The following discussion and analysis contains forward-looking statements. It should be read in conjunction with the other sections of this Annual Report on Form 10-K, including the consolidated financial statements and related notes contained in Forward-Looking Statements and Item 1A, Risk Factors.
Overview of Business and Strategy
We make and sell primarily snacks, including biscuits (cookies, crackers and salted snacks), chocolate, gum & candy, as well as various cheese & grocery and powdered beverage products around the world. We aim to be the global leader in snacking. Our strategy is to drive long-term growth by focusing on three strategic priorities: accelerating consumer-centric growth, driving operational excellence and creating a winning growth culture. We believe the successful implementation of our strategic priorities and leveraging of our strong foundation of iconic global and local brands, an attractive global footprint, our market leadership in developed and emerging markets, our deep innovation, marketing and distribution capabilities, and our efficiency and sustainability efforts, will drive top- and bottom-line growth, enabling us to continue to create long-term value for our shareholders.
For more detailed information on our business and strategy, refer to Item 1, Business.
Recent Developments and Significant Items Affecting Comparability
COVID-19
We have been actively monitoring the outbreak of COVID-19 and its impact globally. Our highest priorities continue to be the safety of our employees and working with our employees and network of suppliers and customers to help maintain the global food supply chain.
During 2020, we experienced a significant increase in demand and revenue growth in certain markets as consumers increased their food purchases for in-home consumption. Results were particularly strong in modern trade (such as large grocery supermarkets and retail chains) and e-commerce, and especially for categories such as biscuits. Other parts of our business were negatively affected by mandated lockdowns and other related restrictions including some of our emerging markets with a greater concentration of traditional trade (such as small family-run stores) as well as our world travel retail (such as international duty-free stores) and foodservice businesses. During the second quarter especially, lockdowns and other related measures or restrictions had a negative impact on emerging markets with a greater concentration of traditional trade due to store closures (particularly in ourLatin America region as well as parts of our AMEA region) as well as in categories like gum and candy, which are more traditionally purchased and consumed out of home. In the second half of the year, demand grew in both developed and emerging markets as the negative impacts of COVID-19 during the second quarter subsided and a number of our key markets returned to higher growth. A sharp reduction in global travel continues to negatively impact our world travel retail business, and lower out-of-home consumption continues to negatively impact our foodservice business as well as sales of our gum and candy products. During 2020, we also experienced temporary disruptions in operations in some of our emerging markets that were not material to our consolidated results. We discuss these and other impacts of COVID-19 below. Our Employees, Customers and Communities We have taken a number of actions to promote the health and safety of our employees, customers and consumers, which is our first priority: •We implemented enhanced protocols to provide a safe and sanitary working environment for our employees. In many locations, our employees are working remotely whenever possible. For employees who are unable to work remotely, we have adopted a number of heightened protocols, consistent with those prescribed by theWorld Health Organization , related to social distancing (including staggering lunchtimes and shifts where possible and restricting in-person gatherings and non-essential travel) and enhanced hygiene and workplace sanitation. At a local level, we have also provided additional flexibility and support to employees in our manufacturing facilities, distribution and logistics operations and sales organization. •We have been hiring frontline employees in theU.S. and other locations to meet additional marketplace demand and promote uninterrupted functioning of our manufacturing, distribution and sales network. 31 -------------------------------------------------------------------------------- Table of Contents •We increased our$15 million global commitment to assist those most impacted by COVID-19 to approximately$28 million to date. We have been supporting local and global organizations that are responding to food instability and providing emergency relief. Our Supply Chain and Operations We operate in the food and beverages industry and are part of the global food supply chain. One of our main objectives during the pandemic is to maintain the availability of our products to meet the needs of our consumers. In response to increased demand, we have increased production and, to date, we have not experienced material disruptions in our supply chain or operations: •We were able to leverage learnings from our timely response to the initial outbreak inChina , and we put in place procedures across our supply chain to help mitigate the risk that our manufacturing sites will experience material closures or disruptions. •We have been able to continue to source raw ingredients, packaging, energy and transportation and deliver our products to our customers. •We have not experienced material disruptions in our workforce; however, mandatory and voluntary stay-at-home restrictions have resulted in increased levels of absenteeism. •Commodity costs have become more volatile due to the COVID-19 outbreak. Although we monitor our exposure to commodity prices and hedge against input price increases, we cannot fully hedge against changes in commodity costs, and our hedging strategies may not protect us from increases in specific raw material costs. We anticipate continued commodity cost volatility as the pandemic continues. •We have experienced temporary disruptions in operations in some of our emerging markets. The disruptions were not material to our consolidated results for 2020. In the future, the ongoing COVID-19 outbreak could disrupt our global supply chain, operations and routes to market or those of our suppliers, their suppliers, or our co-manufacturers or distributors. These disruptions or our failure to effectively respond to them could increase product or distribution costs, prices and potentially affect the availability of our products. •Our 2020 net revenue and net earnings inU.S. dollars were negatively affected by currency translation losses from a generally strongerU.S. dollar relative to other currencies in the countries in which we operate. •During the second quarter of 2020, we incurred higher operating costs primarily for labor, customer service and logistics, security, personal protective equipment and cleaning. In the second half of 2020, our spending in these areas was significantly less but still above pre-COVID levels. We continued to incur higher costs in these areas in response to the ongoing pandemic as we worked to protect our employees and deliver our products timely and safely to our customers. Most other aspects of our global supply chain and operations did not change materially during 2020. While we have not had material disruptions to date, we do not know whether or how our supply chain or operations may be negatively affected if the pandemic persists for an extended period or worsens. As we respond to this evolving situation, we intend to continue to execute on our strategic operating plans. However, disruptions, higher operating costs or uncertainties like those noted above could result in delays or modifications to our plans and initiatives. Our Liquidity We believe the steps we have taken to enhance our capital structure and liquidity over the last several years and months have strengthened our ability to operate through current conditions: •During 2019, we generated$4.0 billion of cash from operations, or$3.0 billion after deducting capital expenditures. •During 2020, we generated$4.0 billion of cash from operations, or$3.1 billion after capital expenditures. Also, as ofDecember 31, 2020 , we had$3.6 billion of cash and cash equivalents on hand. •During 2020, we also received cash of €350 million ($394 million ) from our participation in theJDE Peet's public share offerings and$2,094 million from our participation in the KDP secondary offering and subsequent KDP share sales (see additional information below and in Note 7, Equity Method Investments). •As a precautionary measure, in March, we also suspended our share repurchase program, which was reinstated during our fourth quarter. •In connection with various legislatively authorized tax payment deferral mechanisms available for income tax, indirect tax (such as value-added tax) and payroll tax in a number of jurisdictions, we were able to defer certain of these tax payments, which provided a cash benefit that reverses when the payments come due. Some of these payments were made in the fourth quarter of 2020; the remainder will come due in 2021 and 2022. The benefits associated with the deferral of these tax payments were not material to our financial statements. 32 -------------------------------------------------------------------------------- Table of Contents •Based on our current available cash and access to financing markets, we do not anticipate any issue funding our next long-term debt maturities of approximately$1.5 billion inOctober 2021 and approximately$0.3 billion inDecember 2021 and after paying approximately$0.8 billion of maturing debt inJanuary 2021 . •We also have access to short-term and long-term financing markets and have actively utilized these markets in 2020. During the initial outbreak of COVID-19 in March, we put supplemental short-term credit facilities in place, which we have since retired in full. We also continued to utilize the commercial paper markets inthe United States andEurope for flexible, low-cost, short-term financing. We also issued additional long-term debt several times in 2020 due to favorable market conditions and opportunities to shift a portion of our funding mix from short-term debt to long-term debt at a low cost. We continue to have$6.0 billion of undrawn credit facilities as well as other forms of short-term and long-term financing options available (refer to the Liquidity and Capital Resources section and Note 9, Debt and Borrowing Arrangements). We have been, and we expect to continue to be, in compliance with our debt covenants. Our Financial Position •We evaluated the realizability of our assets and whether there are any impairment indicators. We reviewed our receivables, inventory, right-of-use lease assets, long-lived assets, equity method and other long-term investments, deferred tax assets, goodwill and intangible assets. •In connection with the ongoing pandemic, we identified a decline in demand for certain of our brands, primarily in the gum category, that prompted additional evaluation of our indefinite-life intangible assets during the second quarter of 2020 in addition to our annual testing in the third quarter of 2020. In connection with the testing, we concluded that eight brands were impaired and we recorded$144 million of impairment charges in 2020. While we did not identify impairment triggers for other brands, there continues to be significant uncertainty due to the pandemic. If brand earnings expectations are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then a brand or brands could become impaired in the future. Refer to Note 6,Goodwill and Intangible Assets, for additional details on our intangible asset impairment evaluation. •Restructuring and implementation activities were in line with our Simplify to Grow Program strategic objectives. •Our equity investments inJDE Peet's and KDP give us additional financial flexibility. •We will continue to monitor the quality of our assets and our overall financial position over coming quarters. •We continue to maintain oversight over our core process controls through our centralized shared service model, and our key controls are operating as designed. While some of the initial impacts of the pandemic on our business moderated in the second half of 2020, the business and economic environment remains uncertain and additional impacts may arise that we cannot currently anticipate. Barring material business disruptions or other negative developments, we expect to continue to meet the demand of consumers for our snacks, food and beverage products. However, the elevated consumer demand we experienced primarily in some of our developed market countries in 2020 may not continue. We are unable to predict how long this sustained demand will last or how significant it will be. We expect the COVID-19 outbreak to result in lower revenues primarily in some of our emerging market countries that have a higher concentration of traditional trade outlets (such as small family-run stores), our gum and candy categories (which are more instant consumption in nature), as well as our world travel retail (such as international duty-free stores) and foodservice businesses. As we continue to proactively manage our business in response to the evolving impacts of the pandemic, we continue to communicate with and support our employees and customers; monitor and take steps to further safeguard our supply chain, operations, technology and assets; protect our liquidity and financial position; work toward our strategic priorities and monitor our financial performance as we seek to position the Company to withstand the current uncertainty related to this pandemic.
KDP and JDE Peet's Equity Method Investment Transactions
OnJuly 9, 2018 ,Keurig Green Mountain, Inc. ("Keurig") closed on its definitive merger agreement with Dr Pepper Snapple Group, Inc., and formed Keurig Dr Pepper Inc. (NYSE: "KDP"), a publicly traded company. Following the close of the transaction, our 24.2% investment in Keurig together with our shareholder loan receivable became a 13.8% investment in KDP. During 2018, we recorded a pre-tax gain of$778 million (or$586 million after-tax). In connection with the KDP transaction, in the third quarter of 2018, we changed our accounting principle to reflect our share of Keurig's historical and KDP's ongoing earnings on a one-quarter lag basis for all periods presented while we continue to record dividends when cash is received.
During 2019, we recognized a
33 -------------------------------------------------------------------------------- Table of Contents OnMarch 4, 2020 , we participated in a secondary offering of KDP shares and sold approximately 6.8 million shares, which reduced our ownership interest by 0.5% to 13.1% of the total outstanding shares. We received$185 million of proceeds and recorded a pre-tax gain of$71 million (or$54 million after-tax) during the first quarter of 2020. Subsequently, onAugust 3, 2020 , we sold approximately 14.1 million shares and onSeptember 9, 2020 , we sold approximately 12.5 million shares, which in the aggregate reduced our KDP ownership interest to 11.2% of total outstanding shares. During the third quarter of 2020, we received$777 million of proceeds and recorded pre-tax gains of$335 million (or$258 million after tax). OnNovember 17, 2020 , we sold approximately 40.0 million shares, which reduced our ownership interest by 2.8% to 8.4%. We received$1,132 million of proceeds and recorded a pre-tax gain of$459 million (or$350 million after tax) during the fourth quarter of 2020. The cash taxes associated with the KDP share sales were paid in 2020. During the second quarter of 2020, in connection with theJDE Peet's offering of its ordinary shares, we exchanged our 26.4% ownership interest in JDE for a 26.5% equity interest inJDE Peet's . OnMay 29, 2020 , we participated in theJDE Peet's offering and, with the subsequent exercise of the over-allotment option, we sold a total of approximately 11.1 million shares during the second quarter of 2020, retaining a 22.9% ownership interest inJDE Peet's . We received €350 million ($394 million ) of total proceeds from the sales ofJDE Peet's shares and we recorded a preliminary pre-tax gain of$121 million during the second quarter of 2020. We also incurred a$261 million tax expense that is payable in 2020 and 2021. During the third quarter of 2020, we increased our preliminary gain by$10 million to$131 million . During the fourth quarter of 2020, we reduced our tax expense by$11 million to$250 million . Consistent with our accounting for KDP and in connection withJDE Peet's becoming a public company, during the second quarter of 2020, we changed our accounting principle to reflect our share of JDE historical results andJDE Peet's ongoing results on a one-quarter lag basis while we continue to record dividends when cash is received. We determined a lag was preferable as it enables us to continue to report our quarterly and annual results on a timely basis and to record our share ofJDE Peet's ongoing results onceJDE Peet's has publicly reported its results. This change was applied retrospectively to all periods presented.
For additional information, refer to Note 7, Equity Method Investments, and Note 16, Income Taxes.
Swiss andU.S. Tax Reform OnAugust 6, 2019 ,Switzerland published changes to its Federal tax law in the Official Federal Collection of Laws. OnSeptember 27, 2019 , the Zurich Canton published their decision on theSeptember 1, 2019 Zurich Canton public vote regarding the Cantonal changes associated with the Swiss Federal tax law change. The intent of these tax law changes was to replace certain preferential tax regimes with a new set of internationally accepted measures that are hereafter referred to as "Swiss tax reform". Based on these Federal / Cantonal events, our position is the enactment of Swiss tax reform forU.S. GAAP purposes was met as ofSeptember 30, 2019 , and we recorded the impacts in the third quarter 2019. The net impact was a benefit of$767 million , which consisted of a$769 million reduction in deferred tax expense from an allowed step-up of intangible assets for tax purposes and remeasurement of our deferred tax balances, partially offset by a$2 million indirect tax impact in selling, general and administrative expenses. The ongoing impacts of these Swiss tax reform law changes became effectiveJanuary 1, 2020 .
