Item 1. Financial Statements
Item 1. Financial Statements
Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Earnings
(in millions of U.S. dollars, except per share data)
(Unaudited)
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
Net revenues $ 8,343 $ 8,507 $ 17,633 $ 17,673
Cost of sales ( 5,546 ) ( 5,153 ) ( 10,086 ) ( 10,873 )
Gross profit 2,797 3,354 7,547 6,800
Selling, general and administrative expenses ( 1,891 ) ( 1,869 ) ( 3,829 ) ( 3,724 )
Asset impairment and exit costs ( 15 ) ( 23 ) ( 62 ) ( 70 )
Amortization of intangible assets ( 37 ) ( 37 ) ( 75 ) ( 76 )
Operating income 854 1,425 3,581 2,930
Benefit plan non-service income 28 22 51 41
Interest and other expense, net ( 32 ) ( 97 ) ( 100 ) ( 192 )
(Loss)/gain on marketable securities
— ( 189 ) — 607
Earnings before income taxes 850 1,161 3,532 3,386
Income tax provision ( 295 ) ( 268 ) ( 927 ) ( 926 )
(Loss)/gain on equity method investment transactions including impairments
— ( 23 ) ( 665 ) 464
Equity method investment net earnings 48 71 79 106
Net earnings 603 941 2,019 3,030
less: Noncontrolling interest earnings ( 2 ) 3 ( 6 ) ( 5 )
Net earnings attributable to
Mondelēz International $ 601 $ 944 $ 2,013 $ 3,025
Per share data:
Basic earnings per share attributable to
Mondelēz International $ 0.45 $ 0.69 $ 1.50 $ 2.22
Diluted earnings per share attributable to
Mondelēz International $ 0.45 $ 0.69 $ 1.49 $ 2.20
See accompanying notes to the condensed consolidated financial statements.
1
Table of Contents
Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Earnings
(in millions of U.S. dollars)
(Unaudited)
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
Net earnings $ 603 $ 941 $ 2,019 $ 3,030
Other comprehensive earnings/(losses), net of tax:
Currency translation adjustment ( 389 ) 146 ( 611 ) 297
Pension and other benefit plans 8 ( 22 ) 46 ( 28 )
Derivative cash flow hedges ( 4 ) ( 28 ) ( 12 ) ( 38 )
Total other comprehensive earnings/(losses) ( 385 ) 96 ( 577 ) 231
Comprehensive earnings/(losses) 218 1,037 1,442 3,261
less: Comprehensive earnings/(losses)
attributable to noncontrolling interests — ( 11 ) ( 2 ) ( 1 )
Comprehensive earnings/(losses) attributable to
Mondelēz International
$ 218 $ 1,048 $ 1,444 $ 3,262
See accompanying notes to the condensed consolidated financial statements.
2
Table of Contents
Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in millions of U.S. dollars, except share data)
(Unaudited)
June 30,
2024 December 31, 2023
ASSETS
Cash and cash equivalents $ 1,399 $ 1,810
Trade receivables, less allowance ($ 39 and $ 66 , respectively)
3,165 3,634
Other receivables, less allowance ($ 40 and $ 50 , respectively)
846 878
Inventories, net 4,009 3,615
Other current assets 5,751 1,766
Total current assets 15,170 11,703
Property, plant and equipment, net 9,488 9,694
Operating lease right-of-use assets
627 683
Goodwill 23,386 23,896
Intangible assets, net 19,397 19,836
Prepaid pension assets 1,060 1,043
Deferred income taxes 279 408
Equity method investments 2,451 3,242
Other assets 1,238 886
TOTAL ASSETS $ 73,096 $ 71,391
LIABILITIES
Short-term borrowings $ 838 $ 420
Current portion of long-term debt 2,774 2,101
Accounts payable 8,370 8,321
Accrued marketing 2,463 2,683
Accrued employment costs 838 1,158
Other current liabilities 7,147 4,330
Total current liabilities 22,430 19,013
Long-term debt 16,141 16,887
Long-term operating lease liabilities 492 537
Deferred income taxes 3,349 3,292
Accrued pension costs 373 437
Accrued postretirement health care costs 122 124
Other liabilities 2,471 2,735
TOTAL LIABILITIES 45,378 43,025
Commitments and Contingencies (Note 12)
EQUITY
Common Stock, no par value ( 5,000,000,000 shares authorized, 1,996,537,778 shares issued)
— —
Additional paid-in capital 32,200 32,216
Retained earnings 35,108 34,236
Accumulated other comprehensive losses ( 11,515 ) ( 10,946 )
Treasury stock, at cost ( 659,385,983 and 648,055,073 shares, respectively)
( 28,104 ) ( 27,174 )
Total Mondelēz International Shareholders’ Equity 27,689 28,332
Noncontrolling interest 29 34
TOTAL EQUITY 27,718 28,366
TOTAL LIABILITIES AND EQUITY $ 73,096 $ 71,391
See accompanying notes to the condensed consolidated financial statements.
3
Table of Contents
Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Equity
(in millions of U.S. dollars, except per share data)
(Unaudited)
Mondelēz International Shareholders’ Equity
Common
Stock Additional
Paid-in
Capital Retained
Earnings Accumulated
Other
Comprehensive
Earnings/
(Losses) Treasury
Stock Non-controlling
Interest Total
Equity
Three Months Ended June 30, 2024
Balances at April 1, 2024 $ — $ 32,163 $ 35,074 $ ( 11,132 ) $ ( 27,623 ) $ 32 $ 28,514
Comprehensive earnings/(losses):
Net earnings — — 601 — — 2 603
Other comprehensive earnings/(losses),
net of income taxes
— — — ( 383 ) — ( 2 ) ( 385 )
Exercise of stock options and issuance of
other stock awards
— 37 2 — 20 — 59
Common Stock repurchased — — — — ( 501 ) — ( 501 )
Cash dividends declared ($ 0.425 per share)
— — ( 569 ) — — — ( 569 )
Dividends paid on noncontrolling interest
and other activities
— — — — — ( 3 ) ( 3 )
Balances at June 30, 2024 $ — $ 32,200 $ 35,108 $ ( 11,515 ) $ ( 28,104 ) $ 29 $ 27,718
Six Months Ended June 30, 2024
Balances at January 1, 2024 $ — $ 32,216 $ 34,236 $ ( 10,946 ) $ ( 27,174 ) $ 34 $ 28,366
Comprehensive earnings/(losses):
Net earnings — — 2,013 — — 6 2,019
Other comprehensive earnings/(losses),
net of income taxes
— — — ( 569 ) — ( 8 ) ( 577 )
Exercise of stock options and issuance of
other stock awards
— ( 16 ) 3 — 137 — 124
Common Stock repurchased — — — — ( 1,067 ) — ( 1,067 )
Cash dividends declared ($ 0.850 per share)
— — ( 1,144 ) — — — ( 1,144 )
Dividends paid on noncontrolling interest
and other activities
— — — — — ( 3 ) ( 3 )
Balances at June 30, 2024 $ — $ 32,200 $ 35,108 $ ( 11,515 ) $ ( 28,104 ) $ 29 $ 27,718
Three Months Ended June 30, 2023
Balances at April 1, 2023 $ — $ 32,112 $ 33,040 $ ( 10,814 ) $ ( 26,110 ) $ 46 $ 28,274
Comprehensive earnings/(losses):
Net earnings — — 944 — — ( 3 ) 941
Other comprehensive earnings/(losses),
net of income taxes
— — — 104 — ( 8 ) 96
Exercise of stock options and issuance of
other stock awards
— 36 ( 1 ) — 57 — 92
Common Stock repurchased — — — — ( 196 ) — ( 196 )
Cash dividends declared ($ 0.385 per share)
— — ( 525 ) — — — ( 525 )
Dividends paid on noncontrolling interest
and other activities
— — — — — ( 3 ) ( 3 )
Balances at June 30, 2023 $ — $ 32,148 $ 33,458 $ ( 10,710 ) $ ( 26,249 ) $ 32 $ 28,679
Six Months Ended June 30, 2023
Balances at January 1, 2023 $ — $ 32,143 $ 31,481 $ ( 10,947 ) $ ( 25,794 ) $ 37 $ 26,920
Comprehensive earnings/(losses):
Net earnings — — 3,025 — — 5 3,030
Other comprehensive earnings/(losses),
net of income taxes
— — — 237 — ( 6 ) 231
Exercise of stock options and issuance of
other stock awards
— 5 ( 9 ) — 150 — 146
Common Stock repurchased — — — — ( 605 ) — ( 605 )
Cash dividends declared ($ 0.770 per share)
— — ( 1,053 ) — — — ( 1,053 )
Dividends paid on noncontrolling interest
and other activities
— — 14 — — ( 4 ) 10
Balances at June 30, 2023 $ — $ 32,148 $ 33,458 $ ( 10,710 ) $ ( 26,249 ) $ 32 $ 28,679
See accompanying notes to the condensed consolidated financial statements.
