Item 1. Financial Statements
Item 1. Financial Statements
Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Earnings
(in millions of U.S. dollars, except per share data)
(Unaudited)
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
Net revenues
$
5,911
$
6,062
$
12,618
$
12,600
Cost of sales
3,580
3,593
7,836
7,538
Gross profit
2,331
2,469
4,782
5,062
Selling, general and administrative expenses
1,453
1,427
2,990
2,920
Asset impairment and exit costs
115
15
130
35
Net gain on divestiture
—
( 41
)
—
( 41
)
Amortization of intangibles
50
43
93
87
Operating income
713
1,025
1,569
2,061
Benefit plan non-service income
( 31
)
( 12
)
( 64
)
( 29
)
Interest and other expense, net
85
101
275
181
Earnings before income taxes
659
936
1,358
1,909
Provision for income taxes
( 341
)
( 216
)
( 489
)
( 405
)
Gain/(loss) on equity method investment
transactions
121
( 25
)
192
( 2
)
Equity method investment net earnings
106
109
227
275
Net earnings
545
804
1,288
1,777
Noncontrolling interest earnings
( 1
)
( 1
)
( 8
)
( 7
)
Net earnings attributable to
Mondelēz International
$
544
$
803
$
1,280
$
1,770
Per share data:
Basic earnings per share attributable to
Mondelēz International
$
0.38
$
0.56
$
0.89
$
1.22
Diluted earnings per share attributable to
Mondelēz International
$
0.38
$
0.55
$
0.89
$
1.21
See accompanying notes to the condensed consolidated financial statements.
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Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Earnings
(in millions of U.S. dollars)
(Unaudited)
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
Net earnings
$
545
$
804
$
1,288
$
1,777
Other comprehensive earnings/(losses), net of tax:
Currency translation adjustment
81
30
( 1,290
)
193
Pension and other benefit plans
5
38
65
55
Derivative cash flow hedges
1
( 62
)
59
( 127
)
Total other comprehensive earnings/(losses)
87
6
( 1,166
)
121
Comprehensive earnings/(losses)
632
810
122
1,898
less: Comprehensive earnings/(losses) attributable to
noncontrolling interests
5
3
7
8
Comprehensive earnings/(losses) attributable to Mondelēz International
$
627
$
807
$
115
$
1,890
See accompanying notes to the condensed consolidated financial statements.
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Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in millions of U.S. dollars, except share data)
(Unaudited)
June 30,
2020
December 31,
2019
ASSETS
Cash and cash equivalents
$
1,602
$
1,291
Trade receivables (net of allowances of $40 at June 30, 2020
and $35 at December 31, 2019)
1,979
2,212
Other receivables (net of allowances of $40 at June 30, 2020
and $44 at December 31, 2019)
631
715
Inventories, net
2,710
2,546
Other current assets
1,073
866
Total current assets
7,995
7,630
Property, plant and equipment, net
8,365
8,733
Operating lease right of use assets
645
568
Goodwill
20,997
20,848
Intangible assets, net
17,877
17,957
Prepaid pension assets
586
516
Deferred income taxes
785
726
Equity method investments
6,659
7,178
Other assets
285
359
TOTAL ASSETS
$
64,194
$
64,515
LIABILITIES
Short-term borrowings
$
2,755
$
2,638
Current portion of long-term debt
945
1,581
Accounts payable
5,466
5,853
Accrued marketing
1,804
1,836
Accrued employment costs
639
769
Other current liabilities
2,930
2,645
Total current liabilities
14,539
15,322
Long-term debt
16,004
14,207
Long-term operating lease liabilities
479
403
Deferred income taxes
3,383
3,338
Accrued pension costs
1,108
1,190
Accrued postretirement health care costs
371
387
Other liabilities
2,213
2,351
TOTAL LIABILITIES
38,097
37,198
Commitments and Contingencies (Note 12)
EQUITY
Common Stock, no par value (5,000,000,000 shares authorized and
1,996,537,778 shares issued at June 30, 2020 and December 31, 2019)
—
—
Additional paid-in capital
32,022
32,019
Retained earnings
27,040
26,615
Accumulated other comprehensive losses
( 11,419
)
( 10,254
)
Treasury stock, at cost (568,483,191 shares at June 30, 2020 and
561,531,524 shares at December 31, 2019)
( 21,625
)
( 21,139
)
Total Mondelēz International Shareholders’ Equity
26,018
27,241
Noncontrolling interest
79
76
TOTAL EQUITY
26,097
27,317
TOTAL LIABILITIES AND EQUITY
$
64,194
$
64,515
See accompanying notes to the condensed consolidated financial statements.
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Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Equity
(in millions of U.S. dollars, except per share data)
(Unaudited)
Mondelēz International Shareholders’ Equity
Common
Stock
Additional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Earnings/
(Losses)
Treasury
Stock
Non-controlling
Interest
Total
Equity
Three Months Ended June 30, 2020
Balances at April 1, 2020
$
—
$
31,990
$
26,906
$
( 11,502
)
$
( 21,652
)
$
78
$
25,820
Comprehensive earnings/(losses):
Net earnings
—
—
544
—
—
1
545
Other comprehensive earnings/(losses),
net of income taxes
—
—
—
83
—
4
87
Exercise of stock options and issuance of
other stock awards
—
32
( 3
)
—
27
—
56
Cash dividends declared ($0.285 per share)
—
—
( 409
)
—
—
—
( 409
)
Dividends paid on noncontrolling interest
and other activities
—
—
2
—
—
( 4
)
( 2
)
Balances at June 30, 2020
$
—
$
32,022
$
27,040
$
( 11,419
)
$
( 21,625
)
$
79
$
26,097
Six Months Ended June 30, 2020
Balances at January 1, 2020
$
—
$
32,019
$
26,615
$
( 10,254
)
$
( 21,139
)
$
76
$
27,317
Comprehensive earnings/(losses):
Net earnings
—
—
1,280
—
—
8
1,288
Other comprehensive earnings/(losses),
net of income taxes
—
—
—
( 1,165
)
—
( 1
)
( 1,166
)
Exercise of stock options and issuance of
other stock awards
—
3
( 41
)
—
215
—
177
Common Stock repurchased
—
—
—
—
( 701
)
—
( 701
)
Cash dividends declared ($0.57 per share)
—
—
( 817
)
—
—
—
( 817
)
Dividends paid on noncontrolling interest
and other activities
—
—
3
—
—
( 4
)
( 1
)
Balances at June 30, 2020
$
—
$
32,022
$
27,040
$
( 11,419
)
$
( 21,625
)
$
79
$
26,097
Three Months Ended June 30, 2019
Balances at April 1, 2019
$
—
$
31,933
$
24,910
$
( 10,528
)
$
( 20,561
)
$
81
$
25,835
Comprehensive earnings/(losses):
Net earnings
—
—
803
—
—
1
804
Other comprehensive earnings/(losses),
net of income taxes
—
—
—
4
—
2
6
Exercise of stock options and issuance of
other stock awards
—
37
( 35
)
—
153
—
155
Common Stock repurchased
—
—
—
—
( 276
)
—
( 276
)
Cash dividends declared ($0.26 per share)
—
—
( 378
)
—
—
—
( 378
)
Dividends paid on noncontrolling interest
and other activities
—
—
—
—
—
( 3
)
( 3
)
Balances at June 30, 2019
$
—
$
31,970
$
25,300
$
( 10,524
)
$
( 20,684
)
$
81
$
26,143
Six Months Ended June 30, 2019
Balances at January 1, 2019
$
—
$
31,961
$
24,394
$
( 10,644
)
$
( 20,185
)
$
76
$
25,602
Comprehensive earnings/(losses):
Net earnings
—
—
1,770
—
—
7
1,777
Other comprehensive earnings/(losses),
net of income taxes
—
—
—
120
—
1
121
Exercise of stock options and issuance of
other stock awards
—
9
( 111
)
—
442
—
340
Common Stock repurchased
—
—
—
—
( 941
)
—
( 941
)
Cash dividends declared ($0.52 per share)
—
—
( 753
)
—
—
—
( 753
)
Dividends paid on noncontrolling interest
and other activities
—
—
—
—
—
( 3
)
( 3
)
Balances at June 30, 2019
$
—
$
31,970
$
25,300
$
( 10,524
)
$
( 20,684
)
$
81
$
26,143
See accompanying notes to the condensed consolidated financial statements.
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Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in millions of U.S. dollars)
(Unaudited)
For the Six Months Ended
June 30,
2020
2019
CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES
Net earnings
$
1,288
$
1,777
Adjustments to reconcile net earnings to operating cash flows:
Depreciation and amortization
528
517
Stock-based compensation expense
63
71
U.S. tax reform transition tax
—
2
Deferred income tax (benefit)/provision
( 110
)
36
Asset impairments and accelerated depreciation
99
4
Net gain on divestiture
—
( 41
)
(Gain)/loss on equity method investment transactions
( 192
)
2
Equity method investment net earnings
( 227
)
( 275
)
Distributions from equity method investments
193
188
Other non-cash items, net
154
( 46
)
Change in assets and liabilities, net of acquisitions and divestitures:
Receivables, net
328
135
Inventories, net
( 233
)
( 145
)
Accounts payable
75
( 430
)
Other current assets
( 62
)
( 20
)
Other current liabilities
( 224
)
( 638
)
Change in pension and postretirement assets and liabilities, net
( 122
)
( 91
)
Net cash provided by operating activities
1,558
1,046
CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES
Capital expenditures
( 445
)
( 465
)
Acquisition, net of cash received
( 1,141
)
—
Proceeds from divestitures including equity method investments
579
163
Other
( 30
)
35
Net cash used in investing activities
( 1,037
)
( 267
)
CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES
Issuances of commercial paper, maturities greater than 90 days
677
809
Repayments of commercial paper, maturities greater than 90 days
( 654
)
( 2,169
)
Net issuances of other short-term borrowings
109
1,958
Long-term debt proceeds
2,533
597
Long-term debt repaid
( 1,430
)
( 409
)
Repurchase of Common Stock
( 720
)
( 940
)
Dividends paid
( 819
)
( 756
)
Other
123
271
Net cash used in financing activities
( 181
)
( 639
)
Effect of exchange rate changes on cash, cash equivalents and
restricted cash
( 37
)
8
Cash, cash equivalents and restricted cash:
Increase
303
148
Balance at beginning of period
1,328
1,100
Balance at end of period
$
1,631
$
1,248
See accompanying notes to the condensed consolidated financial statements.
