% 20% Others 2% 4% FY walk adj. EBIT(1) ’21 Vol. & Mix Pricing, Net Prod. Cost SG&A R&D FX | Other Unalloc., Elim. & Other adj. EBIT(2) ’22 Ind. Activities 1,763 719 2,657 (2,210) (260) (265) 39 (10) 2,433 Agriculture 1,810 620 2,303 (1,864) (202) (258) 47 2,456 Constr. Equip. 90 99 354 (346) (58) (7) (8) 124
FY 2022 | INDUSTRIAL ACTIVITIES CHANGE IN NET (DEBT) / CASH(1) (1) Non-GAAP measures: definition in slide “Non-GAAP Financial Measures”; reconciliation in “Reconciliations” section Note: Numbers may not add due to rounding FY 2021 FY 2022 Net (Debt) / Cash I.A. ($bn) Free Cash Flow I.A. ($bn) ($mn) I.A. Net Debt Dec. 31, 2021 Adj. EBIT D&A Cash Interest & Taxes Change in Working Capital Change in Provisions & others PP&E CapEx Other Changes Dividends & Equity Changes FX & Other I.A. Net Cash Dec. 31, 2022 Share BB (153) Dividends (426) M&A 276 Free Cash Flow(1) of Industrial Activities 1,596 ($mn) Change in Working Capital Cash inflow Cash outflow 2.0 0.4 ($bn) 1.2 (1.1) Net (Debt) / Cash & Free Cash Flow by quarter Industrial Activities (1)
Q4 2022 Q4 2021 FY 2022 FY 2021 Investments in property, plant and equipment, and intangible assets 106 90 456 360 Breakdown by Category New Product & Technology 34% 31% 36% 37% Maintenance & Other 56% 51% 48% 49% Industrial Capacity Expansion & LT Investments 10% 18% 16% 14% Breakdown by Segment Agriculture 86% 85% 86% 85% Construction Equipment 14% 15% 14% 15% Research and Development 257 189 866 642 Total spending (CapEx + R&D) in new products 233 157 727 489 Breakdown by Trend Digital 30% 28% 35% 25% Electric Vehicles and CNG-LNG 10% 5% 9% 4% Other New Program 60% 67% 56% 71% ($mn) Q4 / FY 2022 | capex and r&d
($bn) Outstanding Dec. 31, 2022 2023 2024 2025 2026 2027 Beyond 3.1 Bank Debt 1.4 0.5 0.3 0.2 0.3 0.4 10.0 Capital Market 2.4 2.1 1.9 1.7 1.2 0.7 0.1 Other Debt 0.1 0.0 0.0 0.0 0.0 0.0 13.2 Cash Portion of (Debt) Maturities 3.9 2.6 2.2 1.9 1.5 1.1 of which Industrial Activities 1.0 0.8 0.8 0.5 1.1 0.6 of which Financial Services 2.9 1.8 1.4 1.3 0.4 0.5 5.4 Cash & Cash Equivalents 0.8 of which restricted cash 0.1 Net Receivables / (Payables) with Iveco Group N.V. 5.1 Undrawn Committed credit lines 10.6 Total Available Liquidity Debt maturity schedule | breakdown Note: Numbers may not add due to rounding
Reconciliations
(1) In Q4 2022, this item includes the pre-tax gain of $6mn as a result of the amortization over the 4 years of the $101mn positive impact from the 2021 modifications of a healthcare plan in the U.S. In Q4 2021, this item includes the pre-tax gain of $29mn as a result of the 2018 modification of a healthcare plan in the U.S. and a pre-tax gain of $5mn as a result of the amortization over 4 years of the $101mn positive impact from 2021 modifications of a healthcare plan in the U.S. (2) In Q4 2022, this item included a $65mn dollar gain on the sale of our Canada parts depot, partially offset by $12mn of separation costs incurred in connection with our spin-off of the Iveco Group Business. In Q4 2021, this item also includes $101mn separation and transaction costs incurred in connection with the spin-off of the Iveco Group Business (the Demerger), a charge of $51mn for the transaction costs related to the acquisition of Raven Industries, Inc., as well as a gain of $12mn for the fair value adjustment of Monarch Tractor investment. ($mn) Reconciliation of Net Income (Loss) to Adj. EBIT by Segment (US GAAP) Q4 2022 Q4 2021 AG CE Unall. Items, Elim. & Other Industrial Activities AG CE Unall. Items, Elim. & Other Industrial Activities Consolidated Net income 592 307 Less: Consolidated Net Income (loss) of Discontinued Operations - (157) Consolidated Net income (loss) of Continuing Operations Consolidated Net income (loss) of Continuing Operations 592 464 Less: Consolidated Income tax (expense) benefit (168) 118 Consolidated Income (loss) before taxes (continuing operations) 760 346 Less: Financial Services Financial Services Net income 75 90 Financial Services Income taxes 19 24 Add back of the following Industrial Activities items: Interest expenses, net of interest income & eliminations 22 26 Foreign exchange (gains) losses, net 45 7 Finance & non-service component of Pension & other post-empl. benefit costs(1) (12) (41) Adjustments for the following Industrial Activities items: Restructuring expenses 5 7 - 12 12 2 - 14 Other discrete items(2) - - (53) (53) - - 140 140 Adjusted EBIT of Industrial Activities 701 34 (55) 680 414 20 (56) 378