4
Table of Contents
Mondelēz International, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in millions of U.S. dollars)
(Unaudited)
For the Six Months Ended
June 30,
2024 2023
CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES
Net earnings $ 2,019 $ 3,030
Adjustments to reconcile net earnings to operating cash flows:
Depreciation and amortization 636 593
Stock-based compensation expense 69 75
Deferred income tax provision 205 101
Asset impairments and accelerated depreciation 22 44
Loss on early extinguishment of debt — 1
Loss/(gain) on equity method investment transactions including impairments
665 ( 464 )
Equity method investment net earnings ( 79 ) ( 106 )
Distributions from equity method investments 82 102
Unrealized gain on derivative contracts
( 605 ) ( 229 )
Gain on marketable securities — ( 593 )
Other non-cash items, net 114 27
Change in assets and liabilities,
net of acquisitions and divestitures:
Receivables, net 348 ( 90 )
Inventories, net ( 516 ) ( 428 )
Accounts payable 358 ( 62 )
Other current assets ( 406 ) ( 130 )
Other current liabilities ( 702 ) 190
Change in pension and postretirement assets and liabilities, net ( 64 ) ( 88 )
Net cash provided by operating activities 2,146 1,973
CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES
Capital expenditures ( 666 ) ( 495 )
Acquisitions, net of cash received — 19
Proceeds from divestitures including equity method and marketable security investments 4 1,960
Proceeds from derivative settlements
114 76
Payments for derivative settlements
( 114 ) ( 27 )
Contributions to investments
( 206 ) ( 393 )
Proceeds from sale of property, plant and equipment and other
21 110
Net cash (used in)/provided by investing activities
( 847 ) 1,250
CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES
Issuances of commercial paper, maturities greater than 90 days — 67
Net issuances/(repayments) of short-term borrowings
414 ( 186 )
Long-term debt proceeds 702 189
Long-term debt repayments ( 569 ) ( 2,056 )
Repurchases of Common Stock ( 1,074 ) ( 596 )
Dividends paid ( 1,151 ) ( 1,055 )
Other 74 98
Net cash used in financing activities ( 1,604 ) ( 3,539 )
Effect of exchange rate changes on cash, cash equivalents and restricted cash
( 108 ) ( 79 )
Cash, cash equivalents and restricted cash:
Decrease ( 413 ) ( 395 )
Balance at beginning of period 1,884 1,948
Balance at end of period $ 1,471 $ 1,553
See accompanying notes to the condensed consolidated financial statements.
5
Table of Contents
Mondelēz International, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Note 1. Basis of Presentation
Our interim condensed consolidated financial statements are unaudited. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted. It is management’s opinion that these financial statements include all normal and recurring adjustments necessary for a fair presentation of our results of operations, financial position and cash flows. Results of operations for any interim period are not necessarily indicative of future or annual results. For a complete set of consolidated financial statements and related notes, refer to our Annual Report on Form 10-K for the year ended December 31, 2023.
Principles of Consolidation
The condensed consolidated financial statements include Mondelēz International, Inc. as well as our wholly owned and majority owned subsidiaries, except our Venezuelan subsidiaries that were deconsolidated in 2015. All intercompany transactions are eliminated. The noncontrolling interest represents the noncontrolling investors' interests in the results of subsidiaries that we control and consolidate. We account for investments over which we exercise significant influence under the equity method of accounting. Investments with readily determinable fair values for which we do not have the ability to exercise significant influence are measured at fair value.
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. In the second quarter of 2024, we fully resumed production at both facilities after completing targeted repairs. 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. We continue to evaluate the uncertainty of the ongoing effects of the war in Ukraine and its impact on the global economic environment, and we cannot predict if it will have a significant impact in the future.
Highly Inflationary Accounting
Within our consolidated entities, Argentina and Türkiye (Turkey) are accounted for as highly inflationary economies. Argentina and Türkiye represent 1.6 % and 0.5 % of our consolidated net revenues with remeasurement losses of $ 8 million and $ 1 million for the three months ended June 30, 2024, respectively, and 1.5 % and 0.7 % of our consolidated net revenues with remeasurement losses of $ 10 million and $ 7 million for the six months ended June 30, 2024 . Given the continued volatility of these currencies, impacts to our financial statements in future periods could be significantly different from historical levels.
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. Restricted cash primarily includes cash held on behalf of financial institutions in accordance with accounts receivable factoring arrangements and letters of credit arrangements with legally restricted cash collateral provisions. Restricted cash is recorded within other current assets and was $ 72 million as of June 30, 2024 and $ 74 million as of December 31, 2023. Total cash, cash equivalents and restricted cash was $ 1,471 million as of June 30, 2024 and $ 1,884 million as of December 31, 2023.
6
Table of Contents
Allowances for Credit Losses
Changes in allowances for credit losses consisted of:
Allowance for Trade Receivables Allowance for Other Current Receivables Allowance for Long-Term Receivables
(in millions)
Balance at January 1, 2024 $ ( 66 ) $ ( 50 ) $ ( 15 )
Net recovery for expected credit losses
17 9 ( 1 )
Write-offs charged against the allowance 2 — —
Currency and other
8 1 ( 1 )
Balance at June 30, 2024 $ ( 39 ) $ ( 40 ) $ ( 17 )
Transfers of Financial Assets
The outstanding principal amount of receivables under our uncommitted revolving non-recourse accounts receivable factoring arrangements amounted to $ 739 million as of June 30, 2024 and $ 262 million as of December 31, 2023. The incremental cost of factoring receivables under this arrangement was not material for all periods presented. The proceeds from the sales of receivables are included in cash from operating activities in the condensed consolidated statements of cash flows.
Non-Cash Lease Transactions
We recorded $ 53 million in operating lease and $ 68 million in finance lease right-of-use assets obtained in exchange for lease obligations during the six months ended June 30, 2024 and $ 62 million in operating lease and $ 73 million in finance lease right-of-use assets obtained in exchange for lease obligations during the six months ended June 30, 2023.
Supply Chain Financing
As part of our continued efforts to improve our working capital efficiency, we have worked with our suppliers over the past several years to optimize our terms and conditions, which include the extension of payment terms. We also facilitate voluntary supply chain financing (“SCF”) programs through several participating financial institutions. We have been informed by the participating financial institutions that our outstanding accounts payable related to suppliers that participate in the SCF programs was $ 2.7 billion and $ 2.4 billion, respectively, as of June 30, 2024 and December 31, 2023.
New Accounting Pronouncements
In September 2022, the FASB issued an ASU which enhances the transparency of supplier finance programs by requiring additional disclosure about the key terms of these programs and a roll-forward of the related obligations to understand the effects of these programs on working capital, liquidity and cash flows. The ASU is effective for fiscal years beginning after December 15, 2022, except for the roll-forward requirement, which is effective for fiscal years beginning after December 15, 2023. We adopted, with the exception of the roll-forward requirement, this standard in the first quarter of 2023 and it did not have a material impact on our consolidated financial statements and related disclosures.
In November 2023, the FASB issued an ASU which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The ASU is effective for fiscal years beginning after December 15, 2023 and early adoption is permitted. We are currently assessing the impact on our consolidated financial statements and related segment disclosures.
In December 2023, the FASB issued an ASU which enhances the transparency of income tax disclosures, primarily related to the rate reconciliation and income taxes paid information. The ASU is effective for fiscal years beginning after December 15, 2024 and early adoption is permitted. We are currently assessing the impact on our consolidated financial statements and related disclosures.
7
Table of Contents
Note 2. Divestitures
Developed Market Gum
On October 1, 2023, we completed the sale of our developed market gum business in the United States, Canada and Europe to Perfetti Van Melle Group, excluding the Portugal business which we sold on October 23, 2023 after obtaining regulatory approval.
We recorded divestiture-related costs of zero in the three months ended June 30, 2024 and $ 22 million in the three months ended June 30, 2023 and recorded divestiture-related costs of $ 4 million in the six months ended June 30, 2024 and $ 52 million in the six months ended June 30, 2023.
This disposition was not considered a strategic shift that would have a major effect on our operations or financial results; therefore, the results of the disposed business were not classified as discontinued operations.
