UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): ~~November~~October 218, ~~2017~~2018 (~~November~~October 112, ~~2017~~2018)

E. I. du Pont de Nemours and Company

(Exact Name of Registrant as Specified in Its Charter)



Delaware	1-815	51-0014090
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
Of Incorporation)	File Number)	Identification No.)

974 Centre Road

Wilmington, Delaware 19805

(Address of principal executive offices)

Registrant’s telephone number, including area code: (302) 774-1000

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 o

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. o

Item 2.0506 ~~Costs~~Material ~~Associated with Exit or Disposal Activities~~Impairments

On ~~November~~October 112, ~~2017~~2018, E. I. du Pont de Nemours and Company (~~"DuPont") approved restructuring actions under~~ the ~~DowDuPont~~“company” ~~Cost~~or ~~Synergy Program (the~~ “~~Synergy Program~~DuPont”), ~~adopted~~concluded bythat ~~the DowDuPont Inc. ("DowDuPont") Board of Directors. The Synergy Program is designed to integrate and optimize the organization following the all~~non-~~stock~~cash ~~merger~~impairment ofcharges ~~equals~~are ~~strategic~~required ~~combination between The Dow Chemical Company (“Dow”) and DuPont~~ under ~~which~~generally ~~Dow~~accepted ~~and~~accounting ~~DuPont~~principles ~~each became subsidiaries~~ of ~~DowDuPont~~the onUnited ~~August 31~~States, ~~2017, and~~ in ~~preparation for~~ the ~~separation~~quarter ofended ~~the~~September ~~combined company's agriculture business~~30, ~~materials~~2018 ~~science~~of ~~business~~about ~~and~~$4.6 ~~specialty~~billion ~~products~~for ~~business~~goodwill ~~through~~and ~~one~~other orassets ~~more~~associated ~~tax-efficient~~with ~~transactions~~its ~~(the~~agriculture ~~“Intended~~reporting ~~Business Separations”)~~unit. ~~The Intended Business Separations are subject to approval by the~~ ~~DowDuPont~~No ~~Board. DuPont~~portion ~~previously~~of ~~approved post-merger restructuring actions under~~ the ~~Synergy~~impairment ~~Program with related~~ charges ofrelates ~~$70~~to ~~million,~~future ~~for~~cash ~~which DuPont recorded pre-tax charges of $40 million for the period September 1 through September 30, 2017~~expenditures.

~~Based~~The oncompany ~~all~~tests ~~actions~~goodwill ~~approved~~and toindefinite-lived ~~date~~intangible ~~under~~assets for impairment annually during the ~~Synergy~~fourth ~~Program,~~quarter ~~DuPont~~or ~~expects~~more tofrequently ~~record~~when ~~total~~events ~~pre-tax~~or ~~restructuring~~changes ~~charges~~in ofcircumstances ~~about~~indicate ~~$850~~that ~~million,~~the ~~comprised~~fair ofvalue ~~approximately~~may ~~$350~~be ~~million~~below toits ~~$400~~carrying ~~million~~value. Under ofthe ~~severance~~Agreement and ~~related~~Plan ~~benefits~~of ~~costs;~~Merger, updated toas ~~$360~~of ~~million~~December of11, ~~asset~~2015, ~~related~~as ~~charges~~amended, ~~and~~The ~~$110~~Dow ~~million~~Chemical toCompany ~~$140~~(“Dow”) ~~million~~and ofthe ~~costs~~company ~~related~~each tomerged ~~contract~~with ~~terminations.~~wholly ~~DuPont’s~~owned ~~current~~subsidiaries ~~estimated~~of ~~pre-tax~~DowDuPont ~~restructuring~~Inc. ~~charges~~on ~~includes~~August ~~the~~31, ~~$40 million~~2017, ~~recorded~~and, ~~for~~as ~~the~~a ~~period~~result ~~September~~became 1subsidiaries ~~through~~of ~~September~~DowDuPont ~~30,~~Inc. ~~2017~~(collectively, ~~comprised~~the of"Merger"). For ~~severance~~purposes ~~and~~of ~~related~~DowDuPont ~~benefit costs~~Inc.’s ~~DuPont~~financial ~~expects~~statement topresentation, ~~record~~Dow ~~pre-tax~~was ~~restructuring~~determined ~~charges~~to ofbe ~~approximately~~the ~~$115~~accounting ~~million~~acquirer in the ~~fourth~~Merger, ~~quarter~~and ofthe ~~2017,~~company’s ~~with~~assets ~~the~~and ~~remaining~~liabilities ~~restructuring~~were ~~charges~~measured toat befair ~~incurred~~value byas of the ~~end~~date of ~~2019~~the Merger. In ~~The~~connection ~~Synergy~~with ~~Program~~the ~~includes~~merger ~~certain~~and ~~asset~~the ~~actions,~~related ~~including~~accounting ~~strategic~~determination, ~~decisions~~DuPont ~~regarding~~elected ~~the~~to ~~cellulosic~~apply ~~biofuel~~push-down ~~business~~accounting ~~reflected~~and reflect in ~~the~~its ~~preliminary~~financial statements the fair value ~~measurement~~ of ~~DuPont’s~~its assets asand ofliabilities. Therefore, the ~~merger~~company’s ~~date.~~reporting ~~Current~~units ~~estimated~~became ~~total~~more ~~pre-tax~~susceptible ~~restructuring~~to ~~charges~~impairment ~~could~~for beany ~~impacted~~decline byin ~~future adjustments to the preliminary~~ fair value ofsince ~~DuPont’s~~the ~~assets~~Merger.