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Mondelēz International, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Note 1. Basis of Presentation
Our interim condensed consolidated financial statements are unaudited. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted. It is management’s opinion that these financial statements include all normal and recurring adjustments necessary for a fair presentation of our results of operations, financial position and cash flows. Results of operations for any interim period are not necessarily indicative of future or annual results. For a complete set of consolidated financial statements and related notes, refer to our Annual Report on Form 10-K for the year ended December 31, 2019 .
Principles of Consolidation:
The condensed consolidated financial statements include Mondelēz International, Inc. as well as our wholly owned and majority owned subsidiaries, except our Venezuelan subsidiaries that were deconsolidated in 2015. All intercompany transactions are eliminated. The noncontrolling interest represents the noncontrolling investors' interests in the results of subsidiaries that we control and consolidate. We account for investments over which we exercise significant influence under the equity method of accounting. Investments over which we do not have significant influence or control are not material and are carried at cost as there is no readily determinable fair value for the equity interests.
Currency Translation and Highly Inflationary Accounting :
We translate the results of operations of our subsidiaries from multiple currencies using average exchange rates during each period and translate balance sheet accounts using exchange rates at the end of each period. We record currency translation adjustments as a component of equity (except for highly inflationary currencies) and realized exchange gains and losses on transactions in earnings.
Highly inflationary accounting is triggered when a country’s three-year cumulative inflation rate exceeds 100%. It requires the remeasurement of financial statements of subsidiaries in the country from the functional currency of the subsidiary to our U.S. dollar reporting currency, with currency remeasurement gains or losses recorded in earnings. As discussed below, beginning on July 1, 2018, we began to apply highly inflationary accounting for our operations in Argentina.
Argentina. During the second quarter of 2018, primarily based on published estimates that indicated that Argentina's three-year cumulative inflation rate exceeded 100%, we concluded that Argentina became a highly inflationary economy for accounting purposes. As of July 1, 2018, we began to apply highly inflationary accounting for our Argentinian subsidiaries and changed their functional currency from the Argentinian peso to the U.S. dollar. On July 1, 2018, both monetary and non-monetary assets and liabilities denominated in Argentinian pesos were remeasured into U.S. dollars using the exchange rate as of the balance sheet date, with remeasurement and other transaction gains and losses recorded in net earnings. As of June 30, 2020 , our Argentinian operations had $ 3 million of Argentinian peso denominated net monetary assets . Our Argentinian operations contributed $ 76 million , or 1.3 % of consolidated net revenues in the three months and $ 174 million , or 1.4 % of consolidated net revenues in the six months ended June 30, 2020 . Within selling, general and administrative expenses, we recorded a remeasurement loss of $ 3 million during the three months and $ 5 million during the six months ended June 30, 2020 as well as a remeasurement gain of $ 1 million during the three months and a remeasurement loss of $ 1 million during the six months ended June 30, 2019 related to the revaluation of the Argentinian peso denominated net monetary position over these periods.
Brexit . In the six months ended June 30, 2020 , we generated 8.8 % of our consolidated net revenues in the United Kingdom. On January 31, 2020, the United Kingdom began the withdrawal process from the European Union under the European and U.K. Parliament approved Withdrawal Agreement. During a transition period scheduled to end on December 31, 2020, the United Kingdom will effectively remain in the E.U.’s customs union and single market while a trade deal with the European Union is negotiated. The deadline for extending the transition period was June 30, 2020 and the United Kingdom did not seek an extension. As a result, on December 31, 2020, the United Kingdom will either exit the European Union and begin a new trade relationship with the European Union or will exit without a trade deal. During the transition period, we continue to take protective measures in response to the potential impacts on our results of operations and financial condition. If the ultimate terms of the United Kingdom’s separation from the European Union negatively impact the U.K. economy or result in disruptions to sales or our supply chain,
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the impact to our results of operations and financial condition could be material. We are taking measures to increase our resources in customer service & logistics together with increasing our inventory levels of imported raw materials, packaging and finished goods in the United Kingdom to help us manage through the Brexit transition and the inherent risks.
Other Countries. Since we sell our products in over 150 countries and have operations in approximately 80 countries, we monitor economic and currency-related risks and seek to take protective measures in response to these exposures, including the impacts related to the global outbreak of the novel coronavirus (“COVID-19”) in 2020. Most countries in which we do business have recently experienced periods of significant economic uncertainty as well as exchange rate volatility. We continue to monitor COVID-19 and other impacts to our business operations, currencies and net monetary exposures in the countries in which we operate. At this time, except for Argentina which is accounted for as a highly inflationary economy, we do not anticipate any other countries in which we operate to be at risk of becoming highly inflationary countries.
Cash, Cash Equivalents and Restricted Cash:
Cash and cash equivalents include demand deposits with banks and all highly liquid investments with original maturities of three months or less. We also have restricted cash that is recorded within other current assets and which was $ 29 million as of June 30, 2020 and $ 37 million as of December 31, 2019. Total cash, cash equivalents and restricted cash was $ 1,631 million as of June 30, 2020 and $ 1,328 million as of December 31, 2019.
Allowances for Credit Losses:
The allowances for credit losses are recorded against our receivables. They are developed at a country and region level based on historical collection experiences, current economic condition of specific customers and the forecasted economic condition of countries using various factors such as bond default rates and consumption indexes. We write off receivables once it is determined that the receivables are no longer collectible and as allowed by local laws.
Changes in allowances for credit losses consisted of:
Allowance for Trade Receivables
Allowance for Other Current Receivables
Allowance for Long-Term Receivables
(in millions)
Balance at January 1, 2020
$
( 35
)
$
( 44
)
$
( 14
)
Current period provision for expected credit losses
( 7
)
( 1
)
( 2
)
Write-offs charged against the allowance
—
2
—
Currency
2
3
4
Balance at June 30, 2020
$
( 40
)
$
( 40
)
$
( 12
)
Transfers of Financial Assets:
We account for transfers of financial assets, such as uncommitted revolving non-recourse accounts receivable factoring arrangements, when we have surrendered control over the related assets. Determining whether control has transferred requires an evaluation of relevant legal considerations, an assessment of the nature and extent of our continuing involvement with the assets transferred and any other relevant considerations. We use receivable factoring arrangements periodically when circumstances are favorable to manage liquidity. We have non-recourse factoring arrangements in which we sell eligible trade receivables primarily to banks in exchange for cash. We may then continue to collect the receivables sold, acting solely as a collecting agent on behalf of the banks. The outstanding principal amount of receivables under these arrangements amounted to $ 686 million as of June 30, 2020 and $ 760 million as of December 31, 2019 . The incremental cost of factoring receivables under this arrangement was not material for all periods presented. The proceeds from the sales of receivables are included in cash from operating activities in the condensed consolidated statements of cash flows.
Non-Cash Lease Transactions:
We recorded $ 122 million in operating lease and $ 68 million in finance lease right-of-use assets obtained in exchange for lease obligations during the six months ended June 30, 2020 and $ 78 million in operating lease and $ 17 million in finance lease right-of-use assets obtained in exchange for lease obligations during the six months ended June 30, 2019 .
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New Accounting Pronouncements:
In December 2019, the Financial Accounting Standards Board ("FASB") issued an Accounting Standards Update ("ASU") that removes certain exceptions in accounting for income taxes, improves consistency in application and clarifies existing guidance. This ASU is effective for fiscal years beginning after December 15, 2020, with early adoption permitted. We do not expect this ASU to have a material impact on our consolidated financial statements.
In August 2018, the FASB issued an ASU that modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The ASU is effective for fiscal years ending after December 15, 2020, with early adoption permitted. We will adopt this standard and reflect the changes to our 2020 annual disclosures. This ASU is not expected to have an impact on our consolidated financial statements.
Reclassifications:
Certain amounts previously reported have been reclassified to conform to current-year presentation. During the second quarter of 2020, in connection with the JDE Peet's (as defined below) transaction (refer to Note 6, Equity Method Investments ), we changed our accounting principle to reflect our share of Jacobs Douwe Egberts ("JDE") historical results and JDE Peet's ongoing results on a one-quarter lag basis while we continue to record dividends when cash is received. This change was applied retrospectively to all periods presented.
Note 2. Acquisitions and Divestitures
On April 1, 2020, we acquired a majority interest in Give & Go, a North American leader in fully-finished sweet baked goods and owner of the famous two-bite ® brand of brownies and the Create-A-Treat ® brand, known for cookie and gingerbread house decorating kits. The acquisition of Give & Go provides access to the in-store bakery channel and expands our position in broader snacking. The purchase consideration for Give & Go totaled $ 1,141 million , net of cash received. We are working to complete the valuation and have recorded a preliminary purchase price allocation of $ 511 million to definite-lived intangible assets, $ 42 million to indefinite-lived intangible assets, $ 530 million to goodwill, $ 136 million to property, plant and equipment, $ 71 million to operating lease right of use assets, $ 38 million to inventory, $ 29 million to accounts receivable, $ 3 million to other current assets, $ 41 million to current liabilities, $ 83 million to deferred tax liabilities, $ 66 million to long-term operating lease liabilities, $ 7 million to long-term debt and $ 19 million to long-term other liabilities. The acquisition added incremental net revenues of $ 91 million and an operating loss of $ 8 million during the three and six months ended June 30, 2020 . We incurred $ 10 million of acquisition-related costs during the three months and $ 15 million during the six months ended June 30, 2020.
