2019-08-23T08:12:26-05:00 2018-12-31 BDO USA LLP 8401 GREENSBORO DRIVE 800 MCLEAN VA 22102 990 2018-01-01 620786018 Cotton Incorporated % DAVID BYRD COTT 9196782220 6399 Weston Parkway Cary NC 27513 DAVID N BYRD SENIOR VP AND CFO 7038930600 2019-08-12 true Marc Berger P01871563 7038930600 4.15.233.162 54621820192355000012 2019-08-23 P C44969C09172B32DC5279494C6AE8494327A5917 651D255A1A915A1FDEE8CC96D476D00223E3EE33 2018 2019-02-21 02:37:17Z DAVID N BYRD 6399 Weston Parkway Cary NC 27513 74031811 false X WWW.COTTONINC.COM X 1967 TN SEE SCHEDULE O 104 104 138 104 0 37787 69439090 74031811 0 0 0 0 0 0 69439090 74031811 293913 336071 0 0 17743048 18149910 0 0 0 51487644 54978382 69524605 73464363 -85515 567448 15456199 15224790 15779738 14980881 -323539 243909 X COTTON INCORPORATED, FUNDED BY U.S. GROWERS OF UPLAND COTTON AND IMPORTERS OF COTTON AND COTTON TEXTILE PRODUCTS, IS THE RESEARCH AND MARKETING COMPANY REPRESENTING UPLAND COTTON. THE PROGRAM IS DESIGNED AND OPERATED TO IMPROVE THE DEMAND FOR AND PROFITABILITY OF COTTON. false false Consumer Marketing The Consumer Marketing program is comprised of the Consumer Marketing Division (Advertising, Public Relations and Strategic Alliances) and the Corporate Strategy and Program Metrics Division (CSPM). The Consumer Marketing Division is tasked with creating awareness of, and interest in, cotton among consumer and trade audiences. This is accomplished through an integrated platform of traditional and digital advertising, engagement with the media, and activities and events that directly contact consumers. In 2018, a new consumer campaign, "Life in Uncomfortable" with 4 video assets was launched. This campaign targeted men and women 18-40 while honing in on comfort as the key benefit to lifes uncomfortable moments through a witty and humorous approach. This 360 degree campaign was distributed thru TV, Cottons consumer website as well as digital media, including social media and search engine marketing. The campaign delivered strong recognition, including those who had previously seen at least one of the ads also checking labels for fabric content more frequently. Public Relations supported consumer facing corporate initiatives such as the Blue Jeans Go Green (TM) denim recycling program, support of U.S. cotton sustainability message, cotton and activewear as well as cottons connection to human health and hygiene. Public Relations secured coverage in atypical and desirable media outlets including The Chicago Tribune, The Triad Business Journal, today.com, and NPR. The Strategic Alliances department worked in partnerships with companies such as Amazon, goop, Buckle, Zappos.com and Bed Bath & Beyond during 2018 in effort to execute programs aimed to drive sales of cotton apparel and home products. Several Blue Jeans Go Green (TM) program collection and distribution activities occurred which resulted in more than 360,000 pieces of denim being collected for recycling, resulting in over 193 tons of textile waste being diverted from landfills. CSPM led efforts to identify opportunities and threats for cotton using market intelligence data gathered through ongoing studies of consumer attitudes from the Lifestyle Monitor (TM) survey, assessments of cottons share at retail through the Retail Monitor (TM) research and comprehensive global economic research and analysis. Work completed by CSPM during 2018 includes, but is not limited to, the review of data on more than 150,000 products offered at retail over 3 countries; the evaluation of 14,000 U.S. and 26,000 global consumers; the update of a comprehensive database of monthly apparel and home furnishing imports; the management and analysis of global quantitative research in China; brand tracking metrics and the delivery of consumer and economic outlook presentations. Global Supply Chain Marketing (GSCM) The scope of the GSCM division covers a wide range of activities with manufacturers, retailers, brands, and trade organizations throughout the world. These activities are anchored in three important strategic objectives: build a global presence for cotton, promote