(1) In FY 2022, this item includes the pre-tax gain of $90mn as a result of the amortization over ~4.5 years of the $527mn positive impact from the 2018 modification of a healthcare plan in the U.S. and a pre-tax gain of $24mn as a result of the amortization over the 4 years of the $101mn positive impact from the 2021 modifications of a healthcare plan in the U.S. In FY 2021, this item includes the pre-tax gain of $119mn as a result of the 2018 modification and a pre-tax gain of $5mn as a result of the amortization over 4 years of the $101mn positive impact from 2021 modifications of a healthcare plan in the U.S. (2) In FY 2022, this item included $43mn of asset write-downs, $25 million of separation costs incurred in a connection with our spin-off of the Iveco Group Business and $22mn of costs related to the activity of the Raven segments held for sale, including the loss on the sale of the Engineered Films and Aerostar divisions, partially offset by a $65mn gain on the sale of our Canada parts depot. In FY 2021, this item included $133mn separation costs in connection with the spin-off of the Iveco Group business and a charge of $57mn for transaction costs related to the acquisition of Raven Industries, Inc., partially offset by a gain of $12mn for a fair value adjustment of Monarch Tractor investments. ($mn) FY 2022 FY 2021 AG CE Unall. Items, Elim. & Other Industrial Activities AG CE Unall. Items, Elim. & Other Industrial Activities Consolidated Net income 2,039 1,760 Less: Consolidated Net Income (loss) of Discontinued Operations - (41) Consolidated Net income (loss) of Continuing Operations Consolidated Net income (loss) of Continuing Operations 2,039 1,801 Less: Consolidated Income tax (expense) benefit (747) (229) Consolidated Income (loss) before taxes (continuing operations) 2,786 2,030 Less: Financial Services Financial Services Net income 338 349 Financial Services Income taxes 125 107 Add back of the following Industrial Activities items: Interest expenses, net of interest income & eliminations 119 118 Foreign exchange (gains) losses, net 59 1 Finance & non-service component of Pension & other post-empl. benefit costs(1) (124) (143) Adjustments for the following Industrial Activities items: Restructuring expenses 21 10 - 31 20 15 - 35 Other discrete items(2) - - 25 25 - - 178 178 Adjusted EBIT of Industrial Activities 2,456 124 (147) 2,433 1,810 90 (137) 1,763 Reconciliation of Net Income (Loss) to Adj. EBIT by Segment (US GAAP)
RECONCILIATION OF TOTAL DEBT TO NET DEBT (US GAAP) (1) Total (Debt) of Industrial Activities includes Intersegment notes payable to Financial Services of $63mn and $150mn as of December 31, 2022 and December 31, 2021, respectively. Total (Debt) of Financial Services includes Intersegment notes payable to Industrial Activities of $888mn and $181mn as of December 31, 2022 and December 31, 2021, respectively. (2) This item includes short-term deposits and investments towards high-credit rating counterparties. (3) The net intersegment receivable/(payable) balance recorded by Financial Services relating to Industrial Activities was ($825)mn and ($31)mn as of December 31, 2022 and December 31, 2021, respectively. (4) For December 31, 2021, this item is shown net on the CNH Industrial balance sheet. Consolidated Industrial Activities Financial Services Dec. 31, 2022 Dec. 31, 2021 Dec. 31, 2022 Dec. 31, 2021 Dec. 31, 2022 Dec. 31, 2021 Third party debt (22,962) (20,897) (4,909) (5,335) (18,053) (15,562) Intersegment notes payable - - (63) (150) (888) (181) Payable to Iveco Group N.V.(4) (156) (3,986) (5) (3,764) (151) (222) Total (Debt) (1) (23,118) (24,883) (4,977) (9,249) (19,092) (15,965) Less: Cash and cash equivalents 4,376 5,044 3,802 4,386 574 658 Restricted cash 753 801 158 128 595 673 Intersegment notes receivable - - 888 181 63 150 Receivables from Iveco Group N.V.(4) 298 3,484 234 3,430 64 54 Other current financial assets(2) 300 1 300 1 - - Derivatives hedging debt (43) (3) (43) (3) - - Net Cash (Debt) (3) (17,434) (15,556) 362 (1,126) (17,796) (14,430) ($mn)