On July 16, 2019, we acquired a majority interest in a U.S. refrigerated nutrition bar company, Perfect Snacks, within our North America segment for $ 284 million cash paid, net of cash received, and expanded our position in broader snacking. During the first quarter of 2020, we finalized the purchase price allocation of $ 31 million to definite-lived intangible assets, $ 107 million to indefinite-lived intangible assets, $ 150 million to goodwill, $ 1 million to property, plant and equipment, $ 12 million to inventory, $ 8 million to accounts receivable, $ 13 million to current liabilities, $ 3 million to deferred tax liabilities and $ 9 million to other liabilities. The acquisition added incremental net revenues of $ 23 million in the three months and $ 55 million in the six months ended June 30, 2020 , and an immaterial amount of incremental operating income during the three and six months ended June 30, 2020 .
On May 28, 2019 , we completed the sale of most of our cheese business in the Middle East and Africa to Arla Foods of Denmark. In 2019, we received cash proceeds of $ 161 million , $ 158 million of which was received in the second quarter of 2019, and divested $ 19 million of current assets and $ 96 million of non-current assets. During 2019, we recorded a net pre-tax gain of $ 44 million on the sale, $ 41 million of which was recorded in the second quarter of 2019. The divestiture resulted in a year-over-year decline in net revenues of $ 22 million during the three months and $ 55 million during the six months ended June 30, 2020, and a year-over-year decline in operating income of $ 5 million during the three months and $ 9 million during the six months ended June 30, 2020 . During the three and six months ended June 30, 2020, we recorded a $ 2 million reversal of divestiture-related cost accruals no longer required. We incurred divestiture-related costs of $ 11 million in the three months and $ 10 million in the six months ended June 30, 2019.
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Note 3. Inventories
Inventories consisted of the following:
As of June 30,
2020
As of December 31,
2019
(in millions)
Raw materials
$
798
$
707
Finished product
2,024
1,953
2,822
2,660
Inventory reserves
( 112
)
( 114
)
Inventories, net
$
2,710
$
2,546
Note 4. Property, Plant and Equipment
Property, plant and equipment consisted of the following:
As of June 30,
2020
As of December 31,
2019
(in millions)
Land and land improvements
$
412
$
422
Buildings and building improvements
3,070
3,140
Machinery and equipment
11,119
11,295
Construction in progress
573
680
15,174
15,537
Accumulated depreciation
( 6,809
)
( 6,804
)
Property, plant and equipment, net
$
8,365
$
8,733
For the six months ended June 30, 2020 , capital expenditures of $ 445 million excluded $ 195 million of accrued capital expenditures remaining unpaid at June 30, 2020 and included payment for $ 334 million of capital expenditures that were accrued and unpaid at December 31, 2019 . For the six months ended June 30, 2019 , capital expenditures of $ 465 million excluded $ 217 million of accrued capital expenditures remaining unpaid at June 30, 2019 and included payment for $ 331 million of capital expenditures that were accrued and unpaid at December 31, 2018 .
In connection with our restructuring program, we recorded non-cash property, plant and equipment write-downs (including accelerated depreciation and asset impairments) in the condensed consolidated statements of earnings within asset impairment and exit costs and within the segment results as follows (refer to Note 7, Restructuring Program ).
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Latin America
$
—
$
—
$
—
$
1
AMEA
5
( 3
)
4
( 2
)
Europe
1
1
2
2
North America
1
1
2
4
Non-cash property, plant and equipment write-downs
$
7
$
( 1
)
$
8
$
5
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Note 5. Goodwill and Intangible Assets
Goodwill by segment was:
As of June 30,
2020
As of December 31,
2019
(in millions)
Latin America
$
653
$
818
AMEA
3,074
3,151
Europe
7,416
7,523
North America
9,854
9,356
Goodwill
$
20,997
$
20,848
Intangible assets consisted of the following:
As of June 30,
2020
As of December 31,
2019
(in millions)
Non-amortizable intangible assets
$
16,817
$
17,296
Amortizable intangible assets
2,790
2,374
19,607
19,670
Accumulated amortization
( 1,730
)
( 1,713
)
Intangible assets, net
$
17,877
$
17,957
Non-amortizable intangible assets consist principally of brand names purchased through our acquisitions of Nabisco Holdings Corp., the Spanish and Portuguese operations of United Biscuits, the global LU biscuit business of Groupe Danone S.A. and Cadbury Limited. Amortizable intangible assets consist primarily of brands, customer-related intangibles, process technology, licenses and non-compete agreements.
Amortization expense for intangible assets was $ 50 million for the three months and $ 93 million for the six months ended June 30, 2020 and $ 43 million for the three months and $ 87 million for the six months ended June 30, 2019 . For the next five years, we currently estimate annual amortization expense of approximately $ 190 million in 2020, approximately $ 120 million in 2021 and approximately $ 110 million in 2022-2024 (reflecting June 30, 2020 exchange rates).
Changes in goodwill and intangible assets consisted of:
Goodwill
Intangible
Assets, at cost
(in millions)
Balance at January 1, 2020
$
20,848
$
19,670
Currency
( 381
)
( 526
)
Acquisition
530
553
Asset impairments
—
( 90
)
Balance at June 30, 2020
$
20,997
$
19,607
Changes to goodwill and intangibles were:
•
Acquisition – In connection with our acquisition of a majority interest in Give & Go during the second quarter of 2020, we recorded a preliminary purchase price allocation of $ 530 million to goodwill and $ 553 million to intangible assets. See Note 2, Acquisitions and Divestitures , for additional information.
•
Asset impairments – As further described below, during the second quarter of 2020, we recorded $ 90 million of intangible asset impairments resulting primarily from the impacts of COVID-19 that led to lower than expected growth for six brands across our segments.
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During the first six months of 2020, we evaluated our goodwill and intangible asset impairment risk using both qualitative and quantitative analysis and in light of the ongoing COVID-19 global pandemic. We will continue to monitor the potential for asset impairment risk over coming quarters.
•
Goodwill – Based on the financial performance of our goodwill reporting units during the first half of 2020 and review of other significant fair value assumptions and qualitative factors, we concluded that no goodwill impairment indicators were present that would require additional goodwill impairment evaluation and that our goodwill as of June 30, 2020 is fairly stated.
•
Intangible Assets – In connection with the ongoing COVID-19 global pandemic, during the second quarter of 2020, we identified a decline in demand for certain of our brands, primarily in the gum category, that prompted additional evaluation of our indefinite-life (non-amortizable) intangible assets. We estimated the fair value of the brands using several acceptable valuation methods, including relief of royalty, excess earnings and excess margin models. Those models required us to make assumptions related to the future sales and earnings growth rates for the brands, as well as royalty rates and discount rates. We made our best estimate of those assumptions using the information available; however, given the uncertainty of the global economic environment and the impact of COVID-19, those estimates could be significantly different than future performance. In certain instances, the estimated fair value of the brand was below the carrying value, which resulted in four gum brands, a small biscuit brand and a small candy brand being impaired as a result of lower than originally expected sales growth. We recorded $ 90 million of impairment charges: $ 50 million in Europe, $ 36 million in North America and $ 4 million in AMEA. The impairment charges were calculated as the excess of the carrying value over the estimated fair value of the intangible assets on a global basis and were recorded within asset impairment and exit costs.
During our 2019 annual testing of non-amortizable intangible assets, we recorded $ 57 million of impairment charges in the third quarter of 2019 related to nine gum, chocolate, biscuits and candy brands: $ 39 million in Europe, $ 15 million in AMEA and $ 3 million in Latin America.
Following our 2019 and 2020 impairment testing to date, we identified eight brands with fair value in excess of book value of 10% or less that totaled $ 576 million of aggregate book value as of June 30, 2020 . We continue to monitor our brand performance, particularly in light of the COVID-19 pandemic and related impacts to our business. While we did not identify impairment triggers for our other brands, there is significant uncertainty due to the pandemic. If the brand earnings expectations are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then a brand or brands could become impaired in the future.
Note 6. Equity Method Investments
Equity method investments consist of our investments in entities in which we maintain an equity ownership interest and apply the equity method of accounting due to our ability to exert significant influence over decisions relating to their operating and financial affairs. Revenue and expenses of our equity method investees are not consolidated into our financial statements; rather, our proportionate share of the earnings of each investee is reflected as equity method investment net earnings . The carrying values of our equity method investments are also impacted by our proportionate share of items impacting the investee's accumulated other comprehensive income or losses and other items, such as our share of investee dividends.
Our equity method investments include, but are not limited to, our ownership interests in JDE Peet's (Euronext Amsterdam: "JDEP"), Keurig Dr Pepper Inc. (NYSE: "KDP"), Dong Suh Foods Corporation and Dong Suh Oil & Fats Co. Ltd. As of June 30, 2020 , we owned 22.9 % , 13.1 % , 50.0 % and 49.0 % , respectively, of these companies' outstanding shares.
Our investments accounted for under the equity method of accounting totaled $ 6,659 million as of June 30, 2020 and $ 7,178 million as of December 31, 2019 . We recorded equity earnings and cash dividends of $ 106 million and $ 28 million in the second quarter of 2020 and equity earnings and cash dividends of $ 109 million and $ 28 million in the second quarter of 2019 . We recorded equity earnings and cash dividends of $ 227 million and $ 193 million in the first six months of 2020 and equity earnings and cash dividends of $ 275 million and $ 188 million in the first six months of 2019 .
Based on the quoted closing price as of June 30, 2020, the fair value of our publicly-traded investments in KDP and JDEP was $ 9.9 billion , and for each investment, its fair value exceeded its carrying value.
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JDE / Keurig Exchange:
On March 7, 2016, we exchanged a portion of our 43.5 % JDE equity interest for a new equity interest in Keurig Green Mountain, Inc. ("Keurig"). Following the transaction, our JDE equity interest became 26.5 % and our new Keurig equity interest was 24.2 % . During the first quarter of 2016, we recorded the difference between the $ 2.0 billion fair value of Keurig and our basis in the exchanged JDE shares as a gain of $ 43 million . In the second quarter of 2019, we determined an adjustment to accumulated other comprehensive losses related to our JDE investment was required, which reduced our previously reported gain by $ 29 million . We recorded the adjustment in the net loss on equity method transactions in the second quarter of 2019.