product and technology ideas, and conduct education, training, and technical assistance through marketing programs that further the use of cotton in products. An important tactic for maintaining a global presence for cotton is through direct account interaction with mills, manufacturers, brands, and retailers for the apparel, nonwovens, and home products markets. The GSCM division conducted more than 830 meetings in 2018 with companies in both the manufacturing supply chain and with key brand and retailer accounts. GSCM staff focus efforts on influencing major brands and retailers through coordination of various Company resources, with the goal of influencing the use of cotton versus other fibers. These activities included participation in multiple trade shows and hosting industry events. In its fifth full year, the Cotton LEADS program continues to gain momentum as a platform for communicating information about responsible U.S. cotton production to retailers, brands, manufacturers, and industry organizations worldwide. Cotton Incorporated participates in this program with the National Cotton Council of America, the Cotton Foundation, Cotton Australia, and Cotton Council International. In 2018, 57 new partners joined the program, thus reaching a total of 560 partnering manufacturers, brands, and retailers. In 2018, consistent messaging and imagery was implemented throughout, including tradeshows, tradeshow promotional items and outlets, and other publications. In addition, new messaging was created for 2018 placement to highlight cotton solutions to the microfiber issue. Trade advertisements were placed in industry publications during the second half of 2018. The GSCM division continued the focus on marketing the natural story of cotton and the focus on sustainability in the industry. This information was very timely in response to the issues surrounding micro plastic pollution in oceans and waterways and how supply chain partners are seeking opportunities to reduce their pollution in all environments from raw materials to ways the raw materials or fabric are processed. This natural cotton story was conveyed and displayed at tradeshows, in printed brochures, online, in trade advertisements, and on the CottonWorks (TM) website. Many brands and retailers have increased interest in this natural and environmental story, with a focus on sustainability. Several brands and retailers who have adopted cotton technologies have continued those programs in 2018. One of the largest programs has come from multiple retailers using the TOUGH COTTON (TM) technology on cotton knits and wovens to increase abrasion-resistance and wear life in their end products. Three large outdoor and lifestyle brands are continuing their STORM COTTON (TM) technology programs and expanding by introducing new colorways and updated styling. A large denim brand is continuing their TransDRY (TM) technology program for the second year and volume has nearly doubled since the launch. One outdoor/lifestyle brand is continuing their TransDRY (TM) technology program in mens and womens products for the third year with updated styles and fabrications each season. A major global consumer brand whose largest business is in baby care launched a new line of baby shampoo/wash and lotion, containing tiny particles of cotton. Their TV and online advertising features the value of cotton to the products performance. The cotton enhanced (TM) trademark has a key presence in all their marketing communications, consumer, retail, and institutional. The companys goal is to be the number one choice for consumers and hospitals for newborns. The CottonWorks (TM) platform, previously COTTON UNIVERSITY (TM), is the main marketing platform of the Global Supply Chain Division and is supported by the ISP program. The CottonWorks (TM) platform includes technical education workshops, webinars, education for emerging professionals, events such as the farm tours, and numerous other activities to increase the use of cotton in products. Technical education workshops were held in 2018. Additionally, 5 webinars were held in 