Reconciliation of Cash & cash equivalents to Available liquidity under U.S.-GAAP (1) This item includes short-term deposits and investments towards high-credit rating counterparties December 31, 2022 September 30, 2022 June 30, 2022 March 31, 2022 December 31, 2021 Cash and cash equivalents 4,376 3,154 2,855 3,219 5,044 Restricted cash 753 660 729 842 801 Undrawn committed facilities 5,061 4,700 5,002 5,087 5,177 Receivables from Iveco Group N.V. 298 224 281 297 3,484 Payables to Iveco Group N.V. (156) (95) (73) (47) (3,986) Other current financial assets(1) 300 2 1 1 1 Available liquidity 10,632 8,645 8,795 9,399 10,521 ($mn)
Q4 2022 Q4 2021 FY 2022 FY 2021 Net Cash (Debt) of Industrial Activities at beginning of period (1,272) (125) (1,126) (893) Adjusted EBIT of Industrial Activities 680 378 2,433 1,763 Depreciation and Amortization 75 76 325 293 Depreciation of assets under operating leases 4 1 6 2 Cash interest and taxes (135) (68) (646) (376) Changes in provisions and similar(1) 101 134 395 395 Change in working capital 1,457 904 (510) 248 Investments in property, plant and equipment, and intangible assets of Industrial Activities (213) (165) (456) (360) Other changes 80 (35) 49 (37) Free cash flow of Industrial Activities – Continuing operations 2,049 1,225 1,596 1,928 Capital increases and dividends(2) (44) (4) (576) (188) Currency translation differences and other(3) (371) (2,222) 468 (1,973) Change in Net Cash (Debt) of Industrial Activities – Continuing operations 1,634 (1,001) 1,488 (233) Net Cash (Debt) of Industrial Activities at end of period 362 (1,126) 362 (1,126) Change in Net Cash (Debt) of Industrial Activities under US-GAAP (1) Including other cash flow items related to operating lease. (2) In Q4 & FY 2022, this item also includes share buy-back transactions. (3) In FY 2022 this item also includes the proceed of Raven Engineered Films Division for $350mn. In FY 2021, this item includes the cash out of $2,246 million for the acquisition of the 100% interest in Raven and $86 million for the acquisition of the 90% interest in Sampierana, as well as the charge of $8mn related to the repurchase of notes. ($mn)
Q4 2022 Q4 2021 FY 2022 FY 2021 Net cash provided by (used in) Operating Activities (Continuing Operations) 1,443 1,724 557 3,198 Cash flows from Operating Activities of Financial Services net of eliminations 744 (399) 1,448 (947) Change in derivatives hedging debt of Industrial Activities and other 2 101 19 93 Investments in assets sold under operating lease assets of Industrial Activities (7) (1) (21) (19) Investments in property, plant and equipment, and intangible assets of Industrial Activities (213) (165) (456) (360) Other changes(1) 80 (35) 49 (37) Free cash flow of Industrial Activities 2,049 1,225 1,596 1,928 Reconciliation of Net cash provided by (used in) Operating Activities to Free cash flow of Industrial Activities under U.S. GAAP (1) This item primarily includes change in intersegment financial receivables and capital increases in intersegment investments ($mn)
Q4 2022 Q4 2021 FY 2022 FY 2021 Net income (loss) – Continuing Operations 592 464 2,039 1,801 Adjustments impacting Income (loss) before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates (a) (46) 120 (41) (97) Adjustments impacting Income tax (expense) benefit (b) (60) (159) 6 (151) Adjusted net income (loss) 486 425 2,004 1,747 Adjusted net income (loss) attributable to CNH Industrial N.V. 486 423 1,994 1,738 Weighted average shares outstanding – diluted (million) 1,361 1,363 1,362 1,361 Adjusted diluted EPS ($) 0.36 0.31 1.46 1.28 Income (loss) from continuing operations before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates 725 323 2,682 1,939 Adjustments impacting Income (loss) before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates (a) (46) 120 (41) 97 Adjusted income (loss) from continuing operations before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates (A) 679 443 2,641 2,036 Income tax (expense) benefit (168) 118 (747) (229) Adjustments impacting Income tax (expense) benefit (b) (60) (159) 6 (151) Adjusted income tax (expense) benefit (B) (228) (41) (741) (380) Adjusted Effective Tax Rate (Adjusted ETR) (C=B/A) 33.6% 9.3% 28.1% 18.7% ($mn) Reconciliation of Adj. net income and Adj. income tax (expense) benefit to Net income (loss) and Income tax (expense) benefit and calculation of Adj. diluted EPS and Adj. ETR under U.S.-GAAP (1/2)