~~Future~~During the third quarter of 2018, and in connection with strategic business reviews, the company assembled updated cash ~~payments~~flow ~~related~~projections. The torevised ~~this~~cash ~~charge~~flow ~~are~~projections of the agriculture reporting unit reflect the anticipated toimpacts beof ~~approximately~~events ~~$460~~and ~~million~~circumstances tothat ~~$540~~have ~~million~~developed during 2018, ~~primarily~~resulting ~~related~~in toa reduction in the ~~payment~~long-term forecasts of ~~severance~~sales and ~~related~~profitability ~~benefits~~as ~~and~~compared ~~contract~~to ~~termination~~prior ~~costs~~forecasts. The Itreduction isin ~~possible~~cash ~~that~~flow ~~additional~~projections ~~charges~~was ~~and~~principally ~~future~~driven ~~cash~~by ~~payments~~lower ~~could~~growth ~~occur~~in sales and margins in ~~relation~~North America and Latin America and unfavorable currency impacts related to the ~~restructuring~~Brazilian ~~actions~~real. The Aslower ~~permitted~~growth expectation is driven by ~~Item~~reduced ~~2.05~~planted ofarea, ~~Form 8-K~~an expected unfavorable shift to soybeans from corn in Latin America, ~~DuPont~~and ~~will~~delays ~~file~~in anexpected ~~amendment~~product toregistrations. In ~~this~~addition, ~~report~~decreases ifin ~~additional~~commodity ~~charges~~prices and ~~future~~higher ~~cash~~than ~~payments~~anticipated ~~were~~industry grain inventories are expected to beimpact ~~other~~farmers’ ~~than~~income ~~immaterial~~and buying choices resulting in shifts to ~~its~~lower ~~current~~technologies ~~estimates~~and pricing pressure.

The company considered the combination of these events and circumstances in 2018, and the resulting reduction in its cash flow projections for the agriculture reporting unit, to be a triggering event that required the company to perform an impairment analysis of the agriculture reporting unit's goodwill and indefinite-lived intangible assets as of September 30, 2018. In reviewing the indefinite-lived intangible assets, the company also determined that the fair value of certain in-process research and development (“IPR&D”) assets had declined as a result of delays in timing of commercialization and increases to expected research and development costs. As a result of the analysis performed, as of September 30, 2018, the company expects to record after-tax, non-cash impairment charges of about $4.5 billion for goodwill and $0.1 billion for certain indefinite-lived assets associated with its agriculture reporting unit.

During the quarter ended September 30, 2018, the company expects to record a tax provision charge of approximately $75 million for a valuation allowance against the net deferred tax asset position of a Brazilian legal entity and an after-tax charge of about $40 million for an “other-than-temporary” impairment of certain non-consolidated affiliates in China, respectively. These charges are primarily due to the impact of the 2018 events and circumstances discussed above.

Cautionary Statement About Forward-Looking Statements

~~This~~Certain ~~communication~~statements ~~contains~~in this report are “forward-looking statements” within the meaning of the federal securities laws, including ~~Section~~those ~~27A~~that ofdiscuss the ~~Securities~~expected ~~Act~~impairment ofcharges ~~1933,~~and asvaluation ~~amended~~allowance, ~~and~~as ~~Section~~well ~~21E of the Securities Exchange Act of 1934,~~ as ~~amended.~~those Inregarding ~~this~~the ~~context~~events, ~~forward-looking~~circumstances ~~statements~~and ~~often~~assumptions ~~address~~and ~~expected~~their ~~future~~anticipated ~~business~~impact ~~and~~on ~~financial~~the ~~performance~~agriculture ~~and~~reporting ~~financial~~unit ~~condition,~~that ~~and~~underlie ~~often~~these ~~contain~~matters. Words ~~words~~ such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “~~seek,” “see,” “will,” “would,” “~~target,” and similar expressions, and variations or negatives of these words are intended to identify such forward-looking statements.

Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Forward-looking statements are not guarantees of future performance and are based on certain assumptions and expectations of future events which may not be realized. Forward-looking statements also involve risks and uncertainties, many of which are beyond DuPont's control. DuPont does not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



	E. I. DU PONT DE NEMOURS AND COMPANY
	(Registrant)


	/s/ Jeanmarie F. Desmond
	Jeanmarie F. Desmond
	Vice President and Controller

~~November~~October 218, ~~2017~~2018

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