2018; topics this year included biodegradability in soil environments, biodegradability in wastewater environments (a combination of these two topics were translated for Spanish-speaking audiences), advances in sustainable dyeing, and sustainable denim finishing. Webinars reached more than 830 unique participants from 377 different organizations. Research and Development Research and Development is comprised of the Fiber Competition division as well as the Product Development and Implementation division. Fiber Competition had nine outside research projects for 2018 with a renewal of six projects and the initiation of three new projects. The majority of projects were focused on the Fiber of the Future effort which involves improving fiber length uniformity and the second priority was contamination detection at the gin. The third priority was given to completing the work involving the calibration of high volume instruments (HVI) for fiber elongation. Lastly, work was continued in the development of reference materials for fiber maturity standards. Product Evaluation Laboratory (PEL) activities continued to focus on day-to-day testing. Multiple fiber proficiency studies were run, and the lab also provided testing for the USDA-AMS on nine sets of calibration cottons using both HVI models. A total of nine proficiency tests for fabric were also completed this year as well as one yarn proficiency test. Testing services were active for all areas of research and implementation for both Agricultural & Environmental Research and Product Development & Implementation divisions. The lab also completed the installation, conversion, and training for a new version of LogBook software, a specialized system used by the PEL for all data collection and reporting. This next generation of LogBook software was created using developer tools that are readily available and forward compatible with future generations of Windows which will keep the 'paperless' lab moving forward smoothly. The CMS Product Development team continues to support MILLNet (TM) software products, with the primary focus on updates and enhancements for version 5.0. The MILLNet (TM) 5.0 software is being used for all new licensee installations, and conversions of existing users are still ongoing. A primary focus for conversions in 2018 was to complete as many of the U.S. mills as possible, and all but three U.S. licensees were completed. Global conversions were also started in 2018 with one completed in Vietnam and two completed in Mexico. The CMS Technical Service and Marketing teams assisted customers 3,429 times by phone, e-mail, text, face-to-face, and the Internet. Routine service visits were conducted in China, Colombia, El Salvador, Guatemala, Mexico, Nicaragua, Peru, Philippines, Thailand, U.S., and Vietnam. Marketing visits were made to prospective mills in Costa Rica, El Salvador, Guatemala, Indonesia, Mexico, Peru, Thailand, and Vietnam. Seven new MILLNet (TM) software licenses were signed, and all new installations were completed in 2018. For the Product Development and Implementation division, "Performance Cotton" remains an important initiative and is being addressed through yarn, fabric constructions, and finish developments. Innovative fiber blend developments to introduce more cotton into synthetic markets continues. In addition, engineering yarn with lower twist levels addresses the need for softer, more drapable fabrics. Both knit and woven fabric developments, focusing on the active market, continues. The release of the FABRICAST (TM) 2018-1 collection featured 66 new knit and woven fabric developments for the apparel and home markets with a special emphasis on raised surface constructions to compete with synthetic "Polar Fleece" type constructions. Progress was also made to quick-dry cotton solutions such as the SportDRY (TM) finish a sweat hiding technology, and cotton/polypropylene blend developments. Hundreds of outside research proposals were reviewed and 20 were chosen for further consideration in 2019. Work incorporating cotton into wearable electronics and 3D printing filaments