Q4 2022 Q4 2021 FY 2022 FY 2021 (a) Adjustments impacting Income (loss) before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates Restructuring expenses 12 14 31 35 Loss on repurchase of notes - - - 8 Pre-tax gain related to the 2018 modification of a healthcare plan in the U.S. - (29) (90) (119) Pre-tax gain related to the 2021 modification of a healthcare plan in the U.S. (6) (5) (24) (5) Asset write-down: Industrial Activities, Russia Operations - - 43 - Asset write-down: Financial Services, Russia Operations 1 - 17 - Spin related costs 12 101 25 133 Gain on sale of real estate (65) - (65) - Monarch Tractor investment fair value adjustment - (12) - (12) Other discrete items - 51 - 57 Activity of the Raven Segments held for sale, including loss on sale of the Aerostar and Engineered Films Division - - 22 - Total (46) 120 (41) 97 (b) Adjustments impacting Income tax (expense) benefit Tax effect of adjustments impacting Income (loss) before income tax (expense) benefit and equity in income of unconsolidated subsidiaries and affiliates(1) (5) 2 61 10 Adjustment to valuation allowances on deferred tax assets (55) (161) (55) (161) Total (60) (159) 6 (151) ($mn) Reconciliation of Adj. net income and Adj. income tax (expense) benefit to Net income (loss) and Income tax (expense) benefit and calculation of Adj. diluted EPS and Adj. ETR under U.S.-GAAP (2/2) (1) Includes $12mn of increase to the valuation allowances on historical deferred tax assets as a result of the suspension of operations in Russia
The composition of our regions part of the geographic information is as follow: North America: United States, Canada, and Mexico; Europe, Middle East, and Africa (EMEA): member countries of the European Union, European Free Trade Association, the United Kingdom, Ukraine, Balkans, Russia, Turkey, the African continent, and the Middle East; South America: Central and South America, and the Caribbean Islands; and Asia Pacific (APAC): Continental Asia (including the Indian subcontinent) and Oceania. Market Share / Market Position Data Certain industry and market share information in this report has been presented on a worldwide basis which includes all countries. In this presentation, management estimates of past market-share information are generally based on retail unit sales data in North America, on registrations of equipment in most of Europe, Brazil, and various Rest of the World markets, and on retail and shipment unit data collected by a central information bureau appointed by equipment manufacturers associations, including the Association of Equipment Manufacturers’ in North America, the Committee for European Construction Equipment in Europe, the ANFAVEA in Brazil, the Japan Construction Equipment Manufacturers Association, and the Korea Construction Equipment Manufacturers Association, as well as on other shipment data collected by an independent service bureau. Not all agricultural or construction equipment is registered, and registration data may thus underestimate, perhaps substantially, actual retail industry unit sales demand, particularly for local manufacturers in China, Southeast Asia, Eastern Europe, Russia, Turkey, Brazil, and any country where local shipments are not reported. In addition, there may be a period of time between the shipment, delivery, sale and/or registration of a unit, which must be estimated, in making any adjustments to the shipment, delivery, sale, or registration data to determine our estimates of retail unit data in any period. Geographic information