Keurig Dr Pepper Transactions:
On July 9, 2018, Keurig closed on its definitive merger agreement with Dr Pepper Snapple Group, Inc., and formed KDP, a publicly traded company. Following the close of the transaction, our 24.2 % investment in Keurig together with our shareholder loan receivable became a 13.8 % investment in KDP. During 2018, we recorded a net pre-tax gain of $ 778 million (or $ 586 million after-tax). We hold two director positions on the KDP board as well as additional governance rights. As we continue to have significant influence, we continue to account for our investment in KDP under the equity method, resulting in recognizing our share of their earnings within our earnings and our share of their dividends within our cash flows.
In connection with this transaction, we changed our accounting principle during the third quarter of 2018 to reflect our share of Keurig's historical and KDP's ongoing earnings on a one-quarter lag basis while we continue to record dividends when cash is received. We determined a lag was preferable as it enables us to continue to report our quarterly and annual results on a timely basis and to record our share of KDP’s ongoing results once KDP has publicly reported its results. The change was retrospectively applied to all prior periods presented.
During the first quarter of 2019, we recognized a pre-tax gain of $ 23 million (or $ 18 million after-tax) related to the impact of a KDP acquisition that decreased our ownership interest from 13.8 % to 13.6 % .
On March 4, 2020, we participated in a secondary offering of KDP shares and sold approximately 6.8 million shares, which reduced our ownership interest by 0.5 % to 13.1 % of the total outstanding shares. We received $ 185 million of proceeds and recorded a pre-tax gain of $ 71 million (or $ 54 million after-tax) during the first quarter of 2020. We continue to retain significant influence.
JDE Peet’s Transaction:
On May 19, 2020, JDE Peet’s B.V. (renamed JDE Peet’s N.V. immediately prior to Settlement (as defined below), “JDE Peet’s”) announced its intention to launch an offering of its ordinary shares (the “offering”) and to apply for admission to listing and trading of all of its ordinary shares on Euronext Amsterdam, a regulated market operated by Euronext Amsterdam N.V. (the “admission”). On May 26, 2020, JDE Peet’s published a prospectus in connection with the offering and the admission. On May 29, 2020, JDE Peet’s announced the final pricing terms of the offering, and JDE Peet’s and the selling shareholders, including us, agreed to sell at a price of € 31.50 per ordinary share a total of approximately 82.1 million ordinary shares, including ordinary shares subject to an over-allotment option. The ordinary shares were listed and first traded on May 29, 2020, and payment for, and delivery of, the ordinary shares sold in the offering (excluding ordinary shares subject to the over-allotment option) took place on June 2, 2020 (“Settlement”).
Prior to Settlement, we exchanged our 26.4 % ownership interest in JDE for a 26.5 % equity interest in JDE Peet’s. We did not invest new capital in connection with the transaction and the exchange was accounted for as a change in interest transaction. Upon Settlement, we sold approximately 9.7 million of our ordinary shares in JDE Peet’s in the offering for gross proceeds of € 304 million ( $ 343 million ). We subsequently sold approximately 1.4 million additional shares and received gross proceeds of € 46 million ( $ 51 million ) upon exercise of the over-allotment option. Following Settlement and the exercise of the over-allotment option, we hold a 22.9 % equity interest in JDE Peet’s. As a result of the Settlement and the subsequent sale of shares, we recorded a preliminary gain of $ 121 million , net of $ 33 million released from accumulated other comprehensive losses, and $ 48 million of transaction costs.
As was the case in our ownership interest in JDE, we have significant influence with respect to JDE Peet’s, and we will continue to account for our investment in JDE Peet’s under the equity method, resulting in recognizing our share of JDE Peet’s earnings within our earnings and our share of JDE Peet’s dividends within our cash flows. In connection with this transaction, we changed our accounting principle to reflect our share of JDE’s historical and JDE Peet’s ongoing earnings on a one-quarter lag basis, although we continue to record dividends when cash is
12
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received. We determined a lag was preferable as it enables us to continue to report our quarterly and annual results on a timely basis, while recording our share of JDE Peet’s ongoing results after JDE Peet’s has publicly reported its results. This change in accounting principle was applied retrospectively to all periods.
The following tables show the primary line items on the condensed consolidated statements of earnings and comprehensive earnings and the condensed consolidated balance sheet that changed as a result of the lag. The condensed consolidated statements of cash flow and equity were also updated to reflect these changes.
For the Three Months Ended
June 30, 2019
For the Six Months Ended
June 30, 2019
As Reported
As Recast
As Reported
As Recast
(in millions, except per share data)
Statements of Earnings
Equity method investment net earnings
$
113
$
109
$
226
$
275
Net earnings
808
804
1,728
1,777
Net earnings attributable to
Mondelēz International
807
803
1,721
1,770
Earnings per share attributable to
Mondelēz International:
Basic EPS
$
0.56
$
0.56
$
1.19
$
1.22
Diluted EPS
$
0.55
$
0.55
$
1.18
$
1.21
Statements of Other Comprehensive Earnings
Currency translation adjustment
$
( 33
)
$
30
$
157
$
193
Pension and other benefit plans
54
38
64
55
Derivative cash flow hedges
( 62
)
( 62
)
( 131
)
( 127
)
Total other comprehensive earnings/(losses)
( 41
)
6
90
121
Comprehensive earnings/(losses) attributable to
Mondelēz International
764
807
1,810
1,890
As of December 31, 2019
As Reported
As Adjusted
(in millions)
Balance Sheet
Equity method investments
$
7,212
$
7,178
Total Assets
64,549
64,515
Retained earnings
26,653
26,615
Accumulated other comprehensive losses
( 10,258
)
( 10,254
)
Total Mondelēz International shareholders' equity
27,275
27,241
Total equity
27,351
27,317
Note 7. Restructuring Program
On May 6, 2014, our Board of Directors approved a $ 3.5 billion 2014-2018 restructuring program and up to $ 2.2 billion of capital expenditures. On August 31, 2016, our Board of Directors approved a $ 600 million reallocation between restructuring program cash costs and capital expenditures so the $ 5.7 billion program consisted of approximately $ 4.1 billion of restructuring program charges ( $ 3.1 billion cash costs and $ 1.0 billion non-cash costs) and up to $ 1.6 billion of capital expenditures. On September 6, 2018, our Board of Directors approved an extension of the restructuring program through 2022, an increase of $ 1.3 billion in the program charges and an increase of $ 700 million in capital expenditures. The total $ 7.7 billion program now consists of $ 5.4 billion of program charges ( $ 4.1 billion of cash costs and $ 1.3 billion of non-cash costs) and total capital expenditures of $ 2.3 billion to be incurred over the life of the program. The current restructuring program, as increased and extended by these actions, is now called the Simplify to Grow Program.
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The primary objective of the Simplify to Grow Program is to reduce our operating cost structure in both our supply chain and overhead costs. The program covers severance as well as asset disposals and other manufacturing and procurement-related one-time costs. Since inception, we have incurred total restructuring and implementation charges of $ 4.5 billion related to the Simplify to Grow Program. We expect to incur the program charges by year-end 2022.
Restructuring Costs :
The Simplify to Grow Program liability activity for the six months ended June 30, 2020 was:
Severance
and related
costs
Asset
Write-downs
Total
(in millions)
Liability balance, January 1, 2020
$
301
$
—
$
301
Charges
35
8
43
Cash spent
( 69
)
—
( 69
)
Non-cash settlements/adjustments
( 6
)
( 8
)
( 14
)
Currency
( 9
)
—
( 9
)
Liability balance, June 30, 2020
$
252
$
—
$
252
•
We recorded restructuring charges of $ 28 million in the second quarter of 2020 and $ 20 million in the second quarter of 2019 and $ 43 million in the first six months of 2020 and $ 40 million in the first six months of 2019 within asset impairment and exit costs and benefit plan non-service income.
•
We spent $ 32 million in the second quarter of 2020 and $ 36 million in the second quarter of 2019 and $ 69 million in the first six months of 2020 and $ 89 million in the first six months of 2019 in cash severance and related costs.
•
We also recognized non-cash pension settlement losses (refer to Note 10, Benefit Plans ), non-cash asset write-downs (including accelerated depreciation and asset impairments) and other non-cash adjustments totaling $ 11 million in the second quarter of 2020 and $ 6 million in the second quarter of 2019 and $ 14 million in the first six months of 2020 and $ 35 million in the first six months of 2019 .
•
At June 30, 2020 , $ 220 million of our net restructuring liability was recorded within other current liabilities and $ 32 million was recorded within other long-term liabilities.
Implementation Costs:
Implementation costs are directly attributable to restructuring activities; however, they do not qualify for special accounting treatment as exit or disposal activities. We believe the disclosure of implementation costs provides readers of our financial statements with more information on the total costs of our Simplify to Grow Program. Implementation costs primarily relate to reorganizing our operations and facilities in connection with our supply chain reinvention program and other identified productivity and cost saving initiatives. The costs include incremental expenses related to the closure of facilities, costs to terminate certain contracts and the simplification of our information systems. Within our continuing results of operations, we recorded implementation costs of $ 52 million in the second quarter of 2020 and $ 68 million in the second quarter of 2019 and $ 95 million in the first six months of 2020 and $ 118 million in the first six months of 2019 . We recorded these costs within cost of sales and general corporate expense within selling, general and administrative expenses.