continued as well. Sustainability is a key priority. Phase one, of the microfiber research, Aquatic Degradation of Cotton Research, was completed and has progressed into the next stage. The non-formaldehyde technology was formulated into a flame retardant technology, supporting new raised-surface fabric developments in the FABRICAST (TM) collection. Fabrics such as cotton and wool blends were also developed as natural alternatives for synthetic fleece. A minimally processed collection of fabrics were developed to extend the natural theme of cotton. CO2 waterless dyeing of 100% cotton fabric was scaled up to treat a pilot amount of fabrics. A bench top experiment of cotton to sugar is ongoing with the goal to utilize end of life cotton textiles as a biomass for glucose generation and conversion of glucose into new value added products. The latest airjet spinning technology, a Murata Vortex Spinning (MVS) 870 system, was installed in the Fiber Processing Lab (FPL) at no cost to Cotton Incorporated. Fiber Processing has started to evaluate this new technology. A feasibility study is being conducted using ultra-low micronaire to research best processing methods and end-product uses. Fiber Processing also did a breeder study to evaluate two new cotton fiber varieties with a major seed company. Joint research on a non-formaldehyde, durable press technology continued in 2018. Successful trials have led to a full hand-off to the Technical Service and Implementation (TSI) team to implement into the industry. Implementation and support of TOUGH COTTON (TM) technology has remained strong with more brands running trials. New major brands have adopted STORM COTTON (TM) technology. The PDI division maintained industry connectivity through trade shows, conferences, company visits, research trips, and lab tours. Use and availability of the 2015 cotton life cycle assessment data continues to spread. The consumer impact of laundering, based on results from the LCA, was presented at an international conference event. Product Integrity led the SAC 6. Material Sustainability Index task team to refine a taxonomy. A proposal for the qualitative assessment of chemistry in the Higg product tool was developed. A long-term strategy for the quantitative assessment of chemistry is now being considered. false true false false false false false false false true false false false true true true false false true true false false false false false false false true true false false false false false false true false false false false true false false true 186 0 true 138 true true true true MX CH HK JA false false false false false false X 104 104 false false false false false false false true true false false false true true true true true true true false FL MI NY NC TN X DAVID BYRD 9196782220 6399 WESTON PARKWAY CARY NC 27513 Dahlen Hancock Chairman 1.0 0.0 X X 0 0 0 Bernard Jordan Vice Chairman 1.0 0.0 X X 0 0 0 Van Murphy Secretary 1.0 0.0 X X 0 0 0 James Johnson Treasurer 1.0 0.0 X X 0 0 0 Jonathan Isbell Board Member 1.0 0.0 X 0 0 0 Basil Thompson Board Member 1.0 0.0 X 0 0 0 Charles Speake Board Member 1.0 0.0 X 0 0 0 Andrew Wendland Board Member 1.0 0.0 X 0 0 0 Phil Vandiver Board Member 1.0 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Englert Board Member 1.0 0.0 X 0 0 0 Eric Seidenberger Board Member 1.0 0.0 X 0 0 0 Jacob Gerik Board Member 1.0 0.0 X 0 0 0 Sam Sparks Board Member 1.0 0.0 X 0 0 0 Stacy Smith Board Member 1.0 0.0 X 0 0 0 Craig Heinrich Board Member 1.0 0.0 X 0 0 0 Robert Coker Board Member 1.0 0.0 X 0 0 0 Gerald Hilbers Board Member 1.0 0.0 X 0 0 0 Michael Patschke Board Member 1.0 0.0 X 0 0 0 John McDowell Board Member 1.0 0.0 X 0 0 0 Terry Lemon Board Member 1.0 0.0 X 0 0 0 Brady Mimms Board Member 1.0 0.0 X 0 0 0 Glen Phipps Board Member 1.0 0.0 X 0 0 0 Brent Nelson Board Member 1.0 0.0 X 0 0 0 Frank Bezner Board Member 1.0 0.0 X 0 0 0 David Pearson Board Member 1.0 0.0 X 0 0 0 Johnie Reed Board Member 1.0 0.0 X 0 0 0 Martin Stoerner Board Member 1.0 0.0 X 0 0 0 David Carter Board Member 1.0 0.0 X 0 0 0 Lacy Vardeman Board Member 1.0 0.0 X 0 0 0 Rex