The aggregate market value of Colgate-Palmolive Company Common Stock held by non-affiliates as of June 30, 20172022 (the last business day of its most recently completed second quarter) was approximately $65.1$66.8 billion.
For recent business developments and other information, refer to the information set forth under the captions “Management’s Discussion and Analysis of Financial Condition and Results of Operations–Executive Overview,” “– Outlook,” “–Results of Operations,” “–Restructuring and Related Implementation Charges”Operations” and “– Liquidity and Capital Resources” in Part II, Item 7 of this report.
Strong research and development capabilities and alliances enable Colgate to support its many brands with technologically sophisticated products to meet consumers’ oral, personal and home care and pet nutrition needs. The Company’s spending related to research and development activities was $285 million in 2017, $289 million in 2016 and $274 million in 2015.
Distribution; Raw Materials; Competition; Trademarks and Patents
The Company’sOur Oral, Personal and Home Care products are sold to a variety of traditional and eCommerce retailers, wholesalers and distributors worldwide. Pet Nutrition products are sold by authorized pet supply retailers, veterinarians and eCommerce retailers. Certain of our products are also sold direct-to-consumer. Our sales to Walmart, Inc. and its affiliates represent approximately 11% of our Net sales in 2022. No other customer represents more than 10% of our Net sales. We support our products with advertising, promotion and other marketing (with increasing emphasis on digital) to build awareness and trial of our products. Our products are marketed by a direct sales force at individual operating subsidiaries or business units and by distributors or brokers. The Oral, Personal and Home Care products are sold to a variety of retail and wholesale customers and distributors. Pet Nutrition products are sold by authorized pet supply retailers and veterinarians. Many of the Company’s products are also sold online through various e-commerce platforms and retailers. The Company’s sales to Wal-Mart Stores, Inc. and its affiliates represent approximately 11% of the Company’s Net sales in 2017. No other customer represents more than 10% of the Company’s Net sales.
The majority of raw and packaging materials used in the Company’sour products are purchased from other companies and are available from several sources. No single raw or packaging material represents, and no single supplier provides, a significant portion of the Company’sour total material requirements. We do, however, purchase certain key raw and packaging materials from single-source suppliers or a limited number of suppliers. For certain materials, however, new suppliers may have to be qualified under industry, governmental andand/or Colgate standards, which can require additional investment and take somea significant period of time. Raw and packaging material commodities, such as resins, pulp, essential oils, resins, tropical oils, pulp, tallow, corn, poultry corn and soybeans, are subject to market price variations. For further information regarding the impact of changes in commodity prices, see Item 1A, “Risk Factors - Volatility in material and other costs could adversely impact our profitability” and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
The Company’sOur products are sold in a highly competitive global marketplace which has experienced increased retail trade concentration, the substantial growth of eCommerce, the integration of traditional and digital operations at key retailers and the growing presence of e-commerce retailers, large-format retailers, discounters and discounters.eCommerce retailers. Products similar to those producedthat we produce and sold by the Companysell are available from multinational and local competitors in the U.S. and overseas.around the world. Certain of the Company’sour competitors are larger and have greater resources than we do. In addition, the Company.substantial growth in eCommerce has encouraged the entry of new competitors and business models. In certain geographies, particularly in the emerging markets, the Companywe also facesface strong local competitors, who may be more agile and have better local consumer insights than the Company. In addition, privatewe do. Private label brands sold by retail trade chainsretailers are also a source of competition for certain of our products.
The retail landscape in many of our markets continues to evolve as a result of the Company’s product lines.continued growth of eCommerce, changing consumer behavior and preferences (as consumers increasingly shop online and via mobile and social applications) and the increased presence of alternative retail channels, such as subscription services and direct-to-consumer businesses. We face competition in several aspects of our business, including pricing, promotional activities, new products and brand introductions and expansion into new geographies and channels. Product quality, innovation, brand recognition, marketing capability and acceptance of new products and brands largely determine success in the Company’sColgate's operating segments.
The Company considersWe consider trademarks to be of material importance to itsour business. The Company followsWe follow a practice of seeking trademark protection in the U.S. and throughout the world where the Company’sour products are sold. Principal global and regional trademarks include Colgate, Palmolive, Speed Stick,elmex, hello, meridol, Sorriso, Tom’s of Maine, EltaMD, Filorga, Irish Spring, Lady Speed Stick, PCA SKIN, Protex, Sanex, Softsoap, Irish Spring, Protex, Sorriso, Kolynos, elmex, Tom’s of Maine, Sanex,Speed Stick, Ajax, Axion, Fabuloso, Murphy, Soupline and Suavitel, as well as Hill’s Science Diet and Hill’s Prescription Diet and Hill’s Ideal Balance. The Company’sDiet. Our rights in these trademarks endure for as long as they are used and/or registered. Although the Companywe actively developsdevelop and maintainsmaintain a portfolio of patents, no single patent is considered significant to the business as a whole.
Environmental Matters
COVID-19
The CompanyCOVID-19 pandemic and government steps to reduce the spread and address the impact of COVID-19 have had and continue to have an impact on the way people live, work, interact and shop. During the COVID-19 pandemic, many of the communities in which we manufacture, market and sell our products experienced and may in the future experience “stay at home” orders, travel or movement restrictions and other government actions to address the pandemic. While the impact of COVID-19 on our business has programs that are designedlargely abated at this time, uncertainties continue, particularly in China where we have substantial manufacturing facilities and business, and in the travel retail channel, where we have experienced and may continue to ensure that its operationsexperience disruptions particularly in our Filorga business. We have also experienced certain disruptions to our global supply chain due to COVID-19, which have impacted and facilities meet or exceed standards established by applicable environmental rulesmay continue to impact sales of and regulations. Capital expenditures for environmental control facilities totaled approximately $54 million for 2017. For future years, expenditures areconsumer access to our products. In addition, we have witnessed changes in the purchasing patterns of our customers, including a shift in many markets to purchasing our products online. COVID-19 may continue to impact consumers’ behavior, shopping patterns and consumption preferences.
While we currently expectedexpect to be of a similar magnitude. able to continue operating our business as described above, uncertainty resulting from COVID-19 could result in unforeseen additional disruptions to our business, including our global supply chain and retailer network, and/or require us to incur additional operational costs.
For additional information regarding COVID-19’s impact on our business, see Part I, Item 1A “Risk Factors” and Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Overview.”
Government Regulations
As a global company, we are subject to extensive governmental regulations, including environmental mattersrules and regulations, in the U.S. and abroad. The most significant government regulations that impact our business are discussed below. It is our policy and practice to comply with all government regulations applicable to our business. In 2022, compliance with these regulations did not have, and we do not expect such compliance in the future to have, a material adverse effect on our capital expenditures, earnings or competitive position. For further discussion of how global legal and regulatory requirements may impact our business, see Part I, Item 1A, “Risk Factors.”
Product Development: Legal and regulatory requirements apply to most aspects of our products, including their development, ingredients, formulation, manufacture, packaging content, labeling, storage, transportation, distribution, export, import, advertising, sale and environmental impact. U.S. federal authorities, including the U.S. Food and Drug Administration, the Federal Trade Commission, the Consumer Product Safety Commission, the Occupational, Health and Safety Administration and the Environmental Protection Agency, regulate different aspects of our business, along with parallel authorities at the state and local levels and comparable authorities overseas.
Anti-Corruption, Anti-Bribery, Commercial Bribery and Competition: We are subject to anti-corruption laws and regulations, including the U.S. Foreign Corrupt Practices Act and other laws that generally prohibit the making or offering of improper payments to foreign government officials and political figures for the purpose of obtaining or retaining business or to gain an unfair business advantage, and laws that prohibit commercial bribery. In addition, our selling practices are regulated by competition law authorities in the U.S. and abroad.
Privacy and Data Protection: Our collection, storage, transfer and/or processing of customer, consumer, employee, vendor and other stakeholder information and personal data is subject to important data protection laws and regulations in the U.S. and abroad, including the General Data Protection Regulation.
Trade Compliance: We are subject to laws and sanctions imposed by the U.S., including, without limitation, those imposed by the U.S. Treasury Department’s Office of Foreign Asset Control (“OFAC”), and/or by other jurisdictions that may prohibit us or certain of our affiliates from doing business in certain countries or restrict the kind of business that may be conducted. For information regarding the impact of the war in Ukraine, refer to Note 13, CommitmentsPart II, Item 7 “Management’s Discussions and Contingencies, toAnalysis of Financial Condition and Results of Operations - Executive Overview”
Human Capital Management
Human capital matters at Colgate are managed by our Global Human Resources function, led by our Chief Human Resources Officer, with oversight from the Consolidated Financial Statements.
Employees
Personnel and Organization Committee of our Board of Directors (the “Board”). As of December 31, 2017,2022, we had approximately 33,800 employees based in over 100 countries. Approximately two-thirds of our revenues are generated from markets outside the Company employedU.S. and 86% of our employees are located outside the U.S. Approximately 36% of our employees are based in Asia Pacific, 30% are based in Latin America, 15% are based in Europe, 14% are based in North America and 5% are based in Africa/Eurasia. Our global workforce covers a broad range of functions, from manufacturing employees to management personnel and certain of our employees are represented by unions or works councils.
Colgate’s Culture and Core Values
As we work to achieve Colgate’s purpose to reimagine a healthier future for all people, their pets and our planet, Colgate people, working around the world, share a commitment to our three core corporate values: Caring, Global Teamwork and Continuous Improvement. These values are reflected not only in the quality of our products and reputation, but also in our dedication to serving the communities where we live and work, as reflected in our sustainability and social impact and DE&I strategies. With these values, we work to maintain a strong culture based on integrity, ethical behavior and a commitment to doing the right thing. Underlying these values and our strong culture is the commitment of all Colgate people to maintain the highest ethical standards and demonstrate ethical leadership, including compliance with Colgate policies and our Code of Ethics.
CARING: We care about people - Colgate people, consumers, customers, stockholders, business partners and people in the communities where we live and work. We are committed to acting with compassion, integrity, honesty and high ethics in all situations and to providing our employees with an innovative and inclusive work environment.
GLOBAL TEAMWORK: All Colgate people are part of a global team, committed to working and collaborating together across functions and countries. Only by sharing ideas, technologies and talents can we achieve and sustain profitable growth.
CONTINUOUS IMPROVEMENT: We are committed to getting better every day in all that we do, as individuals and as teams. We continue to drive a learning culture and transform our learning strategy to better meet our evolving business needs. We provide our employees with learning experiences focused on building leadership skills and offer training programs that are closely aligned with our business strategy. Specifically, we continue to embed new ways of working and leadership principles to, among other things, instill a growth mindset to drive innovation with focus, empowerment, experimentation and digitalization. Colgate people are embracing data and analytics as part of their jobs, and we are scaling new capabilities worldwide. In 2022, approximately 35,900 employees.14,000 Colgate people completed a new Data Literacy & Analytics Academy course we created with training experts. We are also committed to listening to our employees and seeing how the company is evolving and growing through regular employee engagement surveys.
Executive OfficersDiversity, Equity & Inclusion
We believe our people are crucial to our ongoing business success and aim to recruit, develop and retain strong and diverse talent. We celebrate differences, promote an equitable and inclusive environment and value the contributions of all Colgate people. At Colgate, we are proud of our collaborative spirit – what we call The Power of WE. As a truly global company, we are working to ensure that our workforce reflects the diversity of the Registrantcommunities in which we live and work. As of December 31, 2022, our global workforce was approximately 59% male and 41% female. Women represented approximately 54% of our salaried and clerical employees, 44% of our people managers, 42% of Colgate’s executives and 36% of senior leadership. Measuring the race/ethnicity of our workforce is challenging to do on a global basis. In the U.S., on an employee self-reported basis, the racial/ethnic composition of our workforce was approximately 68% White, 12% Hispanic, 9% Asian, 9% Black, and 2% Other. The racial/ethnic composition of our people managers was approximately 61% White, 16% Hispanic, 14% Asian and 9% Black; the composition of our executives was approximately 58% White, 19% Hispanic, 15% Asian, 7% Black, and 1% Other; and the composition of senior leadership was approximately 61% White, 15% Hispanic, 12% Asian and 12% Black. “Other” refers to American Indian/Alaska Native, two or more races or Native Hawaiian/other Pacific Islander. In this section, “people managers” refers to employees with roles that have at least one direct report, “executives” refers to those employees who are eligible to participate in Colgate’s equity incentive compensation plans and “senior leadership” refers to employees who are Vice Presidents and above.
We are committed to providing all of our employees with an equitable and inclusive work environment, learning opportunities and promotion and growth opportunities. A vital piece of our DE&I strategy has been ensuring that our succession planning process incorporates the advancement of women and people of all cultures, including underrepresented communities. To help further foster inclusiveness, we support employee resource groups for team members of many different identities, interests and backgrounds, including underrepresented communities. Each of these resource groups contributes to our inclusive work environment by developing and implementing programs to promote business and community involvement as well as cultural awareness. We also partner with external organizations to develop an inclusive and supportive work environment.
Our global DE&I strategy aims to further advance our commitment to become an even more diverse, equitable and inclusive organization. The four pillars of our strategy are People, Community, Supplier Diversity and Communication. Consistent with this strategy, we are working to implement policies, learning experiences and processes that promote awareness, empathy, advocacy and opportunity; become an ally for positive change for the underserved in communities in which we live and work; support minority and women-owned suppliers to enable success of diversity-owned businesses; and promote dialogue around DE&I to increase awareness and advance the culture change to achieve our vision.In addition, we continued mandatory allyship and unconscious bias training for all salaried and clerical employees at Colgate that was first introduced in 2021 to help our employees better understand DE&I concepts and embed allyship as a daily practice. Our Board, through its Nominating, Governance and Corporate Responsibility Committee and Personnel and Organization Committee, receives regular updates from management on our DE&I efforts.
Succession Planning
We have a rigorous succession planning process, led by our Global Human Resources function. Our Board is also extensively involved in succession planning and people development with special focus on CEO succession. As part of the succession planning process, we review and discuss potential successors to key positions and examine backgrounds, capabilities and appropriate developmental assignments.
Compensation Philosophy
Given the importance of Colgate people to our business success, motivating and retaining critical talent is a key focus. We view compensation as an important tool to motivate leaders at all levels of the organization. For information regarding our compensation philosophy and executive compensation programs, please see our Proxy Statement to be filed with the United States Securities and Exchange Commission (the “SEC”) in connection with the 2023 Annual Meeting of Stockholders.
Sustainability
We view sustainability as being critically important to our overall business and growth strategy. Our 2025 Sustainability & Social Impact Strategy, which we announced in November 2020, is focused on three key ambitions - preserving our environment by accelerating action on climate change and reducing our environmental footprint; helping millions of homes by empowering people to develop healthier habits; and driving social impact with a commitment to helping to ensure the well-being of all people and their pets. These ambitions are supported by actionable targets consistent with our continued commitment to building environmental and social consciousness into our decision-making.
In 2022, we made progress on the targets set forth in our 2025 Sustainability & Social Impact Strategy.
Reduce Plastic Waste: As a positive step toward achieving our targets to reduce the use of new plastic by a third and make our packaging 100% recyclable, reusable or compostable by 2025, we are implementing our first-of-its-kind recyclable toothpaste tube across our toothpaste portfolio. Since introducing our first-of-its-kind recyclable toothpaste tube in 2019, as of December 31, 2022, we have transitioned over 70% of our toothpaste SKUs in North America to recyclable tubes. We continue to share the tube technology and, as of December 31, 2022, we have shared it with third parties by holding approximately 70 sessions to encourage recyclability of all tubes in practice and at scale. We are committed to the success of Colgate Keep, our first-of-its-kind manual toothbrush with a replaceable head and a reusable aluminum handle for 80% less plastic waste compared to similarly sized Colgate toothbrushes.
Accelerate Action on Climate Change: Colgate is taking steps to accelerate action on climate change through science-based near-term, long-term and Net Zero 2040 emissions targets across our operations and supply chain, which have been approved by The Science Based Targets initiative. To support our goal to become Net Zero carbon in our operations by 2040, we have built a global renewable energy master plan which includes roadmaps by division to cover our manufacturing facilities and owned warehouses, global technology centers and offices and have engaged our priority Tier 1 Suppliers in support of our goal to reduce their greenhouse gas emissions by 20% by 2025 (versus a 2020 baseline).
Lead with Zero Waste Facilities: It is our goal to achieve TRUE Zero Waste certifications at 100% of our operations, which we define as our manufacturing facilities, owned and operated warehouses, global technology centers and strategic offices, by 2025. In 2022, six more of our sites achieved TRUE certification. That brings the total number of TRUE certified sites, as of December 31, 2022, to 32 across five continents in 19 countries.
Ingredient Transparency: We continue to promote ingredient transparency and seek to follow the highest safety and efficacy standards as we formulate our products. We have rolled out a new “Fragrance & Flavors Share for Good” ingredient transparency program, which provides additional ingredient information.
Social Impact: Colgate Bright Smiles, Bright Futures is our flagship oral health education and well-being initiative. Since the program was established in 1991, we have reached over 1.6 billion children and their families in more than 80 countries. Through our Hill's Food, Shelter & Love program, we have helped over 13 million shelter pets find forever homes since 2002.
Additional information about our sustainability targets and efforts, including our 2021 Sustainability and Social Impact Report, our 2022 Climate Transition & Net Zero Action Plan and our reports aligned with the Task Force on Climate-related Financial Disclosures (TCFD) recommendations and Sustainability Accounting Standards Board (SASB) can be found in the Sustainability section of our website at https://www.colgatepalmolive.com/sustainability. References to these reports and our website are for informational purposes only and neither the reports nor the other information on our website is incorporated by reference into this Annual Report on Form 10-K.
Information about our Executive Officers
The following is a list of our executive officers as of February 15, 2018:16, 2023: | | | | | | | | | | | | | | | | | | | | |
| Name | | Age | | Date First Elected Officer | | Present Title |
| Noel R. Wallace | | 58 | | 2009 | | Chairman of the Board, President and
Chief Executive Officer |
| Stanley J. Sutula III | | 57 | | 2020 | | Chief Financial Officer |
| Jennifer M. Daniels | | 59 | | 2014 | | Chief Legal Officer and Secretary |
| John W. Kooyman | | 58 | | 2019 | | Chief of Staff |
| Prabha Parameswaran | | 64 | | 2019 | | Group President, Growth and Strategy |
| Panagiotis Tsourapas | | 58 | | 2019 | | Group President, Europe and Developing Markets |
| Sally Massey | | 49 | | 2020 | | Chief Human Resources Officer |
| Gregory O. Malcolm | | 55 | | 2022 | | Vice President and Controller |
|
| | | | | | |
| Name | | Age | | Date First Elected Officer | | Present Title |
| Ian Cook | | 65 | | 1996 | | Chairman of the Board |
| | | | | | | President and Chief Executive Officer |
| Franck J. Moison | | 64 | | 2002 | | Vice Chairman |
| Dennis J. Hickey | | 69 | | 1998 | | Chief Financial Officer |
| P. Justin Skala | | 58 | | 2008 | | Chief Operating Officer, |
| | | | | | | North America, Europe, Africa/Eurasia |
| | | | | | | and Global Sustainability |
| Noel R. Wallace | | 53 | | 2009 | | Chief Operating Officer, |
| | | | | | | Global Innovation and Growth |
| | | | | | | and Hill’s Pet Nutrition |
| John J. Huston | | 63 | | 2002 | | Senior Vice President, Chief of Staff |
| Daniel B. Marsili | | 57 | | 2005 | | Chief Human Resources Officer |
| Victoria L. Dolan | | 58 | | 2011 | | Chief Transformation Officer |
| Patricia Verduin | | 58 | | 2011 | | Chief Technology Officer |
| Jennifer M. Daniels | | 54 | | 2014 | | Chief Legal Officer and Secretary |
| Mukul Deoras | | 54 | | 2015 | | Chief Marketing Officer |
| Henning I. Jakobsen | | 57 | | 2017 | | Vice President |
| | | | | | | and Corporate Controller |
Each of theour executive officers listed above has served the registrantCompany or itsour subsidiaries in various executive capacities for the past five years with the exception of Jennifer M. Daniels, who joined the Company in 2014 asStanley J. Sutula III, Chief Legal Officer and Secretary.Financial Officer. Prior to joining the Company, Ms. Danielscompany, Mr. Sutula was SeniorExecutive Vice President General Counsel and SecretaryChief Financial Officer of NCR Corporation,Pitney Bowes Inc., which shehe joined in 2010.2017.
Under the Company’sour By-Laws, theour officers of the corporation hold office until their respective successors are chosen and qualified or until they have resigned, retired or been removed by the affirmative vote of a majority of the Board of Directors of the Company (the “Board”).our Board. There are no family relationships between any of theour executive officers, and there is no arrangement or understanding between any executive officer and any other person pursuant to which the executive officer was elected.
(d) Financial Information about Geographic Areas
For financial data by geographic region, refer to the information set forth under the caption “Results of Operations” in Part II, Item 7, of this report and in Note 15, Segment Information to the Consolidated Financial Statements. For a discussion of risks associated with our international operations, see Item 1A “Risk Factors.”