On
See Note 16, Income Taxes, for more information on our annual effective tax
rates and Swiss and
Multiemployer Pension Plan Withdrawal
In 2018, we executed a complete withdrawal from theBakery and Confectionery Union and Industry International Pension Fund (the "Fund") and recorded a$429 million estimated withdrawal liability. OnJuly 11, 2019 , we received an undiscounted withdrawal liability assessment from the Fund totaling$526 million requiring pro-rata monthly payments over 20 years. We began making monthly payments during the third quarter of 2019. Within selling, general and administrative expenses, we recorded a$35 million ($26 million net of tax) adjustment related to the discounted withdrawal liability. Within interest and other expense, net, we recorded accreted interest on the long-term liability of$11 million in 2020,$12 million in 2019 and$6 million in 2018. As ofDecember 31, 2020 , the remaining discounted withdrawal liability was$375 million , with$14 million recorded in other current liabilities and$361 million recorded in long-term other liabilities. 34 -------------------------------------------------------------------------------- Table of Contents Summary of Results •Net revenues were approximately$26.6 billion in 2020 and$25.9 billion in 2019, an increase of 2.8% in 2020 and a decrease of 0.3% in 2019. In 2020, net revenues were significantly impacted by the COVID-19 outbreak and response. In developed markets, particularlyNorth America , demand for our products, primarily biscuits and chocolate, grew significantly as consumers increased their food purchases for in-home consumption. In some of our emerging markets, where we have a greater concentration of traditional trade, as well as in our gum and candy, world travel retail and foodservice businesses, where we sell products that are typically consumed away from home, net revenues were negatively affected by mandated lockdowns and other related restrictions. In the second half of the year the negative impacts we experienced from COVID-19, particularly during the second quarter, subsided, resulting in a return to revenue growth across a number of our key markets. -Net revenue increased in 2020, driven by higher net pricing, favorable volume/mix and incremental net revenues from our acquisitions of Give & Go in 2020 and Perfect Snacks in 2019. These items were partially offset by the significant impact of unfavorable currency translation, as theU.S. dollar strengthened against most currencies in which we operate compared to exchange rates in the prior year, as well as theMay 28, 2019 divestiture of most of our cheese business in theMiddle East andAfrica . -Net revenue decreased in 2019, driven by the impact of unfavorable currency translation and the impact of the divestiture of most of our cheese business in theMiddle East andAfrica . Net revenues were positively affected by higher net pricing and favorable volume/mix, as well as our acquisitions of Perfect Snacks in 2019 and Tate's Bake Shop in 2018. •Organic Net Revenue increased 3.7% to$26.8 billion in 2020 and increased 4.1% to$26.9 billion in 2019. While Organic Net Revenue in 2020 was impacted by the COVID-19 outbreak and response described above, Organic Net Revenue increased in both 2020 and 2019 due to higher net pricing and favorable volume/mix. Organic Net Revenue is on a constant currency basis and excludes revenue from acquisitions and divestitures. We use Organic Net Revenue as it provides improved year-over-year comparability of our underlying operating results (see the definition of Organic Net Revenue and our reconciliation with net revenues within Non-GAAP Financial Measures appearing later in this section). •Diluted EPS attributable to Mondel?z International decreased 8.2% to$2.47 in 2020 and increased 20.6% to$2.69 in 2019. -Diluted EPS decreased in 2020 primarily driven by lapping the prior-year benefit from Swiss tax reform, costs associated with theJDE Peet's transaction, loss on debt extinguishment, higher intangible asset impairment charges, unfavorable year-over-year mark-to-market impacts from currency and commodity derivatives, lapping a prior-year gain on divestiture, lapping the prior-year benefit from pension participation changes and the unfavorable impact on net earnings from divestitures. These factors were partially offset by gains on equity method investment transactions, higher Adjusted EPS, favorable change from the resolution of tax matters (a benefit in 2020 as compared to an expense in 2019), lower Simplify to Grow program costs and lower losses related to interest rate swaps. -Diluted EPS increased in 2019 primarily driven by the benefit from Swiss tax reform, lapping the prior-year impact from pension participation changes, operating gains, lower Simplify to Grow program costs, an increase in equity method investment earnings, lapping the prior-year loss on debt extinguishment, fewer shares outstanding, a gain on divestiture, lower interest expense and a benefit from current-year pension participation changes, partially offset by lapping the prior-year gain on equity method investment transactions, unfavorable currency translation, a loss related to interest rate swaps, the expense from the resolution of tax matters in 2019 and an unfavorable year-over-year change in mark-to-market impacts from currency and commodity derivatives. See our Discussion and Analysis of Historical Results appearing later in this section for further details. •Adjusted EPS increased 5.3% to$2.59 in 2020 and increased 4.2% to$2.46 in 2019. On a constant currency basis, Adjusted EPS increased 6.5% to$2.62 in 2020 and increased 11.0% to$2.62 in 2019. -For 2020, operating gains, an increase in benefit plan non-service income and fewer shares outstanding, partially offset by unfavorable currency translation and a decrease in equity method investment earnings drove the Adjusted EPS growth. -For 2019, operating gains, increased equity method investment earnings, fewer shares outstanding, lower interest expense and lower taxes, partially offset by unfavorable currency translation drove the Adjusted EPS growth. 35 -------------------------------------------------------------------------------- Table of Contents Adjusted EPS and Adjusted EPS on a constant currency basis are non-GAAP financial measures. We use these measures as they provide improved year-over-year comparability of our underlying results (see the definition of Adjusted EPS and our reconciliation with diluted EPS within Non-GAAP Financial Measures appearing later in this section).
Financial Outlook
We seek to achieve profitable, long-term growth and manage our business to attain this goal using our key operating metrics: Organic Net Revenue, Adjusted Operating Income and Adjusted EPS. We use these non-GAAP financial metrics and related computations, particularly growth in profit dollars, to evaluate and manage our business and to plan and make near-and long-term operating and strategic decisions. As such, we believe these metrics are useful to investors as they provide supplemental information in addition to ourU.S. Generally Accepted Accounting Principles ("U.S. GAAP") financial results. We believe it is useful to provide investors with the same financial information that we use internally to make comparisons of our historical operating results, identify trends in our underlying operating results and evaluate our business. We believe our non-GAAP financial measures should always be considered in relation to our GAAP results. We have provided reconciliations between our GAAP and non-GAAP financial measures in Non-GAAP Financial Measures, which appears later in this section.
In addition to monitoring our key operating metrics, we monitor a number of developments and trends that could impact our revenue and profitability objectives.
COVID-19 - We continue to monitor and respond to the COVID-19 outbreak. While its full impact is not yet known, it has had a material negative effect on economic conditions globally and could have a material negative effect on our business and results in the future, particularly if there are significant adverse changes to consumer demand or significant disruptions to the supply, production or distribution of our products or the credit or financial stability of our customers and other business partners. An economic or credit crisis could occur and impair credit availability and our ability to raise capital when needed. A disruption in the financial markets may also have a negative effect on our derivative counterparties and could also impair our banking or other business partners, on whom we rely for access to capital and as counterparties for a number of our derivative contracts. Any of these and other developments could materially harm our business, results of operations and financial condition. We will continue to prioritize the safety of our employees and consumers. As we manage operations during the pandemic, we may continue to incur increased labor, customer service, logistics and other costs. As consumer demand for our products evolves, we could see continued shifts in product mix that could have a negative impact on our results. As discussed in Recent Developments and Significant Items Affecting Comparability, we are working to mitigate any negative impacts to our business from the COVID-19 outbreak, but we may not be able to fully predict or respond to all impacts on a timely basis to prevent near- and long-term adverse impacts to our results. Demand - We monitor consumer spending and our market share within the food and beverage categories in which we sell our products. While gum and candy category growth was down due to less on-the-go consumption, the overall snack category continued to grow in 2020, in part due to increased consumer demand for snacks purchases for in-home consumption during the COVID-19 outbreak. As part of our strategic plan, we seek to drive category growth by leveraging our local and consumer-focused commercial approach, making investments in our brand and snacks portfolio, building strong routes to market in both emerging and developed markets and improving our availability across multiple channels. We believe these actions will help drive demand in our categories and strengthen our positions across markets. Long-Term Demographics and Consumer Trends - Snack food consumption is highly correlated to GDP growth, urbanization of populations and rising discretionary income levels associated with a growing middle class, particularly in emerging markets. Our recent research underscores the growth of snacking worldwide and how behavior, sentiment and routines surrounding food are being reshaped by COVID-19. Snacking, which was already increasing among consumers, has accelerated further in 2020 as consumers spend more time at home, according to the second annual State of Snacking report, commissioned by Mondel?z International and issued inNovember 2020 . The report was conducted in conjunction with consumer poll specialist The Harris Poll and summarizes the findings from interviews with thousands of consumers across 12 countries. The report shows that consumers see snacking as an important source of comfort, connection and community, especially during the past year. For many, snacking offers moments of satisfaction and peace, with a majority of respondents noting it has helped distract them from a challenging year. 36 -------------------------------------------------------------------------------- Table of Contents Volatility of Global Markets - Our growth strategy depends in part on our ability to expand our operations, including in emerging markets. Some emerging markets have greater political, economic and currency volatility and greater vulnerability to infrastructure and labor disruptions. Volatility in these markets affects demand for and the costs of our products and requires frequent changes in how we operate our business. As further discussed in COVID-19 above and in Item 7A, Quantitative and Qualitative Disclosures about Market Risk, volatility in global consumer, commodity, currency and capital markets increased significantly during 2020 and is expected to continue until the COVID-19 outbreak is largely resolved. See also below for a discussion of Brexit as well as Argentina, which was designated a highly inflationary economy in 2018. In addition, the imposition of increased or new tariffs, quotas, trade barriers or similar restrictions on our sales or key commodities and potential changes inU.S. trade programs, trade relations, regulations, taxes or fiscal policies might negatively affect our sales or profitability. To help mitigate adverse effects of ongoing volatility across markets, we aim to protect profitability through the management of costs (including hedging) and pricing as well as targeted investments in our brands and new routes to market. Competition - We operate in highly competitive markets that include global, regional and local competitors. Our advantaged geographic footprint, operating scale and portfolio of brands have all significantly contributed to building our market-leading positions across most of the product categories in which we sell. To grow and maintain our market positions, we focus on meeting consumer needs and preferences through a local-first commercial focus, new digital and other sales and marketing initiatives, product innovation and high standards of product quality. We also continue to optimize our manufacturing and other operations and invest in our brands through ongoing research and development, advertising, marketing and consumer promotions. Pricing - Our net revenue growth and profitability may be affected as we adjust prices to address new conditions. We adjust our product prices based on a number of variables including demand, the competitive environment and changes in our product input costs. We generally have increased prices in response to higher commodity costs, currency and other market factors. In 2021, we anticipate changing market conditions to continue to impact pricing. Price changes may affect net revenues or market share in the near term as the market adjusts to changes in input costs and other market conditions. Operating Costs - Our operating costs include raw materials, labor, selling, general and administrative expenses, taxes, currency impacts and financing costs. We manage these costs through cost saving and productivity initiatives, sourcing and hedging programs, pricing actions, refinancing and tax planning. To remain competitive on our operating structure, we continue to work on programs to expand our profitability, such as our Simplify to Grow Program, which is designed to bring about significant reductions in our operating cost structure in both our supply chain and overhead costs. Taxes - We continue to monitor existing and potential future tax reform. During the third quarter of 2019, we recorded the impact of Swiss tax reform and we will continue to monitor for any additional interpretative guidance that could result in changes to the amounts we have recorded. Inthe United States , while the 2017 U.S. tax reform reduced theU.S. corporate tax rate and included some beneficial provisions, other provisions have, and will continue to have, an adverse effect on our results. Currency - As a global company with 73.2% of our net revenues generated outsidethe United States , we are continually exposed to changes in global economic conditions and currency movements. While we hedge significant forecasted currency exchange transactions as well as currency translation impacts from certain net assets of our non-U.S. operations, including theUnited Kingdom , we cannot fully predict or eliminate all adverse impacts arising from changes in currency exchange rates on our consolidated financial results. To partially offset currency translation impacts arising from our overseas operations, we enter into net investment hedges primarily in the form of local currency-denominated debt, cross-currency swaps and other financial instruments. While we work to mitigate our exposure to currency risks, factors such as continued global and local market volatility, actions by foreign governments, political uncertainty, limited hedging opportunities and other factors could lead to unfavorable currency impacts in the future and could adversely affect our results of operations or financial position. See additional discussion of Brexit and Argentina below and refer also to Note 1, Summary of Significant Accounting Policies - Currency Translation and Highly Inflationary Accounting, and Note 10, Financial Instruments, for additional information on how we manage currency and related risks. As currency movements can make comparison of year-over-year operating performance challenging, we isolate the impact of currency and also report growth on a constant currency basis, holding prior-year currency exchange rates constant, so that prior-year and current-year results can be compared on a consistent basis. 37 -------------------------------------------------------------------------------- Table of Contents Brexit - OnDecember 24, 2020 , theEuropean Union and theUnited Kingdom reached an agreement on a new trade arrangement that became effective onJanuary 1, 2021 . Main trade provisions include the continuation of no tariffs or quotas on trade between theU.K. and E.U. so long as we meet prescribed trade terms. We will also need to meet product and labeling standards for both theU.K. and E.U. and we have already begun to introduce these changes gradually. TheU.K. may also set its own trade policies with countries such asthe United States ,Australia and New Zealand that currently do not have free trade agreements with the E.U. Cross-border trade between theU.K. and E.U. will be subject to new customs regulations, documentation and reviews. To date, we have not experienced significant delays atU.K. -E.U. border crossings, however, we anticipate increased shipping costs and near-term delays because of the need for ongoing customs inspections and related procedures. Our supply chain in this market relies on imports of raw and packaging materials as well as finished goods. Volatility in foreign currencies and other markets may also arise as theU.K. and E.U. work though the new trade arrangements. Once the new rules are formalized, there could be other near- or long-term negative impacts. We have been taking protective measures to limit disruptions to our supply chain and sales to limit potential negative impacts on our results of operations, financial condition and cash flows. We continue to increase our resources in customer service & logistics as well as in our factories and on our customs support teams. We are adapting our systems and processes for new and increased customs transactions. We continue to enhance resilience plans to aid in dealing with anticipated border delays. We are working to address new regulatory requirements such as packaging changes. Also, we continue to closely monitor and manage our inventory levels of imported raw materials, packaging and finished goods in theU.K. Any disagreements on trade terms or supply chain or distribution delays or other disruptions could negatively affect ourU.K. business. In 2020, we generated 9.0% of our net revenues in the U.K. Argentina - as further discussed in Note 1, Summary of Significant Accounting Policies - Currency Translation and Highly Inflationary Accounting, onJuly 1, 2018 , we began to apply highly inflationary accounting for our Argentinean subsidiaries. As a result, we recorded a remeasurement loss of$9 million in 2020, a remeasurement gain of$4 million in 2019 and a remeasurement loss of$11 million in 2018 within selling, general and administrative expenses related to the revaluation of the Argentinean peso denominated net monetary position over these periods. The mix of monetary assets and liabilities and the exchange rate to convert Argentinean pesos toU.S. dollars could change over time, so it is difficult to predict the overall impact of the Argentina highly inflationary accounting on future net earnings. Financing Costs - We regularly evaluate our variable and fixed-rate debt. We continue to use low-cost, short- and long-term debt to finance our ongoing working capital, capital expenditures and other investments, dividends and share repurchases. We continued to secure low-cost short and long-term debt during 2020. We continue to use interest rate swaps and other financial instruments to manage our exposure to interest rate and cash flow variability, protect the value of our existing currency assets and liabilities and protect the value of our debt. We also enter into cross-currency interest rate swaps and forwards to hedge our non-U.S. net investments against adverse movements in exchange rates. Our net investment hedge derivative contracts have had and are expected to have a favorable impact and reduce some of the financing costs and related currency impacts within our interest costs. Refer to Note 9, Debt and Borrowing Arrangements, and Note 10, Financial Instruments, for additional information on our debt and derivative activity. Cybersecurity Risks - We continue to devote focused resources to network security, backup and disaster recovery, enhanced training and other security measures to protect our systems and data. We also focus on enhancing the monitoring and detection of threats in our environment, including but not limited to the manufacturing environment and operational technologies, as well as adjusting information security controls based on updated threats. While we have taken a number of security measures to protect our systems and data, security measures cannot provide absolute certainty or guarantee that we will be successful in preventing or responding to every breach or disruption on a timely basis. 38 -------------------------------------------------------------------------------- Table of Contents Discussion and Analysis of Historical Results
Items Affecting Comparability of Financial Results
The following table includes significant income or (expense) items that affected the comparability of our results of operations and our effective tax rates. Please refer to the notes to the consolidated financial statements indicated below for more information. Refer also to the Consolidated Results of Operations -Net Earnings and Earnings per Share Attributable to Mondel?z International table for the after-tax per share impacts of these items. For the Years Ended December 31, See Note 2020 2019 2018 (in millions, except percentages)
Simplify to Grow Program Note 8 Restructuring Charges$ (156) $ (176) $ (316) Implementation Charges (207) (272) (315) Intangible asset impairment charges Note 6 (144) (57) (68) Mark-to-market gains from derivatives (1) Note 10 19 90 142 Acquisition and divestiture-related costs Note 2 Acquisition integration costs (4) - (3) Acquisition-related costs (15) (3) (13) Divestiture-related costs (4) (6) 1 Net gain on divestiture - 44 - Costs associated with JDE Peet's transaction Note 7 (48) - - Remeasurement of net monetary position (9) 4 (11) Impact from pension participation changes (1) Note 11 (11) 29 (429) Impact from resolution of tax matters (1) Note 14 48 (85) 11 CEO transition remuneration (2) - (9) (22) (Loss)/gain related to interest rate swaps Note 9 & 10 (103) (111) 10 Loss on debt extinguishment Note 9 (185) - (140) Swiss tax reform net impacts Note 16 - 767 - U.S. tax reform discrete net tax impacts Note 16 - (5) (19) Gain/(loss) on equity method Note 7 989 (2) 778 investment transactions (3) Equity method investee items (4) (92) (48) 32 Effective tax rate Note 16 36.2 % 0.1 % 27.2 % (1)Includes impacts recorded in operating income and interest expense and other, net. (2)Please see the Non-GAAP Financial Measures section at the end of this item for additional information. (3)Gain/(loss) on equity method investment transactions is recorded outside pre-tax operating results on the consolidated statement of earnings. (4)Includes our proportionate share of significant operating and non-operating items recorded by ourJDE Peet's and KDP equity method investees, including acquisition and divestiture-related costs and restructuring program costs. 39 -------------------------------------------------------------------------------- Table of Contents Consolidated Results of Operations
The following discussion compares our consolidated results of operations for 2020 with 2019 and 2019 with 2018.
