What changed in this filing

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Item 1. Financial Statements

2021-04-28 compared with 2020-11-03 · 228 added, 471 removed, 758 unchanged (48% of the section changed)

6 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Net revenues $ 7,238 $ 6,707

3 unchanged sentences

Asset impairment and exit costs 90 15

Net gain on divestiture — ( 3 ) — ( 44 )

Gain on acquisition ( 9 ) —

Amortization of intangibles 38 43

3 unchanged sentences

Earnings before income taxes 1,109 699

Income tax (provision)/benefit ( 391 ) 633 ( 880 ) 228

Gain/(loss) on equity method investment

transactions 345 — 537 ( 2 )

Income tax provision ( 212 ) ( 148 )

(Loss)/gain on equity method investment transactions ( 7 ) 71

Equity method investment net earnings 78 121

1 unchanged sentence

Noncontrolling interest earnings ( 7 ) ( 7 )

Net earnings attributable to

Mondelēz International $ 1,119 $ 1,426 $ 2,399 $ 3,196

Net earnings attributable to Mondelēz International $ 961 $ 736

Per share data:

Basic earnings per share attributable to

Mondelēz International $ 0.78 $ 0.99 $ 1.68 $ 2.21

Diluted earnings per share attributable to

Mondelēz International $ 0.78 $ 0.98 $ 1.66 $ 2.19

Basic earnings per share attributable to Mondelēz International $ 0.68 $ 0.51

Diluted earnings per share attributable to Mondelēz International $ 0.68 $ 0.51

See accompanying notes to the condensed consolidated financial statements.

4 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Net earnings $ 968 $ 743

15 unchanged sentences

dollars, except share data)

September 30,

2020 December 31, 2019

March 31, 2021 December 31, 2020

Cash and cash equivalents $ 2,028 $ 3,619

Trade receivables (net of allowances of $ 41 at September 30, 2020

Trade receivables (net of allowances of $ 40 at March 31, 2021

and $ 42 at December 31, 2020)

Other receivables (net of allowances of $ 40 at September 30, 2020

Other receivables (net of allowances of $ 41 at March 31, 2021

and $ 42 at December 31, 2020)

27 unchanged sentences

Common Stock, no par value ( 5,000,000,000 shares authorized and

1,996,537,778 shares issued at September 30, 2020 and December 31, 2019)

1,996,537,778 shares issued at March 31, 2021 and December 31, 2020)

Additional paid-in capital 32,009 32,070

1 unchanged sentence

Accumulated other comprehensive losses ( 10,746 ) ( 10,690 )

Treasury stock, at cost ( 566,694,393 shares at September 30, 2020 and

Treasury stock, at cost ( 591,880,718 shares at March 31, 2021 and

577,363,557 shares at December 31, 2020)

18 unchanged sentences

Interest Total

Three Months Ended September 30, 2020

Balances at July 1, 2020 $ — $ 32,022 $ 27,040 $ ( 11,419 ) $ ( 21,625 ) $ 79 $ 26,097

Comprehensive earnings/(losses):

Net earnings — — 1,119 — — 3 1,122

Other comprehensive earnings/(losses),

net of income taxes

— — — 164 — 8 172

Exercise of stock options and issuance of

other stock awards

— 32 ( 7 ) — 67 — 92

Common Stock repurchased — — — — — — —

Cash dividends declared ($ 0.315 per share)

— — ( 452 ) — — — ( 452 )

Dividends paid on noncontrolling interest

and other activities

— — 2 — — ( 5 ) ( 3 )

Balances at September 30, 2020 $ — $ 32,054 $ 27,702 $ ( 11,255 ) $ ( 21,558 ) $ 85 $ 27,028

Nine Months Ended September 30, 2020

Three Months Ended March 31, 2021

Balances at January 1, 2021 $ — $ 32,070 $ 28,402 $ ( 10,690 ) $ ( 22,204 ) $ 76 $ 27,654

13 unchanged sentences

— — — — — — —

Balances at September 30, 2020 $ — $ 32,054 $ 27,702 $ ( 11,255 ) $ ( 21,558 ) $ 85 $ 27,028

Three Months Ended September 30, 2019

Balances at July 1, 2019 $ — $ 31,970 $ 25,300 $ ( 10,524 ) $ ( 20,684 ) $ 81 $ 26,143

Comprehensive earnings/(losses):

Net earnings — — 1,426 — — 5 1,431

Other comprehensive earnings/(losses),

net of income taxes

— — — ( 213 ) — ( 9 ) ( 222 )

Exercise of stock options and issuance of

other stock awards

— 28 ( 15 ) — 70 — 83

Common Stock repurchased — — — — ( 206 ) — ( 206 )

Cash dividends declared ($ 0.285 per share)

— — ( 411 ) — — — ( 411 )

Dividends paid on noncontrolling interest

and other activities

— — — — — ( 9 ) ( 9 )

Balances at September 30, 2019 $ — $ 31,998 $ 26,300 $ ( 10,737 ) $ ( 20,820 ) $ 68 $ 26,809

Nine Months Ended September 30, 2019

Balances at March 31, 2021 $ — $ 32,009 $ 28,903 $ ( 10,746 ) $ ( 23,091 ) $ 74 $ 27,149

Three Months Ended March 31, 2020

Balances at January 1, 2020 $ — $ 32,019 $ 26,615 $ ( 10,254 ) $ ( 21,139 ) $ 76 $ 27,317

13 unchanged sentences

— — 1 — — — 1

Balances at September 30, 2019 $ — $ 31,998 $ 26,300 $ ( 10,737 ) $ ( 20,820 ) $ 68 $ 26,809

Balances at March 31, 2020 $ — $ 31,990 $ 26,906 $ ( 11,502 ) $ ( 21,652 ) $ 78 $ 25,820

See accompanying notes to the condensed consolidated financial statements.

3 unchanged sentences

(in millions of U.S.

For the Nine Months Ended

September 30,

For the Three Months Ended

CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES

3 unchanged sentences

Stock-based compensation expense 25 28

tax reform transition tax — 2

Deferred income tax benefit ( 103 ) ( 738 )

Deferred income tax provision/(benefit) 34 ( 26 )

Asset impairments and accelerated depreciation 43 —

Net gain on divestiture — ( 44 )

(Gain)/loss on equity method investment transactions ( 537 ) 2

Loss on early extinguishment of debt 110 —

Gain on acquisition ( 9 ) —

Loss/(gain) on equity method investment transactions 7 ( 71 )

Equity method investment net earnings ( 78 ) ( 121 )

1 unchanged sentence

Other non-cash items, net ( 23 ) 126

Change in assets and liabilities, net of acquisitions and divestitures:

Change in assets and liabilities, net of acquisitions:

Receivables, net ( 494 ) ( 610 )

7 unchanged sentences

Capital expenditures ( 216 ) ( 214 )

Acquisition, net of cash received ( 1,142 ) ( 284 )

Acquisitions, net of cash received ( 490 ) —

Proceeds from divestitures including equity method investments — 185

Other 16 ( 26 )

Net cash used in investing activities ( 690 ) ( 55 )

7 unchanged sentences

Dividends paid ( 453 ) ( 409 )

Other 104 328

Net cash used in financing activities ( 495 ) ( 686 )

Net cash (used in)/provided by financing activities ( 1,781 ) 455

Effect of exchange rate changes on cash, cash equivalents and

1 unchanged sentence

Cash, cash equivalents and restricted cash:

Increase 1,462 437

(Decrease)/Increase ( 1,591 ) 624

Balance at beginning of period 3,650 1,328

17 unchanged sentences

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.