CNH Industrial monitors its operations through the use of several non-GAAP financial measures. CNH Industrial’s management believes that these non-GAAP financial measures provide useful and relevant information regarding its operating results and enhance the readers’ ability to assess CNH Industrial’s financial performance and financial position. Management uses these non-GAAP measures to identify operational trends, as well as make decisions regarding future spending, resource allocations and other operational decisions as they provide additional transparency with respect to our core operations. These non-GAAP financial measures have no standardized meaning under U.S. GAAP and are unlikely to be comparable to other similarly titled measures used by other companies and are not intended to be substitutes for measures of financial performance and financial position as prepared in accordance with U.S. GAAP. CNH Industrial’s non-GAAP financial measures are defined as follows: Adjusted EBIT of Industrial Activities is defined as net income (loss) before income taxes, Financial Services’ results, Industrial Activities’ interest expenses, net, foreign exchange gains/losses, finance and non-service component of pension and other post-employment benefit costs, restructuring expenses, and certain non-recurring items. In particular, non-recurring items are specifically disclosed items that management considers rare or discrete events that are infrequent in nature and not reflective of on-going operational activities. Adjusted EBIT Margin of Industrial Activities: is computed by dividing Adjusted EBIT of Industrial Activities by Net Sales of Industrial Activities. Adjusted Net Income (Loss): is defined as net income (loss), less restructuring charges and non-recurring items, after tax. Adjusted Diluted EPS: is computed by dividing Adjusted Net Income (loss) attributable to CNH Industrial N.V. by a weighted-average number of common shares outstanding during the period that takes into consideration potential common shares outstanding deriving from the CNH Industrial share-based payment awards, when inclusion is not anti-dilutive. When we provide guidance for adjusted diluted EPS, we do not provide guidance on a earnings per share basis because the GAAP measure will include potentially significant items that have not yet occurred and are difficult to predict with reasonable certainty prior to year-end. Adjusted Income Taxes: is defined as income taxes less the tax effect of restructuring expenses and non-recurring items, and non-recurring tax charges or benefits. Adjusted Effective Tax Rate (Adjusted ETR): is computed by dividing a) adjusted income taxes by b) income (loss) before income taxes and equity in income of unconsolidated subsidiaries and affiliates, less restructuring expenses and non-recurring items. Adjusted Gross Profit Margin of Industrial Activities: is computed by dividing Net sales less Cost of goods sold, as adjusted by non-recurring items, by Net sales. Net Cash (Debt) and Net Cash (Debt) of Industrial Activities: Net Cash (Debt) is defined as total debt less intersegment notes receivable, cash and cash equivalents, restricted cash, other current financial assets (primarily current securities, short-term deposits and investments towards high-credit rating counterparties) and derivative hedging debt. CNH Industrial provides the reconciliation of Net Cash (Debt) to Total (Debt), which is the most directly comparable measure included in the consolidated balance sheets. Due to different sources of cash flows used for the repayment of the debt between Industrial Activities and Financial Services (by cash from operations for Industrial Activities and by collection of financing receivables for Financial Services), management separately evaluates the cash flow performance of Industrial Activities using Net Cash (Debt) of Industrial Activities. Free Cash Flow of Industrial Activities (or Industrial Free Cash Flow): refers to Industrial Activities only, and is computed as consolidated cash flow from operating activities less: cash flow from operating activities of Financial Services; investments of Industrial Activities in assets sold under buy-back commitments, assets under operating leases, property, plant and equipment and intangible assets; change in derivatives hedging debt of Industrial Activities; as well as other changes and intersegment eliminations. For forecasted information, the Company is unable to provide a reconciliation of this measure without unreasonable effort due to the uncertainty and inherent difficulty of predicting the occurrence, the financial impact, and the periods in which the adjustments may be recognized. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to future results. Available Liquidity: is defined as cash and cash equivalents plus restricted cash, undrawn medium-term unsecured committed facilities, net receivables/payables with Iveco Group N.V. and other current financial assets (primarily current securities, short-term deposits and investments in instruments of high-credit rating counterparties). Change excl. FX or Constant Currency: CNH Industrial discusses the fluctuations in revenues on a constant currency basis by applying the prior year average exchange rates to current year’s revenues expressed in local currency in order to eliminate the impact of foreign exchange rate fluctuations. The tables attached to this press release provide reconciliations of the non-GAAP measures used in this press release to the most directly comparable GAAP measures. Non-GAAP Financial Measures
INVESTOR RELATIONS CONTACTS investor.relations@cnhind.com Jason Omerza +1 (630) 740 8079 | jason.omerza@cnhind.com Federico Pavesi +39 (345) 605 6218 | federico.pavesi@cnhind.com
Exhibit 99.3
CNH Industrial to delist from Euronext Milan and retain a single listing on the New York Stock Exchange
London, February 2, 2023
CNH Industrial today announces that, after due consideration and analysis, the Company’s management and Board of Directors have determined that shareholders of CNH Industrial will be best served by a single stock listing on the NYSE. Today, the company has a dual listing, with shares traded in both New York and Milan.
The dual listing was adopted in 2013, when US-listed CNH Global N.V. merged with Milan-listed Fiat Industrial SpA to form CNH Industrial N.V. In January 2022, CNH Industrial N.V. spun off its On-Highway activities creating Iveco Group, a company that is listed solely in Milan. Since the spin-off, the majority of CNH Industrial stock trading has progressively shifted to the NYSE, revealing that the Company’s new business profile and investor base fit better with a single US listing. Concentrating trading in one market will allow for increased liquidity and investor focus, while further simplifying the company profile and compliance requirements.
CNH Industrial has informed Borsa Italiana Euronext about its intention to leave the European listing.
CNH Industrial is monitoring the ongoing initiatives of harmonization and simplification of the legal and regulatory framework of the Italian financial system that could allow in the near future a smooth transition to a single listing on the NYSE.
The Company intends to achieve single listing by early 2024. While our primary path is a plain delisting from Milan, alternatives involving a corporate reorganization are available to achieve the same goal. CNH Industrial’s Board of Directors and Management Team are grateful to Euronext Milan for having been our listing venue for 10 years and are excited about the Company’s continued presence on the NYSE.
Goldman Sachs & Co. LLC is acting as financial advisor to CNH Industrial.
CNH Industrial (NYSE: CNHI / MI: CNHI) is a world-class equipment and services company. Driven by its purpose of Breaking New Ground, which centers on Innovation, Sustainability and Productivity, the Company provides the strategic direction, R&D capabilities, and investments that enable the success of its global and regional Brands. Globally, Case IH and New Holland Agriculture supply 360° agriculture applications from machines to implements and the digital technologies that enhance them; and CASE and New Holland Construction Equipment deliver a full lineup of construction products that make the industry more productive. The Company’s regionally focused Brands include: STEYR, for agricultural tractors; Raven, a leader in digital agriculture, precision technology and the development of autonomous systems; Flexi-Coil, specializing in tillage and seeding systems; Miller, manufacturing application equipment; Kongskilde, providing tillage, seeding and hay & forage implements; and Eurocomach, producing a wide range of mini and midi excavators for the construction sector, including electric solutions.
Across a history spanning over two centuries, CNH Industrial has always been a pioneer in its sectors and continues to passionately innovate and drive customer efficiency and success. As a truly global company, CNH Industrial’s 37,000+ employees form part of a diverse and inclusive workplace, focused on empowering customers to grow, and build, a better world.