Note 3. Inventories
Inventories consisted of the following:
As of June 30,
2024 As of December 31, 2023
(in millions)
Raw materials $ 1,157 $ 973
Finished product 3,010 2,790
4,167 3,763
Inventory reserves ( 158 ) ( 148 )
Inventories, net $ 4,009 $ 3,615
Note 4. Property, Plant and Equipment
Property, plant and equipment consisted of the following:
As of June 30,
2024 As of December 31, 2023
(in millions)
Land and land improvements $ 380 $ 384
Buildings and building improvements 3,429 3,452
Machinery and equipment 12,661 12,736
Construction in progress 1,093 1,118
17,563 17,690
Accumulated depreciation ( 8,075 ) ( 7,996 )
Property, plant and equipment, net $ 9,488 $ 9,694
For the six months ended June 30, 2024, capital expenditures of $ 666 million excluded $ 364 million of accrued capital expenditures remaining unpaid at June 30, 2024 and included payment for the $ 471 million of capital expenditures that were accrued and unpaid at December 31, 2023. For the six months ended June 30, 2023, capital expenditures of $ 495 million excluded $ 305 million of accrued capital expenditures remaining unpaid at June 30, 2023 and included payment for the $ 324 million of capital expenditures that were accrued and unpaid at December 31, 2022.
8
Table of Contents
Note 5. Goodwill and Intangible Assets
Goodwill
Changes in goodwill consisted of:
Latin America AMEA Europe North America Total
(in millions)
January 1, 2023 $ 1,421 $ 3,132 $ 8,009 $ 10,888 $ 23,450
Currency 180 ( 67 ) 341 19 473
Acquisitions (1)
6 — — ( 33 ) ( 27 )
Balance at December 31, 2023 $ 1,607 $ 3,065 $ 8,350 $ 10,874 $ 23,896
Currency ( 132 ) ( 79 ) ( 276 ) ( 23 ) ( 510 )
Balance at June 30, 2024 $ 1,475 $ 2,986 $ 8,074 $ 10,851 $ 23,386
(1) Purchase price allocation adjustments for Ricolino and Clif Bar during 2023.
Intangible Assets
Intangible assets consisted of the following:
As of June 30, 2024 As of December 31, 2023
Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount
(in millions)
Definite-life intangible assets $ 3,267 $ ( 2,197 ) $ 1,070 $ 3,322 $ ( 2,155 ) $ 1,167
Indefinite-life intangible assets (1)
18,327 — 18,327 18,669 — 18,669
Total
$ 21,594 $ ( 2,197 ) $ 19,397 $ 21,991 $ ( 2,155 ) $ 19,836
(1) In 2023, we recorded $ 26 million of intangible asset impairment charges related to a chocolate brand in the North America segment for $ 20 million and a biscuit brand in the Europe segment for $ 6 million in the third quarter.
Indefinite-life intangible assets consist principally of brand names purchased through our acquisitions of Nabisco Holdings Corp., the global LU biscuit business of Groupe Danone S.A., Cadbury Limited and Clif Bar. Definite-life intangible assets consist primarily of trademarks, customer-related intangibles, process technology, licenses and non-compete agreements.
Amortization expense for intangible assets was $ 37 million for the three months and $ 75 million for the six months ended June 30, 2024 and $ 37 million for the three months and $ 76 million for the six months ended June 30, 2023. For the next five years, we currently estimate annual amortization expense of approximately $ 125 million in 2024-2026 and approximately $ 90 million in 2027 and 2028 (reflecting June 30, 2024 exchange rates).
Impairment Assessment:
We test our reporting units and brands for impairment annually as of July 1, or more frequently if events or circumstances indicate it is more likely than not that the fair value of a reporting unit or brand is less than its carrying amount. During the second quarter of 2024, we evaluated our goodwill impairment and intangible asset impairment risk through an assessment of potential triggering events. We considered qualitative and quantitative information in our assessment. We concluded there were no impairment indicators.
During our 2023 annual indefinite-life intangible asset testing, we identified thirteen brands that each had a fair value in excess of book value of 10% or less. The aggregate book value of the thirteen brands was $ 3.5 billion as of June 30, 2024, of which $ 1.8 billion is related to five recently acquired brands. We believe our current plans for each of these brands will support the current carrying values, but if plans to grow brand earnings and expand margin are not met or specific valuation factors outside of our control, such as discount rates, change then a brand or brands could become impaired in the future.
9
Table of Contents
Note 6. Investments
Marketable Securities
During the first quarter of 2023, our ownership in Keurig Dr Pepper Inc. (NASDAQ: "KDP") fell below 5 % of the outstanding shares, resulting in a change of accounting for our KDP investment, from equity method investment accounting to accounting for equity interests with readily determinable fair values ("marketable securities") as we no longer had significant influence over KDP. Marketable securities are measured at fair value based on quoted prices in active markets for identical assets (Level 1).
On June 8, 2023, we sold 23 million shares of KDP, which reduced our ownership by 1.6 percentage points, from 3.2 % to 1.6 % of the total outstanding shares. We received proceeds of approximately $ 708 million.
On March 2, 2023, we sold 30 million shares of KDP, which reduced our ownership by 2.1 percentage points, from 5.3 % to 3.2 % of the total outstanding shares. We received proceeds of approximately $ 1.0 billion and prior to the change of accounting for our KDP investment, recorded a pre-tax gain on equity method transactions of $ 493 million ($ 368 million after-tax) during the first quarter of 2023.
Subsequently in 2023, we sold the remainder of our shares of KDP and exited our investment in the company.
Pre-tax (losses)/gains for marketable securities are summarized below:
Three Months Ended June 30, 2023
Six Months Ended June 30, 2023
(in millions)
(Loss)/gain on marketable securities sold during the period
$ ( 104 ) $ 293
Unrealized (loss)/gain on marketable securities held as of the end of the period
( 90 ) 300
Dividend income and other
5 14
Total (loss)/gain on marketable securities
$ ( 189 ) $ 607
In the table above, (loss)/gain on marketable securities sold during the period reflects the difference between the sale proceeds and the carrying value of the marketable securities at the beginning of the period or the date of the change of accounting for our investment in KDP, if later.
We reported no marketable securities as of June 30, 2024 and December 31, 2023, and $ 705 million as of June 30, 2023 in Other current assets in the condensed consolidated balance sheets.
Equity Method Investments
Our equity method investments include, but are not limited to, our ownership interests in JDE Peet's (Euronext Amsterdam: "JDEP"), Dong Suh Foods Corporation and Dong Suh Oil & Fats Co. Ltd. Our ownership interests may change over time due to investee stock-based compensation arrangements, share issuances or other equity-related transactions. As of June 30, 2024, we owned 17.7 %, 50.0 % and 49.0 %, respectively, of these companies' outstanding shares. We continue to have board representation with two directors on JDEP's Board of Directors and have retained certain additional governance rights. As we continue to have significant influence, we continue to account for our investment in JDEP under the equity method.
Our investments accounted for under the equity method of accounting totaled $ 2.5 billion as of June 30, 2024 and $ 3.2 billion as of December 31, 2023. We recorded equity earnings of $ 48 million and cash dividends of $ 2 million in the three months ended June 30, 2024, and equity earnings of $ 71 million and cash dividends of zero in the three months ended June 30, 2023. We recorded equity earnings of $ 79 million and cash dividends of $ 82 million in the six months ended June 30, 2024 and equity earnings of $ 106 million and cash dividends of $ 102 million in the six months ended June 30, 2023.
Based on the quoted closing prices as of June 30, 2024, the fair value of our publicly-traded investment in JDEP was $ 1.7 billion, and there was no other than temporary impairment identified during the three months ended June 30, 2024.
10
Table of Contents
During the three months ended March 31, 2024, we determined there was an other-than-temporary impairment based on the period of time for which the quoted market price fair value had been less than the carrying value of the investment and the uncertainty surrounding JDEP's stock price recovering to the carrying value. As a result, the investment was written down to its estimated fair value based on the closing price of the underlying equity security of € 19.46 per share on March 28, 2024, resulting in an impairment charge of € 612 million ($ 665 million). This charge was included within (Loss)/gain on equity method investment transactions including impairments in the condensed consolidated statement of earnings. There was no other than temporary impairment identified in the three and six months ended June 30, 2023.
JDEP Transactions
On April 3, 2023, we sold approximately 7.7 million shares of JDEP, which reduced our ownership by 1.6 percentage points, from 19.7 % to 18.1 % of the total outstanding shares. We received cash proceeds of € 198 million ($ 217 million) and recorded a loss of € 18 million ($ 19 million) on this sale during the three months ended June 30, 2023.