Investments over which we do not have significant influence or control are not material and as there are no readily determinable fair values for the equity interests, these investments are carried at cost with changes in the investment recognized to the extent cash is received.

Currency Translation and Highly Inflationary Accounting :

6 unchanged sentences

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.

On July 1, 2018, both monetary and non-monetary assets and liabilities denominated in Argentinian pesos were remeasured into U.S.

As of July 1, 2018, we began to apply highly inflationary accounting for our Argentinean subsidiaries and changed their functional currency from the Argentinean peso to the U.S.

On July 1, 2018, both monetary and non-monetary assets and liabilities denominated in Argentinean 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 September 30, 2020, our Argentinian operations had $ 6 million of Argentinian peso denominated net monetary assets.

Our Argentinian operations contributed $ 77 million, or 1.2 % of consolidated net revenues in the three months and $ 252 million, or 1.3 % of consolidated net revenues in the nine months ended September 30, 2020.

Within selling, general and administrative expenses, we recorded a remeasurement loss of $ 2 million during the three months and $ 7 million during the nine months ended September 30, 2020 as well as a remeasurement loss of $ 1 million during the three months and $ 2 million during the nine months ended September 30, 2019 related to the revaluation of the Argentinian peso denominated net monetary position over these periods.

In the nine months ended September 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.

Through 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.

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.

As we approach the planned U.K.

exit at the end of 2020, we are taking 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, 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 Brexit and the inherent risks.

As of March 31, 2021, our Argentinean operations had $ 5 million of Argentinean peso denominated net monetary assets.

Our Argentinean operations contributed $ 89 million, or 1.2 % of consolidated net revenues in the three months ended March 31, 2021.

Within selling, general and administrative expenses, we recorded a remeasurement loss of $ 5 million during the three months ended March 31, 2021 as well as a remeasurement loss of $ 2 million during the three months ended March 31, 2020 related to the revaluation of the Argentinean peso denominated net monetary position over these periods.

Following the separation of the United Kingdom from the European Union ("Brexit") in 2020, a new trade arrangement was reached between the U.K.

that began on January 1, 2021.

The main trade provisions include the continuation of no tariffs or quotas on trade between the U.K.

subject to prescribed trade terms.

We also need to meet product and labeling standards for both the U.K.

Cross-border trade between the U.K.

is now subject to new customs regulations, documentation and reviews.

To comply with the new requirements, we increased resources in customer service and logistics, in our factories, and on our customs support teams.

We adapted our processes and systems for the new and increased number of customs transactions.

We continue to closely monitor and manage our inventory levels of imported raw materials, packaging and finished goods in the U.K.

If the U.K.’s separation from, or new trade arrangements with, the E.U.

negatively impact the U.K.

economy or result in disagreements on trade terms, delays affecting our supply chain or distribution, or disruptions

to sales or collections, the impact to our results of operations, financial condition and cash flows could be material.

In the three months ended March 31, 2021, we generated 9.9 % of our consolidated net revenues in the U.K.

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.

We continue to monitor the ongoing COVID-19 global pandemic and related impacts to our business operations, currencies and net monetary exposures.

Since the global onset of COVID-19 in early 2020, most countries in which we do business experienced periods of significant economic uncertainty as well as exchange rate volatility.

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.

1 unchanged sentence

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 $ 31 million as of September 30, 2020 and $ 37 million as of December 31, 2019.

Total cash, cash equivalents and restricted cash was $ 2,790 million as of September 30, 2020 and $ 1,328 million as of December 31, 2019.

We also have restricted cash that is recorded within other current assets of $ 31 million as of March 31, 2021 and $ 31 million as of December 31, 2020.

Total cash, cash equivalents and restricted cash was $ 2,059 million as of March 31, 2021 and $ 3,650 million as of December 31, 2020.

Allowances for Credit Losses:

9 unchanged sentences

Currency 3 — 1

Balance at September 30, 2020 $ ( 41 ) $ ( 40 ) $ ( 11 )

Balance at March 31, 2021 $ ( 40 ) $ ( 41 ) $ ( 11 )

Transfers of Financial Assets:

4 unchanged sentences

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 $ 778 million as of September 30, 2020 and $ 760 million as of December 31, 2019.

The outstanding principal amount of receivables under these arrangements amounted to $ 905 million as of March 31, 2021 and $ 760 million as of December 31, 2020.

The incremental cost of factoring receivables under this arrangement was not material for all periods presented.

1 unchanged sentence

Non-Cash Lease Transactions:

We recorded $ 187 million in operating lease and $ 129 million in finance lease right-of-use assets obtained in exchange for lease obligations during the nine months ended September 30, 2020 and $ 91 million in operating lease and $ 48 million in finance lease right-of-use assets obtained in exchange for lease obligations during the nine months ended September 30, 2019.

We recorded $ 29 million in operating lease and $ 30 million in finance lease right-of-use assets obtained in exchange for lease obligations during the three months ended March 31, 2021 and $ 89 million in operating lease and $ 25 million in finance lease right-of-use assets obtained in exchange for lease obligations during the three months ended March 31, 2020.

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.

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.

On January 1, 2021, we adopted this ASU and it did not have a material impact on our consolidated financial statements.

Reclassifications:

3 unchanged sentences

Acquisitions and Divestitures

On April 1, 2021, we acquired Gourmet Food Holdings Pty Ltd, a leading Australian food company in the premium biscuit and cracker category, for closing cash consideration of approximately $ 458 million Australian dollars ($ 348 million).

We incurred acquisition-related costs of $ 1 million during the three months ended March 31, 2021.

On March 25, 2021, we acquired a majority interest in Lion/Gemstone Topco Ltd ("Grenade"), a performance nutrition leader in the United Kingdom, for closing cash consideration of £ 188 million ($ 260 million), net of cash received.

The acquisition of Grenade expands our position into the premium nutrition market.

We are working to complete the valuation and have recorded a preliminary purchase price allocation of $ 81 million to indefinite-lived intangible assets, $ 24 million to definite-lived intangible assets, $ 180 million to goodwill, $ 1 million to property, plant and equipment, $ 11 million to inventory, $ 18 million to accounts receivable, $ 1 million to other current assets, $ 25 million to current liabilities, $ 20 million to deferred tax liabilities and $ 11 million to long-term other liabilities.

We incurred acquisition-related costs of $ 2 million during the three months ended March 31, 2021.

On January 4, 2021, we acquired the remaining 93 % of equity of Hu Master Holdings, a category leader in premium chocolate in the United States, which provides a strategic complement to our snacking portfolio in North America through growth opportunities in chocolate and other categories in the well-being category.

The initial cash consideration paid was $ 229 million, net of cash received, and the Company may be required to pay additional cash consideration.

