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OFFON

MONDELEZ INTERNATIONAL, INC.

(MDLZ)
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MONDELEZ INTERNATIONAL, INC. : Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

10/12/2021 | 04:10pm EST

Item 7.01. Regulation FD Disclosure.


Mondel?z International, Inc. and subsidiaries (collectively, "we," "our" or
"Mondel?z International") are furnishing this current report to provide
supplemental non-GAAP financial information related to the retrospective impact
of our participation in a secondary offering of Keurig Dr Pepper Inc. ("KDP")
shares on June 7, 2021. We sold approximately 28 million shares, which reduced
our ownership interest by 2.0% to 6.4% of the total outstanding shares.

Due to our reporting of KDP's results on a one-quarter lag basis, the impact of
the sale of these shares will affect our non-GAAP financial results beginning
with our third quarter ended September 30, 2021. Consistent with our definitions
of our non-GAAP financial measures, we will reflect this partial sale of our
equity method investment in KDP as a divestiture. This change will result in the
recasting of our historical non-GAAP financial results and provides additional
information to facilitate comparisons of historical operating results, identify
trends in our underlying operating results, and provide additional insight and
transparency on how we evaluate our business.

Change to our Historical Non-GAAP Financial Results in connection with our Sale of KDP shares


As previously disclosed in our Quarterly Report on Form 10-Q for the three
months ended June 30, 2021, we participated in a secondary offering of KDP
shares on June 7, 2021. We sold approximately 28 million shares, which reduced
our ownership interest by 2.0% to 6.4% 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.

We consider the 2.0% ownership reduction resulting from this sale of shares a
partial sale of our equity method investment in KDP. Consistent with our
definitions of our non-GAAP financial measures, we consider this sale to be a
divestiture. Due to our reporting of KDP's results on a one-quarter lag basis,
the impact of the sale of these shares will affect our non-GAAP financial
results beginning with the third quarter ended September 30, 2021. Therefore, we
will remove the equity method investment net earnings results related to this
partial sale of our equity method investment in KDP from our non-GAAP financial
results for Adjusted EPS for all historical periods presented. Our U.S. GAAP
results, which include our historical equity method investment net earnings from
KDP, will not change from what was previously reported.

Recast Amounts Reflecting Changes in Historical Non-GAAP Results


The change to our non-GAAP financial results for Adjusted EPS described above
does not affect our non-GAAP financial results for Organic Net Revenue, Adjusted
Gross Profit or Adjusted Operating Income for any period. This supplemental
disclosure does not amend any disclosure contained in any of our prior SEC
filings. See the chart below and Exhibit 99.1 for the unaudited GAAP and recast
non-GAAP financial information for the first and second quarter of 2021, all
quarters of 2020 and 2019, the first half of 2021 and the years ended
December 31, 2020, and 2019.

                 Mondel?z International, Inc. and Subsidiaries

              Recast Amounts Reflecting Change Due to Divestiture

              (in millions of U.S. dollars, except per share data)

                                  (Unaudited)



                                2019        2020        2021                         2019                                          2020                               2021
                                 FY          FY          H1          Q1         Q2         Q3           Q4         Q1         Q2         Q3          Q4          Q1          Q2
Reported (GAAP)
Equity method investment net
earnings                       $   501     $   421     $   185     $  166   

$ 109 $ 114 $ 112 $ 121 $ 106 $ 84 $ 110 $ 78 $ 107 Provision for income taxes

           2       1,224         610        189        216        (633 )       230        148        341         391         344         212         398
Net earnings attributable to
Mondel?z International           3,929       3,555       2,039        967        803       1,426         733        736        544       1,119       1,156         961       1,078
Diluted earnings per share
attributable to Mondel?z
International                  $  2.69     $  2.47     $  1.44     $ 0.66     $ 0.55     $  0.98      $ 0.50     $ 0.51     $ 0.38     $  0.78     $  0.80     $  0.68     $  0.76
Adjusted (Non-GAAP) - As
Recast
Equity method investment net
earnings                       $   370     $   403     $   233     $  101   

$ 87 $ 90 $ 92 $ 100 $ 105 $ 95 $ 103 $ 127 $ 106 Provision for income taxes 843 883 485 198

     203         164         278        195        125         282         281         250         235
Net earnings attributable to
Mondel?z International           3,504       3,708       2,063        924        807         911         862        952        874         924         958       1,129         934
Diluted earnings per share
attributable to Mondel?z
International                  $  2.40     $  2.57     $  1.45     $ 0.63     $ 0.55     $  0.62      $ 0.59     $ 0.66     $ 0.61     $  0.64     $  0.67     $  0.79     $  0.66

--------------------------------------------------------------------------------

Financial Schedules


Exhibit 99.1 to this Form 8-K contains financial schedules that provide the
reconciliations for our recast non-GAAP financial results for Adjusted EPS, due
to the partial sale of our equity method investment in KDP, for the first and
second quarter of 2021, all quarters of 2020 and 2019, the first half of 2021
and the years ended December 31, 2020 and 2019.



• Schedule 1 provides reconciliations of the differences between the recast

Adjusted (non-GAAP) financial measures and their most directly comparable

reported (GAAP) financial measures. Equity method investment net earnings and

Provision for income taxes are components used to calculate net earnings and

     diluted earnings per share attributable to Mondel?z International.




•    Schedule 2 provides reconciliations between the reported diluted EPS
     attributable to Mondel?z International (GAAP) and the recast Adjusted EPS
     (non-GAAP) for comparative periods.

Non-GAAP Financial Measures


We use non-GAAP financial information and believe it is useful to investors as
it provides additional information to facilitate comparisons of historical
operating results, identify trends in our underlying operating results, and
provide additional insight and transparency on how we evaluate our business. For
additional information regarding our non-GAAP financial measures, see Exhibit
99.2.


Item 9.01. Financial Statements and Exhibits.

(d) The following exhibits are being furnished with this Current Report on Form 8-K.

99.1 Financial schedules - Unaudited GAAP and Non-GAAP Financial Information.

99.2 Non-GAAP Financial Measures - Additional Information.

104 The cover page from Mondel?z International, Inc.'s Current Report on Form

        8-K, formatted in Inline XBRL (included as Exhibit 101).



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