(e) Available Information
The Company’sOur website address is www.colgatepalmolive.com.www.colgatepalmolive.com. The information contained on the Company’sour website is not included as a part of, or incorporated by reference into, this Annual Report on Form 10-K. The Company makesWe make available, free of charge, on itsour website itsour Annual Reports on Form 10-K, its Quarterly Reports on Form 10-Q, its interactive data files posted pursuant to Rule 405 of Regulation S-T, its Current Reports on Form 8-K and amendments to such reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”“Exchange Act”) as soon as reasonably practicable after the Company haswe electronically filedfile such material with, or furnishedfurnish it to, the United States Securities and Exchange Commission (the “SEC”).SEC. Also available on the Company’sour website are the Company’s Code of Conduct and Board Guidelines on Significant Corporate Governance Issues, the charters of the Committees of the Board, Specialized Disclosure Reports on Form SD, and the related Conflict Minerals Disclosure and Report, reports under Section 16 of the Exchange Act of transactions in Company stock by directors and executive officers and its proxy statements.our Proxy Statements.
ITEM 1A. RISK FACTORS
In addition to the risks described elsewhere in this report, set forth below is a summary of the material risks to an investment in our securities. These risks, some of which have occurred and/or are occurring and any of which could occur in the future, are not the only ones we face. Additional risks not presently known to us or that we currently deem immaterial may also have an adverse effect on us. If any of these risks actually occur, our business, results of operations, cash flows and financial condition could be materially and adversely impacted, which might cause the value of our securities to decline.
Business and Industry Risks
We face risks associated with significant international operations, including exposure to foreign currency fluctuations.
We operate on a global basis serving consumers in more than 200 countries and territories with approximately 75%two-thirds of our Net sales originating in markets outside the U.S. While geographic diversity helps to reduce our exposure to risks in any one country or part of the world, it also means that we are subject to the full range offace risks associated with significant international operations, including, but not limited to:
| |
▪ | changes in exchange rates for foreign currencies, which may reduce the U.S. dollar value of revenues, profits and cash flows from non-U.S. markets or increase our supply costs, as measured in U.S. dollars, in those markets; |
| |
▪ | exchange controls and other limits on our ability to import or export raw materials or finished product or to repatriate earnings from overseas; |
| |
▪ | political or economic instability, social or labor unrest or changing macroeconomic conditions in our markets, including as a result of volatile commodity prices, including the price of oil; |
| |
▪ | lack of well-established or reliable legal systems in certain countries where we operate; |
| |
▪ | foreign ownership restrictions and the potential for nationalization or expropriation of property or other resources; and |
| |
▪ | other foreign or domestic legal and regulatory requirements, including those resulting in potentially adverse tax consequences or the imposition of onerous trade restrictions and/or tariffs, price controls, labor laws, travel or immigration restrictions, profit controls or other government controls. |
These•changing macroeconomic conditions in our markets, including as a result of inflation, the war in Ukraine, volatile commodity prices and increases in the cost of raw and packaging materials, labor, energy and logistics;
•political or economic instability, geopolitical events, wars and military conflicts, such as the war in Ukraine, environmental events, widespread health emergencies, such as COVID-19 or other pandemics or epidemics, natural disasters or social or labor unrest;
•changes in exchange rates for foreign currencies, which may reduce the U.S. dollar value of revenues, profits and cash flows from non-U.S. markets or increase our supply costs, as measured in U.S. dollars, in those markets;
•exchange controls and other limits on our ability to import or export raw materials or finished product, including as a result of COVID-19, and the war in Ukraine, or to repatriate earnings from overseas;
•lack of well-established, reliable and/or impartial legal systems in certain countries where we operate and difficulties in enforcing contractual, intellectual property or other legal rights;
•foreign ownership and investment restrictions and the potential for nationalization or expropriation of property or other resources; and
•changes to trade policies and agreements and other foreign or domestic legal and regulatory requirements, including those resulting in potentially adverse tax consequences or the imposition of and/or the increase in trade restrictions and/or tariffs, sanctions, price controls, labor laws, travel or immigration restrictions (including as a result of pandemics, epidemics or other widespread health emergencies, such as the COVID-19 pandemic), profit controls or other government controls, including as a result of the war in Ukraine.
Any or all of the foregoing risks could have a significant impact on our ability to sell our products on a competitive basis in international markets and may adversely affect our business, results of operations, cash flows and financial condition. In addition, a number of these risks may adversely impact consumer confidence and consumption, which could reduce sales volumes of our products or result in a shift in our product mix from higher margin to lower margin product offerings.
We face risks resulting from political and macroeconomic instability and geopolitical events, such as the ongoing war in Ukraine and the related geopolitical tensions. We suspended the importation and sales of all products in Russia other than essential health and hygiene products for everyday use and ceased all capital investments and media activities in Russia. While these actions have impacted our Eurasia business, they have not had a material impact on our business, results of operations, cash flow or financial condition. In 2022, our Eurasia business constituted approximately 2% of our consolidated net sales and approximately 3% of our consolidated operating profit (the majority of which was Russia). We,
however, have experienced, and expect to continue to experience, risks related to the impact of the war in Ukraine, including increases in the cost and, in certain cases, limitations on the availability of raw and packaging materials and commodities (including oil and natural gas), supply chain and logistics challenges and foreign currency volatility. We also continue to monitor the impact of the sanctions and export controls imposed in the response to the war in Ukraine. The situation continues to evolve and significant uncertainties regarding the full impact of the war in Ukraine or the related impacts on the global economy and geopolitical relations, in general and on our business in particular, remain and may be impacted by any or all of the foregoing risks. The war in Ukraine may also heighten other risks disclosed in this Annual Report on Form 10-K, any of which could have an adverse impact on our business, results of operations, cash flows or financial condition.
Furthermore, the imposition of tariffs and/or increase in tariffs on various products by the United States and other countries have introduced greater uncertainty with respect to trade policies and government regulations affecting trade between the United States and other countries and new and/or increased tariffs have subjected, and may continue in the future to subject, us to additional costs and expenditure of resources. Major developments in trade relations, including the imposition of new or increased tariffs by the United States and/or other countries, such as China, and any emerging nationalist trends in specific countries could alter the trade environment and consumer purchasing behavior which, in turn, could have a material effect on our business, results of operations, cash flows and financial condition.
In an effort to minimize the impact on earnings of foreign currency rate movements, we engage in a combination of selling price increases, where permitted, sourcing strategies, cost-containment measures and selective hedging of foreign currency transactions. However, the impact of these measures have not and may not in the future fully offset any negative impact of foreign currency rate movements on our business, and results of operations.operations, cash flows and financial condition.
Significant competition in our industry could adversely affect our business.
We face vigorous competition worldwide, including from strong local competitors and from other large, multinational companies, some of which may have greater resources than we do. In addition, the substantial growth in eCommerce has encouraged the entry of new competitors and business models.
We face this competition in several aspects of our business, including but not limited to, the pricing, of products, promotional activities, new product introductions and expansion into new geographies.geographies and channels. Some of our competitors may spend more aggressively on or have more effective advertising and promotional activities than we do, introduce competing products more quickly and/or respond more effectively to changing business and economic conditions.conditions and changing consumer preferences, including by launching innovative new products. Such competition also extends to administrative and legal challenges of product claims and advertising. Our success is increasingly dependent on our ability to effectively leverage digital technology and data analytics to gain new commercial insights and develop relevant marketing and advertising to reach customers and consumers. Our ability to compete also depends on the strength of our brands and on our ability to enforce and defend our intellectual property, including patent, trademark, copyright, trade secret and trade dress rights, against infringement and legal challenges by competitors.
We may be unable to anticipate the timing and scale of such initiatives or challenges by competitors or to successfully respond to them, which could harm our business. In addition, the cost of responding to such initiatives and challenges, including management time, out-of-pocket expenses and price reductions, may affect our performance in the relevant period.performance. A failure to compete effectively could adversely affect our business, results of operations, cash flows and financial condition.
Our business is subject to legal and regulatory risks in the U.S. and abroad.
Our business is subject to extensive legal and regulatory requirements in the U.S. and abroad. Such legal and regulatory requirements apply to most aspects of our products, including their development, ingredients, manufacture, packaging, labeling, storage, transportation, distribution, export, import, advertising and sale. U.S. federal authorities, including the U.S. Food and Drug Administration (the “FDA”), the Federal Trade Commission, the Consumer Product Safety Commission and the Environmental Protection Agency, regulate different aspects of our business, along with parallel authorities at the state and local levels and comparable authorities overseas. Also, our selling practices are regulated by competition law authorities in the U.S. and abroad.
New or more stringent legal or regulatory requirements, or more restrictive interpretations of existing requirements, could adversely impact our business, results of operations, cash flows and financial condition. For example, from time to time, various regulatory authorities in Europe, the U.S. and other countries review the use of various ingredients in consumer products. Triclosan, an ingredient used by us in Colgate Total toothpaste, is an example of an ingredient that has undergone reviews by various regulatory authorities worldwide, both by itself and in the context of its use in specific products or types of products. In the U.S., Colgate Total toothpaste is subject to the FDA’s rigorous New Drug Application (“NDA”) process for safety and efficacy. Effective September 2017, the FDA restricted the use of 19 active ingredients, including triclosan and triclocarban, in antibacterial consumer soaps in the U.S. Our consumer soaps do not contain triclosan or triclocarbon. Some states and municipalities in the U.S. have proposed, and Minnesota has passed, legislation banning the sale of certain consumer products containing triclosan. The Minnesota legislation does not cover Colgate Total toothpaste. In November 2016, the Canadian government finalized its review of the potential human and environmental risks of triclosan, concluding that triclosan does not enter the environment in quantities or conditions that pose a danger in Canada to human life or health, and that triclosan is neither bioaccumulative nor persistent, but that triclosan could be entering the environment at levels that could potentially cause harm to some aquatic organisms. The Canadian government is now working with stakeholders to ensure triclosan remains under a level it has determined to be safe, and we will participate in this process. Triclosan is also currently being evaluated under the European Union’s Regulation for the Registration, Evaluation, Authorization and Restriction of Chemicals, which evaluation process is expected to take several years to complete.
A decision by a regulatory or governmental authority that triclosan, or any other of our ingredients, should not be used in certain consumer products or should otherwise be newly regulated, could adversely impact our business, as could negative reactions by our consumers, trade customers or non-governmental organizations to our use of such ingredients. Additionally, an inability to develop new or reformulated products containing alternative ingredients or to obtain regulatory approval of such products on a timely basis could likewise adversely affect our business.
Because of our extensive international operations, we could be adversely affected by violations of the U.S. Foreign Corrupt Practices Act (the “FCPA”) and similar worldwide anti-bribery laws. The FCPA and similar worldwide anti-bribery laws generally prohibit companies and their intermediaries from making improper payments to government officials or other third parties for the purpose of obtaining or retaining business. While our policies mandate compliance with these anti-bribery laws, we cannot provide assurance that our internal control policies and procedures will always protect us from reckless or criminal acts committed by our employees, joint-venture partners or agents. Violations of these laws, or allegations of such violations, could disrupt our business and adversely affect our reputation and our business, results of operations, cash flows and financial condition.
While it is our policy and practice to comply with all legal and regulatory requirements applicable to our business, a finding that we are in violation of, or out of compliance with, applicable laws or regulations could subject us to civil remedies, including fines, damages, injunctions or product recalls, or criminal sanctions, any of which could adversely affect our business, results of operations, cash flows and financial condition. Even if a claim is unsuccessful, is without merit or is not fully pursued, the negative publicity surrounding such assertions regarding our products, processes or business practices could adversely affect our reputation and brand image. For information regarding our legal and regulatory matters, see Item 3 “Legal Proceedings” and Note 13, Commitments and Contingencies to the Consolidated Financial Statements.
Increasing dependence on key retailers in developed markets, changes in the policies of our retail trade customers, the emergence of new salesalternative retail channels and the growing presence of e-commerce retailersrapidly changing retail landscape and changing consumer preferences may adversely affect our business.
Our products are sold in a highly competitive global marketplace which has experienced increased trade concentration and the growing presence of large-format retailers, discounters and discounters.eCommerce retailers. With the growing trend toward retail trade consolidation, the substantial growth of eCommerce and the integration of traditional and digital operations at key retailers, we are increasingly dependent on keycertain retailers, and some of these retailers including large-format retailers,have and may continue to have greater bargaining strength than we do. They have used and may continue to use this leverage to demand higher trade discounts, allowances, or slotting fees or increased investment, including through display media, paid search, preparation fees and co-op programs, which have led to and could continue to lead to reduced sales or profitability.profitability in certain markets. The loss of a key customer or a significant reduction in sales to a key customer could adversely affect our business, results of
operations, cash flows and financial condition. For additional information regarding our customers, see “Distribution; Raw Materials; Competition; Trademarks and Patents” in Item 1 “Business.”
We also have been and may continue to be negatively affected by changes in the policies or practices of our retail trade customers, such as inventory de-stocking,destocking, fulfillment requirements, limitations on access to shelf space, delisting of our products, environmental or sustainability, initiatives and other conditions.supply chain or packaging standards or initiatives. For example, a determination by a key retailer that any of our ingredients should not be used in certain consumer products or that our packaging does not comply with certain requirements and standards could adversely impact our business, results of operations, cash flows and financial condition. In addition, private label“private label” products sold by our retail trade chains,customers, which are typically sold at lower prices than branded products, are a source of competition for certain of our product lines.products.
Further, the retail landscape in many of our markets continues to evolve as a result of the substantial growth of eCommerce, changing consumer behaviors and preferences (as consumers increasingly shop online and via mobile and social applications) and the increased presence of alternative retail channels, such as subscription services and direct-to-customer businesses. The substantial growth in eCommerce and the emergence of new salesalternative retail channels for our products may affect, and the growing presence of e-commerce retailers have affectedcreated and may continue to create pricing pressures and/or adversely affect our relationships with our key retailers.
Further, consumer preferences continue to evolve due to a number of factors, including evolving consumer concerns or perceptions (whether or not valid) regarding environmental, social and governance (“ESG”) practices, including the sourcing and sustainability of packaging materials, a growing demand for natural or organic products and ingredients and ingredient transparency, evolving consumer concerns or perceptions regarding the effects of ingredients, changing consumer sentiment toward non-local products or sources and changing perceptions of and increased focus on labor and human rights and environmental impacts (including responsible sourcing, deforestation, packaging, plastic, energy and water use and waste management).
If we are not successful in continuing to adapt or to effectively react to changes in consumer behaviors, preferences or purchasing patterns and/or changing market dynamics, including customer policies or the proliferation of eCommerce and could also adversely impactalternative retail channels, our business, results of operations, cash flows and financial condition.condition could be adversely affected.
The growth of our business depends on the successful identification, development and launch of innovative new products.
Our growth depends on the continued success of existing products, as well as the successful identification, development and launch of innovative new and differentiated products and line extensions.the expansion into adjacent categories, channels of distribution or geographies. Our ability to launch new products, and line extensions and to sustain existing products and to expand into adjacent categories, channels of distribution or geographies is affected by whether we can successfully:
| |
▪ | identify, develop and fund technological innovations; |
| |
▪ | obtain and maintain necessary intellectual property protection and avoid infringing intellectual property rights of others; |
| |
▪ | obtain approvals and registrations of regulated products, including from the FDA and other regulatory bodies in the U.S. and abroad; and |
| |
▪ | anticipate and respond to consumer needs and preferences. |
•identify, develop and fund technological innovations;
•obtain and maintain necessary intellectual property protection and avoid infringing intellectual property rights of others;
•obtain approvals and registrations of regulated products, including from the FDA and other regulatory bodies in the U.S. and abroad; and
•anticipate and quickly respond to the needs and preferences of consumers and customers.
The identification, development and introduction of innovative new products and line extensions involvethat drive incremental sales involves considerable costs and effort, and any new product or line extension may not generate sufficient customer and consumer interest and sales to become a profitable product or to cover the costs of its development and promotion. Our ability to achieve a successful launch of a new product or line extension could also be adversely affected by preemptive actions taken by competitors in response to the launch, such as increased promotional activities and advertising. In addition, new products may not be accepted quickly or significantly in the marketplace.
Our ability to quickly innovate to adapt and market our products and to adapt our packaging and the sustainability profile of our products to meet evolving consumer preferences is an essential part of our business strategy. The failure to
develop and launch successful new products or to adapt our packaging, the sustainability profile of our products or supply chain to meet such preferences could hinder the growth of our business and any delay in the development or launch of a new product could result in us not being the first to market, which could compromise our competitive position and adversely affect our business, results of operations, cash flows and financial condition. In addition, our success in launching new products is also dependent on our ability to deliver effective and efficient marketing in an evolving media landscape (including digital), which is subject to dynamic and increasingly restrictive privacy requirements.
If, in the course of identifying or developing new products, we are found to have infringed the trademark, trade secret, copyright, patent or other intellectual property rights of others, directly or indirectly, through the use of third-party ideas or technologies, such a finding could adversely affect our ability to develop innovative new products and adversely affect our business, results of operations, cash flows and financial condition. Even if we are not found to infringe a third party’s intellectual property rights, claims of infringement could adversely affect us, including by increasing costs and by delaying the launch of new products.
We face various risks related to pandemics, epidemics or similar widespread public health concerns, which may not realizehave a material adverse effect on our business, results of operations, cash flows and financial condition.
We face various risks related to pandemics, epidemics or similar widespread public health concerns, including the benefits that we expectCOVID-19 pandemic. A pandemic, epidemic or similar widespread health concern could have, and COVID-19 has had and may continue to have, a variety of impacts on our business, results of operations, cash flows and financial condition, including:
•our ability to continue to maintain and support the health, safety and well-being of our employees, including key employees;
•disruptions to our global supply chain, including the closure of manufacturing and distribution facilities, due to, among other things, the lack of availability of raw and packaging materials or manufacturing components; a decrease in our workforce or in the efficiency of such workforce, including as a result of illness, travel restrictions, absenteeism or governmental regulations; transportation and logistics challenges, including as a result of port and border closures and other governmental restrictions or volume and capacity restraints; or the impact of a pandemic, epidemic or other health emergencies, such as the COVID-19 pandemic on our retailers, third party suppliers, contract manufacturers, logistics providers or distributors;
•volatility in the demand for and availability of our products, which may be caused by the temporary inability of our consumers to purchase our products due to illness, financial hardship, quarantine, government actions mandating the closure of our facilities, distributors or retailers and/or imposing travel or movement restrictions, shifts in demand and consumption away from more discretionary or higher priced products to lower-priced products or pantry-loading activity;
•changes in purchasing patterns of our Global Growthconsumers, including a shift to purchasing our products online and Efficiency Program.disruptions in certain channels;
Our restructuring program,•significant volatility in demand for certain of our products, which may require us to increase our production capacity or acquire additional capacity at an additional cost and expense;
•failure of third parties on which we referrely, including our retailers, suppliers, contract manufacturers, logistics providers, customers, commercial banks, joint venture partners and external business partners, to asmeet their obligations to us, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties;
•significant changes in the “Global Growtheconomic and Efficiency Program,” is ongoing. The Global Growth and Efficiency Program’s initiatives are expected to help us ensure sustained solid worldwide growth in unit volume, organic sales, operating profit and earnings per share and enhance our global leadership positions in our core businesses. While implementationpolitical conditions of the Global Growthmarkets in which we operate, which could restrict our employees’ ability to work and Efficiency Program istravel, could mandate the closure of certain distributors or retailers, our offices, shared business service centers and/or operating and manufacturing facilities or otherwise could prevent us as well underwayas our third-party partners, suppliers or customers from sufficiently staffing operations, including operations necessary for the manufacture, distribution, sale and manysupport of our products;
•disruptions and volatility in the initiatives underglobal capital markets, including rising interest rates, which may increase the program have been successfully implemented or are nearing completion, the successful implementationcost of the remainder of the program presents significant organizational challengescapital and in some cases, may require successful negotiations with third parties. As a result, we may not be ableadversely impact our access to realize all of the remaining anticipated benefits from the Global Growth and Efficiency Program. Events and circumstances, such as financial capital; and/or strategic difficulties, delays and unexpected costs may occur that could result in our not realizing all of the remaining anticipated benefits or our not realizing such benefits on our expected timetable. In addition, changes
•volatility in foreign exchange rates and increases in the cost and availability of raw and packaging materials and transportation and logistics costs.
During the COVID-19 pandemic, many of the communities in which we manufacture, market and sell our products experienced and may in the future experience “stay at home” orders, travel or movement restrictions and other government actions to address the pandemic. While the impact of COVID-19 on our business has largely abated at this time, uncertainties continue, particularly in tax, labor or immigration lawsChina where we have substantial manufacturing facilities and business, and in the travel retail channel, where we have experienced and may continue to experience disruptions particularly in our Filorga business. We have also experienced and may continue to experience certain disruptions to our global supply chain due to COVID-19, which have impacted and may continue to impact sales of and consumer access to our products. We have also witnessed and may continue to witness changes in the purchasing patterns of our customers, including a shift in many markets to purchasing our products online. COVID-19 may continue to impact consumer behavior and preferences, shopping patterns and consumption preferences. Uncertainty resulting from COVID-19 could result in an unforeseen additional disruption to our not achievingbusiness, including our global supply chain and retailer network, and/or require us to incur additional operational costs.
These and other risks related to COVID-19 have adversely affected and may continue to adversely affect our business, results of operations, cash flows and financial condition. Furthermore, these and other impacts of COVID-19 could also have the remaining anticipated cost savings as measured in U.S. dollars. If we are unable to realize the remaining anticipated savingseffect of heightening many of the Global Growth and Efficiency Program, our ability to fund other initiatives and enhance profitability may be adversely affected. Any failure to implement the Global Growth and Efficiency Programrisk factors included in accordance with our expectationsthis Item 1A, “Risk Factors,” which could adversely affect our business, results of operations, cash flows and financial condition. For additional information regarding the Global Growth and Efficiency Program,how COVID-19 has affected or is expected to affect our business, refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Significant Items Impacting Comparability”Executive Overview.”