2020 compared with 2019 For the Years Ended December 31, 2020 2019 $ change % change (in millions, except per share data) Net revenues$ 26,581 $ 25,868 $ 713 2.8 % Operating income 3,853 3,843 10 0.3 % Earnings from continuing operations 3,569 3,944 (375) (9.5) %
Net earnings attributable to
Mondel?z International 3,555 3,929 (374) (9.5) %
Diluted earnings per share attributable to
Mondel?z International 2.47 2.69 (0.22) (8.2) % Net Revenues - Net revenues increased$713 million (2.8%) to$26,581 million in 2020, and Organic Net Revenue increased$960 million (3.7%) to$26,773 million . Developed markets net revenue increased 8.0% and developed markets Organic Net Revenue increased 4.5%. Emerging markets net revenues decreased 6.0%, including an unfavorable currency impact, and emerging markets Organic Net Revenue increased 2.3%. The underlying changes in net revenues and Organic Net Revenue are detailed below: 2020 Change in net revenues (by percentage point) Total change in net revenues 2.8 %
Add back the following items affecting comparability: Unfavorable currency
2.4 pp Impact of divestiture 0.2 pp Impact of acquisitions (1.7) pp Total change in Organic Net Revenue (1) 3.7 % Higher net pricing 1.9 pp Favorable volume/mix 1.8 pp
(1)Please see the Non-GAAP Financial Measures section at the end of this item.
Net revenues were higher in developed markets, particularlyNorth America , where due to the COVID-19 outbreak and response, demand for our products, primarily biscuits and chocolate, grew significantly as consumers increased their food purchases for in-home consumption. However, our gum and candy categories as well as our world travel retail and foodservice businesses were negatively impacted by COVID-19. In emerging markets, where we have a greater concentration of traditional trade, several markets were challenged by COVID-19 impacts, particularly those with significant gum and candy portfolios. Overall, as the negative impacts of COVID-19 experienced in the first half of the year subsided in the second half of the year, revenue growth began to recover in a number of our key emerging markets, though overall emerging markets net revenues declined due to unfavorable currency impacts. Net revenue increase of 2.8% was driven by our underlying Organic Net Revenue growth of 3.7% and the impact of acquisitions, mostly offset by unfavorable currency and the impact of a prior-year divestiture. Organic Net Revenue growth was driven by higher net pricing and favorable volume/mix. Higher net pricing in all regions exceptEurope was due to the benefit of carryover pricing from 2019 as well as the effects of input cost-driven pricing actions taken during 2020. Favorable volume/mix inNorth America andEurope , partially offset by unfavorable volume/mix inLatin America and AMEA, included strong volume gains tempered by unfavorable mix reflecting shifts in consumer purchases in response to the COVID-19 outbreak. TheApril 1, 2020 acquisition of Give & Go added incremental net revenues of$390 million and theJuly 16, 2019 acquisition of a majority interest in Perfect Snacks added incremental net revenues of$55 million in 2020. Unfavorable currency impacts decreased net revenues by$637 40 -------------------------------------------------------------------------------- Table of Contents million, due primarily to the strength of theU.S. dollar relative to most currencies, including the Brazilian real, Argentinean peso, Russian ruble, Mexican peso, Indian rupee, South African rand and Turkish lira, partially offset by the strength of several currencies relative to theU.S. dollar, including the euro, Philippine peso, British pound sterling, Egyptian pound and Swedish krona. The impact of theMay 28, 2019 divestiture of most of our cheese business in theMiddle East andAfrica resulted in a year-over-year decline in net revenues of$55 million . Refer to Note 2, Acquisitions and Divestitures, for more information. 41
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Table of Contents
Operating Income - Operating income increased
Operating Income Change (in millions) Operating Income for the Year Ended December 31, 2019$ 3,843 Simplify to Grow Program (2) 442 Intangible asset impairment charges (3) 57 Mark-to-market gains from derivatives (4) (91) Acquisition-related costs (5) 3 Divestiture-related costs (5) 6 Operating income from divestiture (5) (9) Net gain on divestiture (5) (44) Remeasurement of net monetary position (6) (4) Impact from pension participation changes (7) (35) Impact from resolution of tax matters (8) 85 CEO transition remuneration (1) 9 Swiss tax reform impact (9) 2
Adjusted Operating Income (1) for the Year Ended
$ 4,264 Higher net pricing 495 Higher input costs (394) Favorable volume/mix 142 Higher selling, general and administrative expenses (77) VAT-related settlements 11 Impact from acquisitions (5) 23 Other (4)
Total change in Adjusted Operating Income (constant currency) (1)
196 4.6 % Unfavorable currency translation (59) Total change in Adjusted Operating Income (1) 137 3.2 %
Adjusted Operating Income (1) for the Year Ended
$ 4,401 Simplify to Grow Program (2) (360) Intangible asset impairment charges (3) (144) Mark-to-market gains from derivatives (4) 16 Acquisition integration costs (5) (4) Acquisition-related costs (5) (15) Divestiture-related costs (5) (4) Costs associated with JDE Peet's transaction (10) (48) Remeasurement of net monetary position (6) (9) Impact from resolution of tax matters (8) 20 Operating Income for the Year Ended December 31, 2020$ 3,853 0.3 % (1)Refer to the Non-GAAP Financial Measures section at the end of this item. (2)Refer to Note 8, Restructuring Program, for more information. (3)Refer to Note 6,Goodwill and Intangible Assets, for more information on intangible asset impairments. (4)Refer to Note 10, Financial Instruments, Note 18, Segment Reporting, and Non-GAAP Financial Measures section at the end of this item for more information on the unrealized gains/losses on commodity and forecasted currency transaction derivatives. (5)Refer to Note 2, Acquisitions and Divestitures, for more information on theApril 1, 2020 acquisition of a significant majority interest in Give & Go, theJuly 16, 2019 acquisition of a majority interest in Perfect Snacks and theMay 28, 2019 divestiture of most of our cheese business in theMiddle East andAfrica . 42 -------------------------------------------------------------------------------- Table of Contents (6)Refer to Note 1, Summary of Significant Accounting Policies - Currency Translation and Highly Inflationary Accounting, for information on our application of highly inflationary accounting for Argentina. (7)Refer to Note 11, Benefit Plans, for more information. (8)Refer to Note 14, Commitments and Contingencies - Tax Matters, for more information. (9)Refer to Note 16, Income Taxes, for more information on Swiss tax reform. (10)Refer to Note 7, Equity Method Investments, for more information on theJDE Peet's transaction. During 2020, we realized higher net pricing and favorable volume/mix, which was largely offset by increased input costs. Higher net pricing, which included the carryover impact of pricing actions taken in 2019 as well as the effects of input cost-driven pricing actions taken during 2020, was reflected in all regions exceptEurope . Favorable volume/mix was driven byNorth America andEurope , which was partially offset by unfavorable volume/mix inLatin America and AMEA. The increase in input costs was driven by higher raw material costs, partially offset by lower manufacturing costs driven by productivity net of incremental COVID-19 related costs. Higher raw material costs were in part due to higher currency exchange transaction costs on imported materials, as well as higher cocoa, dairy, sugar, energy, packaging, nuts, grains and other ingredients costs, partially offset by lower costs for oils. Total selling, general and administrative expenses decreased$38 million from 2019, due to a number of factors noted in the table above, including in part, a favorable currency impact related to expenses, favorable change from the resolution of tax matters (a benefit in 2020 as compared to an expense in 2019), lower implementation costs incurred for the Simplify to Grow Program, lapping prior-year value-added tax ("VAT") related settlements, lapping prior-year CEO transition remuneration and lapping the prior-year divestiture. These decreases were partially offset by the impact of acquisitions, costs associated with theJDE Peet's transaction, lapping the benefit from prior-year pension participation changes, unfavorable change in remeasurement of net monetary position inArgentina (remeasurement loss in 2020 as compared to a remeasurement gain in 2019) and higher acquisition-related costs. Excluding these factors, selling, general and administrative expenses increased$77 million from 2019. The increase was driven primarily by higher advertising and consumer promotion costs, partially offset by lower overhead spending net of incremental COVID-19 related costs. We recorded an expense of$11 million from a VAT-related settlement inLatin America in 2019. Unfavorable currency changes decreased operating income by$59 million due primarily to the strength of theU.S. dollar relative to most currencies, including the Brazilian real, Russian ruble, Indian rupee, Swiss franc, South African rand and Turkish Lira, partially offset by the strength of several currencies relative to theU.S. dollar, including the euro, Egyptian pound, Philippine peso, British pound sterling and Swedish krona. Operating income margin decreased from 14.9% in 2019 to 14.5% in 2020. The decrease in operating income margin was driven primarily by the year-over-year unfavorable change in mark-to-market gains/(losses) from currency and commodity hedging activities, higher intangible asset impairment charges, costs associated with theJDE Peet's transaction, lapping the prior-year gain on a divestiture and lapping the benefit from prior-year pension participation changes, partially offset by the favorable impact from the resolution of tax matters and lower costs for the Simplify to Grow Program. Adjusted Operating Income margin increased from 16.5% in 2019 to 16.6% in 2020. The increase in Adjusted Operating Income margin was driven primarily by higher pricing, lower manufacturing costs reflecting productivity net of incremental COVD-19 costs, and selling, general and administrative cost leverage, mostly offset by higher raw material costs. 43
-------------------------------------------------------------------------------- Table of Contents Net Earnings and Earnings per Share Attributable to Mondel?z International - Net earnings attributable to Mondel?z International of$3,555 million decreased by$374 million (9.5%) in 2020. Diluted EPS attributable to Mondel?z International was$2.47 in 2020, down$0.22 (8.2%) from 2019. Adjusted EPS was$2.59 in 2020, up$0.13 (5.3%) from 2019. Adjusted EPS on a constant currency basis was$2.62 in 2020, up$0.16 (6.5%) from 2019. Diluted EPS
Diluted EPS Attributable to Mondel?z International for the Year Ended
0.24 Intangible asset impairment charges (2) 0.03 Mark-to-market gains from derivatives (2) (0.05) Net earnings from divestitures (2) (3) (0.05) Net gain on divestiture (2) (0.03) Impact from pension participation changes (2) (0.02) Impact from resolution of tax matters (2) 0.05 CEO transition remuneration (2) 0.01 Loss related to interest rate swaps (4) 0.08 Swiss tax reform net impacts (5) (0.53) Loss on equity method investment transaction (6) 0.01 Equity method investee items (7) 0.03 Adjusted EPS (1) for the Year Ended December 31, 2019$ 2.46 Increase in operations 0.08 Decrease in equity method investment net earnings (0.01) VAT-related settlements 0.01 Impact from acquisitions (2) 0.01 Changes in benefit plan non-service income 0.04 Changes in shares outstanding (8) 0.03
Adjusted EPS (constant currency) (1) for the Year Ended
$ 2.62 Unfavorable currency translation (0.03) Adjusted EPS (1) for the Year Ended December 31, 2020$ 2.59 Simplify to Grow Program (2) (0.20) Intangible asset impairment charges (2) (0.08) Mark-to-market gains from derivatives (2) 0.01 Acquisition-related costs (2) (0.01) Net earnings from divestitures (2) (3) 0.02 Costs associated with JDE Peet's transaction (2) (0.20) Remeasurement of net monetary position (2) (0.01) Impact from pension participation changes (2) (0.01) Impact from resolution of tax matters (2) 0.02 Loss related to interest rate swaps (4) (0.05) Loss on debt extinguishment (9) (0.10) Gain on equity method investment transactions (6) 0.55 Equity method investee items (7) (0.06)
Diluted EPS Attributable to Mondel?z International for the Year Ended
(1)Refer to the Non-GAAP Financial Measures section appearing later in this section. (2)See the Operating Income table above and the related footnotes for more information. Within earnings per share, taxes related to theJDE Peet's transaction are included in costs associated with theJDE Peet's transaction. (3)Divestitures include completed sales of businesses, partial or full sales of equity method investments and exits of major product lines upon completion of a sale or licensing agreement. As we record our share of KDP andJDE Peet's ongoing earnings on a one-quarter lag basis, we reflected the impact of prior-quarter sales of KDP andJDE Peet's shares within divested results as if the sales occurred at the beginning of all periods presented. (4)Refer to Note 10, Financial Instruments, for information on interest rate swaps no longer designated as cash flow hedges. 44 -------------------------------------------------------------------------------- Table of Contents (5)Refer to Note 16, Income Taxes, for more information on the impacts of Swiss andU.S. tax reform. (6)Refer to Note 7, Equity Method Investments, for more information on gains and losses on equity method investment transactions. (7)Includes our proportionate share of significant operating and non-operating items recorded by ourJDE Peet's and KDP equity method investees, such as acquisition and divestiture-related costs and restructuring program costs. (8)Refer to Note 12, Stock Plans, for more information on our equity compensation programs and share repurchase program and Note 17, Earnings per Share, for earnings per share weighted-average share information. (9)Refer to Note 9, Debt and Borrowing Arrangements, for more information on losses on debt extinguishment. 45 --------------------------------------------------------------------------------
Table of Contents 2019 compared with 2018 For the Years Ended December 31, 2019 2018 $ change % change (in millions, except per share data) Net revenues$ 25,868 $ 25,938 $ (70) (0.3) % Operating income 3,843 3,312 531 16.0 % Earnings from continuing operations 3,944 3,331 613 18.4 % Net earnings attributable to Mondel?z International 3,929 3,317 612 18.5 % Diluted earnings per share attributable to Mondel?z International 2.69 2.23 0.46 20.6 % Net Revenues - Net revenues decreased$70 million (0.3%) to$25,868 million in 2019, and Organic Net Revenue increased$1,067 million (4.1%) to$26,879 million . Emerging markets net revenues increased 0.2%, including an unfavorable currency impact, and emerging markets Organic Net Revenue increased 7.7%. The underlying changes in net revenues and Organic Net Revenue are detailed below: 2019 Change in net revenues (by percentage point) Total change in net revenues (0.3) %
Add back the following items affecting comparability: Unfavorable currency
4.5 pp Impact of divestiture 0.3 pp Impact of acquisitions (0.4) pp Total change in Organic Net Revenue (1) 4.1 % Higher net pricing 2.2 pp Favorable volume/mix 1.9 pp
(1)Please see the Non-GAAP Financial Measures section at the end of this item.