On March 30, 2023, we issued options to sell shares of JDEP in tranches equivalent to approximately 7.7 million shares. These options were exercisable at their maturities which were between July 3, 2023 and September 29, 2023, with strike prices ranging from € 26.10 to € 28.71 per share. Subsequent to the three months ended June 30, 2023, we exercised options on 2.2 million of the 7.7 million shares.
In 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 JDEP’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 JDEP's shares, this would represent approximately 8.5 million shares or approximately 10 % of our equity interest in JDEP as of June 30, 2024.
Note 7. Restructuring Program
On May 6, 2014, our Board of Directors approved a $ 3.5 billion 2014-2018 restructuring program and up to $ 2.2 billion of capital expenditures. On August 31, 2016, our Board of Directors approved a $ 600 million reallocation between restructuring program cash costs and capital expenditures so the $ 5.7 billion program consisted of approximately $ 4.1 billion of restructuring program charges ($ 3.1 billion cash costs and $ 1.0 billion non-cash costs) and up to $ 1.6 billion of capital expenditures. On September 6, 2018, our Board of Directors approved an extension of the restructuring program through 2022, an increase of $ 1.3 billion in the program charges and an increase of $ 700 million in capital expenditures. On October 21, 2021, our Board of Directors approved an extension of the restructuring program through 2023, and on July 25, 2023, our Board of Directors approved a further extension of the restructuring program through December 31, 2024. The total $ 7.7 billion program now consists of $ 5.4 billion of program charges ($ 4.1 billion of cash costs and $ 1.3 billion of non-cash costs) and total capital expenditures of $ 2.3 billion to be incurred over the life of the program. The current restructuring program, as increased and extended by these actions, is now called the Simplify to Grow Program.
The primary objective of the Simplify to Grow Program is to reduce our operating cost structure in both our supply chain and overhead costs. The program covers severance as well as asset disposals and other manufacturing and procurement-related one-time costs. Since inception, we have incurred total restructuring and implementation charges of $ 5.3 billion related to the Simplify to Grow Program. We expect to incur the remainder of the program charges by year-end 2024.
11
Table of Contents
Restructuring Costs
The Simplify to Grow Program liability activity for the six months ended June 30, 2024 was:
Severance
and related
costs Asset
Write-downs and Other (1)
Total
(in millions)
Liability balance, January 1, 2024 $ 191 $ — $ 191
Charges (2)
39 6 45
Cash spent (3)
( 23 ) — ( 23 )
Non-cash settlements/adjustments (4)
— ( 6 ) ( 6 )
Currency ( 6 ) — ( 6 )
Liability balance, June 30, 2024 (5)
$ 201 $ — $ 201
(1) Includes gains as a result of assets sold which are included in the restructuring program.
(2) We recorded restructuring charges of $ 3 million in the three months ended June 30, 2024 and restructuring charges of $ 2 million in the three months ended June 30, 2023 and restructuring charges of $ 45 million in the six months ended June 30, 2024 and $ 32 million in the six months ended June 30, 2023 within asset impairment and exit costs and benefit plan non-service income.
(3) We spent $ 10 million in the three months ended June 30, 2024 and $ 17 million in the three months ended June 30, 2023 and spent $ 23 million in the six months ended June 30, 2024 and $ 35 million in the six months ended June 30, 2023 in cash severance and related costs.
(4) We recognized non-cash asset write-downs (including accelerated depreciation and asset impairments) and other non-cash adjustments, including any gains on sale of restructuring program assets, which totaled a charge of $ 5 million in the three months ended June 30, 2024 and a charge of $ 5 million in the three months ended June 30, 2023 and a charge of $ 6 million in the six months ended June 30, 2024 and $ 6 million in the six months ended June 30, 2023.
(5) At June 30, 2024, $ 114 million of our net restructuring liability was recorded within other current liabilities and $ 87 million was recorded within other long-term liabilities.
Implementation Costs
Implementation costs are directly attributable to restructuring activities; however, they do not qualify for special accounting treatment as exit or disposal activities. We believe the disclosure of implementation costs provides readers of our financial statements with additional information on the total costs of our Simplify to Grow Program. Implementation costs primarily relate to reorganizing our operations and facilities in connection with our supply chain reinvention program and other identified productivity and cost saving initiatives. The costs include incremental expenses related to the closure of facilities, costs to terminate certain contracts and the simplification of our information systems. Within our continuing results of operations, we recorded implementation costs of $ 12 million in the three months ended June 30, 2024 and $ 4 million in the three months ended June 30, 2023, and we recorded implementation costs of $ 23 million in the six months ended June 30, 2024 and $ 9 million in the six months ended June 30, 2023. We recorded these costs within cost of sales and general corporate expense within selling, general and administrative expenses.
12
Table of Contents
Restructuring and Implementation Costs
During the three and six months ended June 30, 2024 and June 30, 2023, and since inception of the Simplify to Grow Program, we recorded the following restructuring and implementation costs within segment operating income and earnings before income taxes:
Latin
America AMEA Europe North
America Corporate Total
(in millions)
For the Three Months Ended June 30, 2024
Restructuring Costs $ 1 $ — $ 2 $ ( 1 ) $ 1 $ 3
Implementation Costs 1 — 5 6 — 12
Total $ 2 $ — $ 7 $ 5 $ 1 $ 15
For the Three Months Ended June 30, 2023
Restructuring Costs $ ( 1 ) $ 1 $ ( 3 ) $ 6 $ ( 1 ) $ 2
Implementation Costs ( 1 ) — 2 3 — 4
Total $ ( 2 ) $ 1 $ ( 1 ) $ 9 $ ( 1 ) $ 6
For the Six Months Ended June 30, 2024
Restructuring Costs $ 3 $ 1 $ 42 $ ( 1 ) $ — $ 45
Implementation Costs 1 — 6 10 6 23
Total $ 4 $ 1 $ 48 $ 9 $ 6 $ 68
For the Six Months Ended June 30, 2023
Restructuring Costs $ ( 1 ) $ 2 $ 27 $ 5 $ ( 1 ) $ 32
Implementation Costs ( 1 ) — 2 3 5 9
Total $ ( 2 ) $ 2 $ 29 $ 8 $ 4 $ 41
Total Project (Inception to Date)
Restructuring Costs $ 548 $ 562 $ 1,284 $ 675 $ 154 $ 3,223
Implementation Costs 305 245 587 608 378 2,123
Total $ 853 $ 807 $ 1,871 $ 1,283 $ 532 $ 5,346
13
Table of Contents
Note 8. Debt and Borrowing Arrangements
Short-Term Borrowings
Our short-term borrowings and related weighted-average interest rates consisted of:
As of June 30, 2024 As of December 31, 2023
Amount
Outstanding Weighted-
Average Rate Amount
Outstanding Weighted-
Average Rate
(in millions, except percentages)
Commercial paper $ 806 5.5 % $ 346 5.5 %
Bank loans 32 12.1 % 74 17.2 %
Total short-term borrowings $ 838 $ 420
Our uncommitted credit lines and committed credit lines available as of June 30, 2024 and December 31, 2023 include:
As of June 30, 2024 As of December 31, 2023
Facility Amount Borrowed Amount Facility Amount Borrowed Amount
(in millions)
Uncommitted credit facilities (1)
$ 847 $ 32 $ 906 $ 74
Credit facilities:
February 19, 2025 (2)
1,500 — 1,500 —
February 23, 2027 (2)
4,500 — 4,500 —
Various (3)
432 432 277 277
(1) Prior year facility amount has been revised.
(2) We maintain senior unsecured revolving credit facilities for general corporate purposes, including working capital needs, and to support our commercial paper program. The revolving credit agreements include 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 June 30, 2024, we complied with this covenant as our shareholders' equity, as defined by the covenant, was $ 39.2 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.
(3) On April 18, 2023, and subsequently amended on October 3, 2023 and April 4, 2024, we entered into a credit facility secured by pledged deposits classified as long-term other assets. Draw downs on the facility bear a variable rate based on SOFR plus applicable margin. On April 5, 2024, we drew down $ 0.15 billion which is due on February 15, 2029.
Debt Repayments
During the six months ended June 30, 2024, we repaid the following notes (in millions):
Interest Rate Maturity Date Amount USD Equivalent
2.125 % March 2024 $ 500 $ 500
During the six months ended June 30, 2023, we did no t complete any debt repayments.