Damage to our reputation could have an adverse effect on our business.
Maintaining our strong reputation with consumers and “– Restructuringour trade partners globally is critical to selling our branded products. Accordingly, we devote significant time and Related Implementationresources to programs designed to protect and preserve our reputation, such as our ethics and compliance, ESG, brand protection and product safety, regulatory and quality initiatives. Negative publicity about us, our brands, our products, our supply chain, our ingredients, our packaging, our ESG practices, or our employees, whether or not deserved, could jeopardize our reputation. Such negative publicity could relate to, among other things, health concerns, threatened or pending litigation or regulatory proceedings, labor and human rights and environmental impact (including responsible sourcing, deforestation, packaging, plastic, energy and water use and waste management) or our ESG practices. In addition, the proliferation of digital and social media has greatly increased the accessibility of information and the speed of its dissemination and the potential for negative publicity. Negative publicity, posts or comments on digital and social media, whether true or untrue, could damage our brands and our reputation. The success of our brands could also suffer if our marketing initiatives do not have the desired impact on a brand’s image or its ability to attract consumers.
Additionally, due to the scale and scope of our business, we must rely on relationships with third parties, including our suppliers, distributors, contractors, joint venture partners and other external business partners, for certain functions. While we have policies and procedures for managing these relationships, they inherently involve a lesser degree of control over business operations, compliance and ESG practices, thereby potentially increasing our reputational and legal risk.
We have taken and in the future may take certain actions to safeguard our reputation and uphold our ethical values, such as changes to how and where we sell, advertise and invest behind our products and operations, which could adversely affect our business, results of operations, cash flows and financial condition.
In addition, third parties sell counterfeit versions of our products, which are inferior or may pose safety risks. As a result, consumers of our brands could confuse our products with these counterfeit products, which could cause them to refrain from purchasing our brands in the future and in turn could impair our brand equity and adversely affect our business, results of operations, cash flows and financial condition.
Damage to our reputation or loss of consumer confidence in our products for these or any other reasons could adversely affect our business, results of operations, cash flows and financial condition, as well as require resources to rebuild our reputation.
Our success depends upon our ability to recruit, attract and retain key employees, including through the implementation of diversity, equity and inclusion initiatives, and the succession of senior management.
Our success largely depends on the performance of our management team and other key employees. If we are unable to recruit, attract and retain talented, highly qualified senior management and other key people, our business, results of operations, cash flows and financial condition could be adversely affected. Successfully executing organizational change, including management transitions at leadership levels of the Company and succession plans for senior management, is critical to our business success. While we follow a disciplined, ongoing succession planning process and have succession plans in place for senior management and other key executives, these do not guarantee that the services of qualified senior executives will continue to be available to us at particular moments in time. Further, changes in immigration laws and government policies, including related to the COVID-19 pandemic, have made, in certain circumstances, and may continue to make, it more difficult for us to recruit or relocate highly skilled technical, professional and management personnel to meet our business needs. Our ability to attract and retain talent has been and may continue to be impacted by challenges in the labor market, particularly in the United States, which has experienced and may continue to experience wage inflation, labor shortages and a shift toward a hybrid working model. In addition, we continue to work to advance culture change through the implementation of DE&I initiatives throughout our organization.We continue to embed new ways of working throughout the organization to, among other things, instill a growth mindset to drive innovation with focus, empowerment, experimentation and digitization. If we do not (or are perceived not to) successfully implement these initiatives, our ability to recruit, attract and retain talent may be adversely impacted.
We have pursued and may continue to pursue acquisitions and divestitures, which could adversely impact our business.
We have pursued and may continue to pursue acquisitions of brands, businesses, assets or technologies from third parties. Acquisitions and their pursuit have involved, and can involve, numerous potential risks, including, among other things:
•realizing the full extent of the expected benefits or synergies as a result of a transaction, within the anticipated time frame, or at all;
•successfully integrating the operations, technologies, services, products and systems of the acquired brands, assets or businesses in an effective, timely and cost-efficient manner;
•receiving necessary consents, clearances and approvals in connection with a transaction;
•diverting management’s attention from other business priorities;
•successfully operating in new lines of business, channels of distribution or markets;
•achieving distribution expansion related to products, categories and markets;
•retaining key employees, partners, suppliers and customers of the acquired business;
•conforming standards, controls, procedures and policies of the acquired business with our own;
•developing or launching products with acquired technologies; and
•other unanticipated problems or liabilities.
Moreover, acquisitions have resulted in and could in the future result in substantial additional debt, the assumption ofcontingent liabilities, such as litigation or earn-out obligations, or transaction costs. In addition, to the extent that the economic benefits associated with an acquisition or investment diminish in the future or the performance of an acquired
company or business is less robust than expected, we may be required to record additional impairments of intangible assets, including trademarks and goodwill. For example, in the fourth quarter of 2022, we took non-cash, aftertax impairment charges of $620 million, to adjust the carrying values of goodwill and intangible assets related to the Filorga skin health business. For additional information regarding recent impairment charges, refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Goodwill and Intangible Asset Impairment Charges.” Any of these risks could adversely impact our reputation and our business, results of operations, cash flows and financial condition.
We have divested and may in the future periodically divest brands or businesses. These divestitures may adversely impact our business, results of operations, cash flows and financial condition if we are unable to offset the dilutive impacts from the loss of revenue associated with the divested brands or businesses, or otherwise achieve the anticipated benefits or cost savings from the divestitures. In addition, businesses under consideration for, or otherwise subject to, divestiture may be adversely impacted prior to the divestiture, which could negatively impact our business, results of operations, cash flows and financial condition.
Operational Risks
Our business results are impacted by our ability to manage disruptions in our global supply chain and/or key office facilities.
We are engaged in the manufacture and sourcing of products and materials on a global scale. Our operations and those of our suppliers, contract manufacturers or logistics providers have been and may continue to be disrupted by a number of factors, including, but not limited to:
•geopolitical events, wars and military conflicts, such as the war in Ukraine;
•widespread health emergencies, such as COVID-19 or other pandemics or epidemics;
•strikes and other labor disputes;
•disruptions in logistics;
•loss or impairment of key manufacturing or distribution sites;
•loss of key suppliers or contract manufacturers;
•capacity constraints;
•raw material and product quality or safety issues;
•industrial accidents or other occupational health and safety issues;
•the impact on our suppliers of tighter credit or capital markets;
•the lack of availability of qualified personnel, such as truck drivers and production labor;
•governmental incentives and controls (including import and export restrictions, such as new or increased tariffs, sanctions, quotas or trade barriers); and
•natural disasters, including climatic events (including any potential effects of climate change) and earthquakes, tornadoes, acts of war or terrorism, political unrest or uncertainty, fires or explosions, cyber-security incidents and other external factors over which we have no control.
In addition, we purchase certain key raw and packaging materials from single-source suppliers or a limited number of suppliers and new suppliers may have to be qualified under industry, governmental and/or Colgate standards, which can require additional investment and take a significant period of time. If our existing or new suppliers fail to meet such
standards or if we are unable to contract with suppliers on favorable terms, our business, results of operations, cash flows and financial condition could be adversely affected.
We believe that the supplies of raw and packaging materials needed to manufacture our products are adequate. In addition, we have business continuity and contingency plans in place for key manufacturing sites and contract manufacturers and the supply of raw and packaging materials. Nonetheless, a significant disruption to the manufacturing or sourcing of products or materials for any reason, including those mentioned above, have at times interrupted and could, in the future, interrupt product supply and, if not remedied, could have an adverse impact on our business, results of operations, cash flows and financial condition.
In addition, as a result of our global shared service organizational model, certain of our functions, such as finance and accounting, customer service and logistics, human resources, global information technology and data analytics are concentrated in key office facilities. A significant disruption to any of our key office facilities for any reason, including those mentioned above, could adversely affect our business, results of operations, cash flows and financial condition.
Volatility in material and other costs could adversely impact our profitability.
Raw and packaging material commodities, such as essential oils, resins, tropical oils, pulp, tallow, corn, poultry and soybeans, are subject to market price variations. Increases in the costs of and/or a reduction in the availability of commodities, energy and logistics (including trucks and containers) and other necessary services, including as a result of COVID-19 and/or the war in Ukraine, have affected and are likely to continue to adversely affect our profit margins. Inflationary pressures have also increased and may continue to increase the cost of such commodities and services. We have taken and may continue to take actions to mitigate these cost increases in the form of price increases and efforts to achieve cost efficiencies in areas such as manufacturing and distribution, or otherwise manage the exposure through sourcing strategies, ongoing productivity initiatives and the limited use of commodity hedging contracts. These actions may not, however, fully offset these higher costs and our business, results of operations, cash flows and financial condition have been and may continue to be adversely impacted. In addition, even if we are able to increase the prices of our products in response to commodity and other cost increases, we may not be able to sustain the price increases which may lead to declines in volume. If competitors do not adjust their prices or if consumers decide not to pay higher prices and forego purchasing certain of our products or switch to “private label” or lower-priced product offerings, sales declines, a deterioration in our profitability and loss of market share may occur which could adversely affect our business, results of operations, cash flows and financial condition. See “Our business results depend on our ability to manage disruptions in our global supply chain and/or key office facilities” above for additional information.
There is no guarantee that our ongoing efforts to reduce costs will be successful.
One way that we generate funds needed to support the growth of our business is through our continuous, Company-wide initiatives to lower costs and increase effective asset utilization, which we refer to as our funding-the-growth initiatives. These initiatives are designed to reduce costs associated with direct materials, indirect expenses, distribution and logistics, and advertising and promotional materials, among other things. The achievement of our funding-the-growth goals depends on our ability to successfully identify and realize additional savings opportunities. Events and circumstances, such as financial or strategic difficulties, delays and unexpected costs may occur that could result in our not realizing any or all of the anticipated benefits or our not realizing the anticipated benefits on our expected timetable. If we are unable to realize the anticipated savings of our funding-the-growth initiatives, our ability to fund other initiatives and achieve our profitability goals may be adversely affected. Any failure to implement our funding-the-growth initiatives in accordance with our expectations could adversely affect our business, results of operations, cash flows and financial condition. For additional information regarding our funding-the-growth initiatives, refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Overview.”
DamageWe may not fully realize the benefits that we expect from our 2022 Global Productivity Initiative.
On January 27, 2022, the Board approved a targeted productivity program (the “2022 Global Productivity Initiative”). The program is intended to reallocate resources toward our reputation could have an adverse effect onstrategic priorities and faster growth businesses, drive efficiencies in our business.
Maintaining our strong reputation with consumersoperations and our trade partners globally is critical to selling our branded products. Accordingly, we devote significant time and resources to programs designed to protect and preserve our reputation, such as our Ethics and Compliance, Sustainability, Brand Protection and Product Safety, Regulatory and Quality initiatives. Adverse publicity about us, our brands,streamline our supply chain or our ingredients regarding health concerns, legal or regulatory proceedings, environmental impacts (including packaging, energyto reduce structural costs. The successful implementation of the program may present organizational challenges and, water use and waste management) or other sustainability or policy issues, whether or not deserved, could jeopardize our reputation. In addition, widespread use of digital and social media by consumers has greatly increased the accessibility of information and the speed of its dissemination. Negative publicity, posts or comments on social media about us, our brands or our products, whether true or untrue, could damage our brands and our reputation. The success of our brands could also suffer if our marketing initiatives do not have the desired impact on a brand’s image or its ability to attract consumers.
Additionally, due to the scale and scope of our business, we must rely on relationshipsin some cases, may require successful negotiations with third parties, including our suppliers, distributors, contractors, joint venture partners and other external business partners, for certain functions. While we have policies and procedures for managing these relationships, they inherently involve a lesser degree of control over business operations, governance and compliance, thereby potentially increasing our reputational and legal risk.
In addition, third parties sell counterfeit versions of our products, which are inferior or may pose safety risks.parties. As a result, consumerswe may not be able to fully realize all of our brands the anticipated benefits from the 2022 Global Productivity Initiative. Events and circumstances, such as financial or strategic difficulties, delays and unexpected costs may occur that
could confuse our products with these counterfeit products, which could cause them to refrain from purchasing our brands in the future and in turn could impair our brand equity and adversely affect our business, results of operations, cash flows and financial condition.
Damage to our reputation or loss of consumer confidenceresult in our products for thesenot realizing all of the anticipated benefits or any other reasons could adversely affect our business, results of operations, cash flows and financial condition,not realizing such benefits on our expected timetable. In addition, changes in foreign exchange rates or in tax, labor or immigration laws may result in our not achieving the anticipated cost savings as well as require resources to rebuild our reputation.
Volatilitymeasured in material and other costs could adversely impact our profitability.
Raw and packaging material commodities such as resins, pulp, essential oils, tropical oils, tallow, poultry, corn and soybeans are subject to wide price variations. Increases in the costs and availability of these commodities and the costs of energy, transportation and other necessary services have affected and may continue to adversely affect our profit margins ifU.S. dollars. If we are unable to pass along such higher costs infully realize the form of price increases or otherwise achieve cost efficiencies, such as in manufacturinganticipated savings from the 2022 Global Productivity Initiative, our ability to fund other initiatives and distribution. As a result, fluctuations in such prices and costs could have a material adverse effect on our business, results of operations and financial condition. See “Disruption in our global supply chain or key office facilities could adversely impact our business” below for additional information.
Legal claims and proceedings could adversely impact our business.
As a global company serving consumers in more than 200 countries and territories, weenhance profitability may be subjectadversely affected. Any failure to a wide variety of legal claims and proceedings, including disputes relating to intellectual property, contracts, product liability, marketing, advertising, foreign exchange controls, antitrust and trade regulation, as well as labor and employment, pension, privacy, environmental and tax matters and consumer class actions. Regardless of their merit, these claims can require significant time and expense to investigate and defend. Since litigation is inherently uncertain, there is no guarantee that we will be successfulimplement the 2022 Global Productivity Initiative in defending ourselves against such claims or proceedings, or thataccordance with our assessment of the materiality of these matters, including any reserves taken in connection therewith, will be consistent with the ultimate outcome of such matters. In addition, if one of our products, or a raw material contained in our products, is perceived or found to be defective or unsafe, we may need to recall some of our products. Whether or not a legal claim or proceeding is successful, or a recall is required, such assertions could have an adverse effect on our business, results of operations, cash flows and financial condition, and the negative publicity surrounding them could harm our reputation and brand image. See Item 3 “Legal Proceedings” and Note 13, Commitments and Contingencies to the Consolidated Financial Statements for additional information on certain of our legal claims and proceedings.
Disruption in our global supply chain or key office facilities could adversely impact our business.
We are engaged in manufacturing and sourcing of products and materials on a global scale. Our operations and those of our suppliers could be disrupted by a number of factors, including, but not limited to:
| |
▪ | strikes and other labor disputes; |
| |
▪ | disruptions in logistics; |
| |
▪ | loss or impairment of key manufacturing sites; |
| |
▪ | supplier capacity constraints; |
| |
▪ | raw material and product quality or safety issues; |
| |
▪ | industrial accidents or other occupational health and safety issues; |
| |
▪ | the impact on our suppliers of tighter credit or capital markets; and |
| |
▪ | natural disasters, including climatic events and earthquakes, acts of war or terrorism and other external factors over which we have no control. |
In addition, we purchase certain key raw and packaging materials from single-source suppliers or a limited number of suppliers and new suppliers may have to be qualified under industry, governmental and Colgate standards, which can require additional investment and take a significant period of time.
While we believe that the supplies of raw materials needed to manufacture our products are adequate and have business continuity and contingency plans in place for key manufacturing sites and the supply of raw and packaging materials, significant disruption of manufacturing or sourcing of products or materials for any reason, including any of the above reasons, could interrupt product supply and, if not remedied, have an adverse impact on our business, results of operations, cash flows and financial condition.
In addition, as a result of our clustering of single-country subsidiaries into regional commercial hubs and our implementation of a global shared service organizational model, certain of our functions, such as marketing, finance and accounting, customer service and logistics, and human resources, have become more concentrated in key office facilities. A significant disruption to any of our key office facilities for any reason, including natural disasters, acts of war or terrorism,expectations could adversely affect our business, results of operations, cash flows and financial condition. For additional information regarding the 2022 Global Productivity Initiative, refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Restructuring and Related Implementation Charges.”
A cyber-security incident, data breach or a failure of a key information technology system could adversely impact our business or reputation.business.
We rely extensively on information technology systems (“IT Systems”), including some which are managed, hosted, provided and/or used by third parties, including cloud-based service providers, and their vendors, in order to conduct our business. Our uses of these systems include, but are not limited to:
| |
▪ | communicating within our company and with other parties, including our customers and consumers; |
| |
▪ | ordering and managing materials from suppliers; |
| |
▪ | converting materials to finished products; |
| |
▪ | receiving and processing orders from and shipping products to our customers; |
| |
▪ | marketing products to consumers; |
| |
▪ | collecting and storing customer, consumer, employee, investor and other stakeholder information and personal data; |
| |
▪ | processing transactions, including but not limited to employee payroll, employee and retiree benefits and payments to customers and vendors; |
| |
▪ | hosting, processing and sharing confidential and proprietary research, business plans and financial information; |
| |
▪ | complying with legal, regulatory and tax requirements; |
| |
▪ | providing data security; and |
| |
▪ | handling other processes involved in managing our business. |
•communicating within our company and with other parties, including our customers and consumers;
•ordering and managing materials from suppliers;
•converting materials to finished products;
•receiving and processing orders from, shipping products to and invoicing our customers and consumers;
•marketing products to consumers;
•collecting, storing, transferring and/or processing customer, consumer, employee, vendor, investor and other stakeholder information and personal data, including, but not limited to, such data from residents of states, countries and regions with important data protection laws and regulations;
•processing transactions, including but not limited to employee payroll, employee and retiree benefits and payments to customers and vendors;
•hosting, processing and sharing confidential and proprietary research, intellectual property, business plans and financial information;
•summarizing and reporting results of operations, including financial reporting;
•managing our banking and other cash liquidity systems and platforms;
•complying with legal, regulatory and tax requirements;
•providing data security; and
•handling other processes involved in managing our business.
Although we have a broad array of information security measures in place, our IT Systems, including those of third-party service providers with whom we have contracted, have been, and will likely continue to be, subject to computer viruses or other malicious codes, unauthorized access attempts, phishing and other cyber-attacks. Cyber-attacks and other cyber incidents are occurring more frequently, are constantly evolving in nature, are becoming more sophisticated and are being made by groups, individuals and individualsnation states with a wide range of expertise and motives. Such cyber-attacks and cyber incidents can take many forms, including cyber extortion, social engineering, password theft or introduction of viruses or malware, such as ransomware through phishing emails. We cannot guarantee that our security efforts will prevent breaches or breakdowns of our, or our third-party service providers’, IT Systems since the techniques used in these attacks change frequently and may be difficult to detect for periods of time. In addition, although we have policies and procedures in place to ensure that all personal information collected by us or our third-party service providers is securely maintained, data breachesleakages due to human error or intentional or unintentional conduct have occurred and likely will continue
to occur. Furthermore, we periodically upgrade our IT Systems or adopt new technologies. If such an upgrade or new technology does not function as designed, does not go as planned or increases our exposure to a cyber-attack or cyber incident, it may adversely impact our business, including our ability to ship products to customers, issue invoices and process payments or order raw and packaging materials. Although we have seen no material impact on our business operations from the cyber-security attacks and data breachesincidents we have experienced to date, if we suffer a significant loss or disclosure of confidential business or stakeholder information as a result of a breach of our IT Systems, including those of third-party service providers with whom we have contracted, or otherwise, we may suffer reputational, competitive and/or business harm, incur significant costs and be subject to government investigations, litigation, fines and/or damages, which may adversely impact our business, results of operations, cash flows and financial condition. In addition, while we currently maintain insurance coverage that, subject to its terms and conditions, is intended to address costs associated with certain aspects of cyber-security incidents and IT System failures, this insurance coverage may not, depending on the specific facts and circumstances surrounding an incident, cover all losses or all types of claims that arise from an incident, or the damage to our business, reputation or brands that may result from an incident.
Furthermore, while we have disaster recovery and business continuity plans in place, if our IT Systems are damaged, breached or cease to function properly for any reason, including the poor performance of, failure of or cyber-attack on third-party service providers, catastrophic events, power outages, cyber-security breaches, network outages, failed upgrades or other similar events and, if the disaster recovery and business continuity plans do not effectively resolve such issues on a timely basis, we may suffer interruptions in our ability to manage or conduct business as well as reputational harm, and may be subject to governmental investigations and litigation, any of which may adversely impact our business, results of operations, cash flows and financial condition.
Climate change and other sustainability matters could have an adverse impact on our business and results of operations.
Climate change resulting from increased concentrations of carbon dioxide and other greenhouse gases (“GHG”) in the atmosphere and its impact on global temperatures, weather patterns and the frequency and severity of natural disasters and other extreme weather conditions may adversely impact our business, results of operations, cash flows and financial condition. Specifically, the predicted effects of climate change may exacerbate challenges regarding the availability and quality of water and the cost, quality and availability of raw and packaging materials, pose physical risks to our facilities and those of our key suppliers, disrupt our global supply chain or impact demand for our products. In addition, the increased concern over climate change has resulted and is likely to continue to result in additional legal and regulatory requirements intended to, among other things, reduce or mitigate the effects of climate change and have related and may relate to, among other things, GHG emissions (e.g., carbon pricing), alternative energy policy and additional disclosure obligations. Such additional regulation may adversely affect our business, results of operations, cash flows and financial condition by increasing our compliance and manufacturing costs and/or negatively impacting our reputation if we are unable to, or are perceived (whether or not valid) not to, satisfy such requirements or expectations. Achieving our sustainability and social impact targets will require significant efforts from us and other stakeholders, such as our suppliers and other third parties. It will also require capital investment, additional expense (e.g., renewable energy costs) and the development of technology that may not currently exist. Any failure to achieve our sustainability and social impact targets or the perception (whether or not valid) that we have failed to act responsibly with respect to such matters or to effectively respond to new or additional legal or regulatory requirements regarding climate change or other sustainability matters, could result in adverse publicity and adversely affect our business and reputation. There is also increased focus, including by governmental and non-governmental organizations, investors, customers, consumers, regulators, our employees and other stakeholders on these and other sustainability and social impact matters, including responsible sourcing and deforestation, the use of plastic, energy and water, the recyclability or recoverability of packaging, including single-use and other plastic packaging, and a growing demand for natural or organic products and ingredients and ingredient transparency. Our reputation could be damaged if we do not (or are perceived not to) act responsibly with respect to sustainability matters, which could adversely affect our business, results of operations, cash flows and financial condition.
Legal and Regulatory Risks
Our business is subject to legal and regulatory risks in the U.S. and abroad.
Our business is subject to extensive legal and regulatory requirements in the U.S. and abroad. Such legal and regulatory requirements apply to most aspects of our products, including their development, ingredients, formulation, manufacture, packaging content, labeling, storage, transportation, distribution, export, import, advertising, sale and environmental impact. U.S. federal authorities, including the U.S. Food and Drug Administration (the “FDA”), the Federal Trade Commission, the Consumer Product Safety Commission, the Occupational Safety and Health Administration and the
Environmental Protection Agency, regulate different aspects of our business, along with parallel authorities at the state and local levels and comparable authorities overseas. In addition, our selling practices are regulated by competition law authorities in the U.S. and abroad.
New or more stringent legal or regulatory requirements, or more restrictive interpretations of existing requirements, could adversely impact our business, results of operations, cash flows and financial condition. For example, from time to time, various regulatory authorities around the world review the use of various ingredients and packaging content in consumer products. While we monitor and seek to mitigate the impact of any emerging information, a decision by a regulatory or governmental authority that any ingredient or packaging content in our products should be restricted or should otherwise be newly regulated could adversely impact our business and reputation, as could negative reactions by our consumers, trade customers or non-governmental organizations to our current or prior use of such ingredients or packaging. Additionally, an inability to develop new or reformulated products containing alternative ingredients, to obtain regulatory approval of such products or ingredients on a timely basis or to effectively market and sell such products could likewise adversely affect our business.
Because of our extensive international operations, we could be adversely affected by violations of worldwide anti-bribery laws, including those that prohibit companies and their intermediaries from making improper payments to government officials or other third parties for the purpose of obtaining or retaining business, such as the U.S. Foreign Corrupt Practices Act, and laws that prohibit commercial bribery. We are also subject to laws and sanctions imposed by the U.S. (including, without limitation, those imposed by OFAC) and/or by other jurisdictions that may prohibit us or certain of our affiliates from doing business in certain countries, or restrict the kind of business that may be conducted. While our policies mandate compliance with these laws, we cannot provide assurance that our internal control policies and procedures will always protect us from reckless or criminal acts committed by our employees, joint venture partners or agents. Violations of these laws, or allegations of such violations, could disrupt our business and adversely affect our reputation and our business, results of operations, cash flows and financial condition.
While it is our policy and practice to comply with all legal and regulatory requirements applicable to our business, findings that we are in violation of, or out of compliance with, applicable laws or regulations have subjected us to, and could subject us to, civil remedies, including fines, damages, injunctions or product recalls, or criminal sanctions, any of which could adversely affect our business, results of operations, cash flows and financial condition. Even if a claim is unsuccessful, is without merit or is not fully pursued, the cost of responding to such a claim, including management time and out-of-pocket expenses, and the negative publicity surrounding such assertions regarding our products, processes or business practices could adversely affect our reputation, brand image and our business, results of operations, cash flows and financial condition. For information regarding our legal and regulatory matters, see Item 3 “Legal Proceedings” and Note 13, Commitments and Contingencies to the Consolidated Financial Statements.
Legal claims and proceedings could adversely impact our business.
As a global company serving consumers in more than 200 countries and territories, we are and may continue to be subject to a wide variety of legal claims and proceedings, including disputes relating to intellectual property, contracts, product liability, marketing, advertising, foreign exchange controls, antitrust and trade regulation, as well as labor and employment, pension, data privacy and security, environmental and tax matters and consumer class actions. Regardless of their merit, these claims can require significant time and expense to investigate and defend. Since litigation is inherently uncertain, there is no guarantee that we will be successful in defending ourselves against such claims or proceedings, or that our assessment of the materiality of these matters, including any reserves taken in connection therewith, will be consistent with the ultimate outcome of such matters. In addition, if one of our products, or an ingredient contained in our products, is perceived or found to be defective, or unsafe or have a quality issue, we have had to and may in the future need to withdraw, recall or reformulate some of our products. Whether or not a legal claim or proceeding is successful, or a withdrawal, recall or reformulation is required or advisable, such assertions could have an adverse effect on our business, results of operations, cash flows and financial condition, and the negative publicity surrounding them could harm our reputation and brand image. The resolution of, or increase in the reserves taken in connection with, one or more of these matters in any reporting period could have a material adverse effect on our business, results of operations, cash flows and financial condition for that period. See Item 3 “Legal Proceedings” and Note 13, Commitments and Contingencies to the Consolidated Financial Statements for additional information on certain of our legal claims and proceedings.
Financial and Economic Risks
Uncertain or unfavorable global economic conditions and disruptions in the credit markets may adversely affect our business.
Uncertain or unfavorable global economic conditions could adversely affect our business. RecentUnfavorable global economic trends pose challenges toconditions, such as a recession, an economic slowdown, inflation, higher interest rates and/or reduced category growth rates, including as a result of the COVID-19 pandemic and/or the war in Ukraine, have negatively impacted and could negatively impact our business and could result in declining revenues, profitability andand/or cash flows. Although we continue to devote significant resources to support our brands and market our products at multiple price points, during periods of economic uncertainty or unfavorable economic conditions, consumers may reduce consumption or switchdiscretionary spending and/or change their purchasing patterns by foregoing purchasing certain of our products or by switching to economy brands, which“private label,” or lower-priced product offerings. These changes could reduce sales volumes ofdemand for our products or result in a shift in our product mix, from higher margin toas consumers may choose products that sell at lower margin product offerings.prices. Additionally, our retailers may be impacted and they may increase pressure on our selling prices or increase promotional activity for lower-priced or value offerings as they seek to maintain sales volumes and margins. Furthermore, economic conditions can cause our suppliers, distributors, contract manufacturers, logistics providers or other third-party partners to suffer financial or operational difficulties, which may impact their inability to provide us with or distribute finished product, raw and packaging materials and/or services in a timely manner or at all. In addition, we could face difficulty collecting or recovering accounts receivables from third parties facing financial or operational difficulties.
Disruptions in the credit markets or changes to our credit ratings may adversely affect our business.
While we currently generate significant cash flows from ongoing operations and have access to global credit markets through our various financing activities, a disruption or volatility in the credit markets, interest rate increases or changes to our credit rating or changes that may result from the continued implementation of new benchmark rates that are replacing the London Interbank Offered Rate (“LIBOR”) could negatively impact the availability or cost of funding. Reduced access to credit or increased costs could adversely affect our liquidity and capital resources or significantly increase our cost of capital. In addition, if any financial institutions that hold our cash or other investments or that are parties to our undrawn revolving credit facilitiesfacility supporting our commercial paper programprograms or other financing arrangements, such as interest rate, or foreign exchange or commodity hedging instruments, were to declare bankruptcy or become insolvent, they may be unable to perform under their agreements with us. This could leave us with reduced borrowing capacity or unhedged against certain interest rate, foreign currency or commodity price exposures. In addition, tighter or more volatile credit markets may lead to business disruptions for certain of our suppliers, contract manufacturers or trade customers which could, in turn, adversely impact our business, results of operations, cash flows and financial condition.
Our success depends uponTax matters, including changes in tax rates, disagreements with taxing authorities and imposition of new taxes could negatively impact our abilitybusiness.
We are subject to attracttaxes in the U.S. and retain key employeesin the foreign jurisdictions where we do business. Due to economic and political conditions, tax rates in the succession of senior management.
Our success largely depends onU.S. and various foreign jurisdictions have been and may be subject to significant change. Changes in the performancemix of our management teamearnings between countries with differing statutory tax rates, changes in the valuation of deferred tax assets and liabilities related to changes in tax rates, changes in tax laws, including how existing tax laws are interpreted or enforced, or contemplated changes in long-standing tax principles, if finalized and adopted, could adversely impact our future effective tax rate and business, results of operations, cash flows and financial condition. For example, long-standing international tax norms that determine each country’s jurisdiction to tax cross-border international trade are evolving as a result of a multilateral project, the Base Erosion and Profit Shifting Project (the “BEPS Project”), that has established new principles and reporting requirementsrecommended by the member countries of the Organization for Economic Cooperation and Development (the “OECD”). In connection with the BEPS Project, companies are required to disclose more information to tax authorities on operations around the world, which may lead to greater audit scrutiny of profits earned in countries outside of the U.S. Many jurisdictions have already enacted legislation and adopted policies resulting from the BEPS Project. The OECD, is also addressing the challenges of the digitization of the global economy with plans to redefine jurisdictional taxation rights in market countries and establish a global minimum tax. In addition, we are evaluating the impact of recent legislation in the U.S., such as the Inflation Reduction Act of 2022 that, among other things, provides for a corporate alternative minimum tax, and in the European Union, such as the Minimum Tax Directive that provides for a minimum level of taxation for certain large corporations in every jurisdiction in which they operate. As these and other key employees. If we are unable to attracttax laws and retain talented, highly qualified senior management and other key people,related regulations change, our business, results of operations, cash flows and financial condition could be adversely affected. In addition, ifmaterially impacted. For more information regarding recent legislation, refer to Part II, Item 7
"Management's Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Income Taxes."
Furthermore, we are unablesubject to effectively provide forregular reviews, examinations and audits by the succession of senior management, including our Chief Executive Officer, our business, results of operations, cash flows and financial condition may be adversely affected. While we follow a disciplined, ongoing succession planning process and have succession plans in place for senior managementInternal Revenue Service and other key executives, these do not guarantee thattaxing authorities with respect to taxes inside and outside of the servicesU.S. Although we believe our tax positions are reasonable, when a taxing authority disagrees with the positions we have taken, we have faced and in the future may face additional tax liabilities, including interest and penalties, in excess of qualified senior executives will continue to be available to us at particular moments in time.
We have pursued and may continue to pursue acquisitions and divestitures, which could adversely impact our results.
We have pursued and may continue to pursue acquisitionsreserves. The payment of brands, businesses or technologies from third parties. Acquisitions and their pursuit involve numerous potential risks, including, among other things:
| |
▪ | realizing the full extent of the expected benefits or synergies as a result of a transaction, within the anticipated time frame, or at all; |
| |
▪ | successfully integrating the operations, technologies, services, products and systems of the acquired brands or businesses in an effective, timely and cost-efficient manner; |
| |
▪ | receiving necessary consents, clearances and approvals in connection with a transaction; |
| |
▪ | diverting management’s attention from other business priorities; |
| |
▪ | successfully operating in new lines of business or markets; |
| |
▪ | retaining key employees, partners, suppliers and customers of the acquired business; |
| |
▪ | conforming standards, controls, procedures and policies of the acquired business with our own; |
| |
▪ | developing or launching products with acquired technologies; and |
| |
▪ | other unanticipated problems or liabilities. |
Moreover, acquisitions could result in substantialsuch additional debt, exposure to contingent liabilities, such as litigation (including for infringementamounts upon final adjudication of intellectual property) or earn-out obligations, the potential impairment of goodwill or other intangible assets, or transaction costs. Any of these risks, should they materialize,any disputes could adversely impact our business, results of operations, cash flows and financial condition.
We also may periodically divest brands or businesses. These divestitures may adversely impact our results of operations if we are unable to offset the dilutive impacts from the loss of revenue associated with the divested brands or businesses, or otherwise achieve the anticipated benefits or cost savings from the divestitures. In addition, businesses under consideration for, or otherwise subject to, divestiture may be adversely impacted prior to the divestiture, which could negatively impact our results of operations.
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES
The Company ownsWe own or leaseslease approximately 320 properties, which include manufacturing, distribution, research and office facilities worldwide. Our corporate headquarters is located in a leased property at 300 Park Avenue, New York, New York.
In the U.S., the Company operateswe operate in approximately 7080 properties, of which 1416 are owned. Major U.S. manufacturing and warehousing facilities used by the Oral, Personal and Home Care product segment of our business are located in Greenwood,Ohio, South Carolina; Morristown, Tennessee;Carolina and Cambridge, Ohio.Tennessee. The Pet Nutrition segment has major manufacturing and warehousing facilities in Bowling Green, Kentucky; Topeka, Kansas; Emporia, Kansas;Indiana, Kansas, Kentucky, Ohio, Oklahoma and Richmond, Indiana. The primary research center for Oral, Personal and Home Care products is located in Piscataway, New Jersey, and the primary research center for Pet Nutrition products is located in Topeka, Kansas. Our global data center is also located in Piscataway, New Jersey.South Carolina.
Overseas, the Company operateswe operate in approximately 250240 properties, of which 6858 are owned, in over 80 countries. Major overseas manufacturing and warehousing facilities used by the Oral, Personal and Home Care product segment of our business are located in Australia, Brazil, China, Colombia, France, Greece, Guatemala, India, Italy, Mexico, Poland, South Africa, Thailand, Turkey,Turkiye, Venezuela and Vietnam. The Pet Nutrition segment has major manufacturing and warehousing facilities in the Czech Republic, Italy and the Netherlands.
The Company hasprimary research center for Oral Care and Personal Care products is located in New Jersey, the primary research center for Home Care products is located in Mexico and the primary research center for Pet Nutrition products is located in Kansas. Our global data center is also located in New Jersey.
We have shared business service centers in India, Mexico Poland and India,Poland, which are located in leased properties.
All of the facilities we operate are well maintained and adequate for the purpose for which they are intended.
ITEM 3. LEGAL PROCEEDINGS
As a global company serving consumers in more than 200 countriesFor information regarding legal proceedings, refer to Note 13, Commitments and territories,Contingencies to the Company is routinely subject to a wide variety of legal proceedings. These include disputes relating to intellectual property, contracts, product liability, marketing, advertising, foreign exchange controls, antitrust and trade regulation, as well as labor and employment, pension, privacy, environmental and tax matters, and consumer class actions. Management proactively reviews and monitors the Company’s exposure to, and the impact of, environmental matters. The Company is party to various environmental matters and, as such, may be responsible for all or a portion of the cleanup, restoration and post-closure monitoring of several sites.
The Company establishes accruals for loss contingencies when it has determined that a loss is probable and that the amount of loss, or range of loss, can be reasonably estimated. Any such accruals are adjusted thereafter as appropriate to reflect changes in circumstances.
The Company also determines estimates of reasonably possible losses or ranges of reasonably possible losses in excess of related accrued liabilities, if any, when it has determined that a loss is reasonably possible and it is able to determine such estimates. For those matters disclosed below for which the amount of any potential losses can be reasonably estimated, the Company currently estimates that the aggregate range of reasonably possible losses in excess of any accrued liabilities is $0 to approximately $250 million (based on current exchange rates). The estimatesConsolidated Financial Statements included in Part IV, Item 15 of this amount are based on the Company’s analysis of currently available information and, as new information is obtained, these estimates may change. Due to the inherent subjectivity of the assessments and the unpredictability of outcomes of legal proceedings, any amounts accrued or included in this aggregate amount may not represent the ultimate loss to the Company. Thus, the Company’s exposure and ultimate losses may be higher or lower, and possibly significantly so, than the amounts accrued or the range disclosed above.report.
Based on current knowledge, management does not believe that the ultimate resolution of loss contingencies arising from the matters discussed herein will have a material effect on the Company’s consolidated financial position or its ongoing results of operations or cash flows. However, in light of the inherent uncertainties noted above, an adverse outcome in one or more matters could be material to the Company’s results of operations or cash flows for any particular quarter or year.
Brazilian Matters
There are certain tax and civil proceedings outstanding, as described below, related to the Company’s 1995 acquisition of the Kolynos oral care business from Wyeth (the “Seller”).
The Brazilian internal revenue authority has disallowed interest deductions and foreign exchange losses taken by the Company’s Brazilian subsidiary for certain years in connection with the financing of the Kolynos acquisition. The tax assessments with interest, penalties and any court-mandated fees, at the current exchange rate, are approximately $165 million. This amount includes additional assessments received from the Brazilian internal revenue authority in April 2016 relating to net operating loss carryforwards used by the Company’s Brazilian subsidiary to offset taxable income that had also been deducted from the authority’s original assessments. The Company has been disputing the disallowances by appealing the assessments since October 2001. Appeals are currently pending at the administrative level. In the event the Company is ultimately unsuccessful in its administrative appeals, further appeals are available within the Brazilian federal courts.
In September 2015, the Company lost one of its appeals at the administrative level and filed a lawsuit in Brazilian federal court. In February 2017, the Company lost an additional administrative appeal and filed a similar action in Brazilian federal court. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the disallowances are without merit and that the Company should ultimately prevail. The Company is challenging these disallowances vigorously.
In July 2002, the Brazilian Federal Public Attorney filed a civil action against the federal government of Brazil, Laboratorios Wyeth-Whitehall Ltda. (the Brazilian subsidiary of the Seller) and the Company, as represented by its Brazilian subsidiary, in the 6th. Lower Federal Court in the City of São Paulo, seeking to annul an April 2000 decision by the Brazilian Board of Tax Appeals that found in favor of the Seller’s Brazilian subsidiary on the issue of whether it had incurred taxable capital gains as a result of the divestiture of Kolynos. The action seeks to make the Company’s Brazilian subsidiary jointly and severally liable for any tax due from the Seller’s Brazilian subsidiary. The case has been pending since 2002, and the Lower Federal Court has not issued a decision. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the Company should ultimately prevail in this action. The Company is challenging this action vigorously.
In December 2005, the Brazilian internal revenue authority issued to the Company’s Brazilian subsidiary a tax assessment with interest, penalties and any court-mandated fees of approximately $74 million, at the current exchange rate, based on a claim that certain purchases of U.S. Treasury bills by the subsidiary and their subsequent disposition during the period 2000 to 2001 were subject to a tax on foreign exchange transactions. The Company had been disputing the assessment within the internal revenue authority’s administrative appeals process. However, in November 2015, the Superior Chamber of Administrative Tax Appeals denied the Company’s final administrative appeal and the Company has filed a lawsuit in the Brazilian federal court. In the event the Company is unsuccessful in this filing, further appeals are available within the Brazilian federal courts. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the tax assessment is without merit and that the Company should ultimately prevail. The Company is challenging this assessment vigorously.
Competition Matters
Certain of the Company’s subsidiaries have historically been subject to investigations, and, in some cases, fines, by governmental authorities in a number of countries related to alleged competition law violations. Substantially all of these matters also involved other consumer goods companies and/or retail customers. The Company’s policy is to comply with antitrust and competition laws and, if a violation of any such laws is found, to take appropriate remedial action and to cooperate fully with any related governmental inquiry. The status of pending competition law matters as of December 31, 2017 is set forth below.
| |
▪ | In December 2014, the French competition law authority found that 13 consumer goods companies, including the Company’s French subsidiary, exchanged competitively sensitive information related to the French home care and personal care sectors, for which the Company’s French subsidiary was fined $57 million. In addition, as a result of the Company’s acquisition of the Sanex personal care business in 2011 from Unilever N.V. and Unilever PLC (together with Unilever N.V., “Unilever”) pursuant to a Business and Share Sale and Purchase Agreement (the “Sale and Purchase Agreement”), the French competition law authority found that the Company’s French subsidiary, along with Hillshire Brands Company (formerly Sara Lee Corporation (“Sara Lee”)), were jointly and severally liable for fines of $25 million assessed against Sara Lee’s French subsidiary. The Company is entitled to indemnification for this fine from Unilever as provided in the Sale and Purchase Agreement. The fines were confirmed by the Court of Appeal in October 2016. The Company is appealing the decision of the Court of Appeal on behalf of the Company and Sara Lee in the French Supreme Court. |
| |
▪ | In July 2014, the Greek competition law authority issued a statement of objections alleging a restriction of parallel imports into Greece. The Company responded to this statement of objections. In July 2017, the Company received the decision from the Greek competition law authority in which the Company was fined $11 million. The Company is appealing the decision to the Greek courts. |
Talcum Powder Matters
The Company has been named as a defendant in civil actions alleging that certain talcum powder products that were sold prior to 1996 were contaminated with asbestos. Most of these actions involve a number of co-defendants from a variety of different industries, including suppliers of asbestos and manufacturers of products that, unlike the Company’s products, were designed to contain asbestos. As of December 31, 2017, there were 193 individual cases pending against the Company in state and federal courts throughout the United States, as compared to 115 cases as of December 31, 2016. During the year ended December 31, 2017, 132 new cases were filed and 54 cases were resolved by voluntary dismissal, appeal in the Company’s favor or settlement. The value of settlements in the years presented was not material, either individually or in the aggregate, to each such period’s results of operations.
The Company believes that a significant portion of its costs incurred in defending and resolving these claims will be covered by insurance policies issued by several primary and excess insurance carriers, subject to deductibles, exclusions, retentions and policy limits.
While the Company and its legal counsel believe that these cases are without merit and intend to challenge them vigorously, there can be no assurances regarding the ultimate resolution of these matters. Since the amount of any potential losses from these cases currently cannot be reasonably estimated, the range of reasonably possible losses in excess of accrued liabilities disclosed above does not include any amount relating to these cases.
N8
The Company was a defendant in a lawsuit that was brought in Utah federal court by N8 Medical, Inc. (“N8 Medical”), Brigham Young University (“BYU”) and N8 Pharmaceuticals, Inc. (“N8 Pharma”). The complaint, originally filed in November 2013, alleged breach of contract and other torts arising out of the Company’s evaluation of a technology owned by BYU and licensed, at various times, to Ceragenix Pharmaceuticals, Inc., now in bankruptcy, N8 Medical and N8 Pharma.
In 2016, the Company resolved the claims brought by BYU and N8 Medical. These claims were each resolved in an amount that is not material to the Company’s results of operations. In the first quarter of 2017, the court dismissed the claims of N8 Pharma and, in the third quarter of 2017, N8 Pharma appealed the decision.
ERISA Matter
In June 2016, a putative class action claiming that residual annuity payments made to certain participants in the Colgate-Palmolive Company Employees’ Retirement Income Plan (the “Plan”) did not comply with the Employee Retirement Income Security Act was filed against the Plan, the Company and certain individuals in the United States District Court for the Southern District of New York. This action has been certified as a class action. The relief sought includes recalculation of benefits, pre- and post-judgment interest and attorneys’ fees. The Company is contesting this action vigorously. Since the amount of any potential loss from this case currently cannot be reasonably estimated, the range of reasonably possible losses in excess of accrued liabilities disclosed above does not include any amount relating to the case.
ITEM 4. MINE SAFETY DISCLOSURES
Not Applicable.applicable.
PART II
| |
ITEM 5. | MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES |
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
For information regarding the market for the Company’s common stock, including quarterly market prices and dividends and stock price performance graphs, refer to “Market and Dividend Information” included in Part IV, Item 15 of this report. For information regarding the number of common shareholders of record, refer to “Historical Financial Summary” included in Part IV, Item 15 of this report. For information regarding the securities authorized for issuance under our equity compensation plans, refer to “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” included in Part III, Item 12 of this report.
As of December 31, 2022, the number of common shareholders of record was 17,468.
Issuer Purchases of Equity Securities
On February 19, 2015,March 10, 2022, the Company’s Board of Directors (the “Board”) authorized the repurchase of shares of the Company’s common stock having an aggregate purchase price of up to $5 billion under a new share repurchase program (the “2015“2022 Program”), which replaced a previously authorized share repurchase program. The Board also has authorized share repurchases on an ongoing basis to fulfill certain requirements of the Company’s compensation and benefit programs. The shares are repurchased from time to time in open market or privately negotiated transactions at the Company’s discretion, subject to market conditions, customary blackout periods and other factors.
The following table shows the stockshare repurchase activity for each of the three months in the quarter ended December 31, 2017: |
| | | | | | | | | | | | | |
| Month | | Total Number of Shares Purchased(1) | | Average Price Paid per Share | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) | | Approximate Dollar Value of Shares That May Yet be Purchased Under the Plans or Programs(3) (in millions) |
| October 1 through 31, 2017 | | 675,610 |
| | $ | 71.53 |
| | 622,000 |
| | 1,367 |
|
| November 1 through 30, 2017 | | 2,045,446 |
| | $ | 72.05 |
| | 2,031,250 |
| | 1,221 |
|
| December 1 through 31, 2017 | | 2,073,066 |
| | $ | 74.25 |
| | 2,024,900 |
| | 1,071 |
|
| Total | | 4,794,122 |
| | $ | 72.93 |
| | 4,678,150 |
| | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Month | | Total Number of Shares Purchased(1) | | Average Price Paid per Share | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2) | | Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs(3) (in millions) |
| October 1 through 31, 2022 | | 2,911,468 | | | $ | 71.56 | | | 2,909,283 | | | 4,172 | |
| November 1 through 30, 2022 | | 1,430,528 | | | $ | 74.88 | | | 1,426,840 | | | 4,065 | |
| December 1 through 31, 2022 | | 985,497 | | | $ | 77.86 | | | 977,500 | | | 3,989 | |
| Total | | 5,327,493 | | | $ | 73.62 | | | 5,313,623 | | | |
_______
| |
(1)
| Includes share repurchases under the 2015 Program and those associated with certain employee elections under the Company’s compensation and benefit programs. |
| |
(2)
| The difference between the total number of shares purchased and the total number of shares purchased as part of publicly announced plans or programs is 115,972 shares, all of which relate to shares deemed surrendered to the Company to satisfy certain employee elections under the Company’s compensation and benefit programs. |
| |
(3)
| Includes approximate dollar value of shares that were available to be purchased under the publicly announced plans or programs that were in effect as of December 31, 2017. |
(1)Includes share repurchases under the 2022 Program and those associated with certain employee elections under the Company’s compensation and benefit programs.
(2)The difference between the total number of shares purchased and the total number of shares purchased as part of publicly announced plans or programs is 13,870 shares, which represents shares deemed surrendered to the Company to satisfy certain employee elections under the Company’s compensation and benefit programs. (3)Includes approximate dollar value of shares that were available to be purchased under the publicly announced plans or programs that were in effect as of December 31, 2022.
ITEM 6. SELECTED FINANCIAL DATA[Reserved]
Refer to the information set forth under the caption “Historical Financial Summary” included in Part IV, Item 15 of this report.
(Dollars in Millions Except Per Share Amounts)
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
| |
ITEM 7. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
Executive Overview
Business Organization
Colgate-Palmolive Company (together with its subsidiaries, “we,” “us,” “our,” the “Company” or “Colgate”) seeksis a caring, innovative growth company reimagining a healthier future for all people, their pets and our planet. We seek to deliver strong, consistent business resultssustainable, profitable growth and superior shareholder returns, as well as to provide Colgate people with an innovative and inclusive work environment. We do this by providing consumersdeveloping and selling products globally with products that make people’s and their pets’ lives healthier and more enjoyable.enjoyable and by embracing our sustainability and social impact and diversity, equity and inclusion (“DE&I”) strategies across our organization.
To this end, the Company isWe are tightly focused on two product segments: Oral, Personal and Home Care; and Pet Nutrition. Within these segments, the Company followswe follow a closely defined business strategy to developgrow our key product categories and increase our overall market leadership positionsshare. Within the categories in key product categories. These product categories are prioritizedwhich we compete, we prioritize our efforts based on their capacity to maximize the use of the organization’s core competencies and strong global equities and to deliver sustainable, profitable long-term growth.
Operationally, the Company iswe are organized along geographic lines with management teams having responsibility for the business and financial results in each region. The Company competesWe compete in more than 200 countries and territories worldwide with established businesses in all regions contributing to the Company’sour sales and profitability. Approximately 75%two-thirds of the Company’sour Net sales are generated from markets outside the U.S., with approximately 50%45% of the Company’sour Net sales coming from emerging markets (which consist of Latin America, Asia (excluding Japan), Africa/Eurasia and Central Europe). This geographic diversity and balance help to reduce the Company’sour exposure to business and other risks in any one country or part of the world.
The Oral, Personal and Home Care product segment is managed geographically in five reportable operating segments: North America, Latin America, Europe, Asia Pacific and Africa/Eurasia, all of which sell primarily to a variety of retailtraditional and wholesale customerseCommerce retailers, wholesalers, distributors, dentists and distributors. The Company, throughskin health professionals. Through Hill’s Pet Nutrition, we also competescompete on a worldwide basis in the pet nutrition market, selling its products principally through authorized pet supply retailers, veterinarians and veterinarians. ManyeCommerce retailers. We also sell certain of our products direct-to-consumer. We are engaged in manufacturing and sourcing of products and materials on a global scale and have major manufacturing facilities, warehousing facilities and distribution centers in every region around the Company’s products are also sold online through various e-commerce platforms and retailers.world.
On an ongoing basis, management focuses on a variety of key indicators to monitor business health and performance. These indicators include market share, net sales (including volume, pricing and foreign exchange components), organic sales growth (net sales growth excluding as applicable, the impact of foreign exchange, acquisitions divestments and the deconsolidation of the Company’s Venezuelan operations)divestments), a non-GAAP financial measure, and gross profit margin, operating profit, net income and earnings per share, in each case, on a GAAP and non-GAAP basis, as well as measures used to optimize the management of working capital, capital expenditures, cash flow and return on capital. In addition, we review market share and other data to assess how our brands are performing within their categories on a global and regional basis. The monitoring of these indicators and the Company’sour Code of Conduct and corporate governance practices help to maintain business health and strong internal controls. For additional information regarding non-GAAP financial measures and the Company’s use of market share data and the limitations of such data, see “Non-GAAP Financial Measures” and “Market Share Information” below.
(Dollars in Millions Except Per Share Amounts)
COVID-19
The COVID-19 pandemic and government steps to reduce the spread and address the impact of COVID-19 have had and continue to have an impact on the way people live, work, interact and shop. During the COVID-19 pandemic, many of the communities in which we manufacture, market and sell our products experienced and may in the future experience “stay at home” orders, travel or movement restrictions and other government actions to address the pandemic. While the impact of COVID-19 on our business has largely abated at this time, uncertainties continue, particularly in China where we have substantial manufacturing facilities and business, and in the travel retail channel, where we have experienced and may continue to experience disruptions particularly in our Filorga business. We have also experienced certain disruptions to our global supply chain due to COVID-19, which have impacted and may continue to impact sales of and consumer access to our products. In addition, we have witnessed changes in the purchasing patterns of our customers, including a shift in many markets to purchasing our products online. COVID-19 may continue to impact consumers’ behavior, shopping patterns and consumption preferences.
While we currently expect to be able to continue operating our business as described above, uncertainty resulting from COVID-19 could result in unforeseen additional disruptions to our business, including our global supply chain and retailer network, and/or require us to incur additional operational costs.
For more information about the anticipated COVID-19 impact, see “Outlook” below.
The War in Ukraine
The war in Ukraine, and the related geopolitical tensions, have had and continue to have a significant impact on our operations in Ukraine and Russia, though it has not been material to our Consolidated Financial Statements. The safety of our employees and partners in Ukraine has been and remains our first priority. While our ability to do business in Ukraine has been significantly impacted, we remain committed to rebuilding our business there and to providing access to essential products to people in the region. We have suspended the importation and sales of all products in Russia other than essential health and hygiene products for everyday use and ceased all capital investments and media activities in Russia. While these actions have impacted our Eurasia business, they have not had a material impact on our consolidated results of operations, cash flow or financial condition. In 2022, our Eurasia business constituted approximately 2% of our consolidated net sales and approximately 3% of our consolidated operating profit (the majority of which was Russia). We also continue to monitor the impact of sanctions and export controls imposed in response to the war in Ukraine. The situation is rapidly evolving and significant uncertainties remain regarding the full impact of the war and the related impact on the global economy and geopolitical relations generally, and on our business in particular. We have seen and expect to continue to see the war’s impact on the global economy and our business including, among other things, the cost of raw and packaging materials and commodities (including the price of oil and natural gas), supply chain and logistics challenges and foreign currency volatility. For more information about factors that could impact our business, including due to the war in Ukraine, refer to Part I, Item 1A “Risk Factors” of this Annual Report on Form 10-K.
(Dollars in Millions Except Per Share Amounts)
Business Strategy
To achieve itsour business and financial objectives, we are focused on driving organic sales growth and long-term profitable growth through science-led, core and premium innovation; pursuing higher-growth adjacent categories and segments; expanding in faster-growing channels and markets and delivering margin expansion through operating leverage and efficiency. We continue to prioritize our investments in high growth segments within our Oral Care, Personal Care and Pet Nutrition businesses. We are also seeking to maximize the Company focuses the organization on initiatives to driveimpact of our environmental, social and fund growth. The Company seeks to capture significant opportunities for growth by identifyinggovernance programs and meeting consumer needs within its core categories, through its focus on innovation and the deployment of valuable consumer and shopper insightsleading in the development of successful new products regionally,human capital, including our sustainability and social impact and DE&I strategies, which we are then rolled out on a global basis. To enhance these efforts, the Company has developed keyworking to integrate across our organization. We are strengthening and leveraging our capabilities in areas such as innovation, digital, eCommerce and data and analytics, enabling us to be more responsive in today’s rapidly changing world. In particular, we believe our digital transformation is of paramount importance to our success going forward. We continue to invest behind our brands, including through advertising, and to develop initiatives to build strong relationships with consumers, dental, veterinary and veterinaryskin health professionals and retail customers. In addition, the Company has strengthened its capabilities in e-commerce,traditional and eCommerce retailers. We also continue to broaden our eCommerce offerings, including by developing its relationships with online-only retailersdirect-to-consumer and enhancing its digital marketing capabilities. Growthsubscription services. We continue to believe that growth opportunities are greater in those areas of the world in which economic development and rising consumer incomes expand the size and number of markets for the Company’sour products.
We are also changing the way we work to drive growth and how we approach innovation with focus, empowerment, experimentation and digitization to respond to the dynamic retail landscape and the evolving preferences of our customers and consumers. The retail landscape, the ease of new entrants into the market in many of our categories and the evolving preferences of our customers and consumers demand that we work differently and faster in an agile, authentic and culturally relevant manner to drive innovation.
The investments needed to supportdrive growth are developedsupported through continuous, Company-wide initiatives to lower costs and increase effective asset utilization. Through these initiatives, which are referred to as the Company’sour funding-the-growth initiatives, the Company seekswe seek to become even more effective and efficient throughout itsour businesses. These initiatives are designed to reduce costs associated with direct materials, indirect expenses, distribution and logistics and advertising and promotional materials, among other things, and encompass a wide range of projects, examples of which include raw material substitution, reduction of packaging materials, consolidating suppliers to leverage volumes and increasing manufacturing efficiency through SKU reductions and formulation simplification. The Company also continues to prioritize its investments toward its higher margin businesses, specifically Oral Care, Personal Care and Pet Nutrition.
(Dollars in Millions Except Per Share Amounts)
Significant Items Impacting Comparability
On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJA” or “U.S. tax reform”) was enacted, which, among other things, lowered the U.S. corporate income tax rate to 21% from 35% and established a modified territorial system requiring a mandatory deemed repatriation tax on undistributed earnings of foreign subsidiaries. Beginning in 2018, the TCJA also requires a minimum tax on certain future earnings generated by foreign subsidiaries while providing for future tax-free repatriation of such earnings through a 100% dividends-received deduction.
The Company recorded a provisional charge of $275 based on its initial analysis of the TCJA using available information and estimates. As a result, applicable U.S. and foreign taxes have been provided on substantially all of the Company’s accumulated earnings of foreign subsidiaries previously considered indefinitely reinvested. Given the significant complexity of the TCJA, anticipated guidance from the U.S. Treasury about implementing the TCJA and the potential for additional guidance from the SEC or the FASB related to the TCJA or additional information becoming available, the Company’s provisional charge may be adjusted during 2018 and is expected to be finalized no later thanDuring the fourth quarter of 2018. Other provisions2022, we recorded a non-cash charge of $721 pretax ($620 aftertax) to adjust the carrying values of goodwill and intangible assets related to the Filorga skin health business. The impairment was due primarily to the continued impact of the TCJA thatCOVID-19 pandemic on the Filorga business, particularly in China, as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels, and the impact future tax years are still being assessed. Referof significantly higher interest rates. See Note 5, Goodwill and Other Intangible Assets to “Resultsthe Consolidated Financial Statements for further information.
On September 30, 2022, the Company acquired a business for a purchase price, as adjusted, of Operations – Income Taxes” below for additional details.
In September 2016, the Company’s Mexican subsidiary completed the sale to$719, which operates three dry pet food manufacturing plants in the United States, of Americafrom Red Collar Pet Foods Holdings, Inc. and Red Collar Pet Foods Holdings, L.P. (collectively, “Red Collar Pet Foods”) to further support the global growth of the Mexico City site on which its commercial operations, technology center and soap production facility were previously located and received $60 as the third and final installment of the sale price. The total sale price (including the third installment and the previously received first and second installments) was $120. The Company recognized a pretax gain of $97 ($63 aftertax gain) in the third quarter of 2016, net of costs primarily related to site preparation.
In August 2015, the Company completed the sale of its laundry detergent business in the South Pacific to Henkel AG & Co. KGaA for an aggregate purchase price of approximately 310 Australian dollars ($221) and recorded a pretax gain of $187 ($120 aftertax or $0.13 per diluted share) in Other (income) expense, net. The gain is net of charges related to the right-sizing of the Company’s South Pacific business, asset write-offs related to the divested laundry detergent business and other costs related to the sale.
Effective December 31, 2015, the Company concluded it no longer met the accounting criteria for consolidation of its Venezuelan subsidiary (“CP Venezuela”) and began accounting for CP Venezuela using the cost method of accounting. As such, effective December 31, 2015, the Company’s Consolidated Balance Sheet no longer includes the assets and liabilities of CP Venezuela. As a result of this change in accounting, the Company recorded an aftertax charge of $1,058 ($1,084 pretax) or $1.16 per diluted share in 2015. The charge primarily consists of an impairment of the Company’s investment in CP Venezuela of $952, which includes intercompany receivables from CP Venezuela, and $111 related to the reclassification of cumulative translation losses. Prior periods have not been restated and CP Venezuela’s Net sales, Operating profit and Net income are included in the Company’s Consolidated Statements of Income through December 31, 2015.Hill’s Pet Nutrition business. See Note 14, Venezuela3, Acquisitions to the Consolidated Financial Statements for additional details.information.
Since January 1, 2016, underIn July 2022, one of the cost methodCompany’s subsidiaries in Asia Pacific completed the sale of accounting, the Company no longer includes the local operating resultsland and recognized a pretax gain of CP Venezuela in its Consolidated Financial Statements and includes income relating to CP Venezuela only$47 ($15 aftertax attributable to the extent it receives cash for salesCompany).
On January 27, 2022, the Company’s Board of inventoryDirectors (the “Board”) approved a targeted productivity program (the “2022 Global Productivity Initiative”). The program is intended to CP Venezuela or for dividends or royalties remittedreallocate resources towards our strategic priorities and faster growth businesses, drive efficiencies in our operations and streamline our supply chain to reduce structural costs. Implementation of the 2022 Global Productivity Initiative, which is expected to be substantially completed by CP Venezuela,mid-year 2024, is estimated to result in cumulative pretax charges, once all of which have been immaterial. Although CP Venezuela’s local operating resultsphases are no longer includedapproved and implemented, in the Company’s Consolidated Financial Statements for accounting purposes, under current tax rules,range of $200 to $240 ($170 to $200 aftertax). Annualized pretax savings are projected to be in the Company is requiredrange of $90 to continue including CP Venezuela in its consolidated U.S. federal income tax return. In$110 ($70 to $85 aftertax), once all projects are approved and implemented. For more information regarding the first quarter of 2016, Provision for income taxes included a $210 U.S. income tax benefit principally related to changes in Venezuela’s foreign exchange regime implemented in March 2016. See Note 11, Income Taxes to the Consolidated Financial Statements for additional details.2022 Global Productivity Initiative, see “Restructuring and Related Implementation Charges” below.
Prior to the change in accounting, CP Venezuela’s functional currency was the U.S. dollar since Venezuela had been designated hyper-inflationary and, as such, Venezuelan currency fluctuations were reported in income. The Company remeasured the financial statements of CP Venezuela at the end of each month at the rate at which it expected to remit future dividends which, based on the advice of legal counsel, was the SICAD rate (formerly known as the SICAD I rate). DuringIn the year ended December 31, 2015, the Company2022, we incurred pretax lossescosts of $34 ($22 aftertax or $0.02 per diluted common share) related to$110 (aftertax costs of $87) resulting from the remeasurement of CP Venezuela’s local currency-denominated net monetary assets at the quarter-end SICAD rate for the second and third quarters of 2015. The SICAD rate did not revalue during the fourth quarter of 2015 and was 13.50 bolivares per dollar as of December 31, 2015. The remeasurement losses incurred in the second and third quarters of 2015 are referred to as the “Venezuela Remeasurements.”2022 Global Productivity Initiative.
(Dollars in Millions Except Per Share Amounts)
Included inIn the Venezuela Remeasurements were chargesfourth quarter of 2021, we recorded a non-cash charge of $571 pretax ($518 aftertax) to adjust the carrying values of goodwill and indefinite-lived intangible assets related to the devaluation-protected bonds issued byFilorga skin health business. The impairment was due primarily to the Venezuelanimpact of the COVID-19 pandemic on the Filorga business as a result of government restrictions and held by CP Venezuela. Because the official exchange rate remained at 6.30 bolivares per dollar, the devaluation-protected bonds did not revalue at the SICAD rate but remained at the official exchange rate, resulting in an impairmentreduced consumer mobility, which negatively impacted consumption in the fair value of the bonds.
The Company is in the midst of a restructuring program known as the “Global Growthduty-free, travel retail and Efficiency Program,” which following the most recent expansionpharmacy channels. See Note 5, Goodwill and extension approved by the Company’s Board of Directors on October 26, 2017, runs through December 31, 2019. The program’s initiatives are expected to help the Company ensure sustained solid worldwide growth in unit volume, organic sales, operating profit and earnings per share and to enhance its global leadership positions in its core businesses. Implementation of the Global Growth and Efficiency Program remains on track.
The initiatives under the Global Growth and Efficiency Program are focused on the following areas:
| |
▪ | Expanding Commercial Hubs |
| |
▪ | Extending Shared Business Services and Streamlining Global Functions |
| |
▪ | Optimizing Global Supply Chain and Facilities |
Savings, substantially all of which are expected to increase future cash flows, are projected to be in the range of $560 to $635 pretax ($500 to $575 aftertax) annually, once all projects are approved and implemented. Cumulative pretax charges resulting from the Global Growth and Efficiency Program, once all phases are approved and implemented, are estimated to be in the range of $1,730 to $1,885 ($1,280 to $1,380 aftertax).
In 2017, 2016 and 2015, the Company incurred aftertax costs of $246, $168 and $183, respectively, associated with the Global Growth and Efficiency Program. For more information regarding the Global Growth and Efficiency Program, see “Restructuring and Related Implementation Charges” below and Note 4, Restructuring and Related Implementation ChargesOther Intangible Assets to the Consolidated Financial Statements.Statements for further information.
In 1990, our Canadian subsidiary (“CP Canada”), issued C$145 of Canadian dollar-denominated unsecured unsubordinated 12.85% guaranteed notes due October 4, 2030 (the “Canada notes”). In the third quarter of 2021, CP Canada redeemed the Canada notes and recorded a loss on the early extinguishment of debt of $75 pretax ($55 aftertax), which is included in Interest (income) expense, net in the Consolidated Statements of Income, representing the difference between the redemption price and the carrying amount of the debt extinguished.
In 2019, we received a favorable judgment regarding certain value-added tax previously paid in Brazil. As a result of this favorable judgment, the Company filed an application with the Brazilian government to recover value-added tax previously paid and recorded a benefit. In May 2021, the Brazilian Supreme Court issued a clarifying ruling allowing a higher deduction of state value-added tax when determining the taxable base. In light of this ruling, we recorded an additional benefit of $26 pretax ($20 aftertax) in the year ended December 31, 2021.
(Dollars in Millions Except Per Share Amounts)
Outlook
Looking forward, the Company expectswe expect global macroeconomic, political and market conditions to remain highly challenging, including as a result of inflation and rising interest rates. During the year ended December 31, 2022, all of our divisions experienced significantly higher raw and packaging material costs. We also incurred increased logistics costs due to volume and capacity constraints in the shipping and logistics industry, higher eCommerce demand and the war in Ukraine. We expect this difficult cost environment to continue in 2023. We are taking additional pricing to try to offset these increases in raw and packaging materials and logistics costs. This may, in turn, negatively impact consumer demand for our products. Additionally, inflation is impacting the broader economy with consumers around the world facing widespread rising prices as well as rising interest rates resulting from measures to address inflation. Such inflation and rising interest rates may negatively impact consumer consumption or discretionary spending and/or change their purchasing patterns by foregoing purchasing certain of our products or by switching to “private label” or lower-priced product offerings. Although we continue to devote significant resources to support our brands and market our products at multiple price points, these changes could reduce demand for and sales volumes of our products or result in a shift in our product mix from higher margin to lower margin product offerings. In light of this challenging environment, we expect increased volatility across all of our categories and it is therefore difficult to predict category growth rates aroundin the world tonear term.
Given that approximately two-thirds of our Net sales originate in markets outside the U.S., we have experienced and will likely continue to be slow. experience volatile foreign currency fluctuations. As discussed above, we have also experienced higher raw and packaging material and logistics costs. While we have taken, and will continue to take, measures to mitigate the effect of these conditions, such as the 2022 Global Productivity Initiative and our funding-the-growth and revenue growth management initiatives, including additional pricing, in the current environment, it may become increasingly difficult to implement certain of these mitigation strategies. Should these conditions persist, they could adversely affect our future results.
While the global marketplace in which the Company operateswe operate has always been highly competitive, the Company continueswe continue to experience heightened competitive activity in certain markets from strong local competitors, and from other large multinational companies, some of which have greater resources than we do, and from new entrants into the Company does.market in many of our categories. Such activities have included more aggressive product claims and marketing challenges, as well as increased promotional spending and geographic expansion. The Company has also
We have been negatively affected by changes in the policies orand practices of its retailour trade customers in key markets, such as inventory de-stocking.destocking, fulfillment requirements, limitations on access to shelf space, delisting of our products and certain sustainability, supply chain and packaging standards or initiatives. In addition, the retail landscape in many of our markets continues to evolve as a result of the continued growth of e-commerce has affected and continues to affecteCommerce, changing consumer preferences (as consumers increasingly shop online and market dynamics. Given that approximately 75%via mobile and social applications) and the increased presence of alternative retail channels, such as subscription services and direct-to-consumer businesses. We plan to continue to invest behind our digital and analytics capabilities and higher growth businesses. The substantial growth in eCommerce and the Company’s Net sales originate in markets outside the U.S., the Company has experiencedemergence of alternative retail channels have created and may continue to experience volatile foreign currency fluctuationscreate pricing pressures and/or adversely affect our relationships with our key retailers.
We continue to closely monitor the impact of the war in Ukraine, COVID-19 and high rawthe challenging market conditions discussed above on our business and packaging material costs.the related uncertainties and risks. While the Company haswe have taken, and will continue to take, measures to mitigate the effecteffects of these conditions, should they persist, theywe cannot estimate with certainty the full extent of their impact on our business, results of operations, cash flows and/or financial condition. For more information about factors that could adversely affect the Company’s future results.impact our business, see “Risk Factors” in Part I, Item 1A of this Annual Report on Form 10-K.
The Company believes it isWe believe that we are well prepared to meet the challenges ahead due to itsour strong financial condition, experience operating in challenging environments, resilient global supply chain, dedicated and continued focusdiverse global team and focused business strategy. Our strategy is based on driving organic sales growth and long-term profitable growth through science-led, core and premium innovation; pursuing higher-growth adjacent categories and segments, expanding in faster growing channels and markets and delivering margin expansion through operating leverage and efficiency. We are also seeking to maximize the Company’s key priorities: growing sales through engaging with consumers, developing world-class innovationimpact of our environmental, social and working with retail partners; driving efficiency on every line of the income statement to increase margins; generating strong cash flow performance and utilizing that cash effectively to enhance total shareholder returns;governance programs and leading to win by staying true toin the Company’s culturedevelopment of human capital, including our sustainability and focusing on its stakeholders. The Company’ssocial impact and DE&I strategies. Our commitment to these priorities, together with the strength of our brands, the Company’sbreadth of our global brands, its broad international presencefootprint and a commitment to profitability and driving efficiency in both developed and emerging markets and cost-saving initiatives, such as the Company’s funding-the-growth initiatives and the Global Growth and Efficiency Program,cash generation should position the Companyus well to manage through the challenges we face and increase shareholder value over the long term.time.
(Dollars in Millions Except Per Share Amounts)
Results of Operations
This section of this Annual Report on Form 10-K generally discusses 2022 and 2021 items and year-to-year comparisons between 2022 and 2021. Discussions of 2020 items and year-to-year comparisons between 2021 and 2020 that are not included in this Annual Report on Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021.
Net Sales
Worldwide Net sales were $15,454$17,967 in 2017,2022, up 1.5%3.0% from 2016, driven by volume growth of 0.5%,2021, due to net selling price increases of 0.5%9.5%, partially offset by volume declines of 2.0% and positivenegative foreign exchange of 4.5%. Acquisitions contributed 0.5%. to volume. Organic sales (Net sales excluding, as applicable, the impact of foreign exchange, acquisitions divestments and the deconsolidation of the Company’s Venezuelan operations)divestments), a non-GAAP financial measure as discussed below, increased 1.0%7.0% in 2017.2022.
Net sales in the Oral, Personal and Home Care product segment were $13,162$14,254 in 2017,2022, up 2.0%1.0% from 2016, driven by volume growth of 0.5%,2021, due to net selling price increases of 0.5%9.0%, partially offset by volume declines of 3.5%, and positivenegative foreign exchange of 1.0%4.5%. Organic sales in the Oral, Personal and Home Care product segment increased 1.0%5.5% in 2017.2022.
The increase in organic sales in 20172022 versus 20162021 was driven by an increasedue to increases in Oral Care, organic sales, partially offset by a decline in Personal Care and Home Care organic sales. The increase in Oral Care organic sales was primarily due to organic sales growth in the toothpaste category.and manual toothbrush categories. The decreaseincrease in Personal Care organic sales was primarily due to declines in organic sales growth in the bar soap and underarm protection liquid hand soap and shampoo categories, which were partially offset by organic sales growthdeclines in the shower gel and bar soap categories.skin care category. The decreaseincrease in the Home Care organic sales was primarily due to declines in organic sales in the hand dish category, partially offset by organic sales growth in the liquid cleanersfabric softener and fabric conditionersurface cleaner categories.
The Company’sCompany’s share of the global toothpaste market was 43.3%39.8% for full year 2017, down 0.42022, up 0.5 share points from full year 2016,2021, and its share of the global manual toothbrush market was 32.6%31.7% for full year 2017, down 0.52022, up 0.7 share points from full year 2016.2021. Full year 20172022 market shares in toothpaste were up in Africa/EurasiaEurope and downwere flat in North America, Latin America, EuropeAsia Pacific and Asia PacificAfrica/Eurasia versus full year 2016.2021. In the manual toothbrush category, full year 20172022 market shares were up in Africa/Eurasia andNorth America, down in North America, Latin America and were flat in Europe, and Asia Pacific and Africa/Eurasia versus full year 2016.2021. For additional information regarding the Company’s use of market share data and limitations onof such data, see “Market Share Information” below.
Net sales for Hill’s Pet Nutrition were $2,292$3,713 in 2017,2022, an increase of 1.0%12.0% from 2016, as2021, driven by volume growth of 4.0% and net selling price increases of 1.5% and positive11.5%, partially offset by negative foreign exchange of 0.5% were partially offset by volume declines of 1.0%3.5%. Acquisitions contributed 2.5% to volume. Organic sales for Hill’s Pet Nutrition increased 0.5%13.0% in 2017.2022.
The increase in organic sales in 20172022 versus 20162021 was due to an increaseincreases in organic sales in the Science Diet and Prescription Diet category, partially offset by a decline in organic sales in the Advanced Nutrition and Naturals categories.
Worldwide Net sales were $15,195 in 2016, down 5.0% from 2015, as net selling price increases of 2.5% were more than offset by volume declines of 3.0% and negative foreign exchange of 4.5%. Excluding divested businesses and the impact of the deconsolidation of the Company’s Venezuelan operations, volume increased 1.5%. Organic sales increased 4.0% in 2016.
(Dollars in Millions Except Per Share Amounts)
Gross Profit/Margin
Worldwide Gross profit increased 2%decreased 1% to $9,280$10,248 in 20172022 from $9,123$10,375 in 2016.2021, reflecting a decrease of $452 resulting from lower Gross profit in both periods included charges related to the Global Growthmargin and Efficiency Program. Excluding these charges in both periods, Gross profit increased to $9,355 in 2017 from $9,169 in 2016, reflecting an increase of $156$325 resulting from higher Net sales and an increase of $30 resulting from higher Gross profit margin, which also excludes charges related to the Global Growth and Efficiency Program.sales.
Worldwide Gross profit margin was 60.0%decreased to 57.0% in 2017, even with 2016. Excluding charges related to the Global Growth and Efficiency Program2022 from 59.6% in both periods, Gross profit margin increased by 20 basis points (bps) to 60.5% in 2017, from 60.3% in 2016.2021. This increasedecrease in Gross profit margin was primarily drivendue to higher raw and packaging material costs (810 bps), partially offset by higher pricing (360 bps) and cost savings from the Company’s funding-the-growth initiatives and the Global Growth and Efficiency Program (200 bps) and higher pricing (20 bps), partially offset by higher raw and packaging material costs (190(220 bps).
| | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| | | | |
| | | | |
| Gross profit | | $ | 10,248 | | | $ | 10,375 | |
Worldwide Gross profit decreased 3% to $9,123 in 2016 from $9,399 in 2015. Gross profit in both periods included charges related to the Global Growth and Efficiency Program. Excluding these items in both periods, Gross profit decreased to $9,169 in 2016 from $9,419 in 2015, reflecting a decrease of $492 resulting from the impact of the deconsolidation of the Company’s Venezuelan operations effective December 31, 2015 and negative foreign exchange, partially offset by growth in organic sales. This decrease in Gross profit was partially offset by an increase of $242 resulting from higher Gross profit margin. | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | Basis Point Change |
| | | | | | |
| | | | | | |
| Gross profit margin | | 57.0 | % | | 59.6 | % | | (260) | |
Worldwide Gross profit margin increased to 60.0% in 2016 from 58.6% in 2015. Excluding the charges related to the Global Growth and Efficiency Program in both periods, Gross profit margin increased by 160 bps to 60.3% in 2016, from 58.7% in 2015. This increase in Gross profit margin was primarily driven by cost savings from the Company’s funding-the-growth initiatives and the Global Growth and Efficiency Program (200 bps) and higher pricing (100 bps), partially offset by higher costs (170 bps), which included higher raw and packaging material costs driven by significant foreign exchange transaction costs and the impact of the deconsolidation of the Company’s Venezuelan operations effective December 31, 2015.
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Gross profit, GAAP | | $ | 9,280 |
| | $ | 9,123 |
| | $ | 9,399 |
|
| Global Growth and Efficiency Program | | 75 |
| | 46 |
| | 20 |
|
| Gross profit, non-GAAP | | $ | 9,355 |
| | $ | 9,169 |
| | $ | 9,419 |
|
|
| | | | | | | | | | | | | |
| | | 2017 | | 2016 | | Basis Point Change | | 2015 | | Basis Point Change |
| Gross profit margin, GAAP | | 60.0 | % | | 60.0 | % | | — | | 58.6 | % | | 140 |
| Global Growth and Efficiency Program | | 0.5 |
| | 0.3 |
| | | | 0.1 |
| | |
| Gross profit margin, non-GAAP | | 60.5 | % | | 60.3 | % | | 20 | | 58.7 | % | | 160 |
(Dollars in Millions Except Per Share Amounts)
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased 5%2% to $5,497$6,565 in 20172022 from $5,249$6,407 in 2016.2021. Selling, general and administrative expenses in both periods2022 included charges related toresulting from the 2022 Global Growth and Efficiency Program.Productivity Initiative. Excluding these charges in both periods,resulting from the 2022 Global Productivity Initiative, Selling, general and administrative expenses increased to $5,408$6,560 in 20172022 from $5,172$6,407 in 2016,2021, reflecting increased advertising investment of $145 and higher overhead expenses of $91.$177 and decreased advertising investment of $24.
Selling, general and administrative expenses as a percentage of Net sales increaseddecreased to 35.6%36.5% in 20172022 from 34.5%36.8% in 2016. Excluding charges related2021. This decrease was due to the Global Growth and Efficiency Program in both periods, Selling, general and administrative expenses as a percentage of Net sales were 35.0%, an increase of 100 bps as compared to 2016. This increase in 2017 was driven by increaseddecreased advertising investment (80(50 bps) and, partially offset by higher overhead expenses (20 bps), both as a percentage of Net sales. Higher overhead expenses were driven by higher logistics costs (70 bps), partially offset by overhead efficiencies (50 bps). In 2017,2022, advertising investment increased 10.2% to $1,573 as compared with $1,428 in 2016, and increaseddecreased as a percentage of Net sales to 10.2%11.1% from 9.4%11.6% in 2016.
Selling, general2021 and administrative expenses decreased 4%by 1.2% in absolute terms to $5,249 in 2016 from $5,464 in 2015. Selling, general and administrative expenses in both periods included charges related to the Global Growth and Efficiency Program. Excluding these charges in both periods, Selling, general and administrative expenses decreased to $5,172 in 2016 from $5,400 in 2015, reflecting decreased advertising investment of $63 and lower overhead expenses of $165.
Selling, general and administrative expenses as a percentage of Net sales increased to 34.5% in 2016 from 34.1% in 2015. Excluding charges related to the Global Growth and Efficiency Program in both periods, Selling, general and administrative expenses as a percentage of Net sales were 34.0%, an increase of 30 bps as compared to 2015. This increase in 2016 was driven by increased advertising investment (10 bps) and higher overhead expenses (20 bps), both as a percentage of Net sales. In 2016, advertising investment decreased 4.2% to $1,428$1,997 as compared with $1,491$2,021 in 2015, while as a percentage of Net sales, it increased to 9.4% from 9.3% in 2015.2021.
| | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| Selling, general and administrative expenses, GAAP | | $ | 6,565 | | | $ | 6,407 | |
| 2022 Global Productivity Initiative | | (5) | | | — | |
| Selling, general and administrative expenses, non-GAAP | | $ | 6,560 | | | $ | 6,407 | |
| | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | Basis Point Change |
| Selling, general and administrative expenses as a percentage of Net sales | | 36.5 | % | | 36.8 | % | | (30) | |
| | | | | | |
| | | | | | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Selling, general and administrative expenses, GAAP | | $ | 5,497 |
| | $ | 5,249 |
| | $ | 5,464 |
|
| Global Growth and Efficiency Program | | (89 | ) | | (77 | ) | | (64 | ) |
| Selling, general and administrative expenses, non-GAAP | | $ | 5,408 |
| | $ | 5,172 |
| | $ | 5,400 |
|
|
| | | | | | | | | | | | | |
| | | 2017 | | 2016 | | Basis Point Change | | 2015 | | Basis Point Change |
| Selling, general and administrative expenses as a percentage of Net sales, GAAP | | 35.6 | % | | 34.5 | % | | 110 | | 34.1 | % | | 40 |
| Global Growth and Efficiency Program | | (0.6 | ) | | (0.5 | ) | | | | (0.4 | ) | | |
| Selling, general and administrative expenses as a percentage of Net sales, non-GAAP | | 35.0 | % | | 34.0 | % | | 100 | | 33.7 | % | | 30 |
(Dollars in Millions Except Per Share Amounts)
Other (Income) Expense, Net
Other (income) expense, net was $194, $37$69 and $62$65 in 2017, 20162022 and 2015,2021, respectively. The components of Other (income) expense, net are presented below:
|
| | | | | | | | | | | | |
| Other (income) expense, net | | 2017 | | 2016 | | 2015 |
| Global Growth and Efficiency Program | | $ | 169 |
| | $ | 105 |
| | $ | 170 |
|
| Amortization of intangible assets | | 35 |
| | 33 |
| | 33 |
|
| Gain on sale of land in Mexico | | — |
| | (97 | ) | | — |
|
| Charges for litigation matters | | — |
| | 17 |
| | 14 |
|
| Venezuela remeasurement charges | | — |
| | — |
| | 34 |
|
| Gain on sale of South Pacific laundry detergent business | | — |
| | — |
| | (187 | ) |
| Equity income | | (11 | ) | | (10 | ) | | (8 | ) |
| Other, net | | 1 |
| | (11 | ) | | 6 |
|
| Total Other (income) expense, net | | $ | 194 |
| | $ | 37 |
| | $ | 62 |
|
Other (income) expense, net was $194 in 2017 as compared to $37 in 2016. Other (income) expense, net in both periods2022 included charges related toresulting from the 2022 Global Growth and Efficiency Program. Other (income) expense, net in 2016 also includedProductivity Initiative, a gain on the sale of land in MexicoAsia Pacific and charges for litigation matters.
acquisition-related costs. Other (income) expense, net was $37 in 2016 as compared to $62 in 2015. In 2015, Other (income) expense, net2021 included chargesa benefit related to the Global Growth and Efficiency Program, a gain on the sale of the Company’s laundry detergent businessvalue-added tax matter in the South Pacific, charges related to the Venezuela Remeasurements and charges for litigation matters.Brazil. | | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| Other (income) expense, net, GAAP | | $ | 69 | | | $ | 65 | |
| 2022 Global Productivity Initiative | | (90) | | | — | |
| Gain on the sale of land in Asia Pacific | | 47 | | | — | |
| Acquisition-related costs | | (19) | | | — | |
| Value-added tax matter in Brazil | | — | | | 26 | |
| Other (income) expense, net, non-GAAP | | $ | 7 | | | $ | 91 | |
Excluding the items described above in allboth periods, as applicable, Other (income) expense, net was $25$7 in 2017, $122022 and $91 in 20162021, comprised of the following:
| | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| Amortization of intangible assets | | $ | 80 | | | $ | 89 | |
| Equity income | | (12) | | | (12) | |
| Gains from marketable securities and other assets | | (22) | | | (8) | |
| Indirect tax refunds | | (14) | | | (5) | |
| Other, net | | (25) | | | 27 | |
| Total Other (income) expense, net | | $ | 7 | | | $ | 91 | |
Goodwill and $31Intangible Assets Impairment Charges
In the fourth quarter of 2022, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the continued impact of the COVID-19 pandemic, particularly in 2015.China, as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels. The Company concluded that the changes in circumstances in this reporting unit and the impact of significantly higher interest rates triggered the need for an interim impairment review of its indefinite-lived trademark, goodwill and long-lived assets which consists primarily of customer relationships. As a result of the interim impairment test, the Company concluded that the carrying value of the trademark and customer relationships exceeded their estimated fair value and recorded impairment charges of $300 and $89, respectively, reducing their carrying values to $257 and $118, respectively, as of December 31, 2022. After adjusting the carrying values of the trademark and customer relationship intangible assets, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $332 in the Filorga reporting unit, reducing the carrying value of goodwill to $214 as of December 31, 2022.