The estimated fair value of the contingent consideration obligation at the acquisition date was $ 132 million and was determined using a Monte Carlo simulation based on forecasted future results.

We are unable to provide a range of amounts that could be paid as contingent consideration as it is based primarily on revenue and gross margin of the business for the twelve months ended December 31, 2022 and there is not a minimum or maximum payout.

As a result of acquiring the remaining equity interest, we consolidated the operations prospectively from the date of acquisition and recorded a pre-tax gain of $ 9 million ($ 7 million after-tax) related to stepping up our previously-held $ 8 million ( 7 %) investment to fair value.

We are working to complete the valuation and have recorded a preliminary purchase price allocation of $ 123 million to indefinite-lived intangible assets, $ 51 million to definite-lived intangible assets, $ 202 million to goodwill, $ 1 million to property, plant and equipment, $ 2 million to inventory, $ 4 million to accounts receivable, $ 5 million to current liabilities and $ 132 million to long-term other liabilities.

During the three months ended March 31, 2021, the acquisition added incremental net revenues of $ 8 million and an operating loss of $ 6 million.

We incurred acquisition-related costs of $ 4 million during the three months ended March 31, 2021.

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.

1 unchanged sentence

The purchase consideration for Give & Go totaled $ 1,136 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, $ 529 million to goodwill, $ 137 million to property, plant and equipment, $ 59 million to operating lease right of use assets, $ 38 million to inventory, $ 29 million to accounts receivable, $ 5 million to other current assets, $ 41 million to current liabilities, $ 83 million to deferred tax liabilities, $ 56 million to long-term operating lease liabilities, $ 6 million to long-term debt and $ 19 million to long-term other liabilities.

The acquisition added incremental net revenues of $ 125 million in the three months and $ 216 million in the nine months ended September 30, 2020, and operating income of $ 14 million during the three months and $ 6 million in the nine months ended September 30, 2020.

We incurred an immaterial amount of acquisition-related costs during the three months and $ 15 million during the nine months ended September 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.

Through the one-year anniversary of the acquisition, Perfect Snacks added incremental net revenues of $ 55 million and an immaterial amount of incremental operating income in 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 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.

The divestiture resulted in year-over-year declines in net revenues of $ 55 million and operating income of $ 9 million during the nine months ended September 30, 2020.

We incurred divestiture-related costs of $ 6 million in the three months and $ 4 million (including the reversal of $ 2 million divestiture-related costs no longer required) in the nine months ended September 30, 2020.

We also reversed divestiture-related costs of $ 4 million in the three months and incurred $ 6 million in the nine months ended September 30, 2019.

We have recorded a preliminary purchase price allocation of net tangible and intangible assets acquired and liabilities assumed as follows:

(in millions)

Receivables $ 29

Other current assets 6

Property, plant and equipment 136

Operating right of use assets 61

Definite-life intangible assets 511

Indefinite-life intangible assets 42

Assets acquired $ 1,354

Current liabilities 42

Deferred tax liabilities 92

Long-term operating lease liabilities 56

Long-term debt 6

Long-term other liabilities 19

Total purchase price $ 1,139

cash received 3

Net Cash Paid $ 1,136

Within definite-life intangible assets, we allocated $ 416 million to customer relationships which have an estimated useful life of 17 years.

Goodwill arises principally as a result of expansion opportunities and synergies across both new and legacy product categories.

None of the goodwill recognized is expected to be deductible for income tax purposes.

The fair value for customer relationships at the acquisition date was determined using the multi-period excess earnings method under the income approach.

The fair value measurements of intangible assets are based on significant unobservable inputs, and thus represent Level 3 inputs.

Significant assumptions used in assessing the fair values of intangible assets include discounted future cash flows, customer attrition rates and discount rates.

The acquisition added incremental net revenues of $ 106 million and operating income of $ 6 million in the three months ended March 31, 2021.

During the first quarter of 2020, we incurred $ 5 million of acquisition-related costs.

Inventories consisted of the following:

As of September 30,

2020 As of December 31, 2019

As of March 31, 2021 As of December 31, 2020

(in millions)

5 unchanged sentences

Property, plant and equipment consisted of the following:

As of September 30,

2020 As of December 31, 2019

As of March 31, 2021 As of December 31, 2020

(in millions)

6 unchanged sentences

Property, plant and equipment, net $ 8,766 $ 9,026

For the nine months ended September 30, 2020, capital expenditures of $ 630 million excluded $ 203 million of accrued capital expenditures remaining unpaid at September 30, 2020 and included payment for $ 334 million of capital expenditures that were accrued and unpaid at December 31, 2019.

For the nine months ended September 30, 2019, capital expenditures of $ 686 million excluded $ 203 million of accrued capital expenditures remaining unpaid at September 30, 2019 and included payment for $ 331 million of capital expenditures that were accrued and unpaid at December 31, 2018.

For the three months ended March 31, 2021, capital expenditures of $ 216 million excluded $ 230 million of accrued capital expenditures remaining unpaid at March 31, 2021 and included payment for a portion of the $ 275 million of capital expenditures that were accrued and unpaid at December 31, 2020.

For the three months ended March 31, 2020, capital expenditures of $ 214 million excluded $ 259 million of accrued capital expenditures remaining unpaid at March 31, 2020 and included payment for a portion of the $ 334 million of capital expenditures that were accrued and unpaid at December 31, 2019.

In connection with our restructuring program, we recorded non-cash property, plant and equipment write-downs (including accelerated depreciation and asset impairments) and losses/(gains) on disposal 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

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

1 unchanged sentence

AMEA ( 16 ) ( 1 )

Europe 1 42 3 45

North America 54 1

2 unchanged sentences

Goodwill by segment was:

As of September 30,

2020 As of December 31, 2019

As of March 31, 2021 As of December 31, 2020

(in millions)

5 unchanged sentences

Intangible assets consisted of the following:

As of September 30,

2020 As of December 31, 2019

As of March 31, 2021 As of December 31, 2020

(in millions)

Non-amortizable intangible assets $ 17,032 $ 17,296

Amortizable intangible assets 2,831 2,374

Indefinite-life intangible assets $ 17,505 $ 17,492

Definite-life intangible assets 2,956 2,907

20,461 20,399

1 unchanged sentence

Intangible assets, net $ 18,527 $ 18,482

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.

Indefinite-life 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 $ 143 million for the nine months ended September 30, 2020 and $ 43 million for the three months and $ 130 million for the nine months ended September 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 $ 115 million in 2022-2024 (reflecting September 30, 2020 exchange rates).

Definite-life intangible assets consist primarily of brands, customer-related intangibles, process technology, licenses and non-compete agreements.

Amortization expense for intangible assets was $ 38 million for the three months ended March 31, 2021 and $ 43 million for the three months ended March 31, 2020.

For the next five years, we currently estimate annual amortization expense of approximately $ 130 million in 2021, approximately $ 120 million in 2022-2024 and approximately $ 105 million in 2025 (reflecting March 31, 2021 exchange rates).

Changes in goodwill and intangible assets consisted of:

4 unchanged sentences

Currency ( 332 ) ( 217 )

Acquisition 529 553

Asset impairments — ( 144 )

Balance at September 30, 2020 $ 21,335 $ 19,863

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 $ 529 million to goodwill and $ 553 million to intangible assets.