Debt Issuances
During the six months ended June 30, 2024, we issued the following notes (in millions):
Issuance Date
Interest Rate Maturity Date Gross Proceeds (1)
Gross Proceeds USD Equivalent
February 2024 4.750 % February 2029 $ 550 $ 550
(1) Represents gross proceeds from the issuance of notes excluding debt issuance costs, discounts and premiums .
14
Table of Contents
During the six months ended June 30, 2023, we did no t complete any debt issuances.
On July 3, 2024, we issued C$ 650 million ($ 473 million) of 4.625 % notes due July 2031.
Fair Value of Our Debt
The fair value of our short-term borrowings 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 June 30, 2024 As of December 31, 2023
(in millions)
Fair Value $ 17,563 $ 17,506
Carrying Value $ 19,753 $ 19,408
Interest and Other Expense, net
Interest and other expense, net consisted of:
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions) (in millions)
Interest expense, debt $ 130 $ 145 $ 252 $ 298
Loss on debt extinguishment and related expenses
— 1 — 1
Other income, net
( 98 ) ( 49 ) ( 152 ) ( 107 )
Interest and other expense, net $ 32 $ 97 $ 100 $ 192
Other income, net includes amounts excluded from hedge effectiveness related to our net investment hedge derivative contracts and movement in foreign currency exchange rates on certain foreign currency denominated assets and liabilities and related economic hedges. Refer to Note 9, Financial Instruments.
15
Table of Contents
Note 9. Financial Instruments
Fair Value of Derivative Instruments
Derivative instruments were recorded at fair value in the condensed consolidated balance sheets as follows:
As of June 30, 2024 As of December 31, 2023
Asset
Derivatives Liability
Derivatives Asset
Derivatives Liability
Derivatives
(in millions)
Derivatives designated as
accounting hedges:
Interest rate contracts $ 145 $ 59 $ 120 $ 57
Net investment hedge derivative contracts (1)
229 128 163 382
$ 374 $ 187 $ 283 $ 439
Derivatives not designated as
accounting hedges:
Currency exchange contracts $ 213 $ 85 $ 195 $ 134
Commodity contracts 4,912 4,221 1,119 984
Interest rate contracts 1 — — 2
$ 5,126 $ 4,306 $ 1,314 $ 1,120
Total fair value $ 5,500 $ 4,493 $ 1,597 $ 1,559
(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. dollar denominated debt to hedge a portion of our net investments in our non-U.S. operations. This debt is not reflected in the table above, but is included in long-term debt discussed in Note 8, Debt and Borrowing Arrangements . Both net investment hedge derivative contracts and non-U.S. dollar denominated debt acting as net investment hedges are also disclosed in the Derivative Volume table and the Hedges of Net Investments in International Operations section appearing later in this footnote.
We recorded the fair value of our derivative instruments in the condensed consolidated balance sheet as follows:
As of June 30, 2024 As of December 31, 2023
(in millions)
Other current assets
$ 5,082 $ 1,347
Other assets
418 250
Other current liabilities
4,139 1,209
Other liabilities
354 350
The fair values (asset/(liability)) of our derivative instruments were determined using:
As of June 30, 2024
Total
Fair Value of Net
Asset/(Liability) Quoted Prices in
Active Markets
for Identical
Assets
(Level 1) Significant
Other Observable
Inputs
(Level 2) Significant
Unobservable
Inputs
(Level 3)
(in millions)
Currency exchange contracts $ 128 $ — $ 128 $ —
Commodity contracts 691 ( 58 ) 749 —
Interest rate contracts 87 — 87 —
Net investment hedge contracts 101 — 101 —
Total derivatives $ 1,007 $ ( 58 ) $ 1,065 $ —
16
Table of Contents
As of December 31, 2023
Total
Fair Value of Net
Asset/(Liability) Quoted Prices in
Active Markets
for Identical
Assets
(Level 1) Significant
Other Observable
Inputs
(Level 2) Significant
Unobservable
Inputs
(Level 3)
(in millions)
Currency exchange contracts $ 61 $ — $ 61 $ —
Commodity contracts 135 28 107 —
Interest rate contracts 61 — 61 —
Net investment hedge contracts ( 219 ) — ( 219 ) —
Total derivatives $ 38 $ 28 $ 10 $ —
Level 1 financial assets and liabilities consist of exchange-traded commodity futures and listed options. The fair value of these instruments is determined based on quoted market prices on commodity exchanges.
Level 2 financial assets and liabilities consist primarily of over-the-counter (“OTC”) currency exchange forwards, options and swaps; commodity forwards and options; net investment hedge contracts; and interest rate swaps. Our currency exchange contracts are valued using an income approach based on observable market forward rates less the contract rate multiplied by the notional amount. Commodity derivatives are valued using an income approach based on the observable market commodity index prices less the contract rate multiplied by the notional amount or based on pricing models that rely on market observable inputs such as commodity prices. Our bifurcated exchange options are valued, as derivative instrument liabilities, using the Black-Scholes option pricing model. This model requires assumptions related to the market price of the underlying note and associated credit spread combined with the share of price, expected dividend yield, and expected volatility of the JDE Peet’s shares over the life of the option. Our calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysis based on the terms of the contract and the observable market interest rate curve. Our calculation of the fair value of financial instruments takes into consideration the risk of nonperformance, including counterparty credit risk. Our OTC derivative transactions are governed by International Swap Dealers Association agreements and other standard industry contracts. Under these agreements, we do not post nor require collateral from our counterparties. The majority of our derivative contracts do not have a legal right of set-off. We manage the credit risk in connection with these and all our derivatives by entering into transactions with counterparties with investment grade credit ratings, limiting the amount of exposure with each counterparty and monitoring the financial condition of our counterparties.
Derivative Volume
The notional values of our hedging instruments were:
Notional Amount
As of June 30,
2024 As of December 31, 2023
(in millions)
Currency exchange contracts:
Intercompany loans and forecasted interest payments
$ 6,736 $ 2,860
Forecasted transactions
7,732 5,550
Commodity contracts
20,536 16,631
Interest rate contracts 4,136 2,384
Net investment hedges:
Net investment hedge derivative contracts 8,033 7,456
Non-U.S. dollar debt designated as net investment hedges:
Euro notes
3,413 3,516
Swiss franc notes
362 386
Canadian dollar notes
439 453
17
Table of Contents
Cash Flow Hedges
Cash flow hedge activity, net of taxes, is recorded within accumulated other comprehensive earnings/(losses). Refer to Note 13, Reclassifications from Accumulated Other Comprehensive Income for additional information on current period activity. Based on current market conditions, we would expect to transfer gains of $ 48 million (net of taxes) for interest rate cash flow hedges to earnings during the next 12 months.
Cash Flow Hedge Coverage
As of June 30, 2024, our longest dated cash flow hedges were interest rate swaps that hedge forecasted interest rate payments over the next 4 years, 6 months .
Hedges of Net Investments in International Operations
Net investment hedge ("NIH") derivative contracts
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 June 30, 2024 was $ 8.0 billion.
Net investment hedge derivative contract impacts on other comprehensive earnings and net earnings were:
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions)
After-tax gain/(loss) on NIH contracts (1)
$ 16 $ 22 $ 185 $ 17
(1) Amounts recorded for unsettled and settled NIH derivative contracts are recorded in the cumulative translation adjustment within other comprehensive earnings. The cash flows from the settled contracts are reported within other investing activities in the condensed consolidated statement of cash flows.
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions)
Amounts excluded from the assessment of hedge effectiveness (1)
$ 46 $ 36 $ 87 $ 72
(1) We elected to record changes in the fair value of amounts excluded from the assessment of effectiveness in net earnings within interest and other expense, net.
Non-U.S. dollar debt designated as net investment hedges
After-tax gains/(losses) related to hedges of net investments in international operations were recorded within the cumulative translation adjustment section of other comprehensive income and were:
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions)
Euro notes $ 18 $ ( 17 ) $ 79 $ ( 50 )
Swiss franc notes ( 1 ) ( 11 ) 19 ( 16 )
Canadian notes 3 ( 7 ) 11 ( 8 )
18
Table of Contents
Economic Hedges
Pre-tax gains/(losses) recorded in net earnings for economic hedges were:
For the Three Months Ended
June 30, For the Six Months Ended
June 30, Location of Gain/(Loss) Recognized in Earnings
2024 2023 2024 2023
(in millions)
Currency exchange contracts:
Intercompany loans and forecasted interest payments $ 12 $ 25 $ 68 $ 47 Interest and other expense, net
Forecasted transactions
( 2 ) 27 23 29 Cost of sales
Forecasted transactions
( 2 ) 8 ( 2 ) 13 Interest and other expense, net
Forecasted transactions
( 6 ) ( 1 ) 1 ( 6 ) Selling, general and administrative expenses
Commodity contracts ( 255 ) 106 929 104 Cost of sales
Equity method investment contracts (1)
— 1 — 3 Gain on equity method investment transactions
Total $ ( 253 ) $ 166 $ 1,019 $ 190
(1) Equity method investment contracts consist of the bifurcated embedded derivative option that was a component of the September 20, 2021 € 300 million exchangeable bonds issuance and terminates on September 20, 2024. Refer to Note 6, Investments .