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Restructuring and Implementation Costs:
During the three and six months ended June 30, 2020 and June 30, 2019 , and since inception of the Simplify to Grow Program, we recorded the following restructuring and implementation costs within segment operating income and earnings before income taxes:
Latin
America
AMEA
Europe
North
America
Corporate
Total
(in millions)
For the Three Months Ended June 30, 2020
Restructuring Costs
$
14
$
5
$
9
$
( 2
)
$
2
$
28
Implementation Costs
1
3
11
11
26
52
Total
$
15
$
8
$
20
$
9
$
28
$
80
For the Three Months Ended June 30, 2019
Restructuring Costs
$
7
$
3
$
11
$
—
$
( 1
)
$
20
Implementation Costs
13
6
17
9
23
68
Total
$
20
$
9
$
28
$
9
$
22
$
88
For the Six Months Ended June 30, 2020
Restructuring Costs
$
18
$
4
$
12
$
—
$
9
$
43
Implementation Costs
8
6
25
21
35
95
Total
$
26
$
10
$
37
$
21
$
44
$
138
For the Six Months Ended June 30, 2019
Restructuring Costs
$
7
$
9
$
11
$
6
$
7
$
40
Implementation Costs
28
13
28
13
36
118
Total
$
35
$
22
$
39
$
19
$
43
$
158
Total Project (Inception to Date)
Restructuring Costs
$
535
$
539
$
1,088
$
469
$
138
$
2,769
Implementation Costs
277
212
473
405
342
1,709
Total
$
812
$
751
$
1,561
$
874
$
480
$
4,478
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Note 8. Debt and Borrowing Arrangements
Short-Term Borrowings:
Our short-term borrowings and related weighted-average interest rates consisted of:
As of June 30, 2020
As of December 31, 2019
Amount
Outstanding
Weighted-
Average Rate
Amount
Outstanding
Weighted-
Average Rate
(in millions, except percentages)
Commercial paper
$
2,682
0.6
%
$
2,581
2.0
%
Bank loans
73
5.8
%
57
5.2
%
Total short-term borrowings
$
2,755
$
2,638
As of June 30, 2020 , commercial paper issued and outstanding had between 1 and 154 days remaining to maturity. Commercial paper borrowings since year end increased to finance the payment of long-term debt maturities, share repurchases and dividend payments offset in part by proceeds from issuances of long-term debt and operating cash flows.
Some of our international subsidiaries maintain primarily uncommitted credit lines to meet short-term working capital needs. Collectively, these credit lines amounted to $ 1.5 billion at June 30, 2020 and $ 1.7 billion at December 31, 2019 . Borrowings on these lines were $ 73 million at June 30, 2020 and $ 57 million at December 31, 2019 .
On March 24, 2020, we entered into a $ 1.75 billion revolving credit agreement for a 364 -day senior unsecured credit facility that expires on March 23, 2021. On April 1, 2020, we increased the credit facility from $ 1.75 billion to $ 1.95 billion . The agreement includes the same terms and conditions as our existing $ 4.5 billion multi-year credit facility discussed below with the exception that proceeds from a long-term debt issuance would be used to reduce the credit facility. As of June 30, 2020 , no amounts were drawn on the facility. On July 2, 2020 we issued $ 1.0 billion of long-term debt and reduced the size of the credit facility to $ 0.95 billion .
On March 6, 2020, we entered into a $ 2.5 billion credit agreement for a 364 -day unsecured credit facility that expires on March 5, 2021. The agreement includes the same terms and conditions as our existing $ 4.5 billion multi-year credit facility discussed below with the exception that proceeds from a long-term debt issuance would be used to reduce the credit facility. On May 6, 2020, we terminated this facility after issuing long-term debt and repaying previous drawdowns.
On February 26, 2020, we entered into a $ 1.5 billion revolving credit agreement for a 364 -day senior unsecured credit facility that expires on February 24, 2021. The agreement replaces our previous credit agreement that was scheduled to expire on February 26, 2020 and includes the same terms and conditions as our existing $ 4.5 billion multi-year credit facility discussed below. As of June 30, 2020 , no amounts were drawn on the facility.
We also maintain a $ 4.5 billion multi-year senior unsecured revolving credit facility for general corporate purposes, including working capital needs, and to support our commercial paper program. The credit facility is scheduled to expire on February 27, 2024 . The revolving credit agreement includes a covenant that we maintain a minimum shareholders' equity of at least $ 24.6 billion , excluding accumulated other comprehensive earnings/(losses), the cumulative effects of any changes in accounting principles and earnings/(losses) recognized in connection with the ongoing application of any mark-to-market accounting for pensions and other retirement plans. At June 30, 2020 , we complied with this covenant as our shareholders' equity, as defined by the covenant, was $ 37.4 billion . The revolving credit facility also contains customary representations, covenants and events of default. There are no credit rating triggers, provisions or other financial covenants that could require us to post collateral as security. As of June 30, 2020 , no amounts were drawn on the facility.
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Long-Term Debt:
On July 2, 2020, we issued $ 1.0 billion of 0.625 % U.S. dollar-denominated notes that mature on July 1, 2022. We received proceeds of $ 998.1 million , net of discounts and associated financing costs. The proceeds were used to repay outstanding commercial paper borrowings and for general corporate purposes. We recorded approximately $ 1.9 million of discounts and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.
On May 7, 2020, $ 750 million of our 3.000 % U.S. dollar-denominated notes matured. The notes and accrued interest to date were paid with the issuance of commercial paper and cash on hand.
On May 4, 2020, we issued an $ 750 million of 1.500 % U.S. dollar-denominated notes that mature on May 4, 2025. We received proceeds of $ 743.9 million , net of discounts and associated financing costs. The proceeds were used to repay amounts outstanding under our revolving credit agreement and commercial paper borrowings and used for general corporate purposes . We recorded approximately $ 6.1 million of discounts and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.
On April 13, 2020, we issued $ 500 million of 2.750 % U.S. dollar-denominated notes that mature on April 13, 2030. On May 4, 2020, we issued an additional $ 750 million of notes bringing the aggregate principal issued and due on April 13, 2030 to $ 1.25 billion . We received proceeds of $ 1,283.9 million , net of premium and associated financing costs. The proceeds were used to repay amounts outstanding under our revolving credit agreement and commercial paper borrowings and for general corporate purposes. We recorded approximately $ 33.9 million of premium and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.
On April 13, 2020, we issued $ 500 million of 2.125 % U.S. dollar-denominated notes that mature on April 13, 2023. We received proceeds of $ 497.8 million , net of discounts and associated financing costs. The proceeds were used to repay amounts outstanding under our revolving credit agreement. We recorded approximately $ 2.2 million of discounts and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.
On March 30, 2020, fr 225 million (or $ 235 million ) of our 0.05 % Swiss franc notes matured. The notes and accrued interest to date were paid from the amounts drawn on our 364 -day revolving credit facility, commercial paper and cash on hand.
On February 10, 2020, $ 427 million of our 5.375 % U.S. dollar notes matured. The bonds and accrued interest to date were paid with the issuance of commercial paper and cash on hand.
Fair Value of Our Debt:
The fair value of our short-term borrowings at June 30, 2020 and December 31, 2019 reflects current market interest rates and approximates the amounts we have recorded on our condensed consolidated balance sheets. The fair value of our long-term debt was determined using quoted prices in active markets (Level 1 valuation data) for the publicly traded debt obligations. At June 30, 2020 , the aggregate fair value of our total debt was $ 21,055 million and its carrying value was $ 19,704 million . At December 31, 2019 , the aggregate fair value of our total debt was $ 19,388 million and its carrying value was $ 18,426 million .
Interest and Other Expense, net:
Interest and other expense, net consisted of:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Interest expense, debt
$
108
$
127
$
218
$
250
Loss related to interest rate swaps
—
—
103
—
Other (income)/expense, net
( 23
)
( 26
)
( 46
)
( 69
)
Interest and other expense, net
$
85
$
101
$
275
$
181
Other income includes amounts excluded from hedge effectiveness related to our net investment hedge derivative contracts and totaled $ 31 million and $ 64 million for the three and six months ended June 30, 2020 and $ 34 million and $ 67 million for the three and six months ended June 30, 2019 .
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Note 9. Financial Instruments
Fair Value of Derivative Instruments:
Derivative instruments were recorded at fair value in the condensed consolidated balance sheets as follows:
As of June 30, 2020
As of December 31, 2019
Asset
Derivatives
Liability
Derivatives
Asset
Derivatives
Liability
Derivatives
(in millions)
Derivatives designated as
accounting hedges:
Interest rate contracts
$
34
$
60
$
19
$
190
Net investment hedge derivative contracts (1)
519
4
312
65
$
553
$
64
$
331
$
255
Derivatives not designated as
accounting hedges:
Currency exchange contracts
$
87
$
86
$
67
$
50
Commodity contracts
113
244
201
120
$
200
$
330
$
268
$
170
Total fair value
$
753
$
394
$
599
$
425
(1)
Net investment hedge derivative contracts consist of cross-currency interest rate swaps and forward contracts. We also designate some of our non-U.S. dollar denominated debt to hedge a portion of our net investments in our non-U.S. operations. This debt is not reflected in the table above, but is included in long-term debt discussed in Note 8, Debt and Borrowing Arrangements . Both net investment hedge derivative contracts and non-U.S. dollar denominated debt acting as net investment hedges are also disclosed in the Derivative Volume table and the Hedges of Net Investments in International Operations section appearing later in this footnote.
Derivatives designated as accounting hedges include cash flow and net investment hedge derivative contracts. Our currency exchange and commodity derivative contracts are economic hedges that are not designated as accounting hedges. We record derivative assets and liabilities on a gross basis on our condensed consolidated balance sheets. The fair value of our asset derivatives is recorded within other current assets and the fair value of our liability derivatives is recorded within other current liabilities.
The fair values (asset/(liability)) of our derivative instruments were determined using:
As of June 30, 2020
Total
Fair Value of Net
Asset/(Liability)
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Other Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
(in millions)
Currency exchange contracts
$
1
$
—
$
1
$
—
Commodity contracts
( 131
)
( 16
)
( 115
)
—
Interest rate contracts
( 26
)
—
( 26
)
—
Net investment hedge contracts
515
—
515
—
Total derivatives
$
359
$
( 16
)
$
375
$
—
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As of December 31, 2019
Total
Fair Value of Net
Asset/(Liability)
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Other Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
(in millions)
Currency exchange contracts
$
17
$
—
$
17
$
—
Commodity contracts
81
27
54
—
Interest rate contracts
( 171
)
—
( 171
)
—
Net investment hedge contracts
247
—
247
—
Total derivatives
$
174
$
27
$
147
$
—
Level 1 financial assets and liabilities consist of exchange-traded commodity futures and listed options. The fair value of these instruments is determined based on quoted market prices on commodity exchanges.
