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SEC Company Response from DEERE & CO (DE) (CIK 0000315189) (DE) — Oct 30, 2020

DEERE & CO (DE) (CIK 0000315189)
Date: Oct. 30, 2020 · CIK: 0000315189 · Accession: 0001104659-20-119934

AI Filing Summary & Sentiment

File numbers found in text: 001-04121

Date
August 2, 2020
Author
/s/ Todd E. Davies
Form
CORRESP
Company
DEERE & CO (DE) (CIK 0000315189)

Letter

Division of Corporation Finance Office of Technology Securities and Exchange Commission Washington, D.C. 20549 Attention: Deere & Company Form 10-Q for the Quarterly Period Ended August 2, 2020 Filed August 27, 2020 Commission File No. 001-04121

Dear Ms. Kindelan and Ms. Pyles:

On behalf of Deere & Company, a Delaware corporation (“Deere” or the “Company”), set forth below is the Company’s response to the comment of the Division of Corporation Finance of the Securities and Exchange Commission, dated October 15, 2020, pertaining to the Company’s Form 10-Q for the quarterly period ended August 2, 2020.

Comment:

Form 10-Q for the Quarterly Period Ended August 2, 2020

Condensed Notes to Interim Consolidated Financial Statements (Unaudited)

Note 21. Consolidating Data, page 42

We note your response to prior comment 1. We continue to believe that including the Financial Services segment using the equity method of accounting in your presentation of Equipment Operations is a tailored accounting principle under Question 100.04 of the Non-GAAP Compliance and Disclosure Interpretations. Please remove this presentation in future filings.

Response:

The Company will revise future filings, including the comparative periods in those filings, to remove the equity method of accounting presentation in the Supplemental Consolidating Schedules (Supplemental Schedules).

30 October 2020

Page 2

A preliminary version of the updated Supplemental Schedules is attached as Appendix 1. The final version that will be included with future filings will have explanatory notes for the elimination amounts.

Should you have additional questions or comments concerning this response to your comment letter, please contact me at (309) 765-5161.

Sincerely,
/s/ Todd E. Davies

Show Raw Text
CORRESP
1
filename1.htm

Deere & Company

Law Department

One John Deere Place, Moline, IL   61265 USA

Phone: 309-765-5161

Fax (309) 749-0085 or (309) 765-5892

Email: DaviesToddE@JohnDeere.com

Todd E. Davies

Corporate Secretary &

Associate General Counsel

30 October 2020

Division of Corporation Finance
 Office of Technology

Securities and Exchange Commission
 Washington, D.C. 20549

Attention:

Melissa Kindelan

Senior Staff   Accountant

Eiko Yaoita Pyles

Staff Accountant

Subject:

Deere &   Company

Form 10-Q for   the Quarterly Period Ended August 2, 2020

Filed   August 27, 2020

Commission File   No. 001-04121

Dear Ms. Kindelan and Ms. Pyles:

On behalf of Deere & Company, a Delaware corporation (“Deere” or the “Company”), set forth below is the Company’s response to the comment of the Division of Corporation Finance of the Securities and Exchange Commission, dated October 15, 2020, pertaining to the Company’s Form 10-Q for the quarterly period ended August 2, 2020.

Comment:

Form 10-Q for the Quarterly Period Ended August 2, 2020

Condensed Notes to Interim Consolidated Financial Statements (Unaudited)

Note 21. Consolidating Data, page 42

We note your response to prior comment 1. We continue to believe that including the Financial Services segment using the equity method of accounting in your presentation of Equipment Operations is a tailored accounting principle under Question 100.04 of the Non-GAAP Compliance and Disclosure Interpretations. Please remove this presentation in future filings.

Response:

The Company will revise future filings, including the comparative periods in those filings, to remove the equity method of accounting presentation in the Supplemental Consolidating Schedules (Supplemental Schedules).

30 October 2020

Page 2

A preliminary version of the updated Supplemental Schedules is attached as Appendix 1. The final version that will be included with future filings will have explanatory notes for the elimination amounts.

Should you have additional questions or comments concerning this response to your comment letter, please contact me at (309) 765-5161.

Sincerely,

/s/ Todd E. Davies

Todd E. Davies

Corporate Secretary

30 October 2020

Page 3

Deere & Company

Appendix   1

Supplemental Income Statement

(1   of 3)

For the Nine Months Ended August 2, 2020

(In millions of dollars)

Equipment
   Operations

1

Financial
   Services

Eliminations

Consolidated

Net   Sales and Revenues

Net sales

$

22,612

$

22,612

Finance and   interest income

75

$

2,720

$

(211

)

2,584

Other income

597

196

(180

)

613

Total

23,284

2,916

(391

)

25,809

Costs   and Expenses

Cost of sales

17,208

(2

)

17,206

Research and   development expenses

1,201

1,201

Selling,   administrative and general expenses

1,989

483

(5

)

2,467

Interest expense

237

747

(15

)

969

Interest   compensation to Financial Services

195

(195

)

Other operating   expenses

186

1,187

(174

)

1,199

Total

21,016

2,417

(391

)

23,042

Income   before Income Taxes

2,268

499

2,767

Provision for   income taxes

632

120

752

Income   after Income Taxes

1,636

379

2,015

Equity in income   (loss) of unconsolidated affiliates

(22

)

2

(20

)

Net   Income

1,614

381

1,995

Less: Net income   attributable to noncontrolling interests

2

2

Net   Income Attributable to Deere & Company

$

1,612

$

381

$

1,993

1 - The equipment operations represents the enterprise without financial services. Includes the company’s agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues and expenses not reflected within financial services.

30 October 2020

Page 4

Deere & Company

Appendix   1

Supplemental Balance Sheet

(2   of 3)

As of August 2, 2020

(In millions of dollars)

Equipment
   Operations

1

Financial
   Services

Eliminations

Consolidated

ASSETS

Cash and cash   equivalents

$

7,440

$

750

$

8,190

Marketable   securities

8

632

640

Receivables from   unconsolidated subsidiaries and affiliates

3,619

$

  (3,593

)

26

Trade accounts   and notes receivable - net

1,251

5,595

(1,373

)

5,473

Financing   receivables - net

111

27,703

27,814

Financing   receivables securitized - net

37

5,432

5,469

Other   receivables

1,083

162

(28

)

1,217

Equipment on   operating leases - net

7,158

7,158

Inventories

5,650

5,650

Property and   equipment - net

5,711

43

5,754

Investments in   unconsolidated affiliates

180

19

199

Goodwill

2,984

2,984

Other intangible   assets - net

1,301

1,301

Retirement   benefits

972

59

1,031

Deferred income   taxes

1,865

56

(387

)

1,534

Other assets

1,566

1,260

(2

)

2,824

Total   Assets

$

33,778

$

48,869

$

(5,383

)

$

77,264

LIABILITIES   AND STOCKHOLDERS’ EQUITY

LIABILITIES

Short-term   borrowings

$

853

$

8,222

$

9,075

Short-term   securitization borrowings

37

5,324

5,361

Payables to   unconsolidated subsidiaries and affiliates

80

3,593

$

(3,593

)

80

Accounts payable   and accrued expenses

8,834

2,134

(1,403

)

9,565

Deferred income   taxes

398

468

(387

)

479

Long-term   borrowings

10,217

23,820

34,037

Retirement   benefits and other liabilities

5,671

105

5,776

Total   liabilities

26,090

43,666

(5,383

)

64,373

Commitments and   contingencies

STOCKHOLDERS’   EQUITY

Total   Deere & Company stockholders’ equity

12,888

5,203

(5,203

)

12,888

Noncontrolling   interests

3

3

Financial   Services equity

(5,203

)

5,203

Adjusted total   stockholders’ equity

7,688

5,203

12,891

Total   Liabilities and Stockholders’ Equity

$

33,778

$

48,869

$

(5,383

)

$

77,264

1 - The equipment operations represents the enterprise without financial services. Includes the company’s agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues and expenses not reflected within financial services.

30 October 2020

Page 5

Deere & Company

Appendix   1

Supplemental Statement of Cash Flows

(3   of 3)

For the Nine Months Ended August 2, 2020

(In millions of dollars)

Equipment
   Operations

1

Financial
   Services

Eliminations

Consolidated

Cash   Flows from Operating Activities

Net income

$

1,614

$

381

$

1,995

Adjustments to   reconcile net income to net cash provided by operating activities:

Provision for   credit losses

6

117

123

Provision for   depreciation and amortization

787

925

$

(98

)

1,614

Impairment   charges

115

32

147

Share-based   compensation expense

63

63

Undistributed earnings   of unconsolidated affiliates - 2

257

(1

)

(261

)

(5

)

Credit for   deferred income taxes

(57

)

(103

)

(160

)

Changes in   assets and liabilities:

Trade   receivables and Equipment Operations’ financing receivables

116

510

626

Inventories

387

(388

)

(1

)

Accounts payable   and accrued expenses

(567

)

(38

)

33

(572

)

Accrued income   taxes payable/receivable

(25

)

29

4

Retirement   benefits

77

11

88

Other

145

89

(99

)

135

Net cash   provided by operating activities

2,855

1,442

(240

)

4,057

Cash   Flows from Investing Activities

Collections of   receivables (excluding trade and wholesale)

14,352

(1,115

)

13,237

Proceeds from   maturities and sales of marketable securities

70

70

Proceeds from   sales of equipment on operating leases

1,310

1,310

Cost of   receivables acquired (excluding trade and wholesale)

(15,367

)

918

(14,449

)

Purchases of   marketable securities

(91

)

(91

)

Purchases of   property and equipment

(591

)

(3

)

(594

)

Cost of   equipment on operating leases acquired

(1,836

)

524

(1,312

)

Decrease in   trade and wholesale receivables

423

(423

)

Collateral on   derivatives - net

(6

)

330

324

Other

(55

)

(46

)

89

(12

)

Net cash used for   investing activities

(652

)

(858

)

(7

)

(1,517

)

Cash   Flows from Financing Activities

Increase   (decrease) in total short-term borrowings

(32

)

202

170

Change in   intercompany receivables/payables

(1,468

)

1,468

Proceeds from   long-term borrowings

4,592

3,739

8,331

Payments of   long-term borrowings

(179

)

(5,618

)

(5,797

)

Proceeds from   issuance of common stock

111

111

Repurchases of   common stock

(263

)

(263

)

Dividends paid

(718

)

(260

)

260

(718

)

Other

(86

)

(11

)

(13

)

(110

)

Net cash   provided by (used for) financing activities

1,957

(480

)

$

247

1,724

Effect   of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash

95

(15

)

80

Net   Increase in Cash, Cash Equivalents, and Restricted Cash

4,255

89

4,344

Cash,   Cash Equivalents, and Restricted Cash at Beginning of Period

3,196

760

3,956

Cash,   Cash Equivalents, and Restricted Cash at End of Period

$

7,451

$

849

$

8,300

1 - The equipment operations represents the enterprise without financial services. Includes the company’s agriculture and turf operations, construction and forestry operations, and other corporate assets, liabilities, revenues and expenses not reflected within financial services.

2 - The equipment operations net cash provided by operating activities includes dividends received from financial services that are eliminated in consolidation.