19
Table of Contents
Fair Value of Contingent Consideration
The following is a summary of our contingent consideration liability activity:
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions)
Liability at beginning of period $ 703 $ 659 $ 680 $ 642
Changes in fair value 12 ( 2 ) 35 15
Payments ( 54 ) ( 90 ) ( 54 ) ( 90 )
Liability at end of period $ 661 $ 567 $ 661 $ 567
Contingent consideration was recorded at fair value in the condensed consolidated balance sheets as follows:
As of June 30, 2024
Total Fair Value of
Liability Quoted Prices in
Active Markets
for Identical
Assets
(Level 1) Significant
Other Observable
Inputs
(Level 2) Significant
Unobservable
Inputs
(Level 3)
(in millions)
Clif Bar (1)
$ 568 $ — $ — $ 568
Other (2)
93 — — 93
Total contingent consideration $ 661 $ — $ — $ 661
As of December 31, 2023
Total Fair Value of
Liability Quoted Prices in
Active Markets
for Identical
Assets
(Level 1) Significant
Other Observable
Inputs
(Level 2) Significant
Unobservable
Inputs
(Level 3)
(in millions)
Clif Bar (1)
$ 548 $ — $ — $ 548
Other (2)
132 — — 132
Total contingent consideration $ 680 $ — $ — $ 680
(1) In connection with the Clif Bar acquisition, we entered into a contingent consideration arrangement that may require us to pay additional consideration to the sellers for achieving certain net revenue, gross profit and EBITDA targets in 2025 and 2026 that exceed our base financial projections for the business implied in the upfront purchase price. The other contingent consideration liabilities are recorded at fair value within long-term liabilities. The estimated fair value of the contingent consideration obligation at the acquisition date was determined using a Monte Carlo simulation and recorded in other liabilities. Significant assumptions used in assessing the fair value of the liability include financial projections for net revenue, gross profit, and EBITDA, as well as discount and volatility rates. Fair value adjustments are primarily recorded in selling, general and administrative expenses in the condensed consolidated statement of earnings.
(2) The other contingent consideration liabilities are recorded at fair value, with $ 93 million and $ 132 million classified as other current liabilities at June 30, 2024 and December 31, 2023, respectively. Fair value adjustments are recorded in selling, general and administrative expenses in the condensed consolidated statement of earnings. Payment is expected to be made in the third quarter of 2024, and the majority will be classified within cash flows provided by operating activities in the consolidated statement of cash flows.
20
Table of Contents
Note 10. Benefit Plans
Pension Plans
Components of Net Periodic Pension Cost
Net periodic pension cost/(benefit) consisted of the following:
U.S. Plans Non-U.S. Plans
For the Three Months Ended
June 30, For the Three Months Ended
June 30,
2024 2023 2024 2023
(in millions)
Service cost $ 1 $ 1 $ 15 $ 13
Interest cost 15 17 71 76
Expected return on plan assets ( 23 ) ( 24 ) ( 108 ) ( 100 )
Amortization:
Net loss from experience differences — — 16 10
Settlement losses and other expenses — 3 — —
Net periodic pension benefit
$ ( 7 ) $ ( 3 ) $ ( 6 ) $ ( 1 )
U.S. Plans Non-U.S. Plans
For the Six Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions)
Service cost $ 2 $ 2 $ 30 $ 27
Interest cost 30 32 142 152
Expected return on plan assets ( 46 ) ( 49 ) ( 216 ) ( 202 )
Amortization:
Net loss from experience differences — — 32 21
Prior service cost
— 1 — —
Settlement losses and other expenses 6 8 — —
Net periodic pension benefit
$ ( 8 ) $ ( 6 ) $ ( 12 ) $ ( 2 )
Employer Contributions
During the six months ended June 30, 2024, we contributed $ 1 million to our U.S. pension plans and $ 52 million to our non-U.S. pension plans. We make contributions to our pension plans in accordance with local funding arrangements and statutory minimum funding requirements. Discretionary contributions are made to the extent that they are tax deductible and do not generate an excise tax liability.
As of June 30, 2024, we plan to make further contributions of approximately $ 3 million to our U.S. plans and $ 26 million to our non-U.S. plans for the remainder of 2024. Our actual contributions may be different due to many factors, including changes in tax and other benefit laws, significant differences between expected and actual pension asset performance or interest rates.
Multiemployer Pension Plans
On July 11, 2019, we received an undiscounted withdrawal liability assessment from the Bakery and Confectionery Union and Industry International Pension Fund totaling $ 491 million requiring pro-rata monthly payments over 20 years. We began making monthly payments during the third quarter of 2019. In connection with the discounted long-term liability, we recorded accreted interest of $ 3 million for the three months ended June 30, 2024 and $ 2 million for the three months ended June 30, 2023 and $ 5 million for the six months ended June 30, 2024 and 2023, within Interest and other expense, net in the condensed consolidated statement of earnings. As of June 30, 2024, the remaining discounted withdrawal liability was $ 320 million, with $ 16 million recorded in Other current liabilities and $ 304 million recorded in Long-term other liabilities in the condensed consolidated balance sheet.
Postretirement and Postemployment Benefit Plans
The net periodic postretirement (benefit)/cost was $( 2 ) million for the three months ended June 30, 2024 and $( 5 )
21
Table of Contents
million for the six months ended June 30, 2024 and $( 2 ) million for the three and six months ended June 30, 2023. The net periodic postemployment cost was $ 6 million for the three months ended June 30, 2024 and $ 11 million for the six months ended June 30, 2024 and zero for the three months ended June 30, 2023 and $ 1 million for the six months ended June 30, 2023.
Note 11. Stock Plans
On May 22, 2024, our shareholders approved the 2024 Performance Incentive Plan (the “2024 PIP”), which replaces our Amended and Restated 2005 Performance Incentive Plan (the “2005 Plan”). Under the 2024 PIP, we are now authorized to issue a maximum of 50.7 million shares of our Common Stock. As of May 2022, 2024, we may not make any grants under the 2005 Plan. As of June 30, 2024, there were 50.7 million shares available to be granted under the 2024 PIP.
Stock Options
Stock option activity is reflected below:
Shares Subject
to Option Weighted-
Average
Exercise or
Grant Price
Per Share Average
Remaining
Contractual
Term Aggregate
Intrinsic
Value
Balance at January 1, 2024 18,678,120 $ 49.96 5 years $ 420 million
Annual grant to eligible employees 2,261,810 73.13
Additional options issued 6,150 69.76
Total options granted 2,267,960 73.12
Options exercised (1)
( 2,213,764 ) 43.09 $ 67 million
Options canceled ( 239,408 ) 59.98
Balance at June 30, 2024 18,492,908 53.50 5 years $ 238 million
(1) Cash received from options exercised was $ 17 million in the three months and $ 96 million in the six months ended June 30, 2024. The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the option exercises totaled $ 1 million in the three months and $ 11 million in the six months ended June 30, 2024.
Performance Share Units and Other Stock-Based Awards
Our performance share unit (PSU), deferred stock unit (DSU) and other stock-based activity is reflected below:
Number
of Shares Grant Date Weighted-Average
Fair Value
Per Share (4)
Weighted-Average
Aggregate
Fair Value (3)
Balance at January 1, 2024 4,553,166 $ 62.53
Annual grant to eligible employees: Feb 27, 2024
Performance share units 787,110 75.05
Deferred stock units 571,490 73.13
Additional shares granted (1)
992,951 Various 63.19
Total shares granted 2,351,551 69.58 $ 164 million
Vested (2) (3)
( 1,972,046 ) 58.64 $ 116 million
Forfeited (2)
( 214,676 ) 65.45
Balance at June 30, 2024 4,717,995 67.54
(1) Includes PSUs and DSUs.
(2) Includes PSUs, DSUs and other stock-based awards.
(3) The actual tax benefit realized and recorded in the provision for income taxes for the tax deductions from the shares vested was zero in the three months and $ 7 million in the six months ended June 30, 2024.