Acquisitions 382 279

Balance at March 31, 2021 $ 21,945 $ 20,461

In connection with our acquisitions of Grenade and the remaining interest in Hu Master Holdings during the first quarter of 2021, we recorded a preliminary purchase price allocation of $ 382 million to goodwill and $ 279 million to intangible assets.

See Note 2, Acquisitions and Divestitures , for additional information.

• Asset impairments – As further described below, during the nine months ended September 30, 2020, we recorded $ 144 million of intangible asset impairments resulting primarily from the impacts of COVID-19 that led to lower than expected growth for eight brands across our segments.

During the first six months of 2020, we evaluated our goodwill and intangible asset impairment risk using qualitative analysis.

In light of the ongoing COVID-19 global pandemic, we performed further quantitative analysis over non-amortizable intangible assets during the second quarter of 2020, resulting in approximately $ 90 million of intangible asset impairment charges.

During the third quarter of 2020, we performed our annual impairment assessment test for goodwill and non-amortizable intangible assets as of July 1, 2020.

Our 2020 annual testing of goodwill resulted in no impairments as each reporting unit had sufficient fair value in excess of its carrying value.

As part of our goodwill quantitative annual impairment testing, we compare a reporting unit's estimated fair value with its carrying value.

If the carrying value of a reporting unit's net assets exceeds its fair value, we would record an impairment based on the difference between the carrying value and fair value of the reporting unit.

We estimate a reporting unit's fair value using a discounted cash flow method that incorporates planned growth rates, market-based discount rates and estimates of residual value.

This year, for our Europe and North America reporting units, we used a market based, weighted-average cost of capital of 6.1 % to discount the projected cash flows of those operations.

For our Latin America and AMEA reporting units, we used a risk-rated discount rate of 9.1 %.

Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding our future plans and industry and economic conditions based on available information.

Given the uncertainty of the global economic environment and the impact of COVID-19, those estimates could be significantly different than future performance.

While all reporting units passed our annual impairment testing, if planned business performance expectations are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then the estimated fair values of a reporting unit or reporting units might decline and lead to a goodwill impairment in the future.

During our 2020 annual testing of non-amortizable intangible assets, we recorded approximately $ 54 million of impairment charges in the third quarter of 2020 related to three gum and chocolate bran ds.

The ongoing impact of the pandemic resulted in greater declines in the sales and earnings for certain brands, particularly our gum brands.

We have incorporated the latest results and a slower expected recovery for these brands in the revenue and earnings projections incorporated in our annual impairment testing.

We recorded charges of $ 47 million in North America, $ 3 million in Europe and $ 3 million in Latin America.

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.

We use several accepted valuation methods, including relief of royalty, excess earnings and excess margin, that utilize estimates of future sales, earnings growth rates, royalty rates and discount rates in determining a brand's global fair value.

We also identified nine brands, including the three brands impaired in third quarter of 2020, with $ 712 million of aggregate book value as of September 30, 2020, that each had a fair value in excess of book value of 10% or less.

During the first quarters of 2021 and 2020, we evaluated our goodwill and intangible asset impairment risk through an assessment of potential triggering events.

In light of the ongoing COVID-19 global pandemic, we considered qualitative and quantitative information in our assessment over indefinite-life intangible assets.

Based on the financial performance of our goodwill reporting units and intangible assets and review of other significant fair value assumptions, we concluded that no impairment indicators were present that would require a full impairment assessment.

We will continue to monitor the potential for asset impairment risk over coming quarters.

In 2020, we recorded $ 144 million of intangible asset impairment charges related to eight brands.

The ongoing impact of the COVID-19 pandemic resulted in greater declines in the sales and earnings for certain brands, particularly our gum brands.

During our annual impairment testing as of July 1, 2020, we identified nine brands, including the eight impaired brands, that each had a fair value in excess of book value of 10% or less.

The aggregate book value of the nine brands was $ 738 million as of March 31, 2021.

We continue to monitor our brand performance, particularly in light of the significant uncertainty due to the COVID-19 pandemic and related impacts to our business.

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.

If the brand earnings expectations, including the timing of the expected recovery from the COVID-19 pandemic impacts, 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.

Equity Method Investments

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"KDP"), Dong Suh Foods Corporation and Dong Suh Oil & Fats Co.

As of September 30, 2020, we owned 22.9 %, 11.2 %, 50.0 % and 49.0 %, respectively, of these companies' outstanding shares.

Our investments accounted for under the equity method of accounting totaled $ 6,488 million as of September 30, 2020 and $ 7,178 million as of December 31, 2019.

We recorded equity earnings and cash dividends of $ 84 million and $ 27 million in the third quarter of 2020 and equity earnings and cash dividends of $ 114 million and $ 29 million in the third quarter of 2019.

We recorded equity earnings and cash dividends of $ 311 million and $ 220 million in the first nine months of 2020 and equity earnings and cash dividends of $ 389 million and $ 217 million in the first nine months of 2019.

Based on the quoted closing prices as of September 30, 2020, the combined fair value of our publicly-traded investments in JDEP and KDP was $ 9.0 billion, and for each investment, its fair value exceeded its carrying value.

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.

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.

As of March 31, 2021, we owned 22.8 %, 8.3 %, 50.0 % and 49.0 %, respectively, of these companies' outstanding shares.

Our investments accounted for under the equity method of accounting totaled $ 5,916 million as of March 31, 2021 and $ 6,036 million as of December 31, 2020.

We recorded equity earnings and cash dividends of $ 78 million and $ 74 million in the first quarter of 2021 and equity earnings and cash dividends of $ 121 million and $ 165 million in the first quarter of 2020.

Based on the quoted closing prices as of March 31, 2021, the combined fair value of our publicly-traded investments in JDEP and KDP was $ 8.3 billion, and for each investment, its fair value exceeded its carrying value.

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).

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.

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 % 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.

On August 3, 2020, we sold approximately 14.1 million shares of KDP, which reduced our ownership interest by 1.0 % to 12.1 % of the total outstanding shares.

We received $ 414 million of proceeds and recorded a pre-tax gain of $ 181 million (or $ 139 million after-tax) during the third quarter of 2020.

On September 9, 2020, we sold approximately 12.5 million shares of KDP, which reduced our ownership interest by 0.9 % to 11.2 % of the total outstanding shares.

We received $ 363 million of proceeds and recorded a pre-tax gain of $ 154 million (or $ 119 million after-tax) during the third quarter of 2020.

We hold two director positions on the KDP board as well as additional governance rights.

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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

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 held a 22.9 % equity interest in JDE Peet’s.

During the second quarter of 2020, we recorded a preliminary gain of $ 121 million, net of $ 33 million released from accumulated other comprehensive losses, and $ 48 million of transaction costs.

During the third quarter of 2020, we increased our preliminary gain by $ 10 million to $ 131 million.

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 the second quarter of 2020, 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 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.

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.

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For the Three Months Ended

September 30, 2019 For the Nine Months Ended

September 30, 2019

As Reported As Recast As Reported As Recast

March 31, 2020

As Reported As Recast

(in millions, except per share data)

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Mondelēz International ( 614 ) ( 512 )

As of December 31, 2019

As Reported As Recast

(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

Restructuring Program

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Since inception, we have incurred total restructuring and implementation charges of $ 4.8 billion related to the Simplify to Grow Program.

