Chairman's - FMC Corporation

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NOTE 15: EQUITY FMC CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued) The following is a summary of our capital stock activity over the past three years: Common Treasury Stock Stock (Number of Shares in Thousands) December 31, 2006 .......................................................... 92,992 16,356 Stock options and awards ...................................................... — (1,132) Stock for employee benefit trust, net ............................................. — (2) Repurchases of common stock, net .............................................. — 2,640 December 31, 2007 .......................................................... 92,992 17,862 Stock options and awards ...................................................... — (920) Repurchases of common stock, net .............................................. — 3,540 December 31, 2008 .......................................................... 92,992 20,482 Stock options and awards ...................................................... — (733) Repurchases of common stock, net .............................................. — 724 December 31, 2009 .......................................................... 92,992 20,473 At December 31, 2009, 6.6 million shares of FMC common stock were reserved for stock options and awards. Accumulated other comprehensive gain (loss) consisted of the following: December 31, 2009 2008 (in Millions) Deferred (loss) gain on derivative contracts ........................................ $ (0.1) $ (31.7) Pension and other postretirement liability adjustment ................................ (289.8) (237.7) Foreign currency translation adjustments .......................................... 10.7 (6.7) Accumulated other comprehensive gain (loss) ...................................... $(279.2) $(276.1) On January 21, 2010, we paid dividends aggregating $9.1 million to our shareholders of record as of December 31, 2009. This amount is included in “Accrued and other liabilities” on the consolidated balance sheets as of December 31, 2009. For the years ended December 31, 2009, 2008 and 2007, we paid $36.3 million, $34.4 million and $29.7 million in dividends, respectively. In April 2007, the Board of Directors authorized the repurchase of up to $250 million of our common stock. In October 2008, the Board authorized the repurchase of up to an additional $250 million of our common stock. Although the repurchase program does not include a specific timetable or price targets and may be suspended or terminated at any time, we expect that the program will be accomplished over the next two years. Shares may be purchased through open market or privately negotiated transactions at the discretion of management based on its evaluation of market conditions and other factors. During the twelve months ended December 31, 2009, we repurchased 684,681 shares under the publicly announced repurchase program for $35.0 million. The remaining dollar value of shares that may yet be purchased under this program was $189.8 million at December 31, 2009. We also reacquire shares from time to time from employees and non-employee directors to pay taxes owed in connection with the vesting and exercise of awards under our equity compensation plans. 98
FMC CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued) NOTE 16: EARNINGS PER SHARE Earnings (loss) per common share (“EPS”) is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period on a basic and diluted basis. Our potentially dilutive securities include potential common shares related to our stock options, restricted stock and restricted stock units. Diluted earnings per share (“Diluted EPS”) considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an antidilutive effect. Diluted EPS excludes the impact of potential common shares related to our stock options in periods in which the option exercise price is greater than the average market price of our common stock for the period. There were 278,173 potential common shares excluded from Diluted EPS for the year ended December 31, 2009. There were no excluded potential common shares from Diluted EPS for the years ended December 31, 2008 and 2007. As discussed in Note 2, we adopted the new guidance related to determining whether instruments granted in share-based payment transactions are participating securities on January 1, 2009. Our non-vested restricted stock awards contain rights to receive non-forfeitable dividends, and thus, are participating securities requiring the two-class method of computing EPS. The two-class method determines EPS by dividing the sum of distributed earnings to common stockholders and undistributed earnings allocated to common stockholders by the weighted average number of shares of common stock outstanding for the period. In calculating the two-class method, undistributed earnings are allocated to both common shares and participating securities based on the weighted average shares outstanding during the period. Earnings applicable to common stock and common stock shares used in the calculation of basic and diluted earnings per share are as follows: Year Ended December 31, 2009 2008 2007 (in Millions Except Share and Per Share Data) Earnings attributable to FMC stockholders: Income from continuing operations attributable to FMC stockholders .......... $ 246.7 $ 329.5 $ 156.7 Discontinued operations, net of income taxes ............................. (18.2) (24.9) (24.3) Net income ........................................................ $ 228.5 $ 304.6 $ 132.4 Less: Distributed and undistributed earnings allocable to restricted award holders ......................................................... (1.1) (1.5) (0.9) Net income allocable to common stockholders ............................ $ 227.4 $ 303.1 $ 131.5 Basic earnings per common share attributable to FMC stockholders Continuing operations ............................................... $ 3.40 $ 4.44 $ 2.06 Discontinued operations . ............................................. (0.25) (0.34) (0.32) Net income ........................................................ $ 3.15 $ 4.10 $ 1.74 Diluted earnings per common share attributable to FMC stockholders Continuing operations ............................................... $ 3.37 $ 4.35 $ 2.02 Discontinued operations . ............................................. (0.25) (0.33) (0.31) Net income ........................................................ $ 3.12 $ 4.02 $ 1.71 Weighted average number of shares of common stock outstanding—Basic . ..... 72,163 74,006 75,605 Weighted average additional shares assuming conversion of potential common shares .......................................................... 1,138 1,790 1,994 Shares—diluted basis ................................................ 73,301 75,796 77,599 99
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Chairman’s LETTER Eight years ago
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from acquisitions made in 2008. Lit
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1000 800 600 400 Dollars in Million
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Dollars in Millions 800 700 600 500
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SEGMENT REVENUE AND OPERATING EARNI
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NON-GAAP RECONCILIATIONS Segment op
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UNITED STATES SECURITIES AND EXCHAN
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PART I FMC Corporation (FMC) was in
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energy storage markets to serve the
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The following table summarizes the
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Specialty Chemicals Financial Infor
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The following chart summarizes the
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Overview Our Industrial Chemicals s
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and percarbonates) also function as
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cellulose and seaweed extract as we
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• Changing regulatory environment
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ITEM 3. LEGAL PROCEEDINGS Like hund
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PART II ITEM 5. MARKET FOR THE REGI
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For the three and twelve months end
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Footnotes: (1) Discontinued operati
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driven by higher volumes in most re
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Revenue of $1,051.6 million was one
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Industrial Chemicals Revenue ......
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• $5.6 million of charges represe
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Segment Results Agricultural Produc
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Other Charges (Income), Net • Sol
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corporate purposes, including issui
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Cash required by operating activiti
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indemnification obligations with re
Page 61 and 62: On January 19, 2009, the European C
Page 63 and 64: Environmental obligations. We provi
Page 65 and 66: Sensitivity analysis related to key
Page 67 and 68: Our debt portfolio, at December 31,
Page 69 and 70: FMC CORPORATION CONSOLIDATED STATEM
Page 75 and 76: FMC CORPORATION NOTES TO CONSOLIDAT
Page 83 and 84: NOTE 3: ACQUISITIONS 2009 Acquisiti
Page 111: FMC CORPORATION NOTES TO CONSOLIDAT
Page 129 and 130: MANAGEMENT’S ANNUAL REPORT ON INT
Page 131 and 132: FMC CORPORATION SCHEDULE II—VALUA
Page 133 and 134: ITEM 13. CERTAIN RELATIONSHIPS AND
Page 135 and 136: Exhibit No. Exhibit Description *10
Page 137 and 138: Exhibit No. Exhibit Description 23.
Page 139 and 140: Signature Title Date /S/ ROBERT C.
Page 141 and 142: COMPUTATION OF RATIO OF EARNINGS TO
Page 143 and 144: The Board of Directors FMC Corporat
Page 145 and 146: I, W. Kim Foster, certify that: CHI
Page 147: CFO CERTIFICATION OF ANNUAL REPORT
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Chairman's - FMC Corporation

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