(4) The grant date fair value of PSUs is determined based on the Monte Carlo simulation model for the market-based total shareholder return component and the closing market price of the Company’s stock on the grant date for performance-based components. The Monte Carlo simulation model incorporates the probability of achieving the total shareholder return market condition. Compensation expense is recognized using the grant date fair values regardless of whether the market condition is achieved, so long as the requisite service has been provided.
22
Table of Contents
Share Repurchase Program
Effective January 1, 2023, our Board of Directors approved a program authorizing the repurchase of $ 6.0 billion of our Common Stock through December 31, 2025. During the year ended December 31, 2023, we repurchased approximately $ 1.6 billion of Common Stock pursuant to this authorization. Repurchases under the program are determined by management and are wholly discretionary.
During the six months ended June 30, 2024, we repurchased approximately 15 million shares of Common Stock at an average cost of $ 70.52 per share, or an aggregate cost of approximately $ 1.0 billion, all of which was paid during the period except for approximately $ 5 million settled in July 2024. All share repurchases were funded through available cash and commercial paper issuances. As of June 30, 2024, we have approximately $ 3.4 billion in remaining share repurchase capacity.
Note 12. Commitments and Contingencies
Legal Proceedings
We routinely are involved in various pending or threatened legal proceedings, claims, disputes, regulatory matters and governmental inquiries, inspections or investigations arising in the ordinary course of or incidental to our business, including those noted below in this section. We record provisions in the consolidated financial statements for pending legal matters when we determine that an unfavorable outcome is probable, and the amount of the loss can be reasonably estimated. For matters we have not provided for that are reasonably possible to result in an unfavorable outcome, management is unable to estimate the possible loss or range of loss or such amounts have been determined to be immaterial. At present we believe that the ultimate outcome of these legal proceedings and regulatory and governmental matters, individually and in the aggregate, will not materially harm our financial position, results of operations or cash flows. However, legal proceedings and regulatory and governmental matters are subject to inherent uncertainties, and unfavorable rulings or other events could occur. Unfavorable resolutions could involve substantial fines, civil or criminal penalties, and other expenditures. In addition, in matters for which conduct remedies are sought, unfavorable resolutions could include an injunction or other order prohibiting us from selling one or more products at all or in particular ways, precluding particular business practices or requiring other equitable remedies. An unfavorable outcome might result in a material adverse impact on our business, results of operations or financial position.
On April 1, 2015, the U.S. Commodity Futures Trading Commission ("CFTC") filed a complaint against Kraft Foods Group and Mondelēz Global LLC (“Mondelēz Global”) in the U.S. District Court for the Northern District of Illinois (the "District Court") related to the trading of December 2011 wheat futures contracts that occurred prior to the spin-off of Kraft Foods Group. The complaint alleged that Mondelēz Global: (1) manipulated or attempted to manipulate the wheat markets during the fall of 2011; (2) violated position limit levels for wheat futures; and (3) engaged in non-competitive trades. On May 13, 2022, the District Court approved a settlement agreement between the CFTC and Mondelēz Global. The terms of the settlement, which are available in the District Court’s docket, had an immaterial impact on our financial position, results of operations and cash flows and did not include an admission by Mondelēz Global. Several class action complaints also were filed against Mondelēz Global in the District Court by investors who copied and expanded upon the CFTC allegations in a series of private claims for monetary damages as well as injunctive, declaratory, and other unspecified relief. In June 2015, these suits were consolidated in the United States District Court for the Northern District of Illinois as case number 15-cv-2937, Harry Ploss et al. v. Kraft Foods Group, Inc. and Mondelēz Global LLC. On January 3, 2020, the District Court granted plaintiffs' request to certify a class. In November 2022, the District Court adjourned the trial date it had previously set for November 30, 2022 and ordered the parties to brief Kraft’s motions to decertify the class and for summary judgment, which has been completed. 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 class action.
As previously disclosed, in November 2019, the European Commission informed us that it initiated an investigation into our alleged infringement of European Union competition law through certain practices allegedly restricting cross-border trade within the European Economic Area. On January 28, 2021, the European Commission announced it had taken the next procedural step in its investigation and opened formal proceedings. As previously disclosed, we have been cooperating with the investigation. In the fourth quarter of 2022, we had accrued (in accordance with U.S. GAAP), on a pre-tax basis, a liability of € 300 million ($ 321 million) within other current liabilities in the consolidated balance sheet and selling, general and administrative expenses in the consolidated statement of earnings as an estimate of the possible cost to resolve this matter. During the fourth quarter of 2023, we adjusted our accrual to a liability of € 340 million ($ 375 million). In the second quarter of 2024, we reached a
23
Table of Contents
negotiated resolution in this matter and adjusted our accrual from a liability of € 340 million to € 337.5 million ($ 362 million), on a pre-tax basis. Pursuant to the agreed settlement, we plan to make payment in August 2024. We do not anticipate any modification of our business practices and agreements that would have a material impact on our ongoing business operations within the European Union.
Third-Party Guarantees
We enter into third-party guarantees primarily to cover long-term obligations of our vendors. As part of these transactions, we guarantee that third parties will make contractual payments or achieve performance measures. As of June 30, 2024 and December 31, 2023, we had no material third-party guarantees recorded on our condensed consolidated balance sheet.
Tax Matters
We are a party to various tax matter proceedings incidental to our business. These proceedings are subject to inherent uncertainties, and unfavorable outcomes could subject us to additional tax liabilities and could materially adversely impact our business, results of operations or financial position.
24
Table of Contents
Note 13. Reclassifications from Accumulated Other Comprehensive Income
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)/gains of $( 2 ) million in the second quarter of 2024 and $ 11 million in the second quarter of 2023 and $ 21 million in the first six months of 2024 and $ 41 million in the first six months of 2023.
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions)
Currency Translation Adjustments:
Balance at beginning of period $ ( 9,790 ) $ ( 9,659 ) $ ( 9,574 ) $ ( 9,808 )
Currency translation adjustments ( 408 ) 139 ( 590 ) 312
Tax (expense)/benefit 19 7 ( 21 ) ( 15 )
Other comprehensive earnings/(losses) ( 389 ) 146 ( 611 ) 297
Less: other comprehensive (earnings)/loss attributable to noncontrolling interests 2 8 8 6
Balance at end of period ( 10,177 ) ( 9,505 ) ( 10,177 ) ( 9,505 )
Pension and Other Benefit Plans:
Balance at beginning of period $ ( 1,285 ) $ ( 1,111 ) $ ( 1,323 ) $ ( 1,105 )
Net actuarial gain/(loss) arising during period ( 1 ) ( 1 ) ( 6 ) 1
Tax (expense)/benefit on net actuarial gain/(loss) 1 — 1 —
Losses/(gains) reclassified into net earnings:
Amortization of experience losses and prior service costs (1)
14 5 26 13
Settlement losses and other expenses (1)
— 3 6 8
Tax expense/(benefit) on reclassifications (3)
( 4 ) ( 3 ) ( 8 ) ( 6 )
Currency impact ( 2 ) ( 26 ) 27 ( 44 )
Other comprehensive earnings/(losses) 8 ( 22 ) 46 ( 28 )
Balance at end of period ( 1,277 ) ( 1,133 ) ( 1,277 ) ( 1,133 )
Derivative Cash Flow Hedges:
Balance at beginning of period $ ( 57 ) $ ( 44 ) $ ( 49 ) $ ( 34 )
Net derivative gains/(losses) 1 ( 38 ) 26 ( 66 )
Tax (expense)/benefit on net derivative gain/(loss) 3 4 6 1
Losses/(gains) reclassified into net earnings:
Interest rate contracts (2)
( 7 ) 5 ( 43 ) 23
Tax expense/(benefit) on reclassifications (3)
( 1 ) 1 ( 2 ) 3
Currency impact — — 1 1
Other comprehensive earnings/(losses) ( 4 ) ( 28 ) ( 12 ) ( 38 )
Balance at end of period ( 61 ) ( 72 ) ( 61 ) ( 72 )
Accumulated other comprehensive income attributable to Mondelēz International:
Balance at beginning of period $ ( 11,132 ) $ ( 10,814 ) $ ( 10,946 ) $ ( 10,947 )
Total other comprehensive earnings/(losses) ( 385 ) 96 ( 577 ) 231
Less: other comprehensive (earnings)/loss attributable to noncontrolling interests 2 8 8 6
Other comprehensive earnings/(losses) attributable to Mondelēz International ( 383 ) 104 ( 569 ) 237
Balance at end of period $ ( 11,515 ) $ ( 10,710 ) $ ( 11,515 ) $ ( 10,710 )
(1) These reclassified losses are included in net periodic benefit costs disclosed in Note 10, Benefit Plans .