Net revenue decrease of 0.3% was driven by unfavorable currency and the impact of a divestiture, partially offset by our underlying Organic Net Revenue growth of 4.1% and the impact of acquisitions. Unfavorable currency impacts decreased net revenues by$1,154 million , due primarily to the strength of theU.S. dollar relative to most currencies, including the Argentinean peso, euro, Brazilian real, British pound sterling, Australian dollar, Chinese yuan, Indian rupee, Turkish lira and South African rand. The impact of the divestiture of most of our cheese business in theMiddle East andAfrica onMay 28, 2019 resulted in a year-over-year decline in net revenues of$71 million . Our underlying Organic Net Revenue growth was driven by higher net pricing and favorable volume/mix. Net pricing was up, which includes the benefit of carryover pricing from 2018 as well as the effects of input cost-driven pricing actions taken during 2019. Higher net pricing was reflected inLatin America ,North America and AMEA as net pricing inEurope was flat. Favorable volume/mix was reflected inEurope and AMEA, partially offset by unfavorable volume/mix inLatin America andNorth America . TheJuly 16, 2019 acquisition of a majority interest in Perfect Snacks added net revenues of$53 million and theJune 7, 2018 acquisition of Tate's Bake Shop added incremental net revenues of$35 million in 2019. Refer to Note 2, Acquisitions and Divestitures, for more information. 46 -------------------------------------------------------------------------------- Table of Contents Operating Income - Operating income increased$531 million (16.0%) to$3,843 million in 2019. Adjusted Operating Income decreased$38 million (0.9%) to$4,264 million and Adjusted Operating Income on a constant currency basis increased$189 million (4.4%) to$4,491 million due to the following: Operating Income Change (in millions) Operating Income for the Year Ended December 31, 2018$ 3,312 Simplify to Grow Program (2) 626 Intangible asset impairment charges (3) 68 Mark-to-market gains from derivatives (4)
(141)
Acquisition integration costs (5) 3 Acquisition-related costs (6) 13 Divestiture-related costs (6) (1) Operating income from divestiture (6) (19) Remeasurement of net monetary position (7) 11 Impact from pension participation changes (8) 423 Impact from resolution of tax matters (9) (15) CEO transition remuneration (1) 22 Adjusted Operating Income (1) for the Year Ended December 31, 2018$ 4,302 Higher net pricing 576 Higher input costs (340) Favorable volume/mix 140 Higher selling, general and administrative expenses (173) VAT-related settlement (32) Impact from acquisition (6) 6 Other 12
Total change in Adjusted Operating Income (constant currency) (1)
189 4.4 % Unfavorable currency translation
(227)
Total change in Adjusted Operating Income (1) (38) (0.9) %
Adjusted Operating Income (1) for the Year Ended
(442)
Intangible asset impairment charges (3) (57) Mark-to-market gains from derivatives (4) 91 Acquisition-related costs (6) (3) Divestiture-related costs (6) (6) Operating income from divestiture (6) 9 Net gain on divestiture (6) 44 Remeasurement of net monetary position (7) 4 Impact from pension participation changes (8) 35 Impact from resolution of tax matters (9) (85) CEO transition remuneration (1) (9) Swiss tax reform impact (10) (2) Operating Income for the Year Ended December 31, 2019$ 3,843 16.0 % (1)Refer to the Non-GAAP Financial Measures section at the end of this item. (2)Refer to Note 8, Restructuring Program, for more information. (3)Refer to Note 6,Goodwill and Intangible Assets, for more information on intangible asset impairments. (4)Refer to Note 10, Financial Instruments, Note 18, Segment Reporting, and Non-GAAP Financial Measures section at the end of this item for more information on the unrealized gains/losses on commodity and forecasted currency transaction derivatives. (5)Refer to our Annual Report on Form 10-K for the year endedDecember 31, 2018 for more information on the acquisition of a biscuit business inVietnam . 47 -------------------------------------------------------------------------------- Table of Contents (6)Refer to Note 2, Acquisitions and Divestitures, for more information on theJuly 16, 2019 acquisition of a majority interest in Perfect Snacks, theMay 28, 2019 divestiture of most of our cheese business in theMiddle East andAfrica and theJune 7, 2018 acquisition of Tate's Bake Shop. (7)Refer to Note 1, Summary of Significant Accounting Policies - Currency Translation and Highly Inflationary Accounting, for information on our application of highly inflationary accounting for Argentina. (8)Refer to Note 11, Benefit Plans, for more information. (9)Refer to Note 14, Commitments and Contingencies - Tax Matters, for more information. (10)Refer to Note 16, Income Taxes, for more information on Swiss tax reform. During 2019, we realized higher net pricing, which was partially offset by increased input costs. Higher net pricing, which included the carryover impact of pricing actions taken in 2018 as well as the effects of input cost-driven pricing actions taken during 2019, was reflected inLatin America ,North America and AMEA as net pricing inEurope was flat. The increase in input costs was driven by higher raw material costs, partially offset by lower manufacturing costs due to productivity efforts. Higher raw material costs were in part due to higher currency exchange transaction costs on imported materials, as well as higher packaging, energy, dairy, grains, cocoa and oils costs, partially offset by lower costs for sugar and nuts. Favorable volume/mix was driven byEurope and AMEA, which was partially offset by unfavorable volume/mix inLatin America andNorth America . Total selling, general and administrative expenses decreased$339 million from 2018, due to a number of factors noted in the table above, including in part, the lapping of the prior-year impact from pension participation changes, favorable currency impact, the benefit from current-year pension participation changes, favorable change in remeasurement of net monetary position inArgentina (remeasurement gain in 2019 as compared to a remeasurement loss in 2018), the lapping of a prior-year expense from the resolution of a tax matter, lower CEO transition remuneration and lower acquisition-related costs. These decreases were partially offset by the expenses from the resolution of tax matters in 2019, higher implementation costs incurred for the Simplify to Grow program, the impact of acquisitions, the lapping of a benefit from a prior-year VAT-related settlement, a VAT cost settlement in 2019 and higher divestiture-related costs. Excluding these factors, selling, general and administrative expenses increased$173 million from 2018. The increase was driven primarily by higher overheads reflecting route-to-market investments and higher advertising and consumer promotion costs. We recorded an expense of$11 million from a VAT-related settlement inLatin America in 2019 and a benefit of$21 million from a VAT-related settlement inLatin America in 2018. Unfavorable currency changes decreased operating income by$227 million due primarily to the strength of theU.S. dollar relative to most currencies, including the euro, Argentinean peso, British pound sterling, Brazilian real, Australian dollar, Chinese yuan and Indian rupee. Operating income margin increased from 12.8% in 2018 to 14.9% in 2019. The increase in operating income margin was driven primarily by the lapping of the prior-year impact from pension participation changes, lower Simplify to Grow Program costs, a gain on divestiture, the benefit from current-year pension participation changes, the lapping of a prior-year expense from the resolution of a tax matter and lower CEO transition remuneration, partially offset by the expenses from the resolution of tax matters in 2019 and the year-over-year unfavorable change in mark-to-market gains/(losses) from currency and commodity hedging activities. Adjusted Operating Income margin decreased from 16.7% in 2018 to 16.5% in 2019. The decrease in Adjusted Operating Income margin was driven primarily by higher raw material costs, mostly offset by higher pricing and lower manufacturing costs. 48 -------------------------------------------------------------------------------- Table of Contents Net Earnings and Earnings per Share Attributable to Mondel?z International - Net earnings attributable to Mondel?z International of$3,929 million increased by$612 million (18.5%) in 2019. Diluted EPS attributable to Mondel?z International was$2.69 in 2019, up$0.46 (20.6%) from 2018. Adjusted EPS was$2.46 in 2019, up$0.10 (4.2%) from 2018. Adjusted EPS on a constant currency basis was$2.62 in 2019, up$0.26 (11.0%) from 2018. Diluted EPS
Diluted EPS Attributable to Mondel?z International for the Year Ended
0.32 Intangible asset impairment charges (2) 0.03 Mark-to-market gains from derivatives (2) (0.09) Acquisition-related costs (2) 0.01 Net earnings from divestitures (2) (3) (0.04) Remeasurement of net monetary position (2) 0.01 Impact from pension participation changes (2) 0.22 Impact from resolution of tax matters (2) (0.01) CEO transition remuneration (2) 0.01 Gain related to interest rate swaps (4) (0.01) Loss on debt extinguishment (5) 0.07 U.S. tax reform discrete net tax expense (6) 0.01 Gain on equity method investment transaction (7) (0.39) Equity method investee items (8) (0.01) Adjusted EPS (1) for the Year Ended December 31, 2018$ 2.36 Increase in operations 0.11 Increase in equity method investment net earnings 0.08 VAT-related settlements (0.01) Changes in interest and other expense, net (9) 0.02 Changes in income taxes (10) 0.01 Changes in shares outstanding (11) 0.05
Adjusted EPS (constant currency) (1) for the Year Ended
$ 2.62 Unfavorable currency translation (0.16) Adjusted EPS (1) for the Year Ended December 31, 2019$ 2.46 Simplify to Grow Program (2) (0.24) Intangible asset impairment charges (2) (0.03) Mark-to-market gains from derivatives (2) 0.05 Net earnings from divestitures (2) (3) 0.05 Net gain on divestiture (2) 0.03 Impact from pension participation changes (2) 0.02 Impact from resolution of tax matters (2) (0.05) CEO transition remuneration (2) (0.01) Loss related to interest rate swaps (4) (0.08) Swiss tax reform net impacts (6) 0.53 Loss on equity method investment transactions (7) (0.01) Equity method investee items (8) (0.03)
Diluted EPS Attributable to Mondel?z International for the Year Ended
(1)Refer to the Non-GAAP Financial Measures section appearing later in this section. (2)See the Operating Income table above and the related footnotes for more information. (3)Divestitures include completed sales of businesses, partial or full sales of equity method investments and exits of major product lines upon completion of a sale or licensing agreement. As we record our share of KDP andJDE Peet's ongoing earnings on a one-quarter lag basis, we reflected the impact of prior-quarter sales of KDP andJDE Peet's shares within divested results as if the sales occurred at the beginning of all periods presented. 49 -------------------------------------------------------------------------------- Table of Contents (4)Refer to Note 10, Financial Instruments, for information on interest rate swaps no longer designated as cash flow hedges. (5)Refer to Note 9, Debt and Borrowing Arrangements, for more information on losses on debt extinguishment. (6)Refer to Note 16, Income Taxes, for more information on the impacts ofU.S. and Swiss tax reform. (7)Refer to Note 7, Equity Method Investments, for more information on gains and losses on equity method investment transactions. (8)Includes our proportionate share of significant operating and non-operating items recorded by ourJDE Peet's and KDP equity method investees, such as acquisition and divestiture-related costs and restructuring program costs. (9)Excludes the currency impact on interest expense related to our non-U.S. dollar-denominated debt which is included in currency translation. (10)Refer to Note 16, Income Taxes, for more information on the items affecting income taxes. (11)Refer to Note 12, Stock Plans, for more information on our equity compensation programs and share repurchase program and Note 17, Earnings per Share, for earnings per share weighted-average share information. 50 -------------------------------------------------------------------------------- Table of Contents Results of Operations by Operating Segment Our operations and management structure are organized into four operating segments: •Latin America •AMEA •Europe •North America 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. 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. See Note 18, Segment Reporting, for additional information on our segments and Items Affecting Comparability of Financial Results earlier in this section for items affecting our segment operating results.