Kennedy Board Member 1.0 0.0 X 0 0 0 Mark Wright Board Member 1.0 0.0 X 0 0 0 James Page Board Member 1.0 0.0 X 0 0 0 Philip Edwards Board Member 1.0 0.0 X 0 0 0 James Ferguson Board Member 1.0 0.0 X 0 0 0 J Berrye Worsham President & CEO 40.0 0.0 X 639764 0 154362 David Byrd Senior Vice President & CFO 40.0 0.0 X 282712 0 95847 John Morgans VP Admin & Assist to President 40.0 0.0 X 243156 0 74001 Kater Hake VP Agricult/Envir Research 40.0 0.0 X 282703 0 99486 Kimberly S Kitchings SR VP, Consumer Marketing 40.0 0.0 X 233239 0 80611 Mark Messura Sr VP, Global Supp Chain Mktg 40.0 0.0 X 306786 0 114881 Mike Shen VP Product Dev & Implement 40.0 0.0 X 200283 0 33453 Chui Kwan Assoc Dir, Global Supp Chain 40.0 0.0 X 173417 0 4253 Hideyuki Kikumori Director, Technical Marketing 40.0 0.0 X 210415 0 18984 Mary Ankeny VP Product Dev & Implement 40.0 0.0 X 179541 0 73780 Jesse Daystar VP, Chief Sustainability Offcr 40.0 0.0 X 178303 0 23701 Vikki Martin VP, Fiber Competition 40.0 0.0 X 176710 0 58305 3107029 0 831664 41 false true false Rock Orange LLC 1862 W Flagler St MIAMI FL 33135 Event Coordination 1523000 Market Share Sports LLC 597 Presbyterian Rd MOORESVILLE NC 28115 Event Coordination 222937 Mode A Visual Agency 2173 Hawkins St Unit H CHARLOTTE NC 28203 Strategy & Design 195498 McKinney Venture LLC 318 Blackwell St Suite 200A DURHAM NC 27701 Website Design 191549 Stagwell Media LLC 1700 K Street NW Suite 750 WASHINGTON DC 20006 Market Research 183350 17 134113 73897698 233670 74031811 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 74031811 0 336071 0 0 2821309 0 11851251 454898 2172983 849469 3800208 180920 178949 0 0 204195 1169709 22695695 531604 952058 0 1729603 2537925 0 2468602 0 0 1709750 183488 RESEARCH & PROMOTION 11784458 GRAPHIC ARTS 1207945 MAINTENANCE 911779 SPONSORSHIP 864136 1867358 73464363 2602 1958 3853086 5876088 0 0 7165419 3598808 0 0 0 0 0 0 0 0 1008000 1285481 21767758 17305303 3427092 4462455 0 0 0 0 0 0 0 0 0 0 15456199 15224790 12195626 11014306 0 0 0 0 0 0 0 0 0 0 0 0 0 0 3584112 3966575 15779738 14980881 X -323539 243909 0 0 0 0 -323539 243909 15456199 15224790 567448 X X false true X true false 4536013 2829975 1706038 16400451 13741664 2658787 831294 733664 97630 4462455 0 DEFERRED LEASE OBLIGATION 1462619 ACCRUED PENSION COST LIABILITY 2503956 3966575 X 77184936 3153125 3153125 74031811 74031811 76617488 3153125 3153125 73464363 73464363 SCHEDULE D, PART X, LINE 2: The Company is exempt from federal income taxes under Section 501(c)(6) of the Internal Revenue Code, except for any unrelated business income. The Company is required to file a Return of Organization Exempt from Income Tax ("Form 990") with the Internal Revenue Service ("IRS") annually. The Company is required to file an Exempt Organization Business Income Tax Return ("Form 990-T") with the IRS for unrelated business income tax when applicable. For the year ended December 31, 2018, the Company has recorded an income tax provision for federal income taxes of $8,146. This income tax provision is included in accounts payable and accrued liabilities value found on the statements of financial position. This unrelated business income tax was derived from certain transportation fringe benefits allotted in 2018. For the year ended December 31, 2017, there was no unrelated business income earned, and thus, no provision for income taxes made. The Company is also exempt from state income taxes with the exception of any unrelated business income. For the year ended December 31, 2018 the Company recorded an income tax provision for state income taxes of $373. This income tax provision is included in the accounts payable and accrued liabilities on the statements of financial position. This unrelated business income tax was derived from certain transportation fringe benefits allotted in 2018. For the year ended December 31, 2017, there was no unrelated business income earned, and thus, no provision for income taxes made. The Company accounts for uncertainty in income taxes using a recognition threshold of more-likely-than-not to be sustained upon examination by the