(2) These reclassified gains or losses are recorded within interest and other expense, net.
(3) Taxes reclassified to earnings are recorded within the provision for income taxes.
25
Table of Contents
Note 14. Income Taxes
As of the second quarter of 2024, our estimated annual effective tax rate, which excludes discrete tax impacts, was 27.8 %. This rate reflected the impact of unfavorable foreign provisions under U.S. tax laws as well as the net unfavorable impact attributable to jurisdictional mix of pre-tax income and applicable tax rates. Our 2024 second quarter effective tax rate was 34.7 % and includes discrete tax impacts in connection with unrealized gains and losses on hedging activities. Excluding these impacts, our effective tax rate for the three months ended June 30, 2024 was 28.5 %. The 28.5 % reflects the impact of unfavorable foreign provisions under U.S. tax laws as well as the net unfavorable impact attributable to jurisdictional mix of pre-tax income and applicable tax rates. Our effective tax rate for the six months ended June 30, 2024 of 26.2 % also includes discrete tax impacts in connection with unrealized gains and losses on hedging activities. Excluding these impacts, our effective tax rate for the six months ended June 30, 2024 was 27.2 %. The 27.2 % reflects the impact of unfavorable foreign provisions under U.S. tax laws as well as the net unfavorable impact attributable to jurisdictional mix of pre-tax income and applicable tax rates.
As of the second quarter of 2023, our estimated annual effective tax rate, which excluded discrete tax impacts, was 24.6 %. This rate reflected the impact of unfavorable foreign provisions under U.S. tax laws partially offset by favorable impacts from the mix of pre-tax income as well as applicable tax rates in various non-U.S. jurisdictions. Our 2023 second quarter effective tax rate of 23.1 % included a net tax benefit related to gains and losses on KDP marketable securities and a net tax expense incurred in connection with unrealized gains and losses on hedging activities as well as other discrete net tax expense. Our effective tax rate for the six months ended June 30, 2023 of 27.3 % was higher due to a $ 127 million net tax expense incurred in connection with the KDP share sale during the first quarter (the earnings are reported separately on our statement of earnings and thus not included in earnings before income taxes). Excluding this impact, our effective tax rate for the six months ended June 30, 2023 was 23.6 %. The 23.6 % rate also included net tax expense related to gains and losses on KDP marketable securities as well as the associated pre-tax impacts.
Note 15. Earnings per Share
Basic and diluted earnings per share (EPS) were calculated as follows:
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions, except per share data)
Net earnings $ 603 $ 941 $ 2,019 $ 3,030
less: Noncontrolling interest earnings
( 2 ) 3 ( 6 ) ( 5 )
Net earnings attributable to Mondelēz International $ 601 $ 944 $ 2,013 $ 3,025
Weighted-average shares for basic EPS 1,343 1,364 1,346 1,365
Plus incremental shares from assumed conversions
of stock options and long-term incentive plan shares 5 8 6 7
Weighted-average shares for diluted EPS 1,348 1,372 1,352 1,372
Basic earnings per share attributable to
Mondelēz International $ 0.45 $ 0.69 $ 1.50 $ 2.22
Diluted earnings per share attributable to
Mondelēz International $ 0.45 $ 0.69 $ 1.49 $ 2.20
We exclude antidilutive Mondelēz International stock options and long-term incentive plan shares from our calculation of weighted-average shares for diluted EPS. We excluded antidilutive stock options and performance share units of 4.2 million for the three months ended June 30, 2024 and 2.8 million for the three months ended June 30, 2023 and 3.4 million for the six months ended June 30, 2024 and 2.7 million for the six months ended June 30, 2023.
26
Table of Contents
Note 16. Segment Reporting
We manufacture and market primarily snack food products, including chocolate, biscuits and baked snacks, as well as gum & candy, cheese & grocery and powdered beverages. We manage our global business and report operating results through geographic units. We manage our operations by region to leverage regional operating scale, manage different and changing business environments more effectively and pursue growth opportunities as they arise across our key markets. Our regional management teams have responsibility for the business, product categories and financial results in the regions.
Our operations and management structure are organized into four operating segments:
• Latin America
• AMEA
• Europe
• North America
We use segment operating income to evaluate segment performance and allocate resources. We believe it is appropriate to disclose this measure to help investors analyze segment performance and trends. Segment operating income excludes unrealized gains and losses on hedging activities (which are a component of cost of sales), general corporate expenses (which are a component of selling, general and administrative expenses), amortization of intangibles, gains and losses on divestitures and acquisition-related costs (which are a component of selling, general and administrative expenses) in all periods presented. We exclude these items from segment operating income in order to provide better transparency of our segment operating results. Furthermore, we centrally manage benefit plan non-service income and interest and other expense, net. Accordingly, we do not present these items by segment because they are excluded from the segment profitability measure that management reviews.
Our reconciliation of segment net revenues and earnings to consolidated financial statement totals were:
For the Three Months Ended
June 30, For the Six Months Ended
June 30,
2024 2023 2024 2023
(in millions)
Net revenues:
Latin America $ 1,232 $ 1,228 $ 2,551 $ 2,439
AMEA 1,587 1,609 3,537 3,548
Europe 2,874 2,926 6,242 6,233
North America 2,650 2,744 5,303 5,453
Net revenues $ 8,343 $ 8,507 $ 17,633 $ 17,673
Earnings before income taxes:
Segment operating income:
Latin America $ 144 $ 134 $ 301 $ 273
AMEA 290 207 701 567
Europe 550 449 1,141 956
North America 545 580 1,094 1,146
Unrealized (losses)/gains on hedging activities
(mark-to-market impacts) ( 571 ) 171 553 220
General corporate expenses ( 67 ) ( 79 ) ( 134 ) ( 156 )
Amortization of intangible assets ( 37 ) ( 37 ) ( 75 ) ( 76 )
Operating income 854 1,425 3,581 2,930
Benefit plan non-service income 28 22 51 41
Interest and other expense, net ( 32 ) ( 97 ) ( 100 ) ( 192 )
(Loss)/gain on marketable securities
— ( 189 ) — 607
Earnings before income taxes $ 850 $ 1,161 $ 3,532 $ 3,386
27
Table of Contents
Items impacting our segment operating results are discussed in Note 1, Basis of Presentation , Note 2, 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 additional information on our interest and other expense, net for each period.
Net revenues by product category were:
For the Three Months Ended June 30, 2024
Latin
America AMEA Europe North
America Total
(in millions)
Biscuits & Baked Snacks $ 310 $ 560 $ 1,093 $ 2,394 $ 4,357
Chocolate 304 579 1,293 57 2,233
Gum & Candy 381 237 140 199 957
Beverages 114 124 28 — 266
Cheese & Grocery 123 87 320 — 530
Total net revenues $ 1,232 $ 1,587 $ 2,874 $ 2,650 $ 8,343
For the Three Months Ended June 30, 2023
Latin
America AMEA Europe North
America Total
(in millions)
Biscuits & Baked Snacks $ 309 $ 570 $ 1,129 $ 2,383 $ 4,391
Chocolate 316 563 1,241 56 2,176
Gum & Candy 368 235 220 305 1,128
Beverages 112 150 26 — 288
Cheese & Grocery 123 91 310 — 524
Total net revenues
$ 1,228 $ 1,609 $ 2,926 $ 2,744 $ 8,507
For the Six Months Ended June 30, 2024
Latin
America AMEA Europe North
America Total
(in millions)
Biscuits $ 596 $ 1,204 $ 2,123 $ 4,733 $ 8,656
Chocolate 686 1,350 3,063 148 5,247
Gum & Candy 774 471 346 422 2,013
Beverages 244 313 62 — 619
Cheese & Grocery 251 199 648 — 1,098
Total net revenues
$ 2,551 $ 3,537 $ 6,242 $ 5,303 $ 17,633
For the Six Months Ended June 30, 2023
Latin
America AMEA Europe North
America Total
(in millions)
Biscuits $ 585 $ 1,239 $ 2,191 $ 4,696 $ 8,711
Chocolate 684 1,310 2,911 140 5,045
Gum & Candy 716 441 453 617 2,227
Beverages 223 358 59 — 640
Cheese & Grocery 231 200 619 — 1,050
Total net revenues $ 2,439 $ 3,548 $ 6,233 $ 5,453 $ 17,673
28
Table of Contents