Level 2 financial assets and liabilities consist primarily of over-the-counter (“OTC”) currency exchange forwards, options and swaps; commodity forwards and options; and interest rate swaps. Our currency exchange contracts are valued using an income approach based on observable market forward rates less the contract rate multiplied by the notional amount. Commodity derivatives are valued using an income approach based on the observable market commodity index prices less the contract rate multiplied by the notional amount or based on pricing models that rely on market observable inputs such as commodity prices. Our calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysis based on the terms of the contract and the observable market interest rate curve. Our calculation of the fair value of financial instruments takes into consideration the risk of nonperformance, including counterparty credit risk. Our OTC derivative transactions are governed by International Swap Dealers Association agreements and other standard industry contracts. Under these agreements, we do not post nor require collateral from our counterparties. The majority of our derivative contracts do not have a legal right of set-off. We manage the credit risk in connection with these and all our derivatives by entering into transactions with counterparties with investment grade credit ratings, limiting the amount of exposure with each counterparty and monitoring the financial condition of our counterparties.
Derivative Volume:
The notional values of our hedging instruments were:
Notional Amount
As of June 30, 2020
As of December 31, 2019
(in millions)
Currency exchange contracts:
Intercompany loans and forecasted interest payments
$
2,195
$
2,474
Forecasted transactions
4,217
3,993
Commodity contracts
7,967
7,238
Interest rate contracts
4,250
5,250
Net investment hedges:
Net investment hedge derivative contracts
6,909
6,864
Non-U.S. dollar debt designated as net investment hedges
Euro notes
3,723
3,436
British pound sterling notes
326
349
Swiss franc notes
1,240
1,448
Canadian dollar notes
442
462
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Cash Flow Hedges:
Cash flow hedge activity, net of taxes, within accumulated other comprehensive earnings/(losses) included:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Accumulated (loss)/gain at beginning of period
$
( 155
)
$
( 233
)
$
( 213
)
$
( 168
)
Transfer of realized losses/(gains) in fair value
to earnings
7
12
88
12
Unrealized (loss)/gain in fair value
( 6
)
( 74
)
( 29
)
( 139
)
Accumulated (loss)/gain at end of period
$
( 154
)
$
( 295
)
$
( 154
)
$
( 295
)
After-tax gains/(losses) reclassified from accumulated other comprehensive earnings/(losses) into net earnings were:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Interest rate contracts
$
( 7
)
$
( 12
)
$
( 88
)
$
( 12
)
Within interest and other expense, net, during the six months ended June 30, 2020, we recognized an after-tax loss of $ 79 million ( $ 103 million pre-tax) in the first quarter of 2020 related to certain forward-starting interest rate swaps for which the planned tenor of the related forecasted debt was changed.
After-tax gains/(losses) recognized in other comprehensive earnings/(losses) were:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Currency exchange contracts –
forecasted transactions
$
( 1
)
$
3
$
( 1
)
$
3
Interest rate contracts
$
( 5
)
$
( 77
)
( 28
)
( 142
)
Total
$
( 6
)
$
( 74
)
$
( 29
)
$
( 139
)
Cash flow hedge ineffectiveness was not material for all periods presented.
We record pre-tax (i) gains or losses reclassified from accumulated other comprehensive earnings/(losses) into earnings, (ii) gains or losses on ineffectiveness and (iii) gains or losses on amounts excluded from effectiveness testing in interest and other expense, net for interest rate contracts.
Based on current market conditions, we would expect to transfer losses of $ 19 million (net of taxes) for interest rate cash flow hedges to earnings during the next 12 months.
Cash Flow Hedge Coverage:
As of June 30, 2020 , our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 4 years and 3 months.
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Hedges of Net Investments in International Operations:
Net investment hedge ("NIH") derivative contracts:
We enter into cross-currency interest rate swaps and forwards to hedge certain investments in our non-U.S. operations against movements in exchange rates. The aggregate notional value as of June 30, 2020 was $ 6.9 billion . The impacts of the net investment hedge derivative contracts on other comprehensive earnings and net earnings were as follows:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
After-tax gain/(loss) on NIH contracts (1)
$
( 115
)
$
53
$
217
$
67
(1)
Amounts recorded for unsettled and settled NIH derivative contracts are recorded in the cumulative translation adjustment within other comprehensive earnings. The cash flows from the settled contracts are reported within other investing activities in the condensed consolidated statement of cash flows.
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Amounts excluded from the assessment of
hedge effectiveness (1)
$
31
$
34
$
64
$
67
(1)
We elected to record changes in the fair value of amounts excluded from the assessment of effectiveness in net earnings within interest and other expense, net.
Non-U.S. dollar debt designated as net investment hedges:
After-tax gains/(losses) related to hedges of net investments in international operations in the form of euro, British pound sterling, Swiss franc and Canadian dollar-denominated debt were recorded within the cumulative translation adjustment section of other comprehensive income and were:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Euro notes
$
( 55
)
$
( 36
)
$
( 13
)
$
22
British pound sterling notes
—
7
17
1
Swiss franc notes
( 14
)
( 21
)
( 20
)
( 8
)
Canadian notes
( 12
)
( 7
)
15
( 14
)
Economic Hedges:
Pre-tax gains/(losses) recorded in net earnings for economic hedges were:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
Location of Gain/(Loss) Recognized in Earnings
2020
2019
2020
2019
(in millions)
Currency exchange contracts:
Intercompany loans and
forecasted interest payments
$
( 7
)
$
( 50
)
$
( 80
)
$
11
Interest and other expense, net
Forecasted transactions
( 4
)
( 25
)
22
( 20
)
Cost of sales
Forecasted transactions
( 10
)
( 1
)
( 9
)
( 1
)
Interest and other expense, net
Forecasted transactions
—
( 5
)
( 1
)
( 5
)
Selling, general and administrative expenses
Commodity contracts
14
52
( 183
)
66
Cost of sales
Total
$
( 7
)
$
( 29
)
$
( 251
)
$
51
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Note 10. Benefit Plans
Pension Plans
Components of Net Periodic Pension Cost:
Net periodic pension cost consisted of the following:
U.S. Plans
Non-U.S. Plans
For the Three Months Ended
June 30,
For the Three Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Service cost
$
2
$
9
$
29
$
30
Interest cost
13
15
36
51
Expected return on plan assets
( 20
)
( 22
)
( 96
)
( 101
)
Amortization:
Net loss from experience differences
4
5
28
37
Prior service cost/(benefit)
—
1
( 1
)
( 1
)
Settlement losses and other expenses (1)
8
4
—
3
Net periodic pension cost
$
7
$
12
$
( 4
)
$
19
U.S. Plans
Non-U.S. Plans
For the Six Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Service cost
$
3
$
18
$
59
$
61
Interest cost
26
31
73
102
Expected return on plan assets
( 39
)
( 44
)
( 195
)
( 204
)
Amortization:
Net loss from experience differences
8
10
57
75
Prior service cost/(credit)
—
1
( 3
)
( 3
)
Settlement losses and other expenses (1)
12
8
2
3
Net periodic pension cost
$
10
$
24
$
( 7
)
$
34
(1)
In connection with our Simplify to Grow Program, settlement losses and other expenses were $ 4 million for the three and six months ended June 30, 2020 and $ 5 million for the three and six months ended June 30, 2019 . These losses were recorded within benefit plan non-service income on our condensed consolidated statements of earnings.
Employer Contributions:
During the six months ended June 30, 2020 , we contributed $ 11 million to our U.S. pension plans and $ 104 million to our non-U.S. pension plans, including $ 50 million to plans in the United Kingdom and Ireland. We make contributions to our pension plans in accordance with local funding arrangements and statutory minimum funding requirements. Discretionary contributions are made to the extent that they are tax deductible and do not generate an excise tax liability.
As of June 30, 2020 , over the remainder of 2020 , we plan to make further contributions of approximately $ 5 million to our U.S. plans and approximately $ 86 million to our non-U.S. plans. Our actual contributions may be different due to many factors, including changes in tax and other benefit laws, significant differences between expected and actual pension asset performance or interest rates.
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Multiemployer Pension Plans:
On July 11, 2019, we received an undiscounted withdrawal liability assessment related to our complete withdrawal from the Bakery and Confectionery Union and Industry International Pension Fund totaling $ 526 million requiring pro-rata monthly payments over 20 years. We began making monthly payments during the third quarter of 2019. Within selling, general and administrative expenses, we recorded a $ 35 million ( $ 26 million net of tax) adjustment in the three months ended June 30, 2019 related to the discounted withdrawal liability. We recorded accreted interest of $ 3 million and $ 6 million for the three and six months ended June 30, 2020 and an immaterial amount for the three and six months ended June 30, 2019 on the long-term liability within interest and other expense, net. As of June 30, 2020 , the remaining discounted withdrawal liability was $ 383 million , with $ 14 million recorded in other current liabilities and $ 369 million recorded in long-term other liabilities.