We expect to incur the program charges by year-end 2022.

We expect to incur the remainder of the program charges by year-end 2022.

Restructuring Costs :

The Simplify to Grow Program liability activity for the nine months ended September 30, 2020 was:

The Simplify to Grow Program liability activity for the three months ended March 31, 2021 was:

Write-downs Total

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Currency ( 10 ) — ( 10 )

Liability balance, September 30, 2020 $ 296 $ — $ 296

• We recorded restructuring charges of $ 68 million in the third quarter of 2020 and $ 77 million in the third quarter of 2019 and $ 111 million in the first nine months of 2020 and $ 117 million in the first nine months of 2019 within asset impairment and exit costs and benefit plan non-service income.

• We spent $ 44 million in the third quarter of 2020 and $ 35 million in the third quarter of 2019 and $ 113 million in the first nine months of 2020 and $ 124 million in the first nine months of 2019 in cash severance and related costs.

• We also recognized a gain on the sale of assets included in the restructuring program, partially offset by 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 $ 13 million in the third quarter of 2020 and $ 41 million in the third quarter of 2019 and $ 1 million in the first nine months of 2020 and $ 76 million in the first nine months of 2019.

• At September 30, 2020, $ 258 million of our net restructuring liability was recorded within other current liabilities and $ 38 million was recorded within other long-term liabilities.

Liability balance, March 31, 2021 $ 308 $ — $ 308

• We recorded restructuring charges of $ 88 million in the first quarter of 2021 and $ 15 million in the first quarter of 2020 within asset impairment and exit costs and benefit plan non-service income.

• We spent $ 34 million in the first quarter of 2021 and $ 37 million in the first quarter of 2020 in cash severance and related costs.

• We recognized non-cash asset write-downs (including accelerated depreciation and asset impairments) and other adjustments, including any gains on sale of restructuring program assets, which totaled $ 40 million in the first quarter of 2021 and $ 3 million in the first quarter of 2020.

• At March 31, 2021, $ 261 million of our net restructuring liability was recorded within other current liabilities and $ 47 million was recorded within other long-term liabilities.

Implementation Costs:

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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 $ 46 million in the third quarter of 2020 and $ 75 million in the third quarter of 2019 and $ 141 million in the first nine months of 2020 and $ 193 million in the first nine months of 2019.

Within our continuing results of operations, we recorded implementation costs of $ 34 million in the first quarter of 2021 and $ 43 million in the first quarter of 2020.

We recorded these costs within cost of sales and general corporate expense within selling, general and administrative expenses.

Restructuring and Implementation Costs:

During the three and nine months ended September 30, 2020 and September 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:

During the three months ended March 31, 2021 and March 31, 2020, 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:

America AMEA Europe North

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(in millions)

For the Three Months Ended September 30, 2020

Restructuring Costs $ 1 $ 21 $ 40 $ 3 $ 3 $ 68

Implementation Costs 4 6 15 15 6 46

Total $ 5 $ 27 $ 55 $ 18 $ 9 $ 114

For the Three Months Ended September 30, 2019

Restructuring Costs $ 3 $ ( 3 ) $ 73 $ 1 $ 3 $ 77

Implementation Costs 8 9 27 9 22 75

Total $ 11 $ 6 $ 100 $ 10 $ 25 $ 152

For the Nine Months Ended September 30, 2020

For the Three Months Ended March 31, 2021

Restructuring Costs $ 3 $ ( 21 ) $ 6 $ 101 $ ( 1 ) $ 88

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Total $ 6 $ ( 19 ) $ 16 $ 111 $ 8 $ 122

For the Nine Months Ended September 30, 2019

For the Three Months Ended March 31, 2020

Restructuring Costs $ 4 $ ( 1 ) $ 3 $ 2 $ 7 $ 15

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Our short-term borrowings and related weighted-average interest rates consisted of:

As of September 30, 2020 As of December 31, 2019

As of March 31, 2021 As of December 31, 2020

Outstanding Weighted-

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Total short-term borrowings $ 674 $ 29

As of September 30, 2020, commercial paper issued and outstanding had between 1 and 62 days remaining to maturity.

Commercial paper borrowings since year end decreased due to proceeds from issuances of long-term debt, sales of shares of KDP and JDEP stock holdings and operating cash flows offset in part by payments of long-term debt, share repurchases and dividend payments.

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 September 30, 2020 and $ 1.7 billion at December 31, 2019.

Borrowings on these lines were $ 60 million at September 30, 2020 and $ 57 million at December 31, 2019.

Borrowing Arrangements:

On September 24, 2020, Mondelēz International Holdings B.V.

(“MIHN”) repaid a $ 750 million term loan.

The term loan and accrued interest to date were paid with the euro-denominated notes issued by MIHN on September 23, 2020 that are described below.

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.

On September 8, 2020, we terminated this facility after issuing long-term debt.

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.

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 September 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 September 30, 2020, we complied with this covenant as our shareholders' equity, as defined by the covenant, was $ 38.2 billion.

As of March 31, 2021, commercial paper issued and outstanding had between 6 and 15 days remaining to maturity.

Commercial paper borrowings since year end increased to help finance the debt redemption, share repurchases and dividend payments.

Our uncommitted credit lines and committed credit lines available as of March 31, 2021 and December 31, 2020 include:

As of March 31, 2021 As of December 31, 2020

Facility Amount Borrowed Amount Facility Amount Borrowed Amount

(in millions)

Uncommitted credit facilities $ 1,488 $ 90 $ 1,487 $ 29

Credit facility expiry (1) :

February 24, 2021 — 1,500 —

February 23, 2022 2,500 —

February 27, 2024 4,500 — 4,500 —

(1) We maintain a multi-year senior unsecured revolving credit facility for general corporate purposes, including working capital needs, and to support our commercial paper program.

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 March 31, 2021, we complied with this covenant as our shareholders' equity, as defined by the covenant, was $ 37.8 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 September 30, 2020, no amounts were drawn on the facility.

Long-Term Debt:

On October 16, 2020, we completed a cash tender offer and retired $ 949.7 million of long term U.S.

dollar-denominated debt consisting of:

• $ 359 million of our 3.625 % notes due on May 2023

• $ 203 million of our 4.000 % notes due on February 2024

• $ 248 million of our 3.625 % notes due on February 2026

• $ 27 million of our 4.125 % notes due on May 2028

• $ 5 million of our 6.500 % notes due on November 2031

• $ 1 million of our 7.000 % notes due on August 2037

• $ 24 million of our 6.875 % notes due on February 2038

• $ 10 million of our 6.875 % notes due on January 2039

• $ 1 million of our 6.500 % notes due on February 2040

• $ 71 million of our 4.625 % notes due on May 2048

We financed the repurchase of these notes, including the payment of accrued interest and other costs incurred, from net proceeds received from the October 15, 2020 issuances totaling $ 1.25 billion described below.

During the fourth quarter of 2020 we expect to record a loss on debt extinguishment of approximately $ 150 million within interest and other expense, net related to the amount we paid in excess of the carrying value of the debt and from recognizing unamortized discounts and deferred financing in earnings at the time of the debt extinguishment.