appropriate taxing authority. Measurement of uncertainty occurs if the recognition threshold has been met. The Company's tax returns are open for examination for years 2015 through 2017. East Asia and the Pacific 3 19 Program Services INFORMATION SUPPORT 5352814 North America 1 4 Program Services Information Support 915876 Europe (Including Iceland and Greenland) 0 1 Program Services Information Support 1020888 South America 0 0 Program Services Information Support 149715 Central America and the Caribbean 0 1 Program Services Agricultural Research 102278 4 25 4 25 7541571 7541571 false false false false false false true SUPPORT FOR STUDENTS IN BREEDING/GENETICS STUDIES 8 336071 SCHEDULE I, PART I, LINE 2: EXPLANATION: GRANTS ARE OVERSEEN BY OUR AGRICULTURAL AND ENVIRONMENTAL RESEARCH EMPLOYEES. THESE EMPLOYEES MONITOR THE PROGRESS OF THOSE RECEIVING GRANTS, INCLUDING REQUIRED COMMUNICATIONS OF THEIR PROGRESS AND SITE VISITS. X X true true X X false true false J Berrye Worsham President & CEO 510746 0 70000 0 59018 0 112980 0 41382 0 794126 0 0 0 David Byrd Senior Vice President & CFO 238647 0 24612 0 19453 0 72090 0 23757 0 378559 0 0 0 John Morgans VP Admin & Assist to President 205858 0 21760 0 15538 0 51553 0 22448 0 317157 0 0 0 Kater Hake VP Agricult/Envir Research 240442 0 22912 0 19349 0 72456 0 27030 0 382189 0 0 0 Kimberly S Kitchings SR VP, Consumer Marketing 200562 0 20270 0 12407 0 49702 0 30909 0 313850 0 0 0 Mark Messura Sr VP, Global Supp Chain Mktg 250861 0 25836 0 30089 0 74138 0 40743 0 421667 0 0 0 Mike Shen VP Product Dev & Implement 181590 0 8700 0 9993 0 21145 0 12308 0 233736 0 0 0 Chui Kwan Assoc Dir, Global Supp Chain 132366 0 7907 0 33144 0 2296 0 1957 0 177670 0 0 0 Hideyuki Kikumori Director, Technical Marketing 128024 0 7492 0 74899 0 8080 0 10904 0 229399 0 0 0 Mary Ankeny VP Product Dev & Implement 155441 0 17400 0 6700 0 40237 0 33543 0 253321 0 0 0 Jesse Daystar VP, Chief Sustainability Offcr 173888 0 0 0 4415 0 11781 0 11920 0 202004 0 0 0 Vikki Martin VP, Fiber Competition 157361 0 13533 0 5816 0 35157 0 23148 0 235015 0 0 0 SCHEDULE J, PART I, LINE 1a The company provides for business class tickets for all employees on select international trips, which include first-class tickets when domestic travel is involved on those itineraries. Tax gross-up payments are made for select executives to reimburse medical expenses. SCHEDULE J, PART I, LINE 4 J. Berrye Worsham participates in a SERP and had contributions of $50,000 in 2018. X MACHINERY 1 233670 FMV false false false FORM 990, PART I, LINE 1: DESCRIPTION OF ORGANIZATION MISSION: COTTON INCORPORATED, FUNDED BY U.S. GROWERS OF UPLAND COTTON AND IMPORTERS OF COTTON AND COTTON TEXTILE PRODUCTS, IS THE RESEARCH AND MARKETING COMPANY REPRESENTING UPLAND COTTON. THE PROGRAM IS DESIGNED AND OPERATED TO IMPROVE THE DEMAND FOR AND PROFITABILITY OF COTTON. FORM 990, PART VI, SECTION B, LINE 11B: EXPLANATION: THE FORM 990 IS REVIEWED IN DETAIL WITH THE COMPANY'S AUDIT COMMITTEE AFTER COMPLETION AT THE AUGUST BOARD OF DIRECTORS MEETING FOR APPROVAL PRIOR TO FILING. SUBSEQUENT TO REVIEW, THE CHAIRMAN OF THE AUDIT COMMITTEE WILL INFORM THE COMPLETE BOARD OF DIRECTORS OF THE PROCEEDINGS AND OUTCOME. FORM 990, PART VI, SECTION B, LINE 12C: EXPLANATION: ALL DIRECTORS ARE REQUESTED TO ATTEST THAT THEY ARE FREE OF ANY CONFLICTS OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15: EXPLANATION: AN INDEPENDENT COMPENSATION COMMITTEE DETERMINES COMPENSATION FOR ALL EMPLOYEES OF THE COMPANY. THE COMPENSATION COMMITTEE ENGAGES AN OUTSIDE CONSULTANT TO PROVIDE RECOMMENDATIONS BASED ON COMPARABLE PAY INFORMATION AS WELL. FORM 990, PART VI, SECTION C, LINE 19: EXPLANATION: THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST BY AN APPROPRIATE PARTY. FORM 990, PART XII, LINE 2C: EXPLANATION: THERE HAVE BEEN NO CHANGES DURING THE YEAR IN THE PROCESS FOR OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS. FORM 990, PART III, LINE 4D: OTHER PROGRAM SERVICES OTHER PROGRAM SERVICES INCLUDE research and development AND CORPORATE SERVICES. 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