Our segment net revenues and earnings were:
For the Years Ended December 31, 2020 2019 2018 (in millions) Net revenues: Latin America$ 2,477 $ 3,018 $ 3,202 AMEA 5,740 5,770 5,729 Europe 10,207 9,972 10,122 North America 8,157 7,108 6,885 Net revenues$ 26,581 $ 25,868 $ 25,938 For the Years Ended December 31, 2020 2019 2018 (in millions) Earnings before income taxes: Operating income: Latin America$ 189 $ 341 $ 410 AMEA 821 691 702 Europe 1,775 1,732 1,734 North America 1,587 1,451 849 Unrealized gains/(losses) on hedging activities (mark-to-market impacts) 16 91 141 General corporate expenses (326) (330) (335) Amortization of intangible assets (194) (174) (176) Net gain on divestiture - 44 - Acquisition-related costs (15) (3) (13) Operating income 3,853 3,843 3,312 Benefit plan non-service income 138 60 50 Interest and other expense, net (608) (456) (520) Earnings before income taxes$ 3,383 $ 3,447 $ 2,842 51
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Table of ContentsLatin America For the Years Ended December 31, 2020 2019 $ change % change (in millions) Net revenues$ 2,477 $ 3,018 $ (541) (17.9) % Segment operating income 189 341 (152) (44.6) % For the Years Ended December 31, 2019 2018 $ change % change (in millions) Net revenues$ 3,018 $ 3,202 $ (184) (5.7) % Segment operating income 341 410 (69) (16.8) % 2020 compared with 2019: Net revenues decreased$541 million (17.9%), due to unfavorable currency (18.1 pp) and unfavorable volume/mix (7.5 pp), partially offset by higher net pricing (7.7 pp). Unfavorable currency impacts were due primarily to the strength of theU.S. dollar relative to most currencies in the region including the Brazilian real, Argentinean peso and Mexican peso. Unfavorable volume/mix was due to the negative volume impact from the COVID-19 outbreak as well as the impact of pricing-related elasticity. Unfavorable volume/mix was driven by declines in gum and candy, partially offset by gains in cheese & grocery, chocolate, refreshment beverages and biscuits. Higher net pricing was reflected across all categories, driven primarily by Argentina,Brazil andMexico . Segment operating income decreased$152 million (44.6%), primarily due to higher raw material costs, unfavorable volume/mix, unfavorable currency, higher other selling, general and administrative expenses (net of lapping the expense of VAT-related settlements in 2019) and an unfavorable change in remeasurement of net monetary position inArgentina (remeasurement loss in 2020 as compared to a remeasurement gain in 2019). These unfavorable items were partially offset by higher net pricing, lower manufacturing costs (net of incremental COVID-19 related costs), lower costs incurred for the Simplify to Grow Program and higher benefits from the resolution of a tax matters.
2019 compared with 2018:
Net revenues decreased$184 million (5.7%), due to unfavorable currency (13.5 pp) and unfavorable volume/mix (2.1 pp), partially offset by higher net pricing (9.9 pp). Unfavorable currency impacts were due primarily to the strength of theU.S. dollar relative to most currencies in the region including the Argentinean peso and Brazilian real. Unfavorable volume/mix was due to the impact of pricing-related elasticity, and was driven by declines in refreshment beverages, candy, cheese & grocery and chocolate, partially offset by gains in biscuits and gum. Higher net pricing was reflected across all categories, driven primarily by Argentina,Brazil andMexico . Segment operating income decreased$69 million (16.8%), primarily due to higher raw material costs, unfavorable currency, unfavorable volume/mix, the lapping of the 2018 benefit from the resolution of a Brazilian indirect tax matter of$26 million , higher manufacturing costs and higher other selling, general and administrative expenses (including lapping the benefit from a VAT-related settlement in 2018 and the expense of a VAT-related settlement in 2019). These unfavorable items were partially offset by higher net pricing, lower costs incurred for the Simplify to Grow Program, favorable change in remeasurement of net monetary position inArgentina (remeasurement gain in 2019 as compared to a remeasurement loss in 2018) and lower advertising and consumer promotion costs. 52 --------------------------------------------------------------------------------
Table of Contents AMEA For the Years Ended December 31, 2020 2019 $ change % change (in millions) Net revenues$ 5,740 $ 5,770 $ (30) (0.5) % Segment operating income 821 691 130 18.8 % For the Years Ended December 31, 2019 2018 $ change % change (in millions) Net revenues$ 5,770 $ 5,729 $ 41 0.7 % Segment operating income 691 702 (11) (1.6) % 2020 compared with 2019: Net revenues decreased$30 million (0.5%), due to unfavorable currency (1.3 pp), the impact of a divestiture (0.9 pp) and unfavorable volume/mix (0.6 pp), partially offset by higher net pricing (2.3 pp). Unfavorable currency impacts were due to the strength of theU.S. dollar relative to several currencies in the region, including the Indian rupee, South African rand, Australian dollar andPakistan rupee, partially offset by the strength of several currencies relative to theU.S. dollar, including the Philippine peso, Egyptian pound, Japanese yen and Chinese yuan. TheMay 28, 2019 divestiture of most of our cheese business in theMiddle East andAfrica resulted in a year-over-year decline in net revenues of$55 million . Unfavorable volume/mix was due to unfavorable product mix as overall higher volume was tempered by the negative volume impact from COVID-19 related lockdowns impacting our traditional trade markets. Unfavorable volume/mix was driven by declines in gum, chocolate, candy and refreshment beverages, partially offset by gains in biscuits and cheese & grocery. Higher net pricing was driven by chocolate, biscuits, refreshment beverages and cheese & grocery, partially offset by lower net pricing in candy and gum. Segment operating income increased$130 million (18.8%), primarily due to higher net pricing, lapping prior-year expenses from the resolution of tax matters inIndia totaling$87 million , lower manufacturing costs (net of incremental COVID-19 related costs), lower other selling, general and administrative expenses, lower intangible asset impairment charges and lower costs incurred for the Simplify to Grow Program. These favorable items were partially offset by higher raw material costs, unfavorable volume/mix, unfavorable currency and the impact of the prior-year divestiture.
2019 compared with 2018:
Net revenues increased$41 million (0.7%), due to favorable volume/mix (3.6 pp) and higher net pricing (1.7 pp), mostly offset by unfavorable currency (3.3 pp) and the impact of a divestiture (1.3 pp). Favorable volume/mix was driven by gains across all categories except refreshment beverages and candy. Higher net pricing was reflected across all categories. Unfavorable currency impacts were due to the strength of theU.S. dollar relative to several currencies in the region, including the Australian dollar, Chinese yuan, Indian rupee and South African rand. The divestiture of most of our cheese business in theMiddle East andAfrica onMay 28, 2019 , resulted in a year-over-year decline in net revenues of$71 million . Segment operating income decreased$11 million (1.6%), primarily due to higher raw material costs, expenses from the resolution of tax matters inIndia totaling$87 million , higher advertising and consumer promotion costs, unfavorable currency, higher other selling, general and administrative expenses, the impact of the divestiture and higher intangible asset impairment charges. These unfavorable items were partially offset by lower manufacturing costs, higher net pricing, lower costs incurred for the Simplify to Grow Program and favorable volume/mix. 53 --------------------------------------------------------------------------------
Table of ContentsEurope For the Years Ended December 31, 2020 2019 $ change % change (in millions) Net revenues$ 10,207 $ 9,972 $ 235 2.4 % Segment operating income 1,775 1,732 43 2.5 % For the Years Ended December 31, 2019 2018 $ change % change (in millions) Net revenues$ 9,972 $ 10,122 $ (150) (1.5) % Segment operating income 1,732 1,734 (2) (0.1) % 2020 compared with 2019: Net revenues increased$235 million (2.4%), due to favorable volume/mix (2.8 pp), partially offset by lower net pricing (0.3 pp) and unfavorable currency (0.1 pp). Favorable volume/mix due to overall higher volume was tempered by the net impact from the COVID-19 outbreak, as overall increased food purchases for in-home consumption were partially offset by a negative volume impact on our world travel retail and foodservice businesses due to lockdowns and other restrictions. Favorable volume/mix was driven by gains in chocolate, cheese & grocery, biscuits and refreshment beverages, partially offset by declines in candy and gum. Lower net pricing was driven by biscuits and chocolate, partially offset by higher net pricing in cheese & grocery, candy, gum and refreshment beverages. Unfavorable currency impacts reflected the strength of theU.S. dollar relative to several currencies in the region, including the Russian ruble, Turkish lira, Norwegian krone and Ukrainian hryvnya mostly offset by the strength of several currencies in the region relative to theU.S. dollar, primarily the euro, British pound sterling, Swedish krona and Swiss franc.
Segment operating income increased
2019 compared with 2018:
Net revenues decreased$150 million (1.5%), due to unfavorable currency (5.2 pp), partially offset by favorable volume/mix (3.7 pp), as net pricing was flat. Unfavorable currency impacts reflected the strength of theU.S. dollar relative to most currencies in the region, primarily the euro, British pound sterling, Turkish lira and Swedish krona. Favorable volume/mix was driven by gains across all categories except gum. Net pricing was flat as higher net pricing in gum and candy was offset by lower net pricing in all other categories.
Segment operating income decreased
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Table of ContentsNorth America For the Years Ended December 31, 2020 2019 $ change % change (in millions) Net revenues$ 8,157 $ 7,108 $ 1,049 14.8 % Segment operating income 1,587 1,451 136 9.4 % For the Years Ended December 31, 2019 2018 $ change % change (in millions) Net revenues$ 7,108 $ 6,885 $ 223 3.2 % Segment operating income 1,451 849 602 70.9 % 2020 compared with 2019: Net revenues increased$1,049 million (14.8%), due to favorable volume/mix (6.3 pp), the impact of acquisitions (6.3 pp) and higher net pricing (2.3 pp), partially offset by unfavorable currency (0.1 pp). Favorable volume/mix, in part due to the positive volume impact from COVID-19 as consumers increased their food purchases for in-home consumption, was driven by gains in biscuits, partially offset by declines in gum, chocolate and candy. TheApril 1, 2020 acquisition of Give & Go added incremental net revenues of$390 million and theJuly 16, 2019 acquisition of a majority interest in Perfect Snacks added net revenues of$55 million in 2020. Higher net pricing was driven by biscuits, chocolate and candy, partially offset by lower net pricing in gum. Unfavorable currency impact was due to the strength of theU.S. dollar relative to the Canadian dollar. Segment operating income increased$136 million (9.4%), primarily due to favorable volume/mix, higher net pricing and the impact of acquisitions. These favorable items were partially offset by higher advertising and consumer promotion costs, intangible asset impairment charges, higher other selling, general and administrative expenses (including incremental COVID-19 related costs), higher raw material costs, lapping the benefit from prior-year pension participation changes and higher costs incurred for the Simplify to Grow Program.
2019 compared with 2018:
Net revenues increased$223 million (3.2%), due to higher net pricing (2.3 pp) and the impact of acquisitions (1.3 pp), partially offset by unfavorable currency (0.3 pp) and unfavorable volume/mix (0.1 pp). Higher net pricing was reflected across all categories except chocolate. TheJuly 16, 2019 acquisition of a majority interest in Perfect Snacks added net revenues of$53 million and theJune 7, 2018 acquisition of Tate's Bake Shop added incremental net revenues of$35 million in 2019. Unfavorable currency impact was due to the strength of theU.S. dollar relative to the Canadian dollar. Unfavorable volume/mix was driven by declines in gum, chocolate and candy, mostly offset by favorable volume/mix in biscuits. Segment operating income increased$602 million (70.9%), primarily due to lapping prior-year pension participation changes, higher net pricing, lower manufacturing costs, lower costs incurred for the Simplify to Grow Program, benefit from current-year pension participation changes, lapping prior-year intangible asset impairment charges and the impact from the acquisitions of Perfect Snacks and Tate's Bake Shop. These favorable items were partially offset by higher raw material costs, higher other selling, general and administrative expenses and unfavorable volume/mix. 55 -------------------------------------------------------------------------------- Table of Contents Critical Accounting Estimates We prepare our consolidated financial statements in conformity withU.S. GAAP. The preparation of these financial statements requires the use of estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the periods presented. Actual results could differ from those estimates and assumptions. Note 1, Summary of Significant Accounting Policies, to the consolidated financial statements includes a summary of the significant accounting policies we used to prepare our consolidated financial statements. We have discussed the selection and disclosure of our critical accounting policies and estimates with our Audit Committee. The following is a review of our most significant assumptions and estimates.Goodwill and Indefinite-Life Intangible Assets: We test goodwill and indefinite-life intangible assets for impairment on an annual basis onJuly 1 . We assess goodwill impairment risk throughout the year by performing a qualitative review of entity-specific, industry, market and general economic factors affecting our goodwill reporting units. We review our operating segment and reporting unit structure for goodwill testing annually or as significant changes in the organization occur. Annually, we may perform qualitative testing, or depending on factors such as prior-year test results, current year developments, current risk evaluations and other practical considerations, we may elect to do quantitative testing instead. In our quantitative testing, we compare a reporting unit's estimated fair value with its carrying value. We estimate a reporting unit's fair value using a discounted cash flow method which incorporates planned growth rates, market-based discount rates and estimates of residual value. This year, for ourEurope andNorth America reporting units, we used a market-based, weighted-average cost of capital of 6.1% to discount the projected cash flows of those operations. For ourLatin America and AMEA reporting units, we used a risk-rated discount rate of 9.1%. Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding our future plans and industry and economic conditions based on available information. Given the uncertainty of the global economic environment and the impact of COVID-19, those estimates could be significantly different than future performance. If the carrying value of a reporting unit's net assets exceeds its fair value, we would recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit fair value. In 2020, 2019 and 2018, there were no impairments of goodwill. In connection with our 2020 annual impairment testing, each of our reporting units had sufficient fair value in excess of carrying value. 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. Annually, we assess indefinite-life intangible assets for impairment by performing a qualitative review and assessing events and circumstances that could affect the fair value or carrying value of these assets. If significant potential impairment risk exists for a specific asset, we quantitatively test it for impairment by comparing its estimated fair value with its carrying value. We determine estimated fair value using planned growth rates, market-based discount rates and estimates of royalty rates. If the carrying value of the asset exceeds its estimated fair value, the asset is impaired and its carrying value is reduced to the estimated fair value. During 2020, we recorded$144 million of intangible asset impairment charges related to eight brands. We recorded charges related to gum, chocolate, biscuits and candy brands of$83 million inNorth America ,$53 million inEurope ,$5 million in AMEA and$3 million inLatin America . The impairment charges were calculated as the excess of the carrying value over the estimated fair value of the intangible assets on a global basis and were recorded within asset impairment and exit costs. We use several accepted valuation methods, including relief of royalty, excess earnings and excess margin, that utilize estimates of future sales, earnings growth rates, royalty rates and discount rates in determining a brand's global fair value. We also identified nine brands, including the eight impaired brands, with$753 million of aggregate book value as ofDecember 31, 2020 that each had a fair value in excess of book value of 10% or less. We continue to monitor our brand performance, particularly in light of the significant uncertainty due to the COVID-19 pandemic and related impacts to our business. If the brand earnings expectations are not met or specific valuation factors outside of our control, such as discount rates, change significantly, then a brand or brands could become impaired in the future. In 2019, we recorded charges related to gum, chocolate, biscuits and candy brands of$39 million inEurope ,$15 million in AMEA and$3 million inLatin America . In 2018, we recorded charges related to gum, chocolate, biscuits and candy brands of$45 million inEurope ,$14 million inNorth America and$9 million in AMEA.