Cash costs related to our tender for the debt will be included in other financing activities in the consolidated statement of cash flows and we will record $ 3.9 million of charges within interest and other expense, net from hedging instruments related to the retired debt.

Upon the extinguishment of debt, the deferred cash flow hedge amounts were recorded in earnings.

On October 15, 2020, we issued $ 625 million of 1.875 % U.S.

dollar-denominated notes that mature on October 15, 2032.

We received proceeds of $ 621.2 million, net of discounts and associated financing costs.

The proceeds were used to fund the October 2020 debt tender and general corporate purposes .

We recorded approximately $ 3.8

million of discounts and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.

On October 15, 2020, we issued $ 625 million and on September 4, 2020 we issued $ 500 million of 2.625 % U.S.

dollar-denominated notes for a total aggregate principal of $ 1.13 billion that matures on September 4, 2050.

We received proceeds of $ 1,093.8 million, net of discounts and associated financing costs.

The proceeds were used to fund the October 2020 debt tender and general corporate purposes.

We recorded approximately $ 31.2 million of discounts and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.

On October 6, 2020, fr 135 million (or $ 147 million) of our 0.625 % Swiss franc-denominated notes matured.

The notes and accrued interest to date were paid with cash on hand.

On September 23, 2020, MIHN issued € 1.25 billion of euro-denominated notes guaranteed by Mondelēz International, Inc.

consisting of € 500 million 0.000 % notes that mature on September 23, 2026 and € 750 million 0.375 % notes that mature on September 23, 2029.

We received proceeds of € 1.24 billion (or $ 1.46 billion), net of discounts and associated financing costs.

The proceeds were used for general corporate purposes, including repayment of the MIHN term loan.

We recorded approximately € 11.6 million (or $ 13.7 million) of discounts and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.

On September 4, 2020, we issued $ 500 million of 1.500 % U.S.

dollar-denominated notes that mature on February 4, 2031.

We received proceeds of $ 494.8 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 $ 5.2 million of discounts and deferred financing costs that will be amortized evenly into interest expense over the life of the notes.

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 $ 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 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 0.050 % Swiss franc-denominated 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-denominated notes matured.

The notes and accrued interest to date were paid with the issuance of commercial paper and cash on hand.

On March 31, 2021, we completed an early redemption of Euro and U.S.

dollar denominated notes for the following amounts (in millions):

Interest Rate Maturity Date Amount Redeemed USD Equivalent

1.000 % March 2022 € 500 $ 587

1.625 % January 2023 € 700 $ 821

2.125 % April 2023 $ 500 $ 500

4.000 % February 2024 $ 492 $ 492

We recorded $ 137 million of extinguishment loss and debt-related expenses within interest and other expense, net related to $ 110 million paid in excess of carrying value of the debt and recognizing unamortized discounts and deferred financing in earnings and $ 27 million foreign currency derivative loss related to the redemption payment at the time of the debt extinguishment.

The cash payments related to the redemption were classified as cash outflows from financing activities in the consolidated statement of cash flows.

During the three months ended March 31, 2021, we repaid the following notes or term loans (in millions):

Interest Rate Maturity Date Amount USD Equivalent

2.375 % January 2021 € 679 $ 827

During the three months ended March 31, 2021, we issued the following notes (in millions):

Issuance Date Interest Rate Maturity Date Gross Proceeds (1)

Gross Proceeds USD Equivalent

March 2021 1.375 % March 2041 € 650 $ 777

March 2021 0.750 % March 2033 € 600 $ 717

March 2021 0.250 % March 2028 € 750 $ 896

(1) Represents gross proceeds from the issuance of notes excluding debt issuance costs, discounts and premiums.

Fair Value of Our Debt:

The fair value of our short-term borrowings at September 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 short-term borrowings at March 31, 2021 and December 31, 2020 reflects current market interest rates and approximates the amounts we have recorded on our 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 September 30, 2020, the aggregate fair value of our total debt was $ 21,638 million and its carrying value was $ 20,114 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.

As of March 31, 2021 As of December 31, 2020

(in millions)

Fair Value $ 20,203 $ 21,568

Carrying Value $ 19,530 $ 20,046

Interest and Other Expense, net:

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For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

Interest expense, debt $ 98 $ 110

Loss on debt extinguishment and related expenses 137 —

Loss related to interest rate swaps — 103

1 unchanged sentence

Interest and other expense, net $ 218 $ 190

Other income includes amounts excluded from hedge effectiveness related to our net investment hedge derivative contracts and totaled $ 28 million and $ 92 million for the three and nine months ended September 30, 2020 and $ 34 million and $ 101 million for the three and nine months ended September 30, 2019.

Other income includes amounts excluded from hedge effectiveness related to our net investment hedge derivative contracts that totaled $ 20 million in the three months ended March 31, 2021 and $ 33 million in the three months ended March 31, 2020.

Financial Instruments

1 unchanged sentence

Derivative instruments were recorded at fair value in the condensed consolidated balance sheets as follows:

As of September 30, 2020 As of December 31, 2019

As of March 31, 2021 As of December 31, 2020

Derivatives Liability

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Total fair value $ 521 $ 428 $ 465 $ 716

(1) Net investment hedge derivative contracts consist of cross-currency interest rate swaps and forward contracts.

(1) Net investment hedge derivative contracts consist of cross-currency interest rate swaps, forward contracts and options.

We also designate some of our non-U.S.

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The fair values (asset/(liability)) of our derivative instruments were determined using:

As of September 30, 2020

As of March 31, 2021

Fair Value of Net

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Notional Amount

As of September 30,

2020 As of December 31, 2019

As of March 31, 2021 As of December 31, 2020

(in millions)

14 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

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For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

Interest rate contracts $ ( 5 ) $ ( 81 )

Within interest and other expense, net, we recognized losses related to forward-starting interest rate swaps of $ 79 million ($ 103 million pre-tax) within the first quarter of 2020 and $ 111 million for the three and nine months ended September 30, 2019 due to the changes in related forecasted debt.

Within interest and other expense, net, due to changes in forecasted debt, we recognized losses related to forward-starting interest rate swaps of $ 79 million ($ 103 million pre-tax) in the three months ended March 31, 2020.

After-tax gains/(losses) recognized in other comprehensive earnings/(losses) were:

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

Currency exchange contracts –

forecasted transactions $ — $ — $ ( 1 ) $ 3

Currency exchange contracts – forecasted transactions $ ( 1 ) $ —

Interest rate contracts ( 2 ) ( 23 )

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Cash Flow Hedge Coverage:

As of September 30, 2020, our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 4 years.

As of March 31, 2021, our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 3 years and 6 months.

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.

We enter into cross-currency interest rate swaps, forwards and options to hedge certain investments in our non-U.S.

operations against movements in exchange rates.

The aggregate notional value as of September 30, 2020 was $ 6.2 billion.

The aggregate notional value as of March 31, 2021 was $ 4.7 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

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

After-tax gain/(loss) on NIH contracts (1)

$ ( 223 ) $ 193 $ ( 6 ) $ 260

(1) Amounts recorded for unsettled and settled NIH derivative contracts are recorded in the cumulative translation adjustment within other comprehensive earnings.

