DuPont de Nemours, Inc.DD
DuPont de Nemours, Inc. Debt Disclosure
SHORT-TERM BORROWINGS, LONG-TERM DEBT AND AVAILABLE CREDIT FACILITIES AND OTHER OBLIGATIONS
The following tables summarize the Company's short-term borrowings, long-term debt and finance lease obligations:
| Short-Term Borrowings | December 31, 2025 | December 31, 2024 | ||||||
| In millions | ||||||||
Commercial paper 1 | $ | 60 | $ | — | ||||
Long-term debt due within one year 2 | $ | — | $ | 1,848 | ||||
1.The weighted-average interest rate on commercial paper was 3.95% at December 31, 2025.
2.Presented net of current portion of unamortized debt issuance costs.
| Long-Term Debt | December 31, 2025 | December 31, 2024 | ||||||||||||
| In millions | Amount | Weighted Average Rate | Amount | Weighted Average Rate | ||||||||||
Promissory notes and debentures 1: | ||||||||||||||
| Final maturity 2025 | $ | — | — | $ | 1,850 | 4.49 | % | |||||||
| Final maturity 2028 | 1,350 | 4.73 | % | 2,250 | 4.73 | % | ||||||||
Final maturity 2031 and thereafter 2 | 1,851 | 5.49 | % | 3,102 | 5.47 | % | ||||||||
| Other facilities: | ||||||||||||||
| Finance lease obligations | 9 | 9 | ||||||||||||
Less: Unamortized debt discount and issuance costs 3 | 76 | 40 | ||||||||||||
Less: Long-term debt due within one year | — | 1,848 | ||||||||||||
| Total | $ | 3,134 | $ | 5,323 | ||||||||||
1.Represents senior unsecured obligations of the Company (the remaining Existing Notes and the 2028 New Notes, defined below).
2.Includes an unamortized basis adjustment of $35 million and $48 million related to the dedesignation of the Company's interest rate swap agreements at December 31, 2025 and 2024, respectively, and a fair value hedging adjustment of $4 million, related to the Company's interest rate swap agreements at December 31, 2025. See Note 21 for additional information.
3.At December 31, 2025, the $76 million of unamortized debt discount and issuance costs is comprised of original unamortized issue fees of $21 million and additional capitalized unamortized fees of $55 million related to the Debt Exchange, Consent Solicitation and Tender Offer.
Principal payments of long-term debt for the five succeeding fiscal years are as follows:
Maturities of Long-Term Debt for Next Five Years at December 31, 2025 | Total | ||||
| In millions | |||||
| 2026 | $ | — | |||
| 2027 | $ | — | |||
| 2028 | $ | 1,350 | |||
| 2029 | $ | — | |||
| 2030 | $ | — | |||
The estimated fair value of the Company's long-term borrowings was determined using Level 2 inputs within the fair value hierarchy, as described in Note 22. Based on quoted market prices for the same or similar issues, or on current rates offered to the Company for debt of the same remaining maturities, the fair value of the Company's long-term borrowings, not including long-term debt due within one year, was $3,181 million and $5,368 million at December 31, 2025 and 2024, respectively.
Available Committed Credit Facilities
The following table summarizes the Company's credit facilities:
Committed and Available Credit Facilities at December 31, 2025 | |||||||||||||||||
| In millions | Effective Date | Committed Credit | Credit Available | Maturity Date | Interest | ||||||||||||
Five-Year Revolving Credit Facility | April 2022 | $ | 2,000 | $ | 1,984 | April 2028 | Floating Rate | ||||||||||
2025 $1B Revolving Credit Facility | May 2025 | 1,000 | 1,000 | May 2026 | Floating Rate | ||||||||||||
| Total Committed and Available Credit Facilities | $ | 3,000 | $ | 2,984 | |||||||||||||
Debt Exchange
In September 2025, in connection with the contemplated Electronics Separation, DuPont announced the commencement of offers to exchange any and all of its outstanding (i) 4.725% Notes due 2028, (ii) 5.319% Notes due 2038 and (iii) 5.419% Notes due 2048 (respectively, the “2028 Notes”, the “2038 Notes” and the “2048 Notes” and collectively, the “Existing Notes” all issued in 2018) for new notes to be issued by DuPont (respectively, the “2028 New Notes”, the “2038 New Notes” and the “2048 New Notes” and collectively the “New Notes” and the exchanges of notes, collectively, the “Exchange Offers”). DuPont solicited consents from eligible holders of each series of Existing Notes (collectively, the “Consent Solicitations”) to adopt certain proposed amendments to the indenture governing the Existing Notes to eliminate substantially all of the restrictive covenants and amend certain other provisions in such indenture with respect to each series of Existing Notes. The Exchange Offers expired on September 30, 2025 with all validly tendered 2028 Notes accepted for exchange, totaling approximately $1.58 billion, representing 70.42% of the outstanding amount. Therefore, sufficient consent was validly obtained on the 2028 Notes, and the proposed amendments were adopted. Sufficient consents to the proposed amendments were not received for the 2038 and 2048 Notes. The exchange offer was settled in October 2025 and in connection with the settlement of the Exchange Offers, DuPont issued $1.58 billion aggregate principal amount of the 2028 New Notes in exchange for the 2028 Notes tendered and accepted by DuPont, approximately $226 million aggregate principal amount of 2038 New Notes in exchange for the 2038 Notes tendered and accepted by DuPont and approximately $295 million aggregate principal amount of 2048 New Notes in exchange for the 2048 Notes tendered and accepted by DuPont.
Each series of the New Notes provides for special mandatory redemption as discussed below. Each series of the New Notes has the same interest rate, interest payment dates, maturity date and optional redemption provisions as the applicable series of Existing Notes; provided that the methodology for calculating any make-whole redemption price for the New Notes reflects the Securities Industry and Financial Markets Association model provisions. Interest is payable on the 2028 New Notes, 2038 New Notes and 2048 New Notes on May 15 and November 15 of each year beginning on May 15, 2025, until its maturity date of November 15, 2028, November 15, 2038 and November 15 2048, respectively.
Upon the completion of the Electronics Separation, the special mandatory redemption event was triggered under each series of New Notes (the "Special Mandatory Redemption Event"). As a result, DuPont was required to redeem $900 million principal amount of the 2028 New Notes, approximately $226 million principal amount of the 2038 New Notes and approximately $295 million principal amount of the 2048 New Notes (such redemption the "Special Mandatory Redemption"). The Company sent redemption notices to the holders of the New Notes on November 3, 2025 and the Special Mandatory Redemption was completed on November 7, 2025.
Consent Solicitation and Tender Offer
In November 2025, DuPont entered into a transaction support agreement (the “Transaction Support Agreement”) with certain noteholders (the “Supporting Holders”) that beneficially own $649 million (or approximately 83.9%) of the 2038 Notes and $1,118 million (or approximately 60.25%) of the 2048 Notes. DuPont agreed to launch and the Supporting Holders agreed to provide their consents with respect to their 2038 Notes and 2048 Notes in support of a solicitation of consents (the “Consent Solicitation”) with respect to the adoption of certain proposed amendments to the Indenture governing the applicable series of 2038 Notes and 2048 Notes and to tender $1,029 million aggregate principal amount of their 2048 Notes into a tender offer (the “Tender Offer”) to purchase for cash up to $739 million aggregate principal amount of the 2048 Notes (the "Tender Cap") at a purchase price equal to $1,000 per $1,000 aggregate principal amount of 2048 Notes plus accrued and unpaid interest (if any) thereon to, but excluding, the applicable settlement date of the Tender Offer. The requisite consents to adopt the proposed amendments were received and the Tender Offer was completed in November 2025. As a result of the Tender Offer, in November 2025, DuPont settled $739 million aggregate principal of the 2048 Notes.
The Exchange Offers and Consent Solicitation were accounted for as debt modifications and all creditor fees paid were capitalized and were set to amortize as an adjustment to “Interest expense” in the Consolidated Statement of Operations over the remaining term of the Existing Notes and New Notes. As a result of the Special Mandatory Redemption Event and Tender Offer, the respective Existing Notes and New Notes redeemed were derecognized at their carrying value. Related to the above activities, the Company incurred a loss of approximately $114 million to “Sundry income (expense) – net” in the Consolidated Statements of Operations, which consisted of the redemption premium, third party fees, write-off of deferred debt issuance costs, including capitalized creditor fees incurred as part of the Exchange Offers and Consent Solicitation and the basis adjustment from fair value hedge accounting on the Company’s interest rate swap agreements associated with the redeemed bonds.
Qnity Financing
In August 2025, Qnity, a wholly-owned subsidiary of DuPont, issued $1.0 billion aggregate principal amount of 5.750% senior secured notes due 2032 (the “Qnity Secured Notes”) and $750 million aggregate principal amount of 6.250% senior unsecured notes due 2033 (the “Qnity Unsecured Notes,” and together with the Secured Notes, the “Qnity Notes”). Qnity also issued and fully allocated a senior secured revolving credit facility for $1.25 billion due 2030 and a senior secured term loan facility for $2.35 billion due 2032 in the third quarter 2025 (the “Qnity Credit Facilities”). The Qnity Credit Facilities became effective immediately prior to the Electronics Separation. Qnity used the net proceeds from the Qnity Notes, together with borrowings under the Credit Facilities and cash on hand, to finance the payment of a cash distribution to DuPont of approximately $4.1 billion, inclusive of financing related fees plus the pre-funded accrued interest deposit in connection with the issuance of notes (and any investment returns thereon). The gross proceeds held in escrow were released in connection with the completion of the Qnity Spin-Off on November 1, 2025. The obligations and liabilities associated with the Qnity Notes and the Qnity Credit Facilities were separated from the Company on November 1, 2025 upon consummation of the Qnity Distribution.
2024 Capital Structure Actions
On June 5, 2024, DuPont issued a notice of redemption to the bond trustee with respect to a partial redemption of $650 million aggregate principal amount of its 2038 notes, (the "2038 Notes") in accordance with their terms. The partial redemption occurred on June 15, 2024, at the redemption price set forth in the indenture of the 2038 Notes. The Company funded the repayment with cash on hand. As a result of the early redemption of the debt for the year ended December 31, 2024, the Company incurred a loss of approximately $74 million to "Sundry income (expense) - net" within the Consolidated Statements of Operations, which consisted of the redemption premium, write-off of the deferred debt issuance costs and the basis adjustment from fair value hedge accounting on the Company's interest rate swap agreements associated with this borrowing. See Note 21 for further detail on the dedesignation of the Company's interest rate swap agreements.
Floating Rate Senior Unsecured Notes
In November 2023, the $300 million Floating Rate Senior Unsecured Notes matured and was repaid at par plus the accrued and unpaid interest. The Company funded the repayment with cash on hand.
Fixed Rate Senior Unsecured Notes
In November 2025, the $1,850 million Fixed Rate Senior Unsecured Notes matured and was repaid at par plus the accrued and unpaid interest. The Company funded the repayment with cash proceeds from the Electronics Separation.
Revolving Credit Facilities
In May 2025, the Company entered into a $1 billion 364-day revolving credit facility (the "2025 $1B Revolving Credit Facility"). The Company held another $1 billion 364-day revolving credit facility which expired in May 2025. There were no drawdowns under either facility during the year ended December 31, 2025. The 2025 $1B Revolving Credit Facility will be used for general corporate purposes.
In May 2025, the Company amended its $2.5 billion 5-year revolving credit facility to extend the maturity date to April 2028 (the "Five-Year Revolving Credit Facility"). Upon the completion of the Electronics Separation, the amended facility decreased to $2.0 billion.
Commercial Paper
In April 2022, DuPont downsized its authorized commercial paper program from $3.0 billion to $2.5 billion (the “DuPont Commercial Paper Program”). In 2025 upon occurrence of the Electronics Separation, the Company reduced its authorized commercial paper program to $2.0 billion. At December 31, 2024 and 2023, the Company had no issuances outstanding of commercial paper. At December 31, 2025, the Company had $60 million outstanding of commercial paper.
Uncommitted Credit Facilities and Outstanding Letters of Credit
Unused bank credit lines on uncommitted credit facilities were approximately $475 million at December 31, 2025. These lines are available to support short-term liquidity needs and general corporate purposes including letters of credit. Outstanding letters of credit were approximately $137 million at December 31, 2025. These letters of credit support commitments made in the ordinary course of business.
Debt Covenants and Default Provisions
The Company's indenture covenants include customary limitations on liens, sale and leaseback transactions, and mergers and consolidations, subject to certain limitations. The Existing Notes and 2028 New Notes also contain customary default provisions. The Five-Year Revolving Credit Facility and the 2025 $1B Revolving Credit Facility contain a financial covenant requiring that the ratio of Total Indebtedness to Total Capitalization for the Company and its consolidated subsidiaries not exceed 0.60. At December 31, 2025, the Company was in compliance with this financial covenant.
Supplier Financing
The Company and certain of its designated suppliers, at their sole discretion, participate in a supplier financing program with a financial institution serving as an intermediary. Under this program, the Company agrees to pay the financial institution the stated amount of confirmed invoices from its designated suppliers on the same terms and on the original maturity dates of the confirmed invoices, which have a weighted average payment term of approximately 130 days. The Company does not pay any annual subscription or service fee to the financial institution, nor does the Company reimburse its suppliers for any costs they incur to participate in the program. The Company’s obligations are not impacted by the suppliers’ decision to participate in this program. The Company or the financial institution may terminate the agreement upon at least 30 days’ notice. The amount of invoices outstanding confirmed as valid under the supplier financing programs are shown in the table below and recorded in “” in the Consolidated Balance Sheets.
The following table summarizes the outstanding obligations confirmed as valid under the supplier financing programs for the years ended December 31, 2025 and 2024:
| Supplier Financing Program Activity | Amount | ||||
| In millions | |||||
| Confirmed obligations outstanding as of January 1, 2024 | $ | 67 | |||
| Invoices confirmed to financial institutions | 273 | ||||
| Confirmed invoices paid to financial institution | (270) | ||||
| Foreign currency exchange impact | (1) | ||||
| Confirmed obligations outstanding as of December 31, 2024 | $ | 69 | |||
| Invoices confirmed to financial institutions | 237 | ||||
| Confirmed invoices paid to financial institution | (244) | ||||
| Foreign currency exchange impact | 1 | ||||
Confirmed obligations outstanding as of December 31, 2025 | $ | 63 | |||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 17, 2026 | Showing above |
| 2024 | Feb 14, 2025 | |
| 2023 | Feb 15, 2024 | |
| 2022 | Feb 15, 2023 | |
| 2021 | Feb 11, 2022 | |
| 2020 | Feb 12, 2021 | |
| 2019 | Feb 14, 2020 | |
| 2018 | Feb 11, 2019 | |
| 2017 | Feb 15, 2018 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.