Postretirement Benefit Plans
Net periodic postretirement health care benefit consisted of the following:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Service cost
$
2
$
2
$
3
$
3
Interest cost
3
3
6
7
Amortization:
Net loss from experience differences
1
1
4
3
Prior service credit
( 7
)
( 9
)
( 15
)
( 19
)
Net periodic postretirement health care benefit
$
( 1
)
$
( 3
)
$
( 2
)
$
( 6
)
Postemployment Benefit Plans
Net periodic postemployment cost consisted of the following:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Service cost
$
2
$
2
$
3
$
3
Interest cost
1
1
2
2
Amortization of net gains
( 1
)
—
( 2
)
( 1
)
Net periodic postemployment cost
$
2
$
3
$
3
$
4
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Table of Contents
Note 11. Stock Plans
Stock Options:
Stock option activity is reflected below:
Shares Subject
to Option
Weighted-
Average
Exercise or
Grant Price
Per Share
Average
Remaining
Contractual
Term
Aggregate
Intrinsic
Value
Balance at January 1, 2020
33,855,948
$ 36.19
5 years
$
640
million
Annual grant to eligible employees
2,280,440
59.04
Additional options issued
130,280
49.14
Total options granted
2,410,720
58.51
Options exercised (1)
( 4,929,885
)
29.38
$
133
million
Options canceled
( 387,998
)
42.55
Balance at June 30, 2020
30,948,785
38.93
6 years
$
396
million
(1)
Cash received from options exercised was $ 23 million in the three months and $ 142 million in the six months ended June 30, 2020 . The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $ 1 million in the three months and $ 18 million in the six months ended June 30, 2020 .
Performance Share Units and Other Stock-Based Awards:
Our performance share unit, deferred stock unit and historically granted restricted stock activity is reflected below:
Number
of Shares
Grant Date
Weighted-Average
Fair Value
Per Share (3)
Weighted-Average
Aggregate
Fair Value (3)
Balance at January 1, 2020
5,661,945
$ 46.90
Annual grant to eligible employees:
Feb. 20, 2020
Performance share units
825,230
65.83
Deferred stock units
545,550
59.04
Additional shares granted (1)
354,041
Various
57.13
Total shares granted
1,724,821
61.90
$
107
million
Vested (2)
( 1,689,895
)
43.02
$
73
million
Forfeited
( 319,574
)
45.85
Balance at June 30, 2020
5,377,297
52.99
(1)
Includes performance share units and deferred stock units.
(2)
The actual tax benefit/(expense) realized and recorded in the provision for income taxes for the tax deductions from the shares vested totaled less than $ 1 million in the three months and $ 3 million in the six months ended June 30, 2020 .
(3)
The grant date fair value of performance share units is determined based on the Monte Carlo simulation model for the market-based total shareholder return component and the closing market price of the Company’s stock on the grant date for performance-based components. The Monte Carlo simulation model incorporates the probability of achieving the total shareholder return market condition. Compensation expense is recognized using the grant date fair values regardless of whether the market condition is achieved, so long as the requisite service has been provided.
Share Repurchase Program:
Between 2013 and 2017, our Board of Directors authorized the repurchase of a total of $ 13.7 billion of our Common Stock through December 31, 2018 . On January 31, 2018 , our Finance Committee, with authorization delegated from our Board of Directors, approved an increase of $ 6.0 billion in the share repurchase program, raising the authorization to $ 19.7 billion of Common Stock repurchases, and extended the program through December 31, 2020 . Repurchases under the program are determined by management and are wholly discretionary. Prior to January 1, 2020, we had repurchased $ 16.5 billion of Common Stock pursuant to this authorization. During the six months ended June 30, 2020 , we repurchased approximately 12.9 million shares of Common Stock at an average cost of $ 54.25 per share, or an aggregate cost of approximately $ 0.7 billion , all of which was paid during the period. All share repurchases were funded through available cash and commercial paper issuances. As of June 30, 2020 , we have $ 2.5 billion in remaining share repurchase capacity.
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Table of Contents
Note 12. Commitments and Contingencies
Legal Proceedings:
We routinely are involved in legal proceedings, claims, disputes, regulatory matters and governmental inspections or investigations arising in the ordinary course of or incidental to our business, including those noted below in this section. We record provisions in the consolidated financial statements for pending litigation when we determine that an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. For matters we have not provided for that are reasonably possible to result in an unfavorable outcome, management is unable to estimate the possible loss or range of loss or such amounts have been determined to be immaterial. At present we believe that the ultimate outcome of these proceedings, individually and in the aggregate, will not materially harm our financial position, results of operations or cash flows. However, legal proceedings and government investigations are subject to inherent uncertainties, and unfavorable rulings or other events could occur. Unfavorable resolutions could involve substantial monetary damages. In addition, in matters for which conduct remedies are sought, unfavorable resolutions could include an injunction or other order prohibiting us from selling one or more products at all or in particular ways, precluding particular business practices or requiring other remedies. An unfavorable outcome might result in a material adverse impact on our business, results of operations or financial position.
On April 1, 2015 , the U.S. Commodity Futures Trading Commission ("CFTC") filed a complaint against Kraft Foods Group and Mondelēz Global LLC (“Mondelēz Global”) in the U.S. District Court for the Northern District of Illinois (the "District Court"), Eastern Division (the “CFTC action”) following its investigation of activities related to the trading of December 2011 wheat futures contracts that occurred prior to the spin-off of Kraft Foods Group. The complaint alleges that Kraft Foods Group and Mondelēz Global (1) manipulated or attempted to manipulate the wheat markets during the fall of 2011; (2) violated position limit levels for wheat futures and (3) engaged in non-competitive trades by trading both sides of exchange-for-physical Chicago Board of Trade wheat contracts. The CFTC seeks civil monetary penalties of either triple the monetary gain for each violation of the Commodity Exchange Act (the “Act”) or $ 1 million for each violation of Section 6(c)(1), 6(c)(3) or 9(a)(2) of the Act and $ 140,000 for each additional violation of the Act, plus post-judgment interest; an order of permanent injunction prohibiting Kraft Foods Group and Mondelēz Global from violating specified provisions of the Act; disgorgement of profits; and costs and fees. On August 15, 2019, the District Court approved a settlement agreement between the CFTC and Mondelēz Global. The terms of the settlement, which are available in the District Court’s docket, had an immaterial impact on our financial position, results of operations and cash flows. On October 23, 2019, following a ruling by the United States Court of Appeals for the Seventh Circuit regarding Mondelēz Global's allegations that the CFTC and its Commissioners violated certain terms of the settlement agreement and the CFTC's argument that the Commissioners were not bound by the terms of the settlement agreement, the District Court vacated the settlement agreement and reinstated all pending motions that the District Court had previously mooted as a result of the settlement. The parties have reached a new agreement in principle to resolve the CFTC action and have submitted the settlement to the District Court for approval. The District Court cancelled a scheduled conference on June 4, 2020 to discuss the proposed settlement agreement but indicated that it would rule on pending motions in due course . Additionally, several class action complaints were filed against Kraft Foods Group and Mondelēz Global in the District Court by investors in wheat futures and options on behalf of themselves and others similarly situated. The complaints make similar allegations as those made in the CFTC action, and the plaintiffs are seeking class action certification; monetary damages, interest and unjust enrichment; costs and fees; and injunctive, declaratory and other unspecified relief. In June 2015, these suits were consolidated in the District Court. On January 3, 2020, the District Court granted plantiffs' request to certify a class. It is not possible to predict the outcome of these matters; however, based on our Separation and Distribution Agreement with Kraft Foods Group dated as of September 27, 2012, we expect to bear any monetary penalties or other payments in connection with the CFTC action. Although the CFTC action and the class action complaints involve the same alleged conduct, a resolution or decision with respect to one of the matters may not be dispositive as to the outcome of the other matter.
In November 2019, the European Commission informed us that it has initiated an investigation into our alleged infringement of European Union competition law through certain practices restricting cross-border trade within the European Economic Area. We are cooperating with the investigation and expect to engage further with the European Commission as their investigation proceeds. It is not possible to predict how long the investigation will take or the ultimate outcome of this matter.
25
Table of Contents
Third-Party Guarantees:
We enter into third-party guarantees primarily to cover long-term obligations of our vendors. As part of these transactions, we guarantee that third parties will make contractual payments or achieve performance measures. At June 30, 2020 , we had no material third-party guarantees recorded on our condensed consolidated balance sheet.
Tax Matters:
We are a party to various tax matter proceedings incidental to our business. These proceedings are subject to inherent uncertainties, and unfavorable outcomes could subject us to additional tax liabilities and could materially adversely impact our business, results of operations or financial position.
26
Table of Contents
Note 13. Reclassifications from Accumulated Other Comprehensive Income
The following table summarizes the changes in the accumulated balances of each component of accumulated other comprehensive earnings/(losses) attributable to Mondelēz International. Amounts reclassified from accumulated other comprehensive earnings/(losses) to net earnings (net of tax) were net losses of $ 62 million in the second quarter of 2020 and $ 59 million in the second quarter of 2019 and $ 166 million in the first six months of 2020 and $ 88 million in the first six months of 2019 .
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Currency Translation Adjustments:
Balance at beginning of period
$
( 9,686
)
$
( 8,458
)
$
( 8,320
)
$
( 8,622
)
Currency translation adjustments
26
31
( 1,255
)
172
Reclassification to earnings related to:
Equity method investment transactions (1)
29
—
29
—
Tax (expense)/benefit
26
( 1
)
( 64
)
21
Other comprehensive earnings/(losses)
81
30
( 1,290
)
193
Less: other comprehensive (earnings)/loss attributable to
noncontrolling interests
( 4
)
( 2
)
1
( 1
)
Balance at end of period
( 9,609
)
( 8,430
)
( 9,609
)
( 8,430
)
Pension and Other Benefit Plans:
Balance at beginning of period
$
( 1,661
)
$
( 1,837
)
$
( 1,721
)
$
( 1,854
)
Net actuarial gain/(loss) arising during period
( 2
)
( 20
)
( 24
)
( 32
)
Tax (expense)/benefit on net actuarial gain/(loss)
( 1
)
6
( 1
)
7
Losses/(gains) reclassified into net earnings:
Amortization of experience losses
and prior service costs (2)
24
34
49
66
Settlement losses and other expenses (1)
9
24
15
28
Tax expense/(benefit) on reclassifications (3)
( 7
)
( 11
)
( 15
)
( 18
)
Currency impact
( 18
)
5
41
4
Other comprehensive earnings/(losses)
5
38
65
55
Balance at end of period
( 1,656
)
( 1,799
)
( 1,656
)
( 1,799
)
Derivative Cash Flow Hedges:
Balance at beginning of period
$
( 155
)
$
( 233
)
$
( 213
)
$
( 168
)
Net derivative gains/(losses)
( 16
)
( 84
)
( 56
)
( 158
)
Tax (expense)/benefit on net derivative gain/(loss)
11
9
26
18
Losses/(gains) reclassified into net earnings:
Interest rate contracts (1) (4)
8
12
113
12
Tax expense/(benefit) on reclassifications (3)
( 1
)
—
( 25
)
—
Currency impact
( 1
)
1
1
1
Other comprehensive earnings/(losses)
1
( 62
)
59
( 127
)
Balance at end of period
( 154
)
( 295
)
( 154
)
( 295
)
Accumulated other comprehensive income
attributable to Mondelēz International:
Balance at beginning of period
$
( 11,502
)
$
( 10,528
)
$
( 10,254
)
$
( 10,644
)
Total other comprehensive earnings/(losses)
87
6
( 1,166
)
121
Less: other comprehensive (earnings)/loss attributable to
noncontrolling interests
( 4
)
( 2
)
1
( 1
)
Other comprehensive earnings/(losses) attributable to
Mondelēz International
83
4
( 1,165
)
120
Balance at end of period
$
( 11,419
)
$
( 10,524
)
$
( 11,419
)
$
( 10,524
)
(1)
These amounts include equity method investment transactions recorded within gain/(loss) on equity method investment transactions.