Refer to Note 6,
56 -------------------------------------------------------------------------------- Table of Contents Trade and marketing programs: We promote our products with trade and sales incentives as well as marketing and advertising programs. These programs include, but are not limited to, new product introduction fees, discounts, coupons, rebates and volume-based incentives as well as cooperative advertising, in-store displays and consumer marketing promotions. Trade and sales incentives are recorded as a reduction to revenues based on amounts estimated due to customers and consumers at the end of a period. We base these estimates principally on historical utilization and redemption rates. For interim reporting purposes, advertising and consumer promotion expenses are charged to operations as a percentage of volume, based on estimated sales volume and estimated program spending. We do not defer costs on our year-end consolidated balance sheet and all marketing and advertising costs are recorded as an expense in the year incurred. Employee Benefit Plans: We sponsor various employee benefit plans throughout the world. These include primarily pension plans and postretirement healthcare benefits. For accounting purposes, we estimate the pension and postretirement healthcare benefit obligations utilizing assumptions and estimates for discount rates; expected returns on plan assets; expected compensation increases; employee-related factors such as turnover, retirement age and mortality; and health care cost trends. We review our actuarial assumptions on an annual basis and make modifications to the assumptions based on current rates and trends when appropriate. Our assumptions also reflect our historical experiences and management's best judgment regarding future expectations. These and other assumptions affect the annual expense and obligations recognized for the underlying plans. As permitted byU.S. GAAP, we generally amortize the effect of changes in the assumptions over future periods. The cost or benefit of plan changes, such as increasing or decreasing benefits for prior employee service (prior service cost), is deferred and included in expense on a straight-line basis over the average remaining service period of the employees expected to receive benefits. Since pension and postretirement liabilities are measured on a discounted basis, the discount rate significantly affects our plan obligations and expenses. For plans that have assets held in trust, the expected return on plan assets assumption affects our pension plan expenses. The assumptions for discount rates and expected rates of return and our process for setting these assumptions are described in Note 11, Benefit Plans, to the consolidated financial statements. While we do not anticipate further changes in the 2020 assumptions for ourU.S. and non-U.S. pension and postretirement health care plans, as a sensitivity measure, a fifty-basis point change in our discount rates or the expected rate of return on plan assets would have the following effects, increase/(decrease), on our annual benefit plan costs: As of December 31, 2020 U.S. Plans Non-U.S. Plans Fifty-Basis-Point Fifty-Basis-Point Increase Decrease Increase Decrease (in millions) Effect of change in discount rate on pension costs$ (2) $ 2 $ (35) $ 68 Effect of change in expected rate of return on plan assets on pension costs (8) 8 (54) 54 Effect of change in discount rate on postretirement health care costs (3) 3 - - In accordance with obligations we have under collective bargaining agreements, we participate in multiemployer pension plans. In 2017, the only individually significant multiemployer plan we contributed to was theBakery and Confectionery Union and Industry International Pension Fund . Our obligation to contribute to the Fund arose with respect to 8 collective bargaining agreements covering most of our employees represented by theBakery, Confectionery, Tobacco and Grain Millers Union . All of those collective bargaining agreements expired in 2016. In 2018, we executed a complete withdrawal from the Fund and recorded a$429 million estimated withdrawal liability. OnJuly 11, 2019 , we received an undiscounted withdrawal liability assessment from the Fund totaling$526 million requiring pro-rata monthly payments over 20 years and we recorded a$35 million final adjustment to reduce our 57
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Table of Contents
withdrawal liability as of
See additional information on our employee benefit plans in Note 11, Benefit Plans.
Income Taxes: As a global company, we calculate and provide for income taxes in each tax jurisdiction in which we operate. The provision for income taxes includes the amounts payable or refundable for the current year, the effect of deferred taxes and impacts from uncertain tax positions. Our provision for income taxes is significantly affected by shifts in the geographic mix of our pre-tax earnings across tax jurisdictions, changes in tax laws and regulations, tax planning opportunities available in each tax jurisdiction and the ultimate outcome of various tax audits. Deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement and tax bases of our assets and liabilities and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates that will apply to taxable income in the years in which those differences are expected to be recovered or settled. Valuation allowances are established for deferred tax assets when it is more likely than not that a tax benefit will not be realized. We believe our tax positions comply with applicable tax laws and that we have properly accounted for uncertain tax positions. We recognize tax benefits in our financial statements from uncertain tax positions only if it is more likely than not that the tax position will be sustained by the taxing authorities based on the technical merits of the position. The amount we recognize is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon resolution. We evaluate uncertain tax positions on an ongoing basis and adjust the amount recognized in light of changing facts and circumstances, such as the progress of a tax audit or expiration of a statute of limitations. We believe the estimates and assumptions used to support our evaluation of uncertain tax positions are reasonable. However, final determination of historical tax liabilities, whether by settlement with tax authorities, judicial or administrative ruling or due to expiration of statutes of limitations, could be materially different from estimates reflected on our consolidated balance sheet and historical income tax provisions. The outcome of these final determinations could have a material effect on our provision for income taxes, net earnings or cash flows in the period in which the determination is made. See Note 16, Income Taxes, for further discussion of the impacts from Swiss andU.S. tax reform in our financial statements, as well as additional information on our effective tax rate, current and deferred taxes, valuation allowances and unrecognized tax benefits.
Contingencies:
See Note 14, Commitments and Contingencies, to the consolidated financial statements.
New Accounting Guidance: See Note 1, Summary of Significant Accounting Policies, to the consolidated financial statements for a discussion of new accounting standards.
58 -------------------------------------------------------------------------------- Table of Contents Liquidity and Capital Resources We believe that cash from operations, our revolving credit facilities, short-term borrowings and our authorized long-term financing will continue to provide sufficient liquidity for our working capital needs, planned capital expenditures and future payments of our contractual, tax and benefit plan obligations and payments for acquisitions, share repurchases and quarterly dividends. In light of the current uncertainty in the global markets related to the COVID-19 pandemic, however, an economic or credit crisis could occur and impair credit availability and our ability to raise capital when needed. A disruption in the financial markets could also impair our banking and other business partners, on whom we rely for access to capital and as counterparties for a number of our derivative contracts. Any of these and other developments could materially harm our access to capital or financial condition. As a precautionary measure and to preserve financial flexibility, we temporarily increased our credit facility borrowing capacity in 2020. In the third quarter of 2020, we completed the retirement of this incremental short-term borrowing capacity and have returned our credit facility available capacity to pre-COVID-19 levels. Refer to Note 9, Debt and Borrowing Arrangements, for additional details. In connection with COVID-19 and various legislatively authorized tax payment deferral mechanisms available for income tax, indirect tax (such as value-added tax) and payroll tax in a number of jurisdictions, we were able to defer certain of these tax payments, which provided a cash benefit that reverses when the payments come due. Some of these payments were made in the fourth quarter of 2020; the remainder will come due in 2021 and 2022. The benefits associated with the deferral of these payments were not material. We expect to continue to utilize our commercial paper program and international credit lines as needed, and we secured and continue to evaluate long-term debt issuances to meet our short- and longer-term funding requirements. We also use intercompany loans with our international subsidiaries to improve financial flexibility. Overall, we do not expect any negative effects to our funding sources that would have a material effect on our liquidity; however, if a serious economic or credit market crisis ensues, it could have a material adverse effect on our liquidity, results of operations and financial condition. Net Cash Provided by Operating Activities: Operating activities provided net cash of$3,964 million in 2020,$3,965 million in 2019 and$3,948 million in 2018. Net cash provided by operating activities was largely flat in 2020 relative to 2019 as higher cash tax payments in 2020 (primarily related to sales of KDP andJDE Peet's shares and the resolution of several indirect tax matters under a tax amnesty program inIndia ) and the payment of costs associated with theJDE Peet's transaction in 2020 were largely offset by working capital improvements. The increase in net cash provided by operating activities in 2019 relative to 2018 was due primarily to higher earnings, increased distributions from equity method investments and lower pension contributions, partially offset by increased working capital requirements including higher tax payments. Net Cash Provided by/Used in Investing Activities: Net cash provided by investing activities was$500 million in 2020, compared to net cash used in investing activities of$960 million in 2019 and$1,224 million in 2018. The increase in net cash provided by investing activities in 2020 relative to 2019 was primarily due to cash received from the sale of shares in theJDE Peet's and KDP offerings and lower capital expenditures, partially offset by cash paid to acquire a majority interest in Give & Go. The decrease in net cash used in investing activities in 2019 relative to 2018 was primarily due to less cash expended for acquisitions in 2019 than in 2018, lower capital expenditures and the 2019 cash proceeds from the divestiture of primarily our cheese business in theMiddle East andAfrica , partially offset by lower cash received as a result of the settlement and replacement of several net investment hedge derivative contracts and cash paid to settle our forward-starting interest rate swaps. Capital expenditures were$863 million in 2020,$925 million in 2019 and$1,095 million in 2018. We continue to make capital expenditures primarily to modernize manufacturing facilities and support new product and productivity initiatives. We expect 2021 capital expenditures to be up to$1.0 billion , including capital expenditures in connection with our Simplify to Grow Program. We expect to continue to fund these expenditures with cash from operations.Net Cash Used in Financing Activities: Net cash used in financing activities was$2,215 million in 2020,$2,787 million in 2019 and$2,329 million in 2018. The decrease in net cash used in financing activities in 2020 relative to 2019 was primarily due to higher net debt issuances and lower share repurchases, partially offset by higher dividends paid and lower proceeds from stock option exercises in 2020. The increase in net cash used in financing activities in 2019 relative to 2018 was primarily due to lower net debt issuances and higher dividends paid in 2019, partially offset by lower share repurchases. 59 -------------------------------------------------------------------------------- Table of Contents Debt: From time to time we refinance long-term and short-term debt. Refer to Note 9, Debt and Borrowing Arrangements, for details of our recent tender offers, debt issuances and maturities. The nature and amount of our long-term and short-term debt and the proportionate amount of each varies as a result of current and expected business requirements, market conditions and other factors. Due to seasonality, in the first and second quarters of the year, our working capital requirements grow, increasing the need for short-term financing. The second half of the year typically generates higher cash flows. As such, we may issue commercial paper or secure other forms of financing throughout the year to meet short-term working capital or other financing needs. One of our subsidiaries,Mondelez International Holdings Netherlands B.V . ("MIHN"), has outstanding debt. Refer to Note 9, Debt and Borrowing Arrangements. The operations held by MIHN generated approximately 71.8% (or$19.1 billion ) of the$26.6 billion of consolidated net revenue during fiscal year 2020 and represented approximately 76.2% (or$21.1 billion ) of the$27.7 billion of net assets as ofDecember 31, 2020 .
During
InJanuary 2021 , we repaid approximately$0.8 billion of maturing debt. In the next 12 months, we expect to repay approximately$1.8 billion of maturing long-term debt including:$1.5 billion inOctober 2021 and$0.3 billion inDecember 2021 . We expect to fund these repayments with cash on hand, as well as short-term and long-term debt. Our total debt was$20.0 billion atDecember 31, 2020 and$18.4 billion atDecember 31, 2019 . Our debt-to-capitalization ratio was 0.42 atDecember 31, 2020 and 0.40 atDecember 31, 2019 . AtDecember 31, 2020 , the weighted-average term of our outstanding long-term debt was 7.4 years. Our average daily commercial borrowings were$2.3 billion in 2020,$4.1 billion in 2019 and$4.5 billion in 2018. We had no commercial paper borrowings outstanding atDecember 31, 2020 and$2.6 billion outstanding as ofDecember 31, 2019 . We expect to continue to use cash or commercial paper to finance various short-term financing needs. As ofDecember 31, 2020 , we continued to be in compliance with our debt covenants. Refer to Note 9, Debt and Borrowing Arrangements, for more information on our debt and debt covenants.
Commodity Trends
We regularly monitor worldwide supply, commodity cost and currency trends so we can cost-effectively secure ingredients, packaging and fuel required for production. During 2020, the primary drivers of the increase in our aggregate commodity costs were higher currency exchange transaction costs on imported materials, as well as increased costs for cocoa, dairy, sugar, energy, packaging, nuts, grains and other ingredients costs, partially offset by lower costs for oils. A number of external factors such as weather conditions, commodity market conditions, currency fluctuations and the effects of governmental agricultural or other programs affect the cost and availability of raw materials and agricultural materials used in our products. We address higher commodity costs and currency impacts primarily through hedging, higher pricing and manufacturing and overhead cost control. We use hedging techniques to limit the impact of fluctuations in the cost of our principal raw materials; however, we may not be able to fully hedge against commodity cost changes, such as dairy, where there is a limited ability to hedge, and our hedging strategies may not protect us from increases in specific raw material costs. Due to competitive or market conditions, planned trade or promotional incentives, fluctuations in currency exchange rates or other factors, our pricing actions may also lag commodity cost changes temporarily. We expect price volatility and a higher aggregate cost environment to continue in 2021. While the costs of our principal raw materials fluctuate, we believe there will continue to be an adequate supply of the raw materials we use and that they will generally remain available from numerous sources.
Off-Balance Sheet Arrangements and Aggregate Contractual Obligations
We have no significant off-balance sheet arrangements other than the contractual obligations discussed below.
60 -------------------------------------------------------------------------------- Table of Contents Guarantees: As discussed in Note 14, Commitments and Contingencies, we enter into third-party guarantees primarily to cover the long-term obligations of our vendors. As part of these transactions, we guarantee that third parties will make contractual payments or achieve performance measures. AtDecember 31, 2020 , we had no material third-party guarantees recorded on our consolidated balance sheet.
Guarantees do not have, and we do not expect them to have, a material effect on our liquidity.
Aggregate Contractual Obligations: The following table summarizes our contractual obligations atDecember 31, 2020 . Payments Due 2026 and Total 2021 2022-23 2024-25 Thereafter (in millions) Debt (1)$ 19,855 $ 2,669 $ 4,434 $ 3,081 $ 9,671 Interest expense (2) 4,194 427 705 556 2,506 Finance leases (3) 276 81 122 51 22 Operating leases 757 203 262 123 169 Purchase obligations: (4) Inventory and production costs 6,612 3,750 2,314 473 75 Other 1,188 853 248 87 - 32,882 7,983 8,085 4,371 12,443U.S. tax reform transition liability (5) 936 95 247 497 97 Multiemployer pension plan withdrawal liability (6) 489 26 53 53 357 Other long-term liabilities (7) 208 33 33 34 108 Total$ 34,515 $ 8,137 $ 8,418 $ 4,955 $ 13,005 (1)Amounts include the expected cash payments of our long-term debt, including the current portion and excluding finance leases, which are presented separately in the table above. The amounts also exclude$94 million of net unamortized non-cash bond premiums, discounts, bank fees and mark-to-market adjustments related to our interest rate swaps recorded in total debt. (2)Amounts represent the expected cash payments of our interest expense on our long-term debt. Interest calculated on our non-U.S. dollar denominated debt was forecasted using currency exchange rates as ofDecember 31, 2020 . (3)Amounts exclude imputed interest on finance leases of$20 million . (4)Purchase obligations for inventory and production costs (such as raw materials, indirect materials and supplies, packaging, co-manufacturing arrangements, storage and distribution) are commitments for projected needs to be utilized in the normal course of business. Other purchase obligations include commitments for marketing, advertising, capital expenditures, information technology and professional services. Arrangements are considered purchase obligations if a contract specifies all significant terms, including fixed or minimum quantities to be purchased, a pricing structure and approximate timing of the transaction. Most arrangements are cancelable without a significant penalty and with short notice (usually 30 days). Any amounts reflected on the consolidated balance sheet as accounts payable and accrued liabilities are excluded from the table above. (5)In connection withU.S. tax reform, we estimate paying a total$1.3 billion transition tax liability through 2026. As ofDecember 31, 2020 , the amount outstanding was$0.9 billion . See Note 16, Income Taxes, for additional information onU.S. tax reform and its impact on our financial statements. (6)During 2018, we executed a complete withdrawal liability from our most individually significant multiemployer pension plan. OnJuly 11, 2019 , we received an undiscounted withdrawal liability assessment from the Fund totaling$526 million requiring pro-rata monthly payments over 20 years through 2039. See Note 11, Benefit Plans, for additional information on our multiemployer pension plan withdrawal liability. (7)Other long-term liabilities in the table above include the long-term liabilities and any current portion of these obligations. We have included the estimated future benefit payments for our postretirement health care plans throughDecember 31, 2030 of$172 million . We are unable to reliably estimate the timing of the payments beyond 2030; as such, they are excluded from the above table. There are also another$18 million of various other long-term liabilities that are expected to be paid over the next 5 years. In addition, the following long-term liabilities included on the consolidated balance sheet are excluded from the table above: accrued pension costs, unrecognized tax benefits, insurance accruals and other accruals. As ofDecember 31, 2020 , our unrecognized tax benefit, including associated interest and penalties, classified as a long-term payable is$515 million . We currently expect to make approximately$236 million in contributions to our pension plans in 2021. 61 -------------------------------------------------------------------------------- Table of Contents Equity and Dividends
Stock Plans: See Note 12, Stock Plans, to the consolidated financial statements for more information on our stock plans and grant activity during 2018-2020.
Share Repurchases: See Note 13, Capital Stock, to the consolidated financial statements and Item 5, Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities - Issuer Purchases ofEquity Securities , for more information on our share repurchase program. As ofDecember 31, 2020 , ourBoard of Director has authorized share repurchases up to$23.7 billion throughDecember 31, 2023 . Under this program, we have repurchased approximately$17.9 billion of shares throughDecember 31, 2020 ($1.4 billion in 2020,$1.5 billion in 2019,$2.0 billion in 2018,$2.2 billion in 2017,$2.6 billion in 2016,$3.6 billion in 2015,$1.9 billion in 2014 and$2.7 billion in 2013), at a weighted-average cost of$40.57 per share. The number of shares that we ultimately repurchase under our share repurchase program may vary depending on numerous factors, including share price and other market conditions, our ongoing capital allocation planning, levels of cash and debt balances, other demands for cash, such as acquisition activity, general economic or business conditions and board and management discretion. Additionally, our share repurchase activity during any particular period may fluctuate. We may accelerate, suspend, delay or discontinue our share repurchase program at any time, without notice.
Dividends:
We paid dividends of$1,678 million in 2020,$1,542 million in 2019 and$1,359 million in 2018. OnJuly 28, 2020 , theFinance Committee , with authorization delegated from our Board of Directors, declared a quarterly cash dividend of$0.315 per share of Class A Common Stock, an increase of 11 percent, which would be$1.26 per common share on an annualized basis. In 2019, our quarterly cash dividend increased from$0.26 to$0.285 per share of Class A Common Stock, an increase of 10 percent, and in 2018, our quarterly cash dividend increased from$0.22 to$0.26 per share of Class A Common Stock, an increase of 18 percent. The declaration of dividends is subject to the discretion of our Board of Directors and depends on various factors, including our net earnings, financial condition, cash requirements, future prospects and other factors that our Board of Directors deems relevant to its analysis and decision making. ForU.S. income tax purposes only, the Company has determined that 100% of the distributions paid to its shareholders in 2020 are characterized as a qualified dividend paid fromU.S. earnings and profits. Shareholders should consult their tax advisors for a full understanding of the tax consequences of the receipt of dividends. 62 -------------------------------------------------------------------------------- Table of Contents 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. We use non-GAAP financial measures to budget, make operating and strategic decisions and evaluate our performance. We have detailed the non-GAAP adjustments that we make in our non-GAAP definitions below. The adjustments generally fall within the following categories: acquisition & divestiture activities, gains and losses on intangible asset sales and non-cash impairments, major program restructuring activities, constant currency and related adjustments, major program financing and hedging activities and other major items affecting comparability of operating results. We believe the non-GAAP measures should always be considered along with the relatedU.S. GAAP financial measures. We have provided the reconciliations between the GAAP and non-GAAP financial measures below, and we also discuss our underlying GAAP results throughout our Management's Discussion and Analysis of Financial Condition and Results of Operations in this Form 10-K. Our primary non-GAAP financial measures are listed below and reflect how we evaluate our current and prior-year operating results. As new events or circumstances arise, these definitions could change. When our definitions change, we provide the updated definitions and present the related non-GAAP historical results on a comparable basis (1). •"Organic Net Revenue" is defined as net revenues excluding the impacts of acquisitions, divestitures (2) and currency rate fluctuations (3). We also evaluate Organic Net Revenue growth from emerging and developed markets. •Our emerging markets include ourLatin America region in its entirety; the AMEA region, excludingAustralia ,New Zealand andJapan ; and the following countries from theEurope region:Russia ,Ukraine ,Turkey ,Kazakhstan ,Belarus ,Georgia ,Poland ,Czech Republic ,Slovak Republic ,Hungary ,Bulgaria ,Romania , the Baltics and the East Adriatic countries. •Our developed markets include the entireNorth America region, theEurope region excluding the countries included in the emerging markets definition, andAustralia ,New Zealand andJapan from the AMEA region. •"Adjusted Operating Income" is defined as operating income excluding the impacts of the Simplify to Grow Program (4); gains or losses (including non-cash impairment charges) on goodwill and intangible assets; divestiture (2) or acquisition gains or losses and related divestiture (2), acquisition and integration costs (2); the operating results of divestitures (2); remeasurement of net monetary position (5); mark-to-market impacts from commodity and forecasted currency transaction derivative contracts (6); impact from resolution of tax matters (7); CEO transition remuneration (8); impact from pension participation changes (9); Swiss tax reform impacts (10); and costs associated with theJDE Peet's transaction (1). We also present "Adjusted Operating Income margin," which is subject to the same adjustments as Adjusted Operating Income. We also evaluate growth in our Adjusted Operating Income on a constant currency basis (3). •"Adjusted EPS" is defined as diluted EPS attributable to Mondel?z International from continuing operations excluding the impacts of the items listed in the Adjusted Operating Income definition as well as losses on debt extinguishment and related expenses; gains or losses on equity method investment transactions; net earnings from divestitures (2); gains or losses on interest rate swaps no longer designated as accounting cash flow hedges due to changed financing and hedging plans andU.S. and Swiss tax reform impacts (10). Similarly, within Adjusted EPS, our equity method investment net earnings exclude our proportionate share of our investees' significant operating and non-operating items (11). We also evaluate growth in our Adjusted EPS on a constant currency basis (3). (1) When items no longer impact our current or future presentation of non-GAAP operating results, we remove these items from our non-GAAP definitions. During 2020, we added to the non-GAAP definitions the exclusion of costs associated with theJDE Peet's transaction. Refer to Note 7, Equity Method Investments, and Note 16, Income Taxes, for more information on theJDE Peet's transaction. (2) Divestitures include completed sales of businesses (including the partial or full sale of an equity method investment) and exits of major product lines upon completion of a sale or licensing agreement. As we record our share of KDP andJDE Peet's ongoing earnings on a one-quarter lag basis, any KDP orJDE Peet's ownership reductions are reflected as divestitures within our non-GAAP results the following quarter. See Note 2, Acquisitions and Divestitures, and Note 7, Equity Method Investments, for information on acquisitions and divestitures impacting the comparability of our results. (3) Constant currency operating results are calculated by dividing or multiplying, as appropriate, the current-period local currency operating results by the currency exchange rates used to translate the financial statements in the comparable prior-year period to determine what the current-periodU.S. dollar operating results would have been if the currency exchange rate had not changed from the comparable prior-year period. 63 -------------------------------------------------------------------------------- Table of Contents (4) Non-GAAP adjustments related to the Simplify to Grow Program reflect costs incurred that relate to the objectives of our program to transform our supply chain network and organizational structure. Costs that do not meet the program objectives are not reflected in the non-GAAP adjustments. (5) During the third quarter of 2018, as we began to apply highly inflationary accounting for Argentina (refer to Note 1, Summary of Significant Accounting Policies), we excluded the remeasurement gains or losses related to remeasuring net monetary assets or liabilities inArgentina to be consistent with our prior accounting for these remeasurement gains/losses forVenezuela when it was subject to highly inflationary accounting prior to 2016. (6) During the third quarter of 2016, we began to exclude unrealized gains and losses (mark-to-market impacts) from outstanding commodity and forecasted currency transaction derivatives from our non-GAAP earnings measures until such time that the related exposures impact our operating results. Since we purchase commodity and forecasted currency transaction contracts to mitigate price volatility primarily for inventory requirements in future periods, we made this adjustment to remove the volatility of these future inventory purchases on current operating results to facilitate comparisons of our underlying operating performance across periods. We also discontinued designating commodity and forecasted currency transaction derivatives for hedge accounting treatment. To facilitate comparisons of our underlying operating results, we have recast all historical non-GAAP earnings measures to exclude the mark-to-market impacts. (7) See Note 14, Commitments and Contingencies - Tax Matters, for additional information. (8) OnNovember 20, 2017 ,Dirk Van de Put succeededIrene Rosenfeld as CEO of Mondel?z International in advance of her retirement at the end ofMarch 2018 . In order to incent Mr.Van de Put to join us, we provided him compensation with a total combined target value of$42.5 million to make him whole for incentive awards he forfeited or grants that were not made to him when he left his former employer. The compensation we granted took the form of cash, deferred stock units, performance share units and stock options. In connection withIrene Rosenfeld's retirement, we made her outstanding grants of performance share units for the 2016-2018 and 2017-2019 performance cycles eligible for continued vesting and approved a$0.5 million salary for her service as Chairman from January throughMarch 2018 . We refer to these elements of Mr.Van de Put's andMs. Rosenfeld's compensation arrangements together as "CEO transition remuneration." We are excluding amounts we expense as CEO transition remuneration from our non-GAAP results because those amounts are not part of our regular compensation program and are incremental to amounts we would have incurred as ongoing CEO compensation. As a result, in 2017, we excluded amounts expensed for the cash payment to Mr.Van de Put and partial vesting of his equity grants. In 2018, we excluded amounts paid forMs. Rosenfeld's service as Chairman and partial vesting of Mr.Van de Put's andMs. Rosenfeld's equity grants. In 2019, we excluded amounts related to the partial vesting of Mr.Van de Put's equity grants. During the first quarter of 2020, Mr.Van de Put's equity grants became fully vested. (9) The impact from pension participation changes represents the charges incurred when employee groups are withdrawn from multiemployer pension plans and other changes in employee group pension plan participation. We exclude these charges from our non-GAAP results because those amounts do not reflect our ongoing pension obligations. See Note 11, Benefit Plans, for more information on the multiemployer pension plan withdrawal. (10) We exclude the impact of the 2019 Swiss tax reform and 2017 U.S. tax reform. During the third quarter of 2019, Swiss Federal and Zurich Cantonal tax events drove our recognition of a Swiss tax reform net benefit to our results of operations. OnDecember 22, 2017 ,the United States enacted tax reform legislation that included a broad range of business tax provisions. We exclude these tax reform impacts from our Adjusted EPS as they do not reflect our ongoing tax obligations under the new tax reforms. Refer to Note 16, Income Taxes, for more information on our current year estimated annual effective tax rate and Swiss andU.S. tax reform. (11) We have excluded our proportionate share of our equity method investees' significant operating and non-operating items such as acquisition and divestiture related costs, restructuring program costs and discreteU.S. tax reform impacts, in order to provide investors with a comparable view of our performance across periods. Although we have shareholder rights and board representation commensurate with our ownership interests in our equity method investees and review the underlying operating results and significant operating and non-operating items each reporting period, we do not have direct control over their operations or resulting revenue and expenses. Our use of equity method investment net earnings on an adjusted basis is not intended to imply that we have any such control. Our GAAP "diluted EPS attributable to Mondel?z International from continuing operations" includes all of the investees' significant operating and non-operating items. We believe that the presentation of these non-GAAP financial measures, when considered together with ourU.S. GAAP financial measures and the reconciliations to the correspondingU.S. GAAP financial measures, provides you with a more complete understanding of the factors and trends affecting our business than could be obtained absent these disclosures. Because non-GAAP financial measures vary among companies, the non-GAAP financial measures presented in this report may not be comparable to similarly titled measures used by other companies. Our use of these non-GAAP financial measures is not meant to be considered in isolation or as a substitute for anyU.S. GAAP financial measure. A limitation of these non-GAAP financial measures is they exclude items detailed below that have an impact on ourU.S. GAAP reported results. The best way this limitation can be addressed is by evaluating our non-GAAP financial measures in combination with ourU.S. GAAP reported results and carefully evaluating the following tables that reconcileU.S. GAAP reported figures to the non-GAAP financial measures in this Form 10-K. 64 -------------------------------------------------------------------------------- Table of Contents Organic Net Revenue: Applying the definition of "Organic Net Revenue", the adjustments made to "net revenues" (the most comparableU.S. GAAP financial measure) were to exclude the impact of currency, acquisitions and divestitures. We believe that Organic Net Revenue reflects the underlying growth from the ongoing activities of our business and provides improved comparability of results. We also evaluate our Organic Net Revenue growth from emerging markets, and these underlying measures are also reconciled toU.S. GAAP below. For the Year Ended December 31, 2020 For the Year Ended December 31, 2019 Emerging Developed Emerging Developed Markets Markets Total Markets Markets Total (in millions) (in millions) Net Revenue$ 9,097 $ 17,484 $ 26,581 $ 9,675 $ 16,193 $ 25,868 Impact of currency 749 (112) 637 - - - Impact of acquisitions - (445) (445) - - - Impact of divestitures - - - (55) - (55) Organic Net Revenue$ 9,846 $ 16,927 $ 26,773 $ 9,620 $ 16,193 $ 25,813 For the Year Ended December 31, 2019 For the Year Ended December 31, 2018 Emerging Developed Emerging Developed Markets Markets Total Markets Markets Total (in millions) (in millions) Net Revenue$ 9,675 $ 16,193 $ 25,868 $ 9,659 $ 16,279 $ 25,938 Impact of currency 651 503 1,154 - - - Impact of acquisitions - (88) (88) - - - Impact of divestitures (55) - (55) (126) - (126) Organic Net Revenue$ 10,271 $ 16,608 $ 26,879 $ 9,533 $ 16,279 $ 25,812 65
-------------------------------------------------------------------------------- Table of Contents Adjusted Operating Income: Applying the definition of "Adjusted Operating Income", the adjustments made to "operating income" (the most comparableU.S. GAAP financial measure) were to exclude Simplify to Grow Program; intangible asset impairment charges; mark-to-market impacts from commodity and forecasted currency transaction derivative contracts; acquisition integration costs; acquisition and divestiture-related costs; operating income from divestiture; net gain from divestiture; costs associated with theJDE Peet's transaction; the remeasurement of net monetary position; impact from pension participation changes; impact from the resolution of tax matters; CEO transition remuneration and Swiss tax reform impact. We also evaluate Adjusted Operating Income on a constant currency basis. We believe these measures provide improved comparability of underlying operating results. For the Years Ended December 31, 2020 2019 $ Change % Change (in millions) Operating Income$ 3,853 $ 3,843 $ 10 0.3 % Simplify to Grow Program (1) 360 442 (82) Intangible asset impairment charges (2) 144 57 87 Mark-to-market gains from derivatives (3) (16) (91) 75 Acquisition integration costs (4) 4 - 4 Acquisition-related costs (5) 15 3 12 Divestiture-related costs (5) 4 6 (2) Operating income from divestiture (5) - (9) 9 Net gain on divestiture (5) - (44) 44 Costs associated with JDE Peet's transaction (6) 48 - 48 Remeasurement of net monetary position (7) 9 (4) 13 Impact from pension participation changes (8) - (35) 35 Impact from resolution of tax matters (9) (20) 85 (105) CEO transition remuneration (10) - 9 (9) Swiss tax reform impact (11) - 2 (2) Adjusted Operating Income$ 4,401 $ 4,264 $ 137 3.2 % Unfavorable currency translation 59 - 59 Adjusted Operating Income (constant currency)$ 4,460 $ 4,264 $ 196 4.6 % 66
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Table of Contents For the Years Ended December 31, 2019 2018 $ Change % Change (in millions) Operating Income$ 3,843 $ 3,312 $ 531 16.0 % Simplify to Grow Program (1) 442 626 (184) Intangible asset impairment charges (2) 57 68 (11) Mark-to-market gains from derivatives (3) (91) (141) 50 Acquisition integration costs (4) - 3 (3) Acquisition-related costs (5) 3 13 (10) Divestiture-related costs (5) 6 (1) 7 Operating income from divestiture (5) (9) (19) 10 Net gain on divestiture (5) (44) - (44) Remeasurement of net monetary position (7) (4) 11 (15) Impact from pension participation changes (8) (35) 423 (458) Impact from resolution of tax matters (9) 85 (15) 100 CEO transition remuneration (10) 9 22 (13) Swiss tax reform impact (11) 2 - 2 Adjusted Operating Income$ 4,264 $ 4,302 $ (38) (0.9) % Unfavorable currency translation 227 - 227 Adjusted Operating Income (constant currency)$ 4,491 $ 4,302 $ 189 4.4 % (1)Refer to Note 8, Restructuring Program, for more information. (2)Refer to Note 6,Goodwill and Intangible Assets, for more information on trademark impairments. (3)Refer to Note 10, Financial Instruments, Note 18, Segment Reporting, and Non-GAAP Financial Measures section at the end of this item for more information on the unrealized gains/losses on commodity and forecasted currency transaction derivatives. (4)Refer to Note 2, Acquisitions and Divestitures, for more information on theApril 1, 2020 acquisition of a significant majority interest in Give & Go and theJune 7, 2018 acquisition of Tate's Bake Shop. Refer to our Annual Report on Form 10-K for the year endedDecember 31, 2018 for more information on the acquisition of a biscuit business inVietnam . (5)Refer to Note 2, Acquisitions and Divestitures, for more information on theApril 1, 2020 acquisition of a significant majority interest in Give & Go, theJuly 16, 2019 acquisition of a majority interest in Perfect Snacks, theMay 28, 2019 divestiture of most of our cheese business in theMiddle East andAfrica and theJune 7, 2018 acquisition of Tate's Bake Shop. (6)Refer to Note 7, Equity Method Investments, for more information on theJDE Peet's transaction. (7)Refer to Note 1, Summary of Significant Accounting Policies - Currency Translation and Highly Inflationary Accounting, for information on our application of highly inflationary accounting for Argentina. (8)Refer to Note 11, Benefit Plans, for more information. (9)Refer to Note 14, Commitments and Contingencies - Tax Matters, for more information. (10)Refer to the Non-GAAP Financial Measures definition and related table notes. (11)Refer to Note 16, Income Taxes, for more information on Swiss tax reform. 67
-------------------------------------------------------------------------------- Table of Contents Adjusted EPS: Applying the definition of "Adjusted EPS" (1), the adjustments made to "diluted EPS attributable to Mondel?z International" (the most comparableU.S. GAAP financial measure) were to exclude the impacts of the items listed in the Adjusted Operating Income tables above as well as gains/(losses) related to interest rate swaps; loss on debt extinguishment; Swiss tax reform net impacts;U.S. tax reform discrete net tax impact; gains or losses on equity method investment transactions; and our proportionate share of significant operating and non-operating items recorded by ourJDE Peet's and KDP equity method investees. We also evaluate Adjusted EPS on a constant currency basis. We believe Adjusted EPS provides improved comparability of underlying operating results. For the Years Ended December 31, 2020 2019 $ Change % Change
Diluted EPS attributable to Mondel?z International
$ 2.69 $ (0.22) (8.2) % Simplify to Grow Program (2) 0.20 0.24 (0.04) Intangible asset impairment charges (2) 0.08 0.03 0.05 Mark-to-market gains from derivatives (2) (0.01) (0.05) 0.04 Acquisition-related costs (2) 0.01 - 0.01 Net earnings from divestitures (2) (0.02) (0.05) 0.03 Net gain on divestiture (2) - (0.03) 0.03 Costs associated with JDE Peet's transaction (2) 0.20 - 0.20 Remeasurement of net monetary position (2) 0.01 - 0.01 Impact from pension participation changes (2) 0.01 (0.02) 0.03 Impact from resolution of tax matters (2) (0.02) 0.05 (0.07) CEO transition remuneration (2) - 0.01 (0.01) Loss related to interest rate swaps (3) 0.05 0.08 (0.03) Loss on debt extinguishment (4) 0.10 - 0.10 Swiss tax reform net impacts (2) - (0.53) 0.53 (Gain)/loss on equity method investment transactions (6) (0.55) 0.01 (0.56) Equity method investee items (7) 0.06 0.03 0.03 Adjusted EPS$ 2.59 $ 2.46 $ 0.13 5.3 % Unfavorable currency translation 0.03 - 0.03 Adjusted EPS (constant currency)$ 2.62 $ 2.46 $ 0.16 6.5 % 68
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Table of Contents For the Years Ended December 31, 2019 2018 $ Change % Change
Diluted EPS attributable to Mondel?z International
$ 2.23 $ 0.46 20.6 % Simplify to Grow Program (2) 0.24 0.32 (0.08) Intangible asset impairment charges (2) 0.03 0.03 - Mark-to-market gains from derivatives (2) (0.05) (0.09) 0.04 Acquisition-related costs (2) - 0.01 (0.01) Net earnings from divestitures (2) (0.05) (0.04) (0.01) Net gain on divestiture (2) (0.03) - (0.03) Remeasurement of net monetary position (2) - 0.01 (0.01) Impact from pension participation changes (2) (0.02) 0.22 (0.24) Impact from resolution of tax matters (2) 0.05 (0.01) 0.06 CEO transition remuneration (2) 0.01 0.01 - Net loss/(gain) related to interest rate swaps (3) 0.08 (0.01) 0.09 Loss on debt extinguishment (4) - 0.07 (0.07) Swiss tax reform net impacts (2) (0.53) - (0.53) U.S. tax reform discrete net tax expense (5) - 0.01 (0.01) Loss/(gain) on equity method investment transactions (6) 0.01 (0.39) 0.40 Equity method investee items (7) 0.03 (0.01) 0.04 Adjusted EPS$ 2.46 $ 2.36 $ 0.10 4.2 % Unfavorable currency translation 0.16 - 0.16 Adjusted EPS (constant currency)$ 2.62 $ 2.36 $ 0.26 11.0 % (1) The tax expense/(benefit) of each of the pre-tax items excluded from our GAAP results was computed based on the facts and tax assumptions associated with each item, and such impacts have also been excluded from Adjusted EPS. •2020 taxes for the: Simplify to Grow Program were$(81) million , intangible asset impairment charges were$(33) million , mark-to-market gains from derivatives were$8 million , acquisition-related costs were zero, net earnings from divestitures were$5 million , costs associated with theJDE Peet's transaction were$250 million , loss on remeasurement of net monetary position were zero, impact from pension participation changes were$(2) million , impact from resolution of tax matters were$16 million , net loss related to interest rate swaps were$(24) million , loss on debt extinguishment were$(46) million , gains on equity method investment transactions were$202 million and equity method investee items were$(10) million . •2019 taxes for the: Simplify to Grow Program were$(103) million , intangible asset impairment charges were$(14) million , mark-to-market gains from derivatives were$19 million , net earnings from divestitures were$7 million , net gain on divestiture were$3 million , impact from pension participation changes were$8 million , impact from resolution of tax matters were$(21) million , CEO transition remuneration were zero, net loss related to interest rate swaps were zero, Swiss tax reform were$(769) million , net loss on equity method investment transactions were$6 million and equity method investee items were$(9) million . •2018 taxes for the: Simplify to Grow Program were$(156) million , intangible asset impairment charges were$(16) million , mark-to-market gains from derivatives were$10 million , acquisition-related costs were$(3) million , net earnings from divestitures were$9 million , impact from pension participation changes were$(108) million , impact from resolution of tax matters were$(6) million , CEO transition remuneration were$(5) million , net gain related to interest rate swaps were$2 million , loss on debt extinguishment were$(35) million ,U.S. tax reform were$19 million , gain on equity method investment transaction were$192 million and equity method investee items were$15 million . (2) See the Adjusted Operating Income table above and the related footnotes for more information. (3) Refer to Note 10, Financial Instruments, for information on interest rate swaps no longer designated as cash flow hedges. (4) Refer to Note 9, Debt and Borrowing Arrangements, for more information on losses on debt extinguishment. (5) Refer to Note 16, Income Taxes, for more information on the impact of U.S. tax reform. (6) Refer to Note 7, Equity Method Investments, for more information on gains and losses on equity method investment transactions. (7) Includes our proportionate share of significant operating and non-operating items recorded by ourJDE Peet's and KDP equity method investees, such as acquisition and divestiture-related costs and restructuring program costs. 69
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