1 unchanged sentence

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

Amounts excluded from the assessment of

hedge effectiveness (1)

$ 28 $ 34 $ 92 $ 101

Amounts excluded from the assessment of hedge effectiveness (1)

(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.

2 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

6 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30, Location of Gain/(Loss) Recognized in Earnings

2020 2019 2020 2019

March 31, Location of Gain/(Loss) Recognized in Earnings

(in millions)

Currency exchange contracts:

Intercompany loans and

forecasted interest payments

$ 7 $ 60 $ ( 73 ) $ 71 Interest and other expense, net

Intercompany loans and forecasted interest payments $ 70 $ ( 73 ) Interest and other expense, net

Forecasted transactions

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For the Three Months Ended

September 30, For the Three Months Ended

September 30,

March 31, For the Three Months Ended

2021 2020 2021 2020

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Net periodic pension cost $ 1 $ 3 $ ( 11 ) $ ( 3 )

Plans Non-U.S.

For the Nine Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

Service cost $ 4 $ 28 $ 89 $ 91

Interest cost 38 46 110 151

Expected return on plan assets ( 58 ) ( 66 ) ( 295 ) ( 303 )

Amortization:

Net loss from experience differences 13 19 86 111

Prior service cost/(credit) 1 1 ( 5 ) ( 5 )

Settlement losses and other expenses (1)

Net periodic pension cost $ 13 $ 41 $ ( 13 ) $ 48

(1) In connection with our Simplify to Grow Program, settlement losses and other expenses were less than $ 1 million for the three months and $ 4 million for the nine months ended September 30, 2020 and $ 2 million for the three months and $ 7 million for the nine months ended September 30, 2019.

These losses were recorded within benefit plan non-service income on our condensed consolidated statements of earnings.

Employer Contributions:

During the nine months ended September 30, 2020, we contributed $ 12 million to our U.S.

During the three months ended March 31, 2021, we contributed $ 3 million to our U.S.

pension plans and $ 63 million to our non-U.S.

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Discretionary contributions are made to the extent that they are tax deductible and do not generate an excise tax liability.

As of September 30, 2020, over the remainder of 2020, we plan to make further contributions of approximately $ 4 million to our U.S.

As of March 31, 2021, over the remainder of 2021, we plan to make further contributions of approximately $ 5 million to our U.S.

plans and approximately $ 165 million to our non-U.S.

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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 $ 9 million for the three and nine months ended September 30, 2020 and an immaterial amount for the three and nine months ended September 30, 2019 on the long-term liability within interest and other expense, net.

As of September 30, 2020, the remaining discounted withdrawal liability was $ 379 million, with $ 14 million recorded in other current liabilities and $ 365 million recorded in long-term other liabilities.

I n connection with the discounted long-term liability, we recorded accreted interest of $ 3 million in the three months ended March 31, 2021 and in the three months ended March 31, 2020 within interest and other expense, net.

As of March 31, 2021, the remaining discounted withdrawal liability was $ 372 million, with $ 14 million recorded in other current liabilities and $ 358 million recorded in long-term other liabilities.

Postretirement Benefit Plans

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For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

8 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

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Options canceled ( 222,648 ) 44.57

Balance at September 30, 2020 28,972,587 39.16 5 years $ 533 million

(1) Cash received from options exercised was $ 59 million in the three months and $ 201 million in the nine months ended September 30, 2020.

The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $ 5 million in the three months and $ 23 million in the nine months ended September 30, 2020.

Balance at March 31, 2021 28,255,388 41.52 6 years $ 482 million

(1) Cash received from options exercised was $ 67 million in the three months ended March 31, 2021.

The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $ 7 million in the three months ended March 31, 2021.

Performance Share Units and Other Stock-Based Awards:

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Forfeited ( 126,925 ) 56.45

Balance at September 30, 2020 5,263,892 53.05

Balance at March 31, 2021 4,975,163 56.67

(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 nine months ended September 30, 2020.

(2) The actual tax benefit/(expense) realized and recorded in the provision for income taxes for the tax deductions from the shares vested totaled $ 6 million in the three months ended March 31, 2021.

(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.

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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.

On December 2, 2020, our Board of Directors approved an increase of $ 4.0 billion in the share repurchase program, raising the authorization to $ 23.7 billion of Common Stock repurchases, and extended the program through December 31, 2023.

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 nine months ended September 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.

Prior to January 1, 2021, we had repurchased approximately $ 18.0 billion of Common Stock pursuant to this authorization.

During the three months ended March 31, 2021, we repurchased approximately 18.2 million shares of Common Stock at an average cost of $ 55.97 per share, or an aggregate cost of approximately $ 1.0 billion, all of which was paid during the period.

All share repurchases were funded through available cash and commercial paper issuances.

As of September 30, 2020, we have $ 2.5 billion in remaining share repurchase capacity.

As of March 31, 2021, we have $ 4.7 billion in remaining share repurchase capacity.

Commitments and Contingencies

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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.

On January 28, 2021, the European Commission announced it has taken the next procedural step in its investigation and opened formal proceedings.

We are cooperating with the investigation and expect to continue to engage 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.

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As part of these transactions, we guarantee that third parties will make contractual payments or achieve performance measures.

At September 30, 2020, we had no material third-party guarantees recorded on our condensed consolidated balance sheet.

At March 31, 2021, we had no material third-party guarantees recorded on our condensed consolidated balance sheet.

We are a party to various tax matter proceedings incidental to our business.

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The following table summarizes the changes in 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 $ 86 million in the third quarter of 2020 and $ 143 million in the third quarter of 2019 and $ 252 million in the first nine months of 2020 and $ 231 million in the first nine months of 2019.

Amounts reclassified from accumulated other comprehensive earnings/(losses) to net earnings (net of tax) were net losses of $ 34 million in the first three months of 2021 and $ 104 million in the first three months of 2020.

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

2 unchanged sentences

Currency translation adjustments ( 134 ) ( 1,281 )

Reclassification to earnings related to:

Equity method investment transactions (1)

Tax (expense)/benefit ( 2 ) ( 90 )

Other comprehensive earnings/(losses) ( 136 ) ( 1,371 )

other comprehensive (earnings)/loss attributable to

noncontrolling interests ( 8 ) 9 ( 7 ) 8

other comprehensive (earnings)/loss attributable to noncontrolling interests 9 5

Balance at end of period ( 8,782 ) ( 9,686 )

2 unchanged sentences

Net actuarial gain/(loss) arising during period ( 1 ) ( 22 )

Tax (expense)/benefit on net actuarial gain/(loss) — ( 1 ) ( 1 ) 6

Losses/(gains) reclassified into net earnings:

Amortization of experience losses

and prior service costs (2)

Amortization of experience losses and prior service costs (1)

Settlement losses and other expenses 3 6

Tax expense/(benefit) on reclassifications (2)

( 7 ) ( 7 ) ( 22 ) ( 25 )

Currency impact 41 59

7 unchanged sentences

Interest rate contracts (3)

66 111 179 123

Tax expense/(benefit) on reclassifications (2)

( 1 ) — ( 26 ) —

Currency impact 3 2

5 unchanged sentences

Total other comprehensive earnings/(losses) ( 65 ) ( 1,253 )

other comprehensive (earnings)/loss attributable to

noncontrolling interests ( 8 ) 9 ( 7 ) 8

Other comprehensive earnings/(losses) attributable to

Mondelēz International 164 ( 213 ) ( 1,001 ) ( 93 )

other comprehensive (earnings)/loss attributable to noncontrolling interests 9 5

Other comprehensive earnings/(losses) attributable to Mondelēz International ( 56 ) ( 1,248 )

Balance at end of period $ ( 10,746 ) $ ( 11,502 )

(1) These amounts include equity method investment transactions recorded within gain/(loss) on equity method investment transactions.