(2)
These reclassified losses are included in net periodic benefit costs disclosed in Note 10, Benefit Plans .
(3)
Taxes reclassified to earnings are recorded within the provision for income taxes.
(4)
These reclassified gains or losses are recorded within interest and other expense, net.
27
Table of Contents
Note 14. Income Taxes
As of the second quarter of 2020 , our estimated annual effective tax rate, which excludes discrete tax impacts, was 27.5 % . This rate reflected the impact of unfavorable foreign provisions under U.S. tax laws and our tax related to earnings from equity method investments (the earnings are reported separately on our statement of earnings and thus not included in earnings before income taxes), partially offset by favorable impacts from the mix of pre-tax income in various non-U.S. jurisdictions. Our 2020 second quarter effective tax rate of 51.7 % was unusually high due to a $ 261 million tax expense incurred in connection with the JDE Peet's transaction (the related gains are reported separately in our statement of earnings and thus not included in earnings before income taxes). Excluding this impact, our second quarter effective tax rate was 12.1 % reflecting a discrete net tax benefit of $ 72 million . The discrete net tax benefit primarily consisted of a $ 70 million net benefit from the release of a valuation allowance in China as we now expect to utilize prior-year carryforward tax benefits to offset future taxable income. Our effective tax rate for the six months ended June 30, 2020 of 36.0 % was also unusually high due to the $ 261 million net tax expense incurred in connection with the JDE Peet's transaction. Excluding this impact, our effective tax rate for the six months ended June 30, 2020 was 16.8 % , which was favorably impacted by discrete net tax benefits of $ 100 million , primarily driven by the $ 70 million net benefit from the release of the China valuation allowance and a $ 24 million net benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in several jurisdictions.
As of the second quarter of 2019 , our estimated annual effective tax rate, which excluded discrete tax impacts, was 25.5 % . This rate reflected the impact of unfavorable foreign provisions under U.S. tax laws and our tax related to earnings from equity method investments (the earnings are reported separately on our statement of earnings and thus not included in earnings before income taxes), partially offset by favorable impacts from the mix of pre-tax income in various non-U.S. jurisdictions. Our 2019 second quarter effective tax rate of 23.1 % was impacted by a discrete net tax benefit of $ 8 million . The discrete net tax benefit primarily consisted of a $ 24 million net benefit from the release of uncertain tax positions due to the expirations of statutes of limitations and audit settlements in several jurisdictions, partially offset by $ 15 million expense from U.S. state legislative changes. Our effective tax rate for the six months ended June 30, 2019 of 21.2 % was favorably impacted by discrete net tax benefits of $ 71 million , primarily driven by $ 84 million of benefit from the release of liabilities for uncertain tax positions due to expirations of statutes of limitations and audit settlements in various jurisdictions.
Note 15. Earnings per Share
Basic and diluted earnings per share (“EPS”) were calculated as follows:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions, except per share data)
Net earnings
$
545
$
804
$
1,288
$
1,777
Noncontrolling interest earnings
( 1
)
( 1
)
( 8
)
( 7
)
Net earnings attributable to
Mondelēz International
$
544
$
803
$
1,280
$
1,770
Weighted-average shares for basic EPS
1,431
1,445
1,432
1,447
Plus incremental shares from assumed conversions
of stock options and long-term incentive plan shares
8
13
10
13
Weighted-average shares for diluted EPS
1,439
1,458
1,442
1,460
Basic earnings per share attributable to
Mondelēz International
$
0.38
$
0.56
$
0.89
$
1.22
Diluted earnings per share attributable to
Mondelēz International
$
0.38
$
0.55
$
0.89
$
1.21
We exclude antidilutive Mondelēz International stock options from our calculation of weighted-average shares for diluted EPS. We excluded antidilutive stock options and performance share units of 5.6 million in the second quarter of 2020 and 4.2 million in the second quarter of 2019 and 4.8 million in the first six months of 2020 and 7.3 million in the first six months of 2019 .
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Table of Contents
Note 16. Segment Reporting
We manufacture and market primarily snack food products, including biscuits (cookies, crackers and salted snacks), chocolate, gum & candy and various cheese & grocery products, as well as powdered beverage products.
We manage our global business and report operating results through geographic units. We manage our operations by region to leverage regional operating scale, manage different and changing business environments more effectively and pursue growth opportunities as they arise across our key markets. Our regional management teams have responsibility for the business, product categories and financial results in the regions.
Our operations and management structure are organized into four operating segments:
• Latin America
• AMEA
• Europe
• North America
We use segment operating income to evaluate segment performance and allocate resources. We believe it is appropriate to disclose this measure to help investors analyze segment performance and trends. Segment operating income excludes unrealized gains and losses on hedging activities (which are a component of cost of sales), general corporate expenses (which are a component of selling, general and administrative expenses), amortization of intangibles, gains and losses on divestitures and acquisition-related costs (which are a component of selling, general and administrative expenses) in all periods presented. We exclude these items from segment operating income in order to provide better transparency of our segment operating results. Furthermore, we centrally manage benefit plan non-service income and interest and other expense, net. Accordingly, we do not present these items by segment because they are excluded from the segment profitability measure that management reviews.
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Our segment net revenues and earnings were:
For the Three Months Ended
June 30,
For the Six Months Ended
June 30,
2020
2019
2020
2019
(in millions)
Net revenues:
Latin America
$
511
$
737
$
1,237
$
1,537
AMEA
1,237
1,352
2,739
2,893
Europe
2,138
2,247
4,722
4,798
North America
2,025
1,726
3,920
3,372
Net revenues
$
5,911
$
6,062
$
12,618
$
12,600
Earnings before income taxes:
Operating income:
Latin America
$
( 6
)
$
68
$
72
$
166
AMEA
171
191
405
447
Europe
297
408
769
908
North America
424
407
805
726
Unrealized (losses)/gains on hedging activities
(mark-to-market impacts)
( 2
)
33
( 187
)
49
General corporate expenses
( 111
)
( 79
)
( 187
)
( 188
)
Amortization of intangibles
( 50
)
( 43
)
( 93
)
( 87
)
Net gain on divestiture
—
41
—
41
Acquisition-related costs
( 10
)
( 1
)
( 15
)
( 1
)
Operating income
713
1,025
1,569
2,061
Benefit plan non-service income
31
12
64
29
Interest and other expense, net
( 85
)
( 101
)
( 275
)
( 181
)
Earnings before income taxes
$
659
$
936
$
1,358
$
1,909
Items impacting our segment operating results are discussed in Note 1, Basis of Presentation , Note 2, Acquisitions and Divestitures , Note 4, Property, Plant and Equipment , Note 5, Goodwill and Intangible Assets , and Note 7, Restructuring Program . Also see Note 8, Debt and Borrowing Arrangements , and Note 9, Financial Instruments , for more information on our interest and other expense, net for each period.
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Net revenues by product category were:
For the Three Months Ended June 30, 2020
Latin
America
AMEA
Europe
North
America
Total
(in millions)
Biscuits
$
154
$
458
$
694
$
1,804
$
3,110
Chocolate
119
361
1,001
39
1,520
Gum & Candy
65
153
135
182
535
Beverages
90
157
20
—
267
Cheese & Grocery
83
108
288
—
479
Total net revenues
$
511
$
1,237
$
2,138
$
2,025
$
5,911
For the Three Months Ended June 30, 2019
Latin
America
AMEA
Europe
North
America
Total
(in millions)
Biscuits
$
186
$
405
$
767
$
1,451
$
2,809
Chocolate
157
438
1,006
42
1,643
Gum & Candy
209
224
181
233
847
Beverages
108
169
20
—
297
Cheese & Grocery
77
116
273
—
466
Total net revenues
$
737
$
1,352
$
2,247
$
1,726
$
6,062
For the Six Months Ended June 30, 2020
Latin
America
AMEA
Europe
North
America
Total
(in millions)
Biscuits
$
328
$
966
$
1,440
$
3,402
$
6,136
Chocolate
313
904
2,364
95
3,676
Gum & Candy
247
338
308
423
1,316
Beverages
192
328
45
—
565
Cheese & Grocery
157
203
565
—
925
Total net revenues
$
1,237
$
2,739
$
4,722
$
3,920
$
12,618
For the Six Months Ended June 30, 2019
Latin
America
AMEA
Europe
North
America
Total
(in millions)
Biscuits
$
356
$
866
$
1,501
$
2,823
$
5,546
Chocolate
387
995
2,366
101
3,849
Gum & Candy
409
449
354
448
1,660
Beverages
231
341
46
—
618
Cheese & Grocery
154
242
531
—
927
Total net revenues
$
1,537
$
2,893
$
4,798
$
3,372
$
12,600
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.