For more information and the latest financial and sustainability reports visit: cnhindustrial.com
For news from CNH Industrial and its Brands visit: media.cnhindustrial.com
Forward-looking statements
All statements other than statements of historical fact contained in this press release, including competitive strengths; business strategy; future financial position or operating results; budgets; projections with respect to revenue, income, earnings (or loss) per share, capital expenditures, dividends, liquidity, capital structure or other financial items; costs; and plans and objectives of management regarding operations and products, are forward-looking statements. Forward looking statements also include statements regarding the future performance of CNH Industrial and its subsidiaries on a standalone basis. These statements may include terminology such as “may”, “will”, “expect”, “could”, “should”, “intend”, “estimate”, “anticipate”, “believe”, “outlook”, “continue”, “remain”, “on track”, “design”, “target”, “objective”, “goal”, “forecast”, “projection”, “prospects”, “plan”, or similar terminology. Forward-looking statements are not guarantees of future performance. Rather, they are based on current views and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside our control and are difficult to predict. If any of these risks and uncertainties materialize (or they occur with a degree of severity that the Company is unable to predict) or other assumptions underlying any of the forward-looking statements prove to be incorrect, including any assumptions regarding strategic plans, the actual results or developments may differ materially from any future results
or developments expressed or implied by the forward-looking statements. Factors, risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements include, among others: economic conditions in each of our markets, including the significant uncertainty caused by the war in the Ukraine; the duration and economic, operational and financial impacts of the global COVID-19 pandemic; production and supply chain disruptions, including industry capacity constraints, material availability, and global logistics delays and constraints; the many interrelated factors that affect consumer confidence and worldwide demand for capital goods and capital goods-related products; changes in government policies regarding banking, monetary and fiscal policy; legislation, particularly pertaining to capital goods-related issues such as agriculture, the environment, debt relief and subsidy program policies, trade and commerce and infrastructure development; government policies on international trade and investment, including sanctions, import quotas, capital controls and tariffs; volatility in international trade caused by the imposition of tariffs, sanctions, embargoes, and trade wars; actions of competitors in the various industries in which we compete; development and use of new technologies and technological difficulties; the interpretation of, or adoption of new, compliance requirements with respect to engine emissions, safety or other aspects of our products; labor relations; interest rates and currency exchange rates; inflation and deflation; energy prices; prices for agricultural commodities and material price increases; housing starts and other construction activity; our ability to obtain financing or to refinance existing debt; price pressure on new and used equipment; the resolution of pending litigation and investigations on a wide range of topics, including dealer and supplier litigation, intellectual property rights disputes, product warranty and defective product claims, and emissions and/or fuel economy regulatory and contractual issues; security breaches, cybersecurity attacks, technology failures, and other disruptions to the information technology infrastructure of CNH Industrial and its suppliers and dealers; security breaches with respect to our products; our pension plans and other post-employment obligations; political and civil unrest; volatility and deterioration of capital and financial markets, including pandemics, terrorist attacks in Europe and elsewhere; our ability to realize the anticipated benefits from our business initiatives as part of our strategic plan; our failure to realize, or a delay in realizing, all of the anticipated benefits of our acquisitions, joint ventures, strategic alliances or divestitures and other similar risks and uncertainties, and our success in managing the risks involved in the foregoing.
Forward-looking statements are based upon assumptions relating to the factors described in this press release, which are sometimes based upon estimates and data received from third parties. Such estimates and data are often revised. Actual results may differ materially from the forward-looking statements as a result of a number of risks and uncertainties, many of which are outside CNH Industrial’s control. CNH Industrial expressly disclaims any intention or obligation to provide, update or revise any forward-looking statements in this announcement to reflect any change in expectations or any change in events, conditions or circumstances on which these forward-looking statements are based. Further information concerning CNH Industrial, including factors that potentially could materially affect CNH Industrial’s financial results, is included in CNH Industrial’s reports and filings with the U.S. Securities and Exchange Commission (“SEC”), the Autoriteit Financiële Markten (“AFM”) and Commissione Nazionale per le Società e la Borsa (“CONSOB”).
All future written and oral forward-looking statements by CNH Industrial or persons acting on the behalf of CNH Industrial are expressly qualified in their entirety by the cautionary statements contained herein or referred to above.
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