(1) These reclassified losses are included in net periodic benefit costs disclosed in Note 10, Benefit Plans .

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(3) These reclassified gains or losses are recorded within interest and other expense, net.

As of the third quarter of 2020, our estimated annual effective tax rate, which excludes discrete tax impacts, was 27.3 %.

As of the first quarter of 2021, our estimated annual effective tax rate, which excludes discrete tax impacts, was 25.2 %.

This rate reflected the impact of unfavorable foreign provisions under U.S.

1 unchanged sentence

jurisdictions.

Our 2020 third quarter effective tax rate of 36.1 % was high due to a $ 77 million tax expense incurred in connection with two KDP share sales that occurred during the third quarter (the related gains are reported separately in our statement of earnings and thus not included in earnings before income taxes).

Excluding this impact, our third quarter effective tax rate was 29.0 %, reflecting a discrete net tax expense of $ 22 million.

The discrete net tax expense primarily consisted of a $ 30 million net expense from the increase of our U.K.

deferred tax liabilities resulting from tax legislation enacted during the third quarter that increased the corporate income tax rate in the United Kingdom, partially offset by a $ 7 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.

Our effective tax rate for the nine months ended September 30, 2020 of 36.0 % was also high due to the $ 355 million net tax expense incurred in connection with the JDE Peet's transaction and three KDP share sales (one in the first quarter and two in the third quarter) that occurred during 2020.

Excluding these impacts, our effective tax rate for the nine months ended September 30, 2020 was 21.5 %, which was favorably impacted by discrete net tax benefits of $ 96 million, primarily driven by the $ 70 million net benefit from the release of the China valuation allowance and a $ 31 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.

On August 6, 2019, Switzerland published changes to its Federal tax law in the Official Federal Collection of Laws.

On September 27, 2019, the Zurich Canton published their decision on the September 1, 2019 Zurich Canton public vote regarding the Cantonal changes associated with the Swiss Federal tax law change.

The intent of these tax law changes was to replace certain preferential tax regimes with a new set of internationally accepted measures that are hereafter referred to as "Swiss tax reform".

Based on these Federal/Cantonal events, it is our position that enactment of Swiss tax reform for U.S.

GAAP purposes was met as of September 30, 2019, and we recorded the impacts in the third quarter 2019.

The net impact was a benefit of $ 767 million, which consisted of a $ 769 million reduction in deferred tax expense from an allowed step-up of intangible assets for tax purposes (recorded net of valuation allowance) and remeasurement of our deferred tax balances, partially offset by a $ 2 million indirect tax impact in selling, general and administrative expenses.

The future rate impacts of these Swiss tax reform law changes were effective starting January 1, 2020.

As of the third quarter of 2019, our estimated annual effective tax rate, which excluded discrete tax impacts, was 25.4 %.

Our effective tax rate for the three months ended March 31, 2021 of 19.1 % was favorably impacted by discrete net tax benefits of $ 65 million, primarily driven by a $ 32 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 and a $ 27 million benefit from a U.S.

amended tax return filed to reflect new guidance from the U.S.

Treasury Department.

As of the first quarter of 2020, our estimated annual effective tax rate, which excluded discrete tax impacts, was 25.2 %.

This rate reflected the impact of unfavorable foreign provisions under U.S.

1 unchanged sentence

jurisdictions.

Our 2019 third quarter effective tax rate of ( 92.5 )% was significantly impacted by the $ 769 million net deferred tax benefit related to Swiss tax reform.

Excluding this impact, our third quarter effective tax rate was 20.0 %, reflecting a discrete net tax benefit of $ 39 million.

The discrete net tax benefit primarily consisted of a $ 17 million net benefit from the release of uncertain tax positions due to the expirations of statutes of limitations and audit settlements in several jurisdictions and a $ 12 million net benefit related to the release of valuation allowances in non-U.S.

jurisdictions.

Our effective tax rate for the nine months ended September 30, 2019 of ( 8.8 )% was also impacted by the $ 769 million net deferred tax benefit related to Swiss tax reform.

Excluding this impact, our effective tax rate for the nine months was 20.9 %, which reflects discrete net tax benefits of $ 110 million.

The discrete net tax benefits were primarily driven by a $ 101 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.

Our effective tax rate for the three months ended March 31, 2020 of 21.2 % was favorably impacted by discrete net tax benefits of $ 28 million, primarily driven by a $ 22 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.

Earnings per Share

1 unchanged sentence

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions, except per share data)

12 unchanged sentences

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 2.8 million in the third quarter of 2020 and 2.8 million in the third quarter of 2019 and 3.6 million in the first nine months of 2020 and 4.8 million in the first nine months of 2019.

We excluded antidilutive stock options and performance share units of 3.6 million in the first three months of 2021 and 4.0 million in the first three months of 2020.

Segment Reporting

14 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

(in millions)

8 unchanged sentences

Latin America $ 76 $ 78

AMEA 210 188 615 635

Europe 557 472

4 unchanged sentences

Amortization of intangibles ( 38 ) ( 43 )

Net gain on divestiture — 3 — 44

Gain on acquisition 9 —

Acquisition-related costs ( 7 ) ( 5 )

6 unchanged sentences

Net revenues by product category were:

For the Three Months Ended September 30, 2020

America AMEA Europe North

America Total

(in millions)

Biscuits $ 172 $ 550 $ 803 $ 1,768 $ 3,293

Chocolate 151 533 1,255 61 2,000

Gum & Candy 103 173 153 230 659

Beverages 102 109 23 — 234

Cheese & Grocery 82 105 292 — 479

Total net revenues $ 610 $ 1,470 $ 2,526 $ 2,059 $ 6,665

For the Three Months Ended September 30, 2019

America AMEA Europe North

America Total

(in millions)

Biscuits $ 186 $ 495 $ 752 $ 1,514 $ 2,947

Chocolate 164 526 1,177 61 1,928

Gum & Candy 212 213 165 248 838

Beverages 93 103 21 — 217

Cheese & Grocery 81 82 262 — 425

Total net revenues $ 736 $ 1,419 $ 2,377 $ 1,823 $ 6,355

For the Nine Months Ended September 30, 2020

For the Three Months Ended March 31, 2021

America AMEA Europe North

7 unchanged sentences

Total net revenues $ 669 $ 1,745 $ 2,847 $ 1,977 $ 7,238

For the Nine Months Ended September 30, 2019

For the Three Months Ended March 31, 2020

America AMEA Europe North

8 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements