What changed in this filing

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Item 1. Financial Statements

2022-04-26 compared with 2021-11-02 · 213 added, 408 removed, 785 unchanged (44% of the section changed)

6 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

Net revenues $ 7,764 $ 7,238

10 unchanged sentences

Income tax provision ( 210 ) ( 212 )

Gain on equity method investment transactions 250 345 745 537

Loss on equity method investment transactions ( 5 ) ( 7 )

Equity method investment net earnings 117 78

14 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

Net earnings $ 861 $ 968

16 unchanged sentences

dollars, except share data)

September 30, 2021 December 31, 2020

March 31, 2022 December 31, 2021

Cash and cash equivalents $ 1,946 $ 3,546

Trade receivables (net of allowances of $ 39 at September 30, 2021

Trade receivables (net of allowances of $ 55 at March 31, 2022

and $ 37 at December 31, 2021)

Other receivables (net of allowances of $ 53 at September 30, 2021

Other receivables (net of allowances of $ 48 at March 31, 2022

and $ 49 at December 31, 2021)

27 unchanged sentences

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

1,996,537,778 shares issued at September 30, 2021 and December 31, 2020)

1,996,537,778 shares issued at March 31, 2022 and December 31, 2021)

Additional paid-in capital 32,053 32,097

1 unchanged sentence

Accumulated other comprehensive losses ( 10,425 ) ( 10,624 )

Treasury stock, at cost ( 601,655,289 shares at September 30, 2021 and

Treasury stock, at cost ( 612,818,033 shares at March 31, 2022 and

604,907,239 shares at December 31, 2021)

18 unchanged sentences

Interest Total

Three Months Ended September 30, 2021

Balances at July 1, 2021 $ — $ 32,042 $ 29,538 $ ( 10,572 ) $ ( 23,465 ) $ 77 $ 27,620

Comprehensive earnings/(losses):

Net earnings — — 1,258 — — 4 1,262

Other comprehensive earnings/(losses),

net of income taxes

— — — ( 332 ) — ( 5 ) ( 337 )

Exercise of stock options and issuance of

other stock awards

— 24 ( 3 ) — 22 — 43

Common Stock repurchased — — — — ( 326 ) — ( 326 )

Cash dividends declared ($ 0.350 per share)

— — ( 489 ) — — — ( 489 )

Dividends paid on noncontrolling interest

and other activities

— — 1 — — ( 20 ) ( 19 )

Balances at September 30, 2021 $ — $ 32,066 $ 30,305 $ ( 10,904 ) $ ( 23,769 ) $ 56 $ 27,754

Nine Months Ended September 30, 2021

Three Months Ended March 31, 2022

Balances at January 1, 2022 $ — $ 32,097 $ 30,806 $ ( 10,624 ) $ ( 24,010 ) $ 54 $ 28,323

13 unchanged sentences

— — — — — ( 1 ) ( 1 )

Balances at September 30, 2021 $ — $ 32,066 $ 30,305 $ ( 10,904 ) $ ( 23,769 ) $ 56 $ 27,754

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

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

Balances at March 31, 2022 $ — $ 32,053 $ 31,163 $ ( 10,425 ) $ ( 24,630 ) $ 55 $ 28,216

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

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

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 24 25

Deferred income tax provision/(benefit) 159 ( 103 )

Deferred income tax (benefit)/provision ( 70 ) 34

Asset impairments and accelerated depreciation 155 43

1 unchanged sentence

Gain on acquisition — ( 9 )

Gain on equity method investment transactions ( 745 ) ( 537 )

Loss on equity method investment transactions 5 7

Equity method investment net earnings ( 117 ) ( 78 )

1 unchanged sentence

Other non-cash items, net ( 13 ) ( 23 )

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

Change in assets and liabilities,

net of acquisitions and divestitures:

Receivables, net ( 517 ) ( 494 )

9 unchanged sentences

Proceeds from divestitures including equity method investments 66 —

Net cash provided by/(used in) investing activities 106 ( 357 )

Proceeds from sale of property, plant and equipment and other 78 16

Net cash used in investing activities ( 1,441 ) ( 690 )

CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES

1 unchanged sentence

Repayments of commercial paper, maturities greater than 90 days — —

Net issuances of other short-term borrowings 207 ( 2,001 )

Net issuances/(repayments) of other short-term borrowings 217 647

Long-term debt proceeds 1,991 2,373

Long-term debt repaid ( 5,898 ) ( 2,196 )

Long-term debt repayments ( 2,306 ) ( 3,353 )

Repurchase of Common Stock ( 751 ) ( 1,046 )

Dividends paid ( 491 ) ( 453 )

Other ( 40 ) 104

Net cash used in financing activities ( 1,280 ) ( 1,781 )

Effect of exchange rate changes on cash, cash equivalents and

restricted cash ( 97 ) ( 1 )

Effect of exchange rate changes on cash, cash equivalents

and restricted cash ( 10 ) ( 35 )

Cash, cash equivalents and restricted cash:

20 unchanged sentences

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.

War in Ukraine

In February 2022, Russia began a military invasion of Ukraine and we closed our operations and facilities in Ukraine.

In March 2022, our two Ukrainian manufacturing facilities in Trostyanets and Vyshhorod were significantly damaged.

During the first quarter of 2022, we evaluated and impaired these and other assets.

We recorded $ 143 million of total expenses ($ 145 million after-tax) incurred as a direct result of the war, including $ 75 million recorded in asset impairment and exit costs , $ 44 million in cost of sales and $ 24 million in selling, general and administrative expenses.

We recorded $ 75 million of property, plant and equipment impairments, $ 33 million of estimated inventory reserves and write-offs, $ 19 million of increased estimated allowances for trade receivables and $ 16 million in accrued expenses.

We continue to consolidate both our Ukrainian and Russian subsidiaries and continue to evaluate our ability to control our operating activities and businesses on an ongoing basis.

In connection with these findings and impacts, we have made estimates and assumptions based on information available to us.

We base our estimates on historical experience, expectations of future impacts and other assumptions that we believe are reasonable.

Given the uncertainty of the ongoing effects of the war in Ukraine, and its impact on the global economic environment, our estimates could be significantly different than future performance.

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.

We record currency translation adjustments as a component of equity (except for highly inflationary currencies) and realized exchange gains and losses on currency 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.

dollar reporting currency.

Local currency monetary assets and liabilities are remeasured into U.S.

dollars using exchange rates as of the latest balance sheet date, with remeasurement gains and losses recognized in net earnings.

During the first quarter of 2022, primarily based on data published by the Türkiye Statistical Institute that indicated that Türkiye's three-year cumulative inflation rate exceeded 100%, we concluded that Türkiye became a highly inflationary economy for accounting purposes.

As of April 1, 2022, we expect to apply highly inflationary accounting for our subsidiaries operating in Türkiye and change their functional currency from the Turkish lira to the U.S.

Our operations in Türkiye contributed $ 43 million, or 0.6 % of our condensed consolidated net revenues in the three months ended March 31, 2022.

Based on a review of our Turkish lira-denominated monetary assets and liabilities, our operations in Türkiye had an immaterial net monetary liability position as of March 31, 2022.

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 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, 2021, our Argentinean operations had $ 1 million of Argentinean peso denominated net monetary liabilities.

Our Argentinean operations contributed $ 111 million, or 1.5 % of consolidated net revenues in the three months and $ 296 million, or 1.4 % of consolidated net revenues in the nine months ended September 30, 2021.

Within selling, general and administrative expenses, we recorded a remeasurement loss of $ 2 million during the three months and $ 10 million during the nine months ended September 30, 2021 as well as a remeasurement loss of $ 2 million during the three months and $ 7 million during the nine months ended September 30, 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, including but not limited to meeting product and labeling standards for both the U.K.

Cross-border trade between the U.K.

is also 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.

We have made investments in resources, systems and processes to meet the new

ongoing requirements and we work to mitigate disruptions to our local supply chain and distribution, including those related to the recent transportation labor shortage in the U.K., to reduce the impact on our input and distribution costs.

Despite our efforts to control costs, we have seen inflationary cost pressures rise in our U.K.

business this year, as we have also experienced in other markets.

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, disruptions to sales or collections, or further increases in inflationary cost pressures, the impact to our results of operations, financial condition and cash flows could be material.

In the nine months ended September 30, 2021, we generated 9.1 % of our consolidated net revenues in the U.K.

Our operations in Argentina contributed $ 129 million, or 1.7 % of our condensed consolidated net revenues in the three months ended March 31, 2022.

As of March 31, 2022, our Argentinean operations had $ 26 million of Argentinean peso denominated net monetary assets.

Within selling, general and administrative expenses, we recorded a remeasurement loss of $ 5 million during the three months ended March 31, 2022 related to the revaluation of the Argentinean peso denominated net monetary position over these periods.

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 potential exposures.

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

We continue to monitor the developments in Ukraine and Russia as well as in 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.

At this time, within our consolidated entities, Argentina and Türkiye are or will be accounted for as highly inflationary economies as noted above, and we continue to monitor currency volatility and associated risks, including highly inflationary economies.

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 of $ 7 million as of September 30, 2021 and $ 31 million as of December 31, 2020.

Total cash, cash equivalents and restricted cash was $ 3,408 million as of September 30, 2021 and $ 3,650 million as of December 31, 2020.

We also have restricted cash that is recorded within other current assets of $ 7 million as of March 31, 2022 and $ 7 million as of December 31, 2021.

Total cash, cash equivalents and restricted cash was $ 1,953 million as of March 31, 2022 and $ 3,553 million as of December 31, 2021.

Allowances for Credit Losses:

9 unchanged sentences

Currency ( 2 ) 3 ( 2 )

Balance at September 30, 2021 $ ( 39 ) $ ( 53 ) $ ( 9 )

Balance at March 31, 2022 $ ( 55 ) $ ( 48 ) $ ( 17 )

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 $ 819 million as of September 30, 2021 and $ 760 million as of December 31, 2020.

The outstanding principal amount of receivables under these arrangements amounted to $ 887 million as of March 31, 2022 and $ 761 million as of December 31, 2021.

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 $ 159 million in operating lease and $ 59 million in finance lease right-of-use assets obtained in exchange for lease obligations during the nine months ended September 30, 2021 and $ 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.

We recorded $ 95 million in operating lease and $ 56 million in finance lease right-of-use assets obtained in exchange for lease obligations during the three months ended March 31, 2022 and $ 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.

New Accounting Pronouncements:

In March 2020 and subsequently in January 2021, the Financial Accounting Standards Board ("FASB") issued an Accounting Standards Update ("ASU") to provide optional accounting guidance for a limited period of time to ease the potential burden in accounting for reference rate reform.

In October 2021, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) which requires companies to recognize and measure customer contract assets and contract liabilities acquired in a business combination as if the acquiring company originated the related revenue contracts.

Prior to adopting this ASU, acquired contract assets and liabilities were measured at fair value.

This ASU is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted.

We are evaluating the timing and effects of adopting this ASU and currently we do not expect this ASU to have a material impact on our consolidated financial statements.

In March 2020 and subsequently in January 2021, the FASB issued an ASU to provide optional accounting guidance for a limited period of time to ease the potential burden in accounting for reference rate reform.

The guidance provides optional expedients and exceptions to existing accounting requirements for contract modifications and hedge accounting related to transitioning from discontinued reference rates, such as LIBOR, to alternative reference rates, if certain criteria are met.

The new accounting requirements can be applied as of the beginning of the interim period including March 12, 2020, or any date thereafter, through December 31, 2022.

We are currently evaluating our contracts and the optional expedients provided by the new standard.

We expect to adopt this standard in the fourth quarter of 2022.

Based on our evaluation of our contracts to date, we do not expect this ASU to have a material impact on our consolidated financial statements.

Acquisitions and Divestitures

On May 26, 2021, we announced an agreement to acquire Chipita S.A., a leading croissants and baked snacks company in the Central and Eastern European markets.

We expect the acquisition to close in the first half of 2022 after all regulatory and acquisition-related reviews are completed.

We expect purchase consideration of approximately € 1.7 billion ($ 2.0 billion).

We incurred acquisition-related costs of $ 6 million in the nine months ended September 30, 2021.

We incurred acquisition integration costs of $ 6 million in the three and nine months ended September 30, 2021, as these expenses were incurred in preparation of the acquisition closing in the first half of 2022.

On April 1, 2021, we acquired Gourmet Food Holdings Pty Ltd ("Gourmet Food"), a leading Australian food company in the premium biscuit and cracker category, for closing cash consideration of approximately $ 450 million Australian dollars ($ 343 million), net of cash received.

We are working to complete the valuation and have recorded a preliminary purchase price allocation of $ 41 million to indefinite-lived intangible assets, $ 80 million to definite-lived intangible assets, $ 176 million to goodwill, $ 19 million to property, plant and equipment, $ 18 million to inventory, $ 25 million to accounts receivable, $ 5 million to operating right of use assets, $ 3 million to other current assets, $ 19 million to current liabilities and $ 5 million to long-term operating lease liabilities.

The acquisition added incremental net revenues of $ 32 million in the three months and $ 59 million in the nine months ended September 30, 2021, and operating income of $ 4 million in the three months and $ 7 million in the nine months ended September 30, 2021.

We incurred acquisition-related costs of $ 7 million in the nine months ended September 30, 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 ($ 261 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 $ 82 million to indefinite-lived intangible assets, $ 28 million to definite-lived intangible assets, $ 181 million to goodwill, $ 1 million to property, plant and equipment, $ 11 million to inventory, $ 18 million to accounts receivable, $ 25 million to current liabilities, $ 20 million to deferred tax liabilities and $ 15 million to long-term other liabilities.

The acquisition added incremental net revenues of $ 22 million in the three months and $ 45 million in the nine months ended September 30, 2021, and operating income of $ 2 million in the three months and $ 4 million in the nine months ended September 30, 2021.

We incurred acquisition-related costs of $ 2 million in the nine months ended September 30, 2021.

On January 4, 2021, we acquired the remaining 93 % of equity of Hu Master Holdings ("Hu"), 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 contingent 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.

During the third quarter, based on latest estimates, we recorded a $ 70 million reduction to the liability as recent economic and market conditions related to COVID-19 and supply chain challenges in the U.S.

have impacted the pace of growth.

This reduction was recorded in selling, general and administrative expenses.

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.

On April 24, 2022, we entered into an agreement with Grupo Bimbo to acquire Ricolino, its confectionery business located primarily in Mexico for a purchase price of approximately $ 1.3 billion, subject to closing purchase price adjustments.

The transaction, which will be funded through a combination of an issuance of debt and cash on hand, is subject to relevant antitrust approvals and closing conditions and is expected to close in late Q3 or early Q4 2022.

On January 3, 2022, we acquired Chipita S.A.

(“Chipita”), a leading croissants and baked snacks company in the Central and Eastern European markets.

The acquisition of Chipita offers a strategic complement to our existing portfolio and advances our strategy to become the global leader in broader snacking.

The cash consideration paid for Chipita totaled € 1.3 billion ($ 1.4 billion), net of cash received, plus the assumption of Chipita’s debt of € 0.4 billion ($ 0.4 billion) for a total purchase price of € 1.7 billion ($ 1.9 billion).

We are working to complete the valuation and have recorded a preliminary purchase price allocation of:

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.

The acquisition added incremental net revenues of $ 11 million in the three months and $ 27 million in the nine months ended September 30, 2021, and operating income (inclusive of the adjustment to the contingent consideration liability) of $ 63 million in the three months and $ 50 million in the nine months ended September 30, 2021.

We incurred acquisition-related costs of $ 9 million in the nine months ended September 30, 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.

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 $ 1,136 million, net of cash received.

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

(in millions)

2 unchanged sentences

Property, plant and equipment 406

Operating right of use assets 61

Finance leases right of use assets 8

Definite life intangible assets 48

Indefinite life intangible assets 686

Other assets 79

Assets acquired $ 2,221

Current liabilities 131

Deferred tax liabilities 92

Long-term operating lease liabilities 56

Long-term debt 6

Long-term other liabilities 19

Deferred tax liability 155

Finance lease liabilities 8

Other liabilities 21

Total purchase price $ 1,906

long-term debt ( 436 )

cash received ( 52 )

Net Cash Paid $ 1,418

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.

Within identifiable intangible assets, we allocated $ 686 million to trade names which have an indefinite-life.

The fair value for the 7 Days trade name, which is the primary asset acquired, was determined using the multi-period excess earnings method under the income approach at the acquisition date.

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

Significant assumptions used in assessing the fair values of intangible assets include forecasted future cash flows and discount rates.

Goodwill was determined as the excess of the purchase price over the fair value of the net assets acquired and 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.

Through the one-year anniversary of the acquisition, Give & Go added incremental net revenues of $ 106 million and operating income of $ 6 million in 2021.

We incurred acquisition-related costs of $ 15 million in the nine months ended September 30, 2020.

We incurred acquisition integration costs of $ 3 million in the nine months ended September 30, 2021.

All of the goodwill was assigned to the Europe segment.

Chipita added incremental net revenues of $ 152 million and operating income of $ 4 million in t he three months ended March 31, 2022.

We incurred acquisition-related costs of $ 21 million and integration cost s of $ 35 million in t he three months ended March 31, 2022.

On November 1, 2021, we completed the sale of MaxFoods Pty Ltd, an Australian packaged seafood business that we had acquired as part of our acquisition of Gourmet Food Holdings Pty Ltd (“Gourmet Food”).

The sales price was $ 57 million Australian dollars ($ 41 million), net of cash divested with the business, and we recorded an immaterial loss on the transaction.

On April 1, 2021, we acquired Gourmet Food, a leading Australian food company in the premium biscuit and cracker category, for closing cash consideration of approximately $ 450 million Australian dollars ($ 343 million), net of cash received.

We have recorded a purchase price allocation of net tangible and intangible assets acquired and liabilities assumed of $ 41 million to indefinite-lived intangible assets, $ 80 million to definite-lived intangible assets, $ 164 million to goodwill, $ 19 million to property, plant and equipment, $ 18 million to inventory, $ 25 million to accounts receivable, $ 12 million to other assets, $ 5 million to operating right of use assets, $ 3 million to other current assets, $ 19 million to current liabilities and $ 5 million to long-term operating lease liabilities.

The acquisition added incremental net revenues of $ 14 million, and operating income of $ 1 million in the three months ended March 31, 2022.

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

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

We have recorded a purchase price allocation of net tangible and intangible assets acquired and liabilities assumed of $ 82 million to indefinite-lived intangible assets, $ 28 million to definite-lived intangible assets, $ 181 million to goodwill, $ 1 million to property, plant and equipment, $ 11 million to inventory, $ 18 million to accounts receivable, $ 25 million to current liabilities, $ 20 million to deferred tax liabilities and $ 15 million to long-term other liabilities.

Through the one-year anniversary of the acquisition, Grenade added incremental net revenues of $ 21 million, and operating income of $ 2 million in the three months ended March 31, 2022.

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

The initial cash consideration paid was $ 229 million, net of cash received, and the Company may be required to pay additional contingent 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 have recorded a purchase price allocation of net tangible and intangible assets acquired and liabilities assumed 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.

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

Inventories consisted of the following:

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

(in millions)

5 unchanged sentences

Property, plant and equipment consisted of the following:

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

(in millions)

6 unchanged sentences

Property, plant and equipment, net $ 9,015 $ 8,658

For the nine months ended September 30, 2021, capital expenditures of $ 639 million excluded $ 237 million of accrued capital expenditures remaining unpaid at September 30, 2021 and included payment for $ 275 million of capital expenditures that were accrued and unpaid at December 31, 2020.

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 three months ended March 31, 2022, capital expenditures of $ 167 million excluded $ 244 million of accrued capital expenditures remaining unpaid at March 31, 2022 and included payment for a portion of the $ 249 million of capital expenditures that were accrued and unpaid at December 31, 2021.

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.

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,

2021 2020 2021 2020

(in millions)

1 unchanged sentence

AMEA — ( 16 )

Europe 3 1 7 3

North America 1 54

2 unchanged sentences

Goodwill by segment was:

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

(in millions)

5 unchanged sentences

Intangible assets consisted of the following:

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

(in millions)

7 unchanged sentences

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

Amortization expense for intangible assets was $ 32 million for the three months and $ 102 million for the nine months ended September 30, 2021 and $ 50 million for the three months and $ 143 million for the nine months ended September 30, 2020.

For the next five years, we currently estimate annual amortization expense of approximately $ 135 million in 2021, approximately $ 130 million in 2022-2024 and approximately $ 105 million in 2025 (reflecting September 30, 2021 exchange rates).

Amortization expense for intangible assets was $ 32 million for the three months ended March 31, 2022 and $ 38 million for the three months ended March 31, 2021.

For the next five years, we currently estimate annual amortization expense of approximately $ 130 million in 2022-2024, approximately $ 105 million in 2025 and approximately $ 65 million in 2026 (reflecting March 31, 2022 exchange rates).

Changes in goodwill and intangible assets consisted of:

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Asset impairments — ( 78 )

Balance at September 30, 2021 $ 22,029 $ 20,397

Balance at March 31, 2022 $ 22,618 $ 20,852

Changes to goodwill and intangibles were:

• Acquisitions - In connection with our acquisitions of Gourmet Food, Grenade and the remaining interest in Hu during the first nine months of 2021, we recorded preliminary purchase price allocations totaling $ 559 million of goodwill and $ 405 million of intangible assets.

• Acquisitions - In connection with our acquisition of Chipita during the first three months of 2022, we recorded a preliminary purchase price allocation of $ 774 million to goodwill and $ 734 million to intangible assets.

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

• Asset impairments - As further described below, during the second quarter of 2021, we recorded $ 32 million of intangible asset impairments resulting primarily from lower than expected sales growth for one brand across our North America segment.

We evaluate our goodwill and intangible asset impairment risk quarterly using qualitative analysis.

In light of the ongoing COVID-19 global pandemic, we performed further quantitative analysis over indefinite-life intangible assets and recorded approximately $ 32 million of intangible asset charges in the second quarter of 2021 and $ 90 million in the second quarter of 2020.

During the third quarter of 2021, we performed our annual impairment assessment test for goodwill and indefinite-life intangible assets as of July 1, 2021.

Our 2021 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 6.4 % 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 9.4 %.

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 continued 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 2021 annual testing of indefinite-life intangible assets, there were no impairments noted.

We identified eight brands that each had a fair value in excess of book value of 10% or less.

The aggregate book value of the eight brands was $ 1,156 million as of September 30, 2021.

During our annual testing, 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 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 a brand's 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.

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

In 2020, the ongoing impact of the pandemic resulted in greater declines in the sales and earnings for certain brands, particularly our gum brands.

We incorporated the latest results, projections and expected recovery for these brands in our annual 2020 impairment testing.

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.

• Asset impairment - As further described below, during the first quarter of 2022, we recorded a $ 78 million intangible asset impairment in AMEA due to lower than expected growth and profitability of a local biscuit brand sold in select markets in AMEA and Europe.

During the first quarter of 2022, we evaluated our goodwill and intangible asset impairment risk through an assessment of potential triggering events.

In light of the war in Ukraine and the overall global economic environment, we considered qualitative and quantitative information in our assessment of goodwill and indefinite-life intangible assets.

Based on the financial performance of our goodwill reporting units, we concluded there were no impairment indicators for goodwill.

Based on further quantitative analysis of our indefinite-life intangible assets, we concluded that a biscuit brand was impaired.

During the first quarter of 2022, we recorded a $ 78 million impairment charge for the brand within asset impairment and exit costs and based on the excess carrying value over its estimated fair value.

During our indefinite-life impairment testing, 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.

During the first quarter of 2021, there were no impairments of goodwill or intangible assets.

During our 2021 annual indefinite-life intangible asset testing in the third quarter of 2021, we identified eight brands, including the one brand impaired during the first quarter of 2022, that each had a fair value in excess of book value of 10% or less.

The aggregate book value of the eight brands was $ 1,045 million as of March 31, 2022.

We continue to monitor our brand performance, particularly in light of the significant global economic uncertainties and related impacts to our business.

If a brand's earnings expectations, including the timing of the expected recovery from the war and the pandemic, 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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Our ownership interests may change over time due to investee stock-based compensation arrangements, share issuances or other equity-related transactions.

As of September 30, 2021, we owned 22.8 %, 5.3 %, 50.0 % and 49.0 %, respectively, of these companies' outstanding shares.

Our investments accounted for under the equity method of accounting totaled $ 5,269 million as of September 30, 2021 and $ 6,036 million as of December 31, 2020.

We recorded equity earnings of $ 105 million and cash dividends of $ 64 million in the third quarter of 2021 and equity earnings of $ 84 million and cash dividends of $ 27 million in the

third quarter of 2020.

We recorded equity earnings of $ 290 million and cash dividends of $ 158 million in the first nine months of 2021 and equity earnings of $ 311 million and cash dividends of $ 220 million in the first nine months of 2020 .

Based on the quoted closing prices as of September 30, 2021, the combined fair value of our publicly-traded investments in JDEP and KDP wa s $ 6.0 billion , and for each investment, its fair value exceeded its carrying value.

Keurig Dr Pepper Transactions:

On August 2, 2021, we sold approximately 14.7 million shares of KDP, which reduced our ownership interest by 1 % of the total outstanding shares.

We received $ 500 million of proceeds and recorded a pre-tax gain of $ 248 million (or $ 189 million after-tax) during the third quarter of 2021.

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.

We continue to have board representation with one director on the KDP Board of Directors and we retained certain additional governance rights.

On June 7, 2021, we participated in a secondary offering of KDP shares and sold approximately 28 million shares, which reduced our ownership interest by 2 % of the total outstanding shares.

We received $ 997 million of proceeds and recorded a pre-tax gain of $ 520 million (or $ 392 million after-tax) during the second quarter of 2021.

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

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

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 Jacobs Douwe Egberts ("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 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.

On September 20, 2021, we issued € 300 million exchangeable bonds, which are redeemable at maturity at their principal amount in cash or, at our option, through the delivery of an equivalent number of JDE Peet’s ordinary shares based on an initial exchange price of € 35.40 and, as the case may be, an additional amount in cash.

If all bonds were redeemed in exchange for JDE Peet's shares, this would represent approximately 8.5 million shares or

approximately 7 % of our equity interest in JDE Peet's.

As of March 31, 2022, we owned 22.7 %, 5.3 %, 50.0 % and 49.0 %, respectively, of these companies' outstanding shares.

Our investments accounted for under the equity method of accounting totaled $ 5,255 million as of March 31, 2022 and $ 5,289 million as of December 31, 2021.

We recorded equity earnings of $ 117 million and cash dividends of $ 107 million in the first quarter of 2022 and equity earnings of $ 78 million and cash dividends of $ 74 million in the first quarter of 2021.

Based on the quoted closing prices as of March 31, 2022, the combined fair value of our publicly-traded investments in JDEP and KDP wa s $ 6.1 billion , and for each investment, its fair value exceeded its carrying value.

On September 20, 2021, we issued € 300 million exchangeable bonds, which are redeemable at maturity in September 2024 at their principal amount in cash or, at our option, through the delivery of an equivalent number of JDE Peet’s ordinary shares based on an initial exchange price of € 35.40 and, as the case may be, an additional amount in cash.

If all bonds were redeemed in exchange for JDE Peet's shares, this would represent approximately 8.5 million shares or approximately 7 % of our equity interest in JDE Peet's.

Refer to Note 9, Debt and Borrowing Arrangements , for further details on this transaction.

As was the case in our ownership interest in JDE, we have significant influence with respect to JDE Peet’s, and we 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.

This change in accounting principle was applied retrospectively to all periods.

Restructuring Program

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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.

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.

On October 21, 2021, our Board of Directors approved an extension of the restructuring program through 2023.

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Restructuring Costs :

The Simplify to Grow Program liability activity for the nine months ended September 30, 2021 was:

The Simplify to Grow Program liability activity for the three months ended March 31, 2022 was:

Write-downs Total

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Currency ( 1 ) — ( 1 )

Liability balance, September 30, 2021 $ 245 $ — $ 245

• We recorded restructuring charges of $ 62 million in the third quarter of 2021 and $ 68 million in the third quarter of 2020 and $ 250 million in the first nine months of 2021 and $ 111 million in the first nine months of 2020 within asset impairment and exit costs and benefit plan non-service income.

• We spent $ 65 million in the third quarter of 2021 and $ 44 million in the third quarter of 2020 and $ 129 million in the first nine months of 2021 and $ 113 million in the first nine months of 2020 in cash severance and related costs.

• We also recognized non-cash asset write-downs (including accelerated depreciation and asset impairments), including any gains on sale of restructuring program assets, non-cash pension settlement losses and other adjustments, which totaled $ 54 million in the third quarter of 2021 and a gain of $ 13 million in the third quarter of 2020 and $ 170 million in the first nine months of 2021 and $ 1 million in the first nine months of 2020.

• At September 30, 2021, $ 198 million of our net restructuring liability was recorded within other current liabilities and $ 47 million was recorded within other long-term liabilities.

Liability balance, March 31, 2022 $ 202 $ — $ 202

• We recorded restructuring charges of $ 11 million in the first quarter of 2022 and $ 88 million in the first quarter of 2021 within asset impairment and exit costs and benefit plan non-service income.

• We spent $ 17 million in the first quarter of 2022 and $ 34 million in the first quarter of 2021 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 $ 2 million in the first quarter of 2022 and $ 40 million in the first quarter of 2021.

• At March 31, 2022, $ 172 million of our net restructuring liability was recorded within other current liabilities and $ 30 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 $ 65 million in the third quarter of 2021 and $ 46 million in the third quarter of 2020 and $ 132 million in the first nine months of 2021 and $ 141 million in the first nine months of 2020.

Within our continuing results of operations, we recorded implementation costs of $ 20 million in the first quarter of 2022 and $ 34 million in the first quarter of 2021.

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, 2021 and September 30, 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:

During the three months ended March 31, 2022 and March 31, 2021, 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, 2021

Restructuring Costs $ 1 $ 1 $ 2 $ 57 $ 1 $ 62

Implementation Costs — 2 6 51 6 65

Total $ 1 $ 3 $ 8 $ 108 $ 7 $ 127

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 Nine Months Ended September 30, 2021

For the Three Months Ended March 31, 2022

Restructuring Costs $ ( 1 ) $ 2 $ 2 $ 8 $ — $ 11

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Total $ — $ 3 $ 7 $ 15 $ 6 $ 31

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

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

Outstanding Weighted-

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Total short-term borrowings $ 606 $ 216

Our uncommitted credit lines and committed credit lines available as of September 30, 2021 and December 31, 2020 include:

As of September 30, 2021 As of December 31, 2020

Our uncommitted credit lines and committed credit lines available as of March 31, 2022 and December 31, 2021 include:

As of March 31, 2022 As of December 31, 2021

Facility Amount Borrowed Amount Facility Amount Borrowed Amount

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Credit facility expiry (1) :

November 30, 2022 (2)

February 23, 2022 — — 2,500 —

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February 27, 2024 — — 4,500 —

February 23, 2027 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.

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, 2021, we complied with this covenant as our shareholders' equity, as defined by the covenant, was $ 38.6 billion.

The revolving credit agreement includes a covenant that we maintain a minimum shareholders' equity of at least $ 25.0 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 March 31, 2022, we complied with this covenant as our shareholders' equity, as defined by the covenant, was $ 38.6 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.

(2) On March 31, 2022, we entered into a supplemental term loan credit facility that can be utilized for general corporate purposes, including acquisitions.

Under this agreement we may draw up to a total of $ 2.0 billion in term loans from the facility.

The maturity dates of any loans drawn under this facility will be three years after the funding date of the applicable loan(s).

Long-Term Debt:

During the nine months ended September 30, 2021, we completed early redemptions of euro and U.S.

Tender Offers:

On March 18, 2022, we completed a tender offer in cash and redeemed long term U.S.

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

Interest Rate Redemption Date Maturity Date Amount Redeemed USD Equivalent

2.000 % September 2021 October 2021 $ 1,500 $ 1,500

3M LIBOR + 0.700 %

September 2021 October 2022 $ 500 $ 500

3M LIBOR + 0.800 %

September 2021 October 2024 $ 500 $ 500

1.000 % March 2021 March 2022 € 500 $ 587

1.625 % March 2021 January 2023 € 700 $ 821

3.625 % March 2022 February 2026 $ 130 $ 130

4.125 % March 2022 May 2028 $ 211 $ 211

2.750 % March 2022 April 2030 $ 500 $ 500

6.500 % March 2022 November 2031 $ 17 $ 17

7.000 % March 2022 August 2037 $ 10 $ 10

6.875 % March 2022 February 2038 $ 21 $ 21

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 nine months ended September 30, 2021, we repaid the following note (in millions):

Interest Rate Maturity Date Amount USD Equivalent

2.375 % January 2021 € 679 $ 827

During the nine months ended September 30, 2021, we issued the following notes (in millions):

6.875 % March 2022 January 2039 $ 8 $ 8

6.500 % March 2022 February 2040 $ 36 $ 36

4.625 % March 2022 May 2048 $ 54 $ 54

We recorded a $ 129 million loss on debt extinguishment and related expenses within interest and other expense, net, consisting of $ 38 million paid in excess of carrying value of the debt and from recognizing unamortized discounts and deferred financing costs in earnings and $ 91 million from recognizing unamortized forward starting swap losses in earnings at the time of the debt extinguishment.

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

On March 18, 2022, we completed a redemption of long term U.S.

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

Interest Rate Redemption Date Maturity Date Amount Redeemed USD Equivalent

0.625 % March 2022 July 2022 $ 1,000 $ 1,000

Debt Repayments

On January 3, 2022, we closed on our acquisition of Chipita and assumed and entirely paid down € 0.4 billion ($ 0.4 billion) of Chipita's debt during the three months ended March 31, 2022.

During the three months ended March 31, 2022, we issued the following notes (in millions):

Issuance Date Interest Rate Maturity Date Gross Proceeds (1)

Gross Proceeds USD Equivalent

September 2021 (2)

0.750 % September 2024 $ 500 $ 500

September 2021 (2)

1.250 % September 2026 $ 350 $ 350

September 2021 (2)(3)

0.000 % September 2024 € 300 $ 352

September 2021 (2)(4)

0.250 % September 2029 € 650 $ 769

September 2021 (2)(4)

0.625 % September 2032 € 650 $ 769

September 2021 (2)(4)

1.250 % September 2041 € 700 $ 828

March 2022 2.125 % March 2024 $ 500 $ 500

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

(2) Issued by Mondelez International Holdings Netherlands B.V.

("MIHN"), a wholly owned Dutch subsidiary of Mondelez International, Inc.

(3) Issuance of exchangeable bonds that were issued at 102 % of their principal amount and are redeemable for cash or existing ordinary shares of JDE Peet's at our option (see Note 6, Equity Method Investments ).

Bondholders have an option to redeem bonds before maturity subject to exchange periods.

We have identified our option to settle in either cash or existing ordinary shares of JDE Peet's as an embedded derivative that is bifurcated and accounted for separately from the bond.

See Note 9, Financial Instruments .

(4) Issuance of green bonds where we have committed to allocate an amount equal to the € 1.97 billion total net proceeds from the offering over time to eligible projects that align with our sustainability priorities in the areas of building a thriving ingredient supply chain and reducing our environmental impact.

Fair Value of Our Debt:

The fair value of our short-term borrowings at September 30, 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 short-term borrowings at March 31, 2022 and December 31, 2021 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.

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

(in millions)

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For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions)

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related expenses 129 137

Loss related to interest rate swaps — — — 103

Other (income)/expense, net ( 52 ) ( 17 )

Interest and other expense, net $ 168 $ 218

Other income includes amounts excluded from hedge effectiveness related to our net investment hedge derivative contracts that totaled $ 19 million and $ 58 million in the three and nine months ended September 30, 2021 and $ 28 million and $ 92 million for the three and nine months ended September 30, 2020.

Other income includes amounts excluded from hedge effectiveness related to our net investment hedge derivative contracts that totaled $ 22 million in the three months ended March 31, 2022 and $ 20 million in the three months ended March 31, 2021.

Early settlement of forecasted currency exchange contracts comprise $ 20 million in other (income)/expense, net due to changes in related forecasted future cash flows in the three months ended March 31, 2022.

Refer to Note 9, Financial Instruments .

Financial Instruments

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

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

Derivatives Liability

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accounting hedges:

Currency exchange contracts $ 1 $ 3 $ — $ —

Interest rate contracts 27 3 27 17

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

As of September 30, 2021

As of March 31, 2022

Fair Value of Net

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Net investment hedge contracts 71 — 71 —

Equity method investment contracts ( 3 ) — ( 3 ) —

Total derivatives $ 445 $ 161 $ 284 $ —

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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.

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.

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Notional Amount

As of September 30, 2021 As of December 31, 2020

As of March 31, 2022 As of December 31, 2021

(in millions)

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For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions)

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For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions)

Currency exchange contracts – forecasted transactions $ ( 2 ) $ —

Interest rate contracts ( 23 ) ( 5 )

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 first quarter of 2020 and in the nine months ended September 30, 2020.

Total $ ( 25 ) $ ( 5 )

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,

2021 2020 2021 2020

(in millions)

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Cash Flow Hedge Coverage:

As of September 30, 2021, our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 4 years and 11 months.

As of March 31, 2022, our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 4 years, 5 months .

Hedges of Net Investments in International Operations:

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operations against movements in exchange rates.

The aggregate notional value as of September 30, 2021 was $ 3.9 billion.

The aggregate notional value as of March 31, 2022 was $ 7.3 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,

2021 2020 2021 2020

(in millions)

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

$ 50 $ ( 223 ) $ 73 $ ( 6 )

(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,

2021 2020 2021 2020

(in millions)

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hedge effectiveness (1)

$ 19 $ 28 $ 58 $ 92

(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,

2021 2020 2021 2020

(in millions)

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For the Three Months Ended

September 30, For the Nine Months Ended

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

2021 2020 2021 2020

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

(in millions)

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Total $ 242 $ 200

Early settlement of forecasted currency exchange contracts comprise $ 74 million in cost of sales, $ 5 million in selling, general and administrative expenses and $ 20 million in interest and other expense, net in the three months ended March 31, 2022.

Benefit Plans

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For the Three Months Ended

September 30, For the Three Months Ended

September 30,

2021 2020 2021 2020

(in millions)

Service cost $ 1 $ 1 $ 29 $ 30

Interest cost 10 12 39 37

Expected return on plan assets ( 18 ) ( 19 ) ( 106 ) ( 100 )

Amortization:

Net loss from experience differences 4 5 32 29

Prior service cost/(benefit) — 1 ( 2 ) ( 2 )

Curtailment credit (1)

Settlement losses and other expenses 5 3 — —

Net periodic pension cost/(benefit) $ 2 $ 3 $ ( 11 ) $ ( 6 )

Plans Non-U.S.

For the Nine Months Ended

September 30, For the Nine Months Ended

September 30,

March 31, For the Three Months Ended

2022 2021 2022 2021

6 unchanged sentences

Prior service cost/(benefit) — — ( 1 ) ( 2 )

Curtailment credit (1)

Settlement losses and other expenses 3 3 — —

Net periodic pension cost/(benefit) $ — $ 1 $ 5 $ ( 11 )

(1) During the third quarter of 2021, we terminated our Defined Benefit Pension Scheme in Nigeria.

During the second quarter of 2021, we made a decision to freeze our Defined Benefit Pension Scheme in the United Kingdom.

As a result, we recognized curtailment credits of $( 3 million) for the three months and $( 17 million) for the nine months ended September 30, 2021 recorded within benefit plan non-service income.

In connection with the United Kingdom plan freeze, we also incurred incentive payment charges and other expenses of $ 2 million for the three months and $ 47 million for the nine months ended September 30, 2021 included in operating income.

Employer Contributions:

During the nine months ended September 30, 2021, we contributed $ 7 million to our U.S.

During the three months ended March 31, 2022, we contributed less than $ 1 million to our U.S.

pension plans and $ 64 million to our non-U.S.

2 unchanged sentences

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

As of September 30, 2021, over the remainder of 2021, we plan to make further contributions of approximately $ 1 million to our U.S.

As of March 31, 2022, over the remainder of 2022, we plan to make further contributions of approximately $ 3 million to our U.S.

plans and approximately $ 121 million to our non-U.S.

3 unchanged sentences

We began making monthly payments during the third quarter of 2019.

In connection with the discounted long-term liability, we recorded accreted interest of $ 2 million and $ 8 million in the three and nine months ended September 30, 2021 and $ 3 million and $ 9 million in the three and nine months ended September 30, 2020 within interest and other expense, net.

As of September 30, 2021, the remaining discounted withdrawal liability was $ 364 million, with $ 14 million recorded in other current liabilities and $ 350 million recorded in long-term other liabilities.

In connection with the discounted long-term liability, we recorded accreted interest of $ 3 million in the three months ended March 31, 2022 and $ 3 million in the three months ended March 31, 2021 within interest and other expense, net.

As of March 31, 2022, the remaining discounted withdrawal liability was $ 356 million, with $ 15 million recorded in other current liabilities and $ 341 million recorded in long-term other liabilities.

Postretirement Benefit Plans

1 unchanged sentence

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions)

8 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions)

16 unchanged sentences

Options canceled ( 208,761 ) 53.50

Balance at September 30, 2021 24,977,126 42.06 5 years $ 405 million

(1) Cash received from options exercised was $ 21 million in the three months and $ 161 million in the nine months ended September 30, 2021.

The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $ 2 million in the three months and $ 16 million in the nine months ended September 30, 2021.

Balance at March 31, 2022 23,148,109 45.43 6 years $ 406 million

(1) Cash received from options exercised was $ 70 million in the three months ended March 31, 2022.

The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $ 10 million in the three months ended March 31, 2022.

Performance Share Units and Other Stock-Based Awards:

13 unchanged sentences

Forfeited ( 187,367 ) 61.42

Balance at September 30, 2021 4,818,065 56.85

Balance at March 31, 2022 4,775,422 59.51

(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 $ 6 million in the nine months ended September 30, 2021.

(2) The actual tax benefit/(expense) realized and recorded in the provision for income taxes for the tax deductions from the shares vested totaled $ 5 million in the three months ended March 31, 2022.

(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.

7 unchanged sentences

Prior to January 1, 2022, we had repurchased approximately $ 20.0 billion of Common Stock pursuant to this authorization.

During the nine months ended September 30, 2021, we repurchased approximately 31 million shares of Common Stock at an average cost of $ 58.72 per share, or an aggregate cost of approximately $ 1.8 billion, all of which was paid during the period.

During the three months ended March 31, 2022, we repurchased approximately 11 million shares of Common Stock at an average cost of $ 65.96 per share, or an aggregate cost of approximately $ 0.8 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, 2021, we have approximately $ 4.0 billion in remaining share repurchase capacity.

As of March 31, 2022, we have approximately $ 2.9 billion in remaining share repurchase capacity.

Commitments and Contingencies

27 unchanged sentences

In June 2015, these suits were consolidated in the District Court.

On January 3, 2020, the District Court granted plaintiffs' request to certify a class.

On January 3, 2020, the District Court granted

plaintiffs' request to certify a class.

It is not possible to predict the outcome of these matters;

8 unchanged sentences

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

At September 30, 2021, we had no material third-party guarantees recorded on our condensed consolidated balance sheet.

At March 31, 2022, 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.

2 unchanged sentences

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 $( 26 ) million in the third quarter of 2021 and $ 86 million in the third quarter of 2020 and $( 63 ) million in the first nine months of 2021 and $ 252 million in the first nine months of 2020.

Amounts reclassified from accumulated other comprehensive earnings/(losses) to net earnings (net of tax) were net losses of $ 42 million in the first quarter of 2022 and $ 34 million in the first quarter of 2021.

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions)

2 unchanged sentences

Currency translation adjustments 6 ( 134 )

Reclassification to earnings related to:

Equity method investment transactions (1)

Tax (expense)/benefit 44 ( 2 )

9 unchanged sentences

Settlement losses and other expenses (2)

Curtailment credit (2)

( 3 ) — ( 17 ) —

Tax expense/(benefit) on reclassifications (3)

( 9 ) ( 7 ) ( 26 ) ( 22 )

Currency impact 32 41

7 unchanged sentences

Interest rate contracts (2)(4)

( 52 ) 66 ( 137 ) 179

Tax expense/(benefit) on reclassifications (3)

— ( 1 ) ( 2 ) ( 26 )

Currency impact 2 3

8 unchanged sentences

Balance at end of period $ ( 10,425 ) $ ( 10,746 )

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

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

(2) These amounts include equity method investment transactions recorded within gain on equity method investment transactions.

(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.

As of the third quarter of 2021, our estimated annual effective tax rate, which excludes discrete tax impacts, was 23.0 %.

As of the first quarter of 2022, our estimated annual effective tax rate, which excludes discrete tax impacts, was 24.8 %.

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

1 unchanged sentence

jurisdictions.

Our 2021 third quarter effective tax rate of 27.4 % was high due to a $ 59 million tax expense incurred in connection with the KDP share sale that occurred during the third quarter (the related gain is 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 22.7 %, including a discrete net tax expense of $ 11 million primarily driven by the change in liabilities for uncertain tax positions in several jurisdictions.

Our effective tax rate for the nine months ended September 30, 2021 of 29.5 % was also high due to the $ 187 million net tax expense incurred in connection with the KDP share sales during the second and third quarters.

Excluding this impact, our effective tax rate for the nine months ended September 30, 2021 was 23.7 %, which was unfavorably impacted by discrete net tax expense of $ 26 million, primarily driven by $ 95 million net tax expense from the increase of our deferred tax liabilities resulting from enacted tax legislation (mainly in the United Kingdom) partially offset by a $ 45 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 third quarter of 2020, our estimated annual effective tax rate, which excluded discrete tax impacts, was 27.3 %.

The estimated annual effective tax rate also considers the impact of the establishment of a valuation allowance related to a deferred tax asset arising from the anticipated 2022 Ukraine loss.

Our effective tax rate for the three months ended March 31, 2022 of 21.9 % was favorably impacted by discrete net tax benefits of $ 62 million primarily driven by the Chipita acquisition, which resulted in the release of a portion of the valuation allowance recorded against the deferred tax asset for the step-up of intangible assets in Switzerland.

As of the first quarter of 2021, 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 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.

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.

Earnings per Share

1 unchanged sentence

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions, except per share data)

1 unchanged sentence

Noncontrolling interest earnings ( 6 ) ( 7 )

Net earnings attributable to

Mondelēz International $ 1,258 $ 1,119 $ 3,297 $ 2,399

Net earnings attributable to Mondelēz International $ 855 $ 961

Weighted-average shares for basic EPS 1,389 1,412

7 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 2.7 million in the third quarter of 2021 and 2.8 million in the third quarter of 2020 and 3.0 million in the first nine months of 2021 and 3.6 million in the first nine months of 2020.

We excluded antidilutive stock options and performance share units of 2.1 million in the first three months of 2022 and 3.6 million in the first three months of 2021.

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 manufacture and market primarily snack food products, including biscuits, 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.

12 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2021 2020 2021 2020

(in millions)

8 unchanged sentences

Latin America $ 103 $ 76

AMEA 267 210 842 615

Europe 377 557

10 unchanged sentences

Earnings before income taxes $ 959 $ 1,109

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 .

Items impacting our segment operating results are discussed in Note 1, Basis of Presentation , Note 2, Acquisitions and Divestitures, Note 3, Inventories , 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.

Net revenues by product category were:

For the Three Months Ended September 30, 2021

America AMEA Europe North

America Total

(in millions)

Biscuits $ 218 $ 585 $ 853 $ 1,785 $ 3,441

Chocolate 208 623 1,377 68 2,276

Gum & Candy 157 205 157 235 754

Beverages 89 112 27 — 228

Cheese & Grocery 79 104 300 — 483

Total net revenues $ 751 $ 1,629 $ 2,714 $ 2,088 $ 7,182

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 Nine Months Ended September 30, 2021

For the Three Months Ended March 31, 2022

America AMEA Europe North

7 unchanged sentences

Total net revenues $ 826 $ 1,867 $ 2,935 $ 2,136 $ 7,764

For the Nine Months Ended September 30, 2020

Three Months Ended March 31, 2021 (1)

America AMEA Europe North

7 unchanged sentences

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

(1) Our snack product categories include biscuits, chocolate and gum & candy.

During 2022, we realigned some of our products between our biscuits and chocolate categories;

as such, we reclassified the product category net revenues on a basis consistent with the 2022 presentation.

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