In the fourth quarter of 2021, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the impact of the COVID-19 pandemic on the Filorga skin health business as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels. The Company performed an impairment review and concluded that the carrying value of the trademark exceeded its estimated fair value, and recorded an impairment charge of $204, reducing the carrying value to approximately $588. After adjusting the carrying value of the trademark, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $367 in the Filorga reporting unit, reducing the carrying value of goodwill to approximately $577.
The Company continues to believe in the strength of the Filorga brand and is confident about its growth opportunities. See Note 5, Goodwill and Other Intangible Assets to the Consolidated Financial Statements for further information.
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Other (income) expense, net, GAAP | | $ | 194 |
| | $ | 37 |
| | $ | 62 |
|
| Global Growth and Efficiency Program | | (169 | ) | | (105 | ) | | (170 | ) |
| Gain on sale of land in Mexico | | — |
| | 97 |
| | — |
|
| Charges for litigation matters | | — |
| | (17 | ) | | (14 | ) |
| Venezuela remeasurement charges | | — |
| | — |
| | (34 | ) |
| Gain on sale of South Pacific laundry detergent business | | — |
| | — |
| | 187 |
|
| Other (income) expense, net, non-GAAP | | $ | 25 |
| | $ | 12 |
| | $ | 31 |
|
(Dollars in Millions Except Per Share Amounts)
Operating Profit
Operating profit decreased 6%13% to $3,589$2,893 in 20172022 from $3,837$3,332 in 2016.2021. In 2022, Operating profit increased 38% to $3,837 in 2016 from $2,789 in 2015.
In 2017, 2016included goodwill and 2015, Operating profit includedintangible assets impairment charges related to the Filorga reporting unit, charges resulting from the 2022 Global Growth and Efficiency Program. In 2016 and 2015, Operating profit also included charges for litigation matters. In 2016, Operating profit also included a gain on sale of land in Mexico. In 2015, Operating profit also included a charge related to the deconsolidation of the Company’s Venezuelan operations, charges related to the Venezuela Remeasurements andProductivity Initiative, a gain on the sale of land in Asia Pacific and acquisition-related costs. In 2021, Operating profit included goodwill and intangible assets impairment charges related to the Company’s laundry detergent businessFilorga reporting unit and a benefit related to a value-added tax matter in the South Pacific.Brazil. Excluding these items in allboth periods, as applicable, Operating profit decreased 2%5% to $3,681 in 2017, primarily due to an increase2022 from $3,877 in Selling, general and administrative expenses, which was partially offset by higher Gross profit, and Operating profit in 2016 was even with 2015, primarily due to lower Gross profit, which was offset by a decrease in Selling, general and administrative expenses.2021.
Operating profit margin was 23.2%16.1% in 2017,2022, a decrease of 300 bps compared with 25.3%19.1% in 2016 and 17.4% in 2015.2021. Excluding the items described above in 2017 and 2016,both periods, as applicable, Operating profit margin decreased 80was 20.5% in 2022, a decrease of 180 bps to 25.4%from 22.3% in 2017 compared to 26.2% in 2016.2021. This decrease isin Operating profit in 2022 was due to an increasea decrease in Selling, general and administrative expenses (100Gross profit (260 bps), partially offset by an increasea decrease in Gross profit (20Other (income) expense, net (50 bps), both as and a percentage of Net sales. Excluding the items described abovedecrease in 2016 and 2015, as applicable, Operating profit margin increased 130 bps in 2016 compared to 2015, primarily due to an increase in Gross profit (160 bps), partially offset by an increase in Selling,selling, general and administrative expenses (30 bps), bothall as a percentage of Net sales.
| | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Operating profit, GAAP | | $ | 2,893 | | | $ | 3,332 | | | (13) | % | | | | |
| Goodwill and intangible assets impairment charges | | 721 | | | 571 | | | | | | | |
| 2022 Global Productivity Initiative | | 95 | | | — | | | | | | | |
| Gain on the sale of land in Asia Pacific | | (47) | | | — | | | | | | | |
| Acquisition-related costs | | 19 | | | — | | | | | | | |
| Value-added tax matter in Brazil | | — | | | (26) | | | | | | | |
| Operating profit, non-GAAP | | $ | 3,681 | | | $ | 3,877 | | | (5) | % | | | | |
|
| | | | | | | | | | | | | | | | | | |
| | | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Operating profit, GAAP | | $ | 3,589 |
| | $ | 3,837 |
| | (6 | )% | | $ | 2,789 |
| | 38 | % |
| Global Growth and Efficiency Program | | 333 |
| | 228 |
| | | | 254 |
| | |
| Gain on sale of land in Mexico | | — |
| | (97 | ) | | | | — |
| | |
| Charges for litigation matters | | — |
| | 17 |
| | | | 14 |
| | |
| Venezuela deconsolidation | | — |
| | — |
| | | | 1,084 |
| | |
| Venezuela remeasurement charges | | — |
| | — |
| | | | 34 |
| | |
| Gain on sale of South Pacific laundry detergent business | | — |
| | — |
| | | | (187 | ) | | |
| Operating profit, non-GAAP | | $ | 3,922 |
| | $ | 3,985 |
| | (2 | )% | | $ | 3,988 |
| | — | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | Basis Point Change | | | | |
| Operating profit margin, GAAP | | 16.1 | % | | 19.1 | % | | (300) | | | | | |
| Goodwill and intangible assets impairment charges | | 4.0 | % | | 3.4 | % | | | | | | |
| 2022 Global Productivity Initiative | | 0.5 | % | | — | % | | | | | | |
| Gain on the sale of land in Asia Pacific | | (0.2) | % | | — | % | | | | | | |
| Acquisition-related costs | | 0.1 | % | | — | % | | | | | | |
| Value-added tax matter in Brazil | | — | % | | (0.2) | % | | | | | | |
| Operating profit margin, non-GAAP | | 20.5 | % | | 22.3 | % | | (180) | | | | | |
|
| | | | | | | | | | | | | | |
| | | 2017 | | 2016 | | Basis Point Change | | 2015 | | Basis Point Change |
| Operating profit margin, GAAP | | 23.2 | % | | 25.3 | % | | (210 | ) | | 17.4 | % | | 790 |
| Global Growth and Efficiency Program | | 2.2 |
| | 1.5 |
| | | | 1.6 |
| | |
| Gain on sale of land in Mexico | | — |
| | (0.7 | ) | | | | — |
| | |
| Charges for litigation matters | | — |
| | 0.1 |
| | | | 0.1 |
| | |
| Venezuela deconsolidation | | — |
| | — |
| | | | 6.8 |
| | |
| Venezuela remeasurement charges | | — |
| | — |
| | | | 0.2 |
| | |
| Gain on sale of South Pacific laundry detergent business | | — |
| | — |
| | | | (1.2 | ) | | |
| Operating profit margin, non-GAAP | | 25.4 | % | | 26.2 | % | | (80 | ) | | 24.9 | % | | 130 |
Non-Service Related Postretirement Costs
Interest (Income) Expense, Net
Interest (income) expense, net was $102Non-service related postretirement costs were $80 in 2017 compared with $99 in 2016 and $26 in 2015. The increase in Interest (income) expense, net in 2017 as2022 compared to 2016 was primarily due$70 in 2021. In 2022, Non-service related postretirement costs included charges resulting from the 2022 Global Productivity Initiative. Excluding charges resulting from the 2022 Global Productivity Initiative, Non-service related postretirement costs were $65 in 2022 compared to higher average interest rates on debt. The change$70 in Interest (income) expense, net from 2015 to 2016 was primarily due to lower interest income on investments held outside the United States, which reflects the impact of the deconsolidation of the Company’s Venezuelan operations effective December 31, 2015, and higher interest expense as a result of higher average interest rates on debt.2021.
| | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| Selling, general and administrative expenses, GAAP | | $ | 80 | | | $ | 70 | |
| 2022 Global Productivity Initiative | | (15) | | | — | |
| Selling, general and administrative expenses, non-GAAP | | $ | 65 | | | $ | 70 | |
(Dollars in Millions Except Per Share Amounts)
Interest (Income) Expense, Net
Interest (income) expense, net was $153 in 2022 compared to $175 in 2021. In 2021, Interest (income) expense, net included a loss on the early extinguishment of debt. Excluding the loss on the early extinguishment of debt, Interest (income) expense, net was $153 in 2022 compared to $100 in 2021, primarily due to higher average interest rates on debt and higher debt balances.
| | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | |
| Interest (income) expense, net, GAAP | | $ | 153 | | | $ | 175 | | | |
| Loss on early extinguishment of debt | | — | | | (75) | | | |
| Interest (income) expense, net, non-GAAP | | $ | 153 | | | $ | 100 | | | |
(Dollars in Millions Except Per Share Amounts)
Income Taxes
The effective income tax rate was 26.1% in 2017, 20162022 and 2015 was 37.7%, 30.8% and 44.0%, respectively.24.3% in 2021. As reflected in the table below, the non-GAAP effective income tax rate was 29.5%23.3% in 20172022 and 31.3%22.0% in 2016 and 2015. The decrease in the non-GAAP effective income tax rate in 2017 as compared to 2016 is due primarily to the inclusion of excess tax benefits from stock-based compensation in the Provision for income taxes, as discussed in more detail below.2021. | | | | | | | | | | | | | | | | | | | | |
| | 2022 |
| | Income Before Income Taxes | | Provision For Income Taxes(1) | | Effective Income Tax Rate(2) |
| As Reported GAAP | | $ | 2,660 | | | $ | 693 | | | 26.1 | % |
| Goodwill and intangible assets impairment charges | | 721 | | | 101 | | | (2.6) | % |
| 2022 Global Productivity Initiative | | 110 | | | 22 | | | (0.1) | % |
| Gain on the sale of land in Asia Pacific | | (47) | | | (11) | | | — | % |
| Acquisition-related costs | | 19 | | | 3 | | | (0.1) | % |
| Non-GAAP | | $ | 3,463 | | | $ | 808 | | | 23.3 | % |
|
| | | | | | | | | | | |
| | | 2017 |
| | | Income Before Income Taxes | | Provision For Income Taxes(1) | | Effective Income Tax Rate (2) |
| As Reported GAAP | | $ | 3,487 |
| | $ | 1,313 |
| | 37.7 | % |
| Global Growth and Efficiency Program | | 333 |
| | 87 |
| | (1.0 | ) |
| U.S. tax reform | | — |
| | (275 | ) | | (7.2 | ) |
| Non-GAAP | | $ | 3,820 |
| | $ | 1,125 |
| | 29.5 | % |
|
| | | | | | | | | | | |
| | | 2016 |
| | | Income Before Income Taxes | | Provision For Income Taxes(1) | | Effective Income Tax Rate (2) |
| As Reported GAAP | | $ | 3,738 |
| | $ | 1,152 |
| | 30.8 | % |
| Global Growth and Efficiency Program | | 228 |
| | 59 |
| | (0.3 | ) |
| Gain on sale of land in Mexico | | (97 | ) | | (34 | ) | | (0.1 | ) |
| Benefits from tax matters | | — |
| | 35 |
| | 0.9 |
|
| Charge for a litigation matter | | 17 |
| | 6 |
| | — |
|
| Non-GAAP | | $ | 3,886 |
| | $ | 1,218 |
| | 31.3 | % |
|
| | | | | | | | | | | |
| | | 2015 |
| | | Income Before Income Taxes | | Provision For Income Taxes(1) | | Effective Income Tax Rate (2) |
| As Reported GAAP | | $ | 2,763 |
| | $ | 1,215 |
| | 44.0 | % |
Venezuela deconsolidation(3) | | 1,084 |
| | 26 |
| | (11.7 | ) |
| Global Growth and Efficiency Program | | 254 |
| | 69 |
| | (0.3 | ) |
| Venezuela remeasurement charges | | 34 |
| | 12 |
| | — |
|
| Gain on sale of South Pacific laundry detergent business | | (187 | ) | | (67 | ) | | (0.2 | ) |
| Charge for a litigation matter | | 14 |
| | — |
| | (0.1 | ) |
| Charge for a tax matter | | — |
| | (15 | ) | | (0.4 | ) |
| Non-GAAP | | $ | 3,962 |
| | $ | 1,240 |
| | 31.3 | % |
| | | | | | | | | | | | | | | | | | | | |
| | 2021 |
| | Income Before Income Taxes | | Provision For Income Taxes(1) | | Effective Income Tax Rate(2) |
| As Reported GAAP | | $ | 3,087 | | | $ | 749 | | | 24.3 | % |
| Goodwill and intangible assets impairment charges | | 571 | | | 53 | | | (2.1) | % |
| Loss on early extinguishment of debt | | 75 | | | 20 | | | (0.3) | % |
| Value-added tax matters in Brazil | | (26) | | | (6) | | | 0.1 | % |
| Non-GAAP | | $ | 3,707 | | | $ | 816 | | | 22.0 | % |
_______
(1) The income tax effect on non-GAAP items is calculated based upon the tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.
(2) The impact of non-GAAP items on the Company’s effective tax rate represents the difference in the effective tax rate calculated with and without the non-GAAP adjustment on Income before income taxes and Provision for income taxes.
(3) See Note 14, Venezuela to
The increase in the Consolidated Financial Statements and“Significant Items Impacting Comparability” above.
(Dollars in Millions Except Per Share Amounts)
On December 22, 2017, the TCJA was enacted, which, among other things, lowered the U.S. corporate incomeCompany’s full year effective tax rate to 21% from 35% and established a modified territorial system requiring a mandatory deemed repatriationbefore discrete period items is primarily driven by the impact of recently finalized U.S. tax on undistributed earnings of foreign subsidiaries. Beginning in 2018, the TCJA also requires a minimum tax on certain future earnings generated by foreign subsidiaries while providing for future tax-free repatriation of such earnings through a 100% dividends-received deduction. The Company’s effective income tax rate in 2017 included a provisional charge of $275 related to the TCJA using available information and estimates. The provisional charge is comprised of $451 related to the one-time deemed repatriation of accumulated earnings of foreign subsidiaries and related withholding taxes and $20 related primarily to the remeasurement of net deferred tax assets as a result of the reduction in the corporate income tax rate,regulations, which are offset by $196 of income taxes which had been previously provided for planned repatriations of undistributed earnings of foreign subsidiaries. As a result, applicable U.S. andplace greater restrictions on foreign taxes have been providedthat are creditable against U.S. taxes on substantially all of the Company’s accumulated earnings of foreign subsidiaries previously considered indefinitely reinvested. Given the significant complexity of the TCJA, anticipated guidance from the U.S. Treasury about implementing the TCJA and the potential for additional guidance from the SEC or the FASB related to the TCJA or additional information becoming available, the Company’s provisional charge may be adjusted during 2018 and is expected to be finalized no later than the fourth quarter of 2018. Other provisions of the TCJA that impact future tax years are still being assessed.
The effective income tax rate in 2017 also included $47 of stock compensation excess tax benefits in the Provision for income taxes as a result of the adoption of ASU No. 2016-09, “Compensation–Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” effective January 1, 2017. See Note 2, Summary of Significant Accounting Policies - Recent Accounting Pronouncements and Note 11, Income Taxes to the Consolidated Financial Statements, for additional details.
The effective income tax rate in 2016 included a $210 U.S. income tax benefit recognized in the first quarter of 2016 principally related to changes in Venezuela’s foreign exchange regime implemented in March 2016. Although, effective December 31, 2015, the operating results of CP Venezuela are no longer included in the Company’s Consolidated Financial Statements, under current tax rules, the Company is required to continue including CP Venezuela’s results in its consolidated U.S. federal income tax return. See Note 11, Income Taxes and Note 14, Venezuela to the Consolidated Financial Statements. In order to fully utilize the above mentioned $210 tax benefit in 2016, the Company repatriated an incremental $1,500 of earnings of foreign subsidiaries it previously considered indefinitely reinvested outside of the U.S., and accordingly, recorded a tax charge of $210 during the first quarter of 2016.
The Company has taken a tax position in a foreign jurisdiction since 2002 that has been challenged by the local tax authorities. In 2015, the Company became aware of several Supreme Court rulings in the foreign jurisdiction disallowing certain tax deductions which had the effect of reversing prior decisions. Since the Company had taken deductions in prior years similar to those now disallowed by the Court, the Company, as required, reassessed its tax position and increased its unrecognized tax benefits by $15.
In 2016, the Supreme Court in the foreign jurisdiction decided the matter in the Company’s favor for the years 2002 through 2005. Also in 2016, the Administrative Court in the foreign jurisdiction decided the matter in the Company’s favor for the years 2008 through 2011 by acknowledging the Supreme Court’s ruling for the years 2002 through 2005, which eliminated the possibility of future appeals. As a result, the Company recorded a tax benefit of $30, including interest. The tax benefit of deductions related to this tax position taken for the years 2006 through 2007 and 2012 through 2014 totals approximately $16 at current exchange rates. These deductions are currently being challenged by the tax authorities in the foreign jurisdiction either in the lower courts or at the administrative level and, if resolved in the Company’s favor, will result in the Company recording additional tax benefits, including interest.
foreign-sourced income.
The effective income tax rate in all years benefited from tax planning associated with the Company’sCompany's global business initiatives.
ReflectingOn August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was enacted, which among other things, implements a 15% minimum tax on book income of certain large corporations effective for years beginning after December 31, 2022. Based on the Company’s preliminary analysis, the IRA is not expected to have a material impact on the Company’s Consolidated Financial Statements. The Company will continue to evaluate the impact of this law as additional guidance and clarification becomes available.
Additionally, on December 15, 2022, the 27 member states of the European Union (“EU”) reached an agreement on a minimum level of taxation for certain large corporations to pay a minimum corporate tax rate of 15% in every jurisdiction in which they operate. This agreement, which is known as the Minimum Taxation Directive, must be transposed into the laws of all EU member states by December 31, 2023. The Company is currently evaluating the impact of this Directive on the Company’s Consolidated Financial Statements.
The Company has ongoing federal, state and international income tax audits in various jurisdictions and evaluates uncertain tax positions that may be challenged by local tax authorities and not fully sustained. All U.S. federal income tax reform,returns through December 31, 2013 have been audited by the Internal Revenue Service (the “IRS”) and there are limited matters which the Company expects its effectiveplans to appeal for years 2010 through 2013. One such matter relates to the IRS assessment of taxes on the Company by imputing income tax rateon certain activities within one of our international operations. In light of a recent U.S. Tax Court ruling subsequent to December 31, 2022 in 2018 to be infavor of the range of 26% to 27% bothIRS against an unrelated party on a GAAP basis and excluding charges related to the Global Growth and Efficiency Program.similar
(Dollars in Millions Except Per Share Amounts)
matter, the Company is in the process of reassessing its position as it relates to this matter. The Company is currently under audit by the IRS, where the same matter is being discussed, for the years 2014 through 2018. The amount of tax plus interest for the years 2010 through 2018 is estimated to be approximately $145, which is not included in our uncertain tax positions. Refer to Note 11, Income Taxes to the Consolidated Financial Statements for further discussion of the Company’s tax matters.
Net Incomeincome attributable to Colgate-Palmolive Company and Earnings per share diluted
Net income attributable to Colgate-Palmolive Company was $2,024,$1,785, or $2.28$2.13 per share on a diluted basis, in 2017 compared to $2,441,2022, a decrease from $2,166, or $2.72$2.55 per share on a diluted basis, in 2016 and $1,384, or $1.52 per share on a diluted basis, in 2015.2021. In 2017, 2016 and 2015,2022, Net income attributable to Colgate-Palmolive Company included aftertaxgoodwill and intangible assets impairment charges, related tocharges resulting from the 2022 Global GrowthProductivity Initiative, a gain on the sale of land in Asia Pacific and Efficiency Program.acquisition-related costs. In2017, 2021, Net income attributable to Colgate-Palmolive Company also included goodwill and intangible assets impairment charges, a chargeloss on the early extinguishment of debt and a benefit related to U.S.a value-added tax reform. In 2016 and 2015, Net income attributable to Colgate-Palmolive Company also included charges for litigation matters. In 2016, Net income attributable to Colgate-Palmolive Company also included a gain on sale of landmatter in Mexico and benefits from tax matters. In 2015, Net income attributable to Colgate-Palmolive Company also included charges related to the Venezuela Remeasurements, a charge related to the deconsolidation of the Company’s Venezuelan operations, a gain on the sale of the Company’s laundry detergent business in the South Pacific and a charge for a tax matter.Brazil.
Excluding the items described above in all years,both periods, as applicable, Net income attributable to Colgate-Palmolive Company increased 1%decreased 8% to $2,545$2,493 in 20172022 from $2,719 in 2021, and Earnings per common share on a diluted increased 2%basis decreased 7% to $2.87, and Net income attributable to Colgate-Palmolive Company decreased 1% to $2,522$2.97 in 2016, as compared to $2,5562022 from $3.21 in 2015, and Earnings per share, diluted was even at $2.81.2021. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2022 |
| Income Before Income Taxes | | Provision For Income Taxes(1) | | Net Income Including Noncontrolling Interests | | Less: Income Attributable To Noncontrolling Interests | | Net Income Attributable to Colgate-Palmolive Company | | Diluted Earnings Per Share(2) |
| As Reported GAAP | $ | 2,660 | | | $ | 693 | | | $ | 1,967 | | | $ | 182 | | | $ | 1,785 | | | $ | 2.13 | |
| Goodwill and intangible assets impairment charges | 721 | | | 101 | | | 620 | | | — | | | 620 | | | 0.74 | |
| 2022 Global Productivity Initiative | 110 | | | 22 | | | 88 | | | 1 | | | 87 | | | 0.10 | |
| Gain on the sale of land in Asia Pacific | (47) | | | (11) | | | (36) | | | (21) | | | (15) | | | (0.02) | |
| Acquisition-related costs | 19 | | | 3 | | | 16 | | | — | | | 16 | | | 0.02 | |
| Non-GAAP | $ | 3,463 | | | $ | 808 | | | $ | 2,655 | | | $ | 162 | | | $ | 2,493 | | | $ | 2.97 | |
| | | | | | | | | | | |
(Dollars in Millions Except Per Share Amounts)
|
| | | | | | | | | | | | | | | | | | | |
| | 2017 |
| | Income Before Income Taxes | | Provision For Income Taxes(1) | | Net Income Including Noncontrolling Interests | | Net Income Attributable to Colgate-Palmolive Company | | Diluted Earnings Per Share(2) |
| As Reported GAAP | $ | 3,487 |
| | $ | 1,313 |
| | $ | 2,174 |
| | $ | 2,024 |
| | $ | 2.28 |
|
| Global Growth and Efficiency Program | 333 |
| | 87 |
| | 246 |
| | 246 |
| | 0.28 |
|
| U.S. tax reform | — |
| | (275 | ) | | 275 |
| | 275 |
| | 0.31 |
|
| Non-GAAP | $ | 3,820 |
| | $ | 1,125 |
| | $ | 2,695 |
| | $ | 2,545 |
| | $ | 2.87 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | 2016 |
| | Income Before Income Taxes | | Provision For Income Taxes(1) | | Net Income Including Noncontrolling Interests | | Less: Income Attributable To Noncontrolling Interests | | Net Income Attributable to Colgate-Palmolive Company | | Diluted Earnings Per Share(2) |
| As Reported GAAP | $ | 3,738 |
| | $ | 1,152 |
| | $ | 2,586 |
| | $ | 145 |
| | $ | 2,441 |
| | $ | 2.72 |
|
| Global Growth and Efficiency Program | 228 |
| | 59 |
| | 169 |
| | 1 |
| | 168 |
| | 0.19 |
|
| Gain on sale of land in Mexico | (97 | ) | | (34 | ) | | (63 | ) | | — |
| | (63 | ) | | (0.07 | ) |
| Benefits from tax matters | — |
| | 35 |
| | (35 | ) | | — |
| | (35 | ) | | (0.04 | ) |
Charge for a litigation matter
| 17 |
| | 6 |
| | 11 |
| | — |
| | 11 |
| | 0.01 |
|
| Non-GAAP | $ | 3,886 |
| | $ | 1,218 |
| | $ | 2,668 |
| | $ | 146 |
| | $ | 2,522 |
| | $ | 2.81 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | 2015 |
| | Income Before Income Taxes | | Provision For Income Taxes(1) | | Net Income Including Noncontrolling Interests | | Less: Income Attributable To Noncontrolling Interests | | Net Income Attributable to Colgate-Palmolive Company | | Diluted Earnings Per Share(2) |
| As Reported GAAP | $ | 2,763 |
| | $ | 1,215 |
| | $ | 1,548 |
| | $ | 164 |
| | $ | 1,384 |
| | $ | 1.52 |
|
Venezuela deconsolidation(3) | 1,084 |
| | 26 |
| | 1,058 |
| | — |
| | 1,058 |
| | 1.16 |
|
| Global Growth and Efficiency Program | 254 |
| | 69 |
| | 185 |
| | 2 |
| | 183 |
| | 0.20 |
|
| Venezuela remeasurement charges | 34 |
| | 12 |
| | 22 |
| | — |
| | 22 |
| | 0.02 |
|
| Gain on sale of South Pacific laundry detergent business | (187 | ) | | (67 | ) | | (120 | ) | | — |
| | (120 | ) | | (0.13 | ) |
| Charge for a litigation matter | 14 |
| | — |
| | 14 |
| | — |
| | 14 |
| | 0.02 |
|
| Charge for a tax matter | — |
| | (15 | ) | | 15 |
| | — |
| | 15 |
| | 0.02 |
|
| Non-GAAP | $ | 3,962 |
| | $ | 1,240 |
| | $ | 2,722 |
| | $ | 166 |
| | $ | 2,556 |
| | $ | 2.81 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2021 |
| Income Before Income Taxes | | Provision For Income Taxes(1) | | Net Income Including Noncontrolling Interests | | Less: Income Attributable To Noncontrolling Interests | | Net Income Attributable to Colgate-Palmolive Company | | Diluted Earnings Per Share(2) |
| As Reported GAAP | $ | 3,087 | | | $ | 749 | | | $ | 2,338 | | | $ | 172 | | | $ | 2,166 | | | $ | 2.55 | |
| Goodwill and intangible assets impairment charges | 571 | | | 53 | | | 518 | | | — | | | 518 | | | 0.61 | |
| Loss on early extinguishment of debt | 75 | | | 20 | | | 55 | | | — | | | 55 | | | 0.07 | |
| Value-added tax matters in Brazil | (26) | | | (6) | | | (20) | | | — | | | (20) | | | (0.02) | |
| Non-GAAP | $ | 3,707 | | | $ | 816 | | | $ | 2,891 | | | $ | 172 | | | $ | 2,719 | | | $ | 3.21 | |
_______
(1) The income tax effect on non-GAAP items is calculated based upon the tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.
(2) The impact of non-GAAP adjustments on Diluteddiluted earnings per share may not necessarily equal the difference between “GAAP” and “non-GAAP” as a result of rounding.
(3) See Note 14, Venezuela to the Consolidated Financial Statements and “Significant Items Impacting Comparability” above.
(Dollars in Millions Except Per Share Amounts)
Segment Results
The Company markets its products in over 200 countries and territories throughout the world in two product segments: Oral, Personal and Home Care; and Pet Nutrition. The Company evaluates segment performance based on several factors, including Operating profit. The Company uses Operating profit as a measure of the operating segment performance because it excludes the impact of corporate-driven decisions related to interest expense and income taxes.
Oral, Personal and Home Care
North America | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Net sales | $ | 3,816 | | | $ | 3,694 | | | 3.5 | | % | | | | | |
| Operating profit | $ | 761 | | | $ | 754 | | | 1 | | % | | | | | |
| % of Net sales | 19.9 | % | | 20.4 | % | | (50) | | bps | | | | | |
|
| | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Net sales | $ | 3,117 |
| | $ | 3,183 |
| | (2.0 | ) | % | | $ | 3,149 |
| | 1.0 |
| % |
| Operating profit | $ | 986 |
| | $ | 1,030 |
| | (4 | ) | % | | $ | 974 |
| | 6 |
| % |
| % of Net sales | 31.6 | % | | 32.4 | % | | (80 | ) | bps | | 30.9 | % | | 150 |
| bps |
Net sales in North America decreased 2.0%increased 3.5% in 20172022 to $3,117,$3,816, driven by net selling price decreasesincreases of 5.5%, partially offset by volume declines of 2.0%, while volume and foreign exchange werewas flat. Organic sales in North America decreased 2.0%increased 3.5% in 2017.2022. The organic sales growth was led by the United States.
The decreaseincrease in organic sales in North America in 20172022 versus 20162021 was primarily due to decreasesincreases in Oral Care, Personal Care and Home Care organic sales. The decreaseincrease in Oral Care was primarily due to organic sales growth in the toothpaste and manual toothbrush categories. The increase in Personal Care was primarily due to declines in organic sales growth in the underarm protectionbar soap and liquid hand soap categories.categories, partially offset by organic sales declines in the skin care category. The decreaseincrease in Home Care was primarily due to organic sales growth in the surface cleaner and hand dish categories.
Operating profit in North America increased 1% in 2022 to $761, while as a declinepercentage of Net sales it decreased 50 bps to 19.9%. This decrease in Operating profit as a percentage of Net sales was primarily due to a decrease in Gross profit (60 bps), partially offset by a decrease in Selling, general and administrative expenses (40 bps), both as a percentage of Net sales. This decrease in Gross profit was primarily due to higher raw and packaging material costs (550 bps), partially offset by cost savings from the Company’s funding-the-growth initiatives (220 bps) and higher pricing. This decrease in Selling, general and administrative expenses was due to lower overhead expenses (40 bps), as overhead efficiencies (60 bps) more than offset higher logistics costs (20 bps).
(Dollars in Millions Except Per Share Amounts)
Latin America | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Net sales | $ | 3,982 | | | $ | 3,663 | | | 8.5 | | % | | | | | |
| Operating profit | $ | 1,108 | | | $ | 1,012 | | | 10 | | % | | | | | |
| % of Net sales | 27.8 | % | | 27.6 | % | | 20 | | bps | | | | | |
Net sales in Latin America increased 8.5% in 2022 to $3,982, driven by net selling price increases of 15.5%, partially offset by volume declines of 5.0% and negative foreign exchange of 2.0%. Organic sales in Latin America increased 10.5% in 2022. Organic sales growth was led by Mexico, Brazil, Argentina and Colombia.
The increase in organic sales in Latin America in 2022 versus 2021 was due to increases in Oral Care, Personal Care and Home Care organic sales. The increase in Oral Care was primarily due to organic sales growth in the hand dish category.toothpaste and manual toothbrush categories. The increase in Personal Care was primarily due to organic sales growth in the bar soap and underarm protection categories. The increase in Home Care was primarily due to organic sales growth in the surface cleaner and fabric softener categories.
Operating profit in Latin America increased 10% in 2022 to $1,108, or 20 bps to 27.8% as a percentage of Net sales. This increase in Operating profit as a percentage of Net sales was due to a decrease in Selling, general and administrative expenses (40 bps) and a decrease in Other (income) expense, net (140 bps), partially offset by a decrease in Gross profit (160 bps), all as a percentage of Net sales. This decrease in Gross profit was primarily due to higher raw and packaging material costs (1,040 bps), which were partially offset by higher pricing and cost savings from the Company’s funding-the-growth initiatives (290 bps). This decrease in Selling, general and administrative expenses was due to decreased advertising investment (20 bps) and lower overhead expenses (20 bps), as overhead efficiencies (60 bps) more than offset higher logistics costs (40 bps). This decrease in Other (income) expense, net was primarily due to gains from marketable securities and other assets, and a value-added tax refund.
(Dollars in Millions Except Per Share Amounts)
Europe | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Net sales | $ | 2,548 | | | $ | 2,841 | | | (10.5) | | % | | | | | |
| Operating profit | $ | 514 | | | $ | 682 | | | (25) | | % | | | | | |
| % of Net sales | 20.2 | % | | 24.0 | % | | (380) | | bps | | | | | |
Net sales in North America increased 1.0%Europe decreased 10.5% in 20162022 to $3,183, driven by$2,548, as volume growthdeclines of 2.5%, which was4.0% and negative foreign exchange of 10.5% were partially offset by net selling price decreasesincreases of 1.0% and negative foreign exchange of 0.5%4.0%. Organic sales in North America increased 1.5%Europe in 2016.2022 were even with 2021.
Organic sales in Europe in 2022 versus 2021 were flat as increases in Oral Care and Home Care organic sales were offset by a decrease in Personal Care organic sales. The increase in Oral Care was primarily due to organic sales growth in the toothpaste and manual toothbrush categories, partially offset by organic sales declines in the mouthwash category. The increase in Home Care was primarily due to organic sales growth in the fabric softener category, partially offset by organic sales declines in the hand dish category. The decrease in Personal Care was primarily due to organic sales declines in the skin care and liquid hand soap categories.
Operating profit in North AmericaEurope decreased 4%25% in 20172022 to $986,$514, or 80380 bps to 31.6%20.2% as a percentage of Net sales. This decrease in Operating profit as a percentage of Net sales was primarily due to a decrease in Gross profit (40(400 bps) and an increase in Selling, general and administrative expenses (60 bps), both as a percentage of Net sales. This decrease in Gross profit was primarily driven bydue to higher raw and packaging material costs (160(800 bps) and lower pricing due to increased in-store promotional activities, which were, partially offset by cost savings from the Company’s funding-the-growth initiatives and the Global Growth and Efficiency Program (220 bps). This increase in Selling, general and administrative expenses was due to increased advertising investment (60 bps).
Operating profit in North America increased 6% in 2016 to $1,030, or 150 bps to 32.4% of Net sales. This increase in Operating profit as a percentage of Net sales was primarily due to an increase in Gross profit (100 bps) and a decrease in Selling, general and administrative expenses (70 bps), both as a percentage of Net sales. This increase in Gross profit was primarily driven by cost savings from the Company’s funding-the-growth initiatives (190 bps), which were partially offset by higher raw and packaging material costs (70 bps). This decrease in Selling, general and administrative expenses was due to lower overhead expenses (40 bps) and decreased advertising investment (30 bps), in part reflecting a shift from advertising investment to in-store promotional activities.pricing.
40
(Dollars in Millions Except Per Share Amounts)
Asia Pacific | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Net sales | $ | 2,826 | | | $ | 2,867 | | | (1.5) | | % | | | | | |
| Operating profit | $ | 737 | | | $ | 844 | | | (13) | | % | | | | | |
| % of Net sales | 26.1 | % | | 29.4 | % | | (330) | | bps | | | | | |
Latin America
|
| | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Net sales | $ | 3,887 |
| | $ | 3,650 |
| | 6.5 |
| % | | $ | 4,327 |
| | (15.5 | ) | % |
| Operating profit | $ | 1,162 |
| | $ | 1,132 |
| | 3 |
| % | | $ | 1,209 |
| | (6 | ) | % |
| % of Net sales | 29.9 | % | | 31.0 | % | | (110 | ) | bps | | 27.9 | % | | 310 |
| bps |
Net sales in Latin America increased 6.5%Asia Pacific decreased 1.5% in 20172022 to $3,887,$2,826, driven by volume growthdeclines of 2.5%0.5% and negative foreign exchange of 6.5%, partially offset by net selling price increases of 3.0% and positive foreign exchange of 1.0%5.5%. Volume gains were led by Brazil, the Southern Cone and the Andean Region. Organic sales in Latin AmericaAsia Pacific increased 5.5%5.0% in 2017.2022. Organic sales growth was led by the Greater China region, Australia and the Philippines.
The increase in organic sales in Latin America in 20172022 versus 20162021 was driven byprimarily due to increases in Oral Care organic sales as well as increases in Personal Care and Home Care organic sales. The increase in Oral Care was due todriven by organic sales growth in the toothpaste and manual toothbrush and mouthwash categories. The increase in Personal Care was due to organic sales growth in the bar soap and shampoo categories. The increase in Home Care was due todriven by organic sales growth in the fabric conditionersoftener and liquid cleaners categories, partially offset by a decline in the hand dish category.categories.
Net sales in Latin America decreased 15.5% in 2016 to $3,650, as net selling price increases of 8.5% were more than offset by volume declines of 14.0% and negative foreign exchange of 10.0%. Excluding the impact of the deconsolidation of the Company’s Venezuelan operations, volume increased 1.5%, led by volume gains in Mexico, partially offset by volume declines in Argentina. Organic sales in Latin America increased 10.0% in 2016.
Operating profit in Latin America increased 3%Asia Pacific decreased 13% in 20172022 to $1,162, while$737, or 330 bps to 26.1% as a percentage of Net sales it decreased 110 bps to 29.9% of Net sales. This decrease in Operating profit as a percentage of Net sales was primarily due to an increase in Selling, general and administrative expenses (180 bps), partially offset by an increase in Gross profit (40 bps), both as a percentage of Net sales. This increase in Gross profit was mainly driven by cost savings from the Company’s funding-the-growth initiatives (170 bps) and higher pricing, which were partially offset by higher raw and packaging material costs (260 bps). This increase in Selling, general and administrative expenses was due to increased advertising investment (120 bps) and higher overhead expenses (60 bps).
Operating profit in Latin America decreased 6% in 2016 to $1,132, while as a percentage of Net sales it increased 310 bps to 31.0% of Net sales. This increase in Operating profit as a percentage of Net sales was primarily due to an increase in Gross profit (390 bps), partially offset by an increase in Selling, general and administrative expenses (70 bps), both as a percentage of Net sales. This increase in Gross profit was mainly driven by cost savings from the Company’s funding-the-growth initiatives (150 bps) and higher pricing, which were partially offset by higher raw and packaging material costs (100 bps), which included foreign exchange transaction costs and the impact of the deconsolidation of the Company’s Venezuelan operations effective December 31, 2015. This increase in Selling, general and administrative expenses was due to increased advertising investment (90 bps), which was partially offset by lower overhead expenses (20 bps).
(Dollars in Millions Except Per Share Amounts)
Europe
|
| | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Net sales | $ | 2,394 |
| | $ | 2,342 |
| | 2.0 |
| % | | $ | 2,411 |
| | (3.0 | ) | % |
| Operating profit | $ | 599 |
| | $ | 579 |
| | 3 |
| % | | $ | 615 |
| | (6 | ) | % |
| % of Net sales | 25.0 | % | | 24.7 | % | | 30 |
| bps | | 25.5 | % | | (80 | ) | bps |
Net sales in Europe increased 2.0% in 2017 to $2,394, as volume growth of 2.0% and positive foreign exchange of 1.0% were partially offset by net selling price decreases of 1.0%. Volume gains were led by France, the Netherlands, Spain and Poland. Organic sales in Europe increased 1.0% in 2017.
The increase in organic sales in Europe in 2017 versus 2016 was primarily due to an increase in Oral Care organic sales, partially offset by a decrease in organic sales in Personal Care. The increase in Oral Care was driven by organic sales growth in the toothpaste category. The decrease in Personal Care was primarily due to declines in organic sales in the shampoo and bar soap categories, partially offset by an increase in organic sales in the shower gel category.
Net sales in Europe decreased 3.0% in 2016 to $2,342, as volume growth of 2.5% was more than offset by net selling price decreases of 2.5% and negative foreign exchange of 3.0%. Organic sales in Europe were flat in 2016. Volume gains were led by Germany, the United Kingdom and Poland, partially offset by volume declines in France.
Operating profit in Europe increased 3% in 2017 to $599, or 30 bps to 25.0% of Net sales. This increase in Operating profit as a percentage of Net sales was primarily due to an increase in Gross profit (30 bps) and a decrease in Selling, general and administrative expenses (20 bps), both as a percentage of Net sales. This increase in Gross profit was primarily due to cost savings from the Company’s funding-the-growth initiatives and the Global Growth and Efficiency Program (230 bps) and category sales mix, which were partially offset by higher raw and packaging material costs (230 bps), including foreign exchange transaction costs, and lower pricing due to increased in-store promotional activities. This decrease in Selling, general and administrative expenses was due to lower overhead expenses (70 bps), which were partially offset by increased advertising investment (50 bps).
Operating profit in Europe decreased 6% in 2016 to $579, or 80 bps to 24.7% of Net sales. This decrease in Operating profit as a percentage of Net sales was primarily due to a decrease in Gross profit (100 bps), partially offset by a decrease in Selling, general and administrative expenses (50 bps), both as a percentage of Net sales. This decrease in Gross profit was primarily driven by higher costs (200 bps), primarily due to higher raw and packaging material costs, which included foreign exchange transaction costs, and lower pricing due to increased in-store promotional activities. These decreases in Gross profit were partially offset by cost savings from the Company’s funding-the-growth initiatives and the Global Growth and Efficiency Program (190 bps). This decrease in Selling, general and administrative expenses was due to decreased advertising investment (100 bps), in part reflecting a shift from advertising investment to in-store promotional activities, which was partially offset by higher overhead expenses (50 bps).
(Dollars in Millions Except Per Share Amounts)
Asia Pacific
|
| | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Net sales | $ | 2,781 |
| | $ | 2,796 |
| | (0.5 | ) | % | | $ | 2,937 |
| | (5.0 | ) | % |
| Operating profit | $ | 841 |
| | $ | 887 |
| | (5 | ) | % | | $ | 888 |
| | — |
| % |
| % of Net sales | 30.2 | % | | 31.7 | % | | (150 | ) | bps | | 30.2 | % | | 150 |
| bps |
Net sales in Asia Pacific decreased 0.5% in 2017 to $2,781, driven by volume declines of 0.5%, while net selling prices and foreign exchange were flat. Volume declines in Australia, Thailand and India were partially offset by volume gains in the Philippines. Organic sales in Asia Pacific declined 0.5% in 2017.
The decrease in organic sales in 2017 versus 2016 was due to a decrease in Personal Care and Home Care organic sales, partially offset by an increase in organic sales in Oral Care. The decrease in Personal Care was primarily due to declines in organic sales in the shampoo and bar soap categories. The decrease in Home Care was due to declines in organic sales in the hand dish and fabric conditioner categories. The increase in Oral Care was due to an increase in organic sales in the toothpaste category, partially offset by a decline in organic sales in the manual toothbrush category.
Net sales in Asia Pacific decreased 5.0% in 2016 to $2,796, driven by volume declines of 1.0% and negative foreign exchange of 4.0%, while net selling prices were flat. Excluding the impact of the divestment of the Company’s laundry detergent business in the South Pacific, volume increased 2.0%, led by volume gains in the Philippines, Australia and the Greater China region. Organic sales in Asia Pacific grew 2.0% in 2016.
Operating profit in Asia Pacific decreased 5% in 2017 to $841, or 150 bps to 30.2% of Net sales. This decrease in Operating profit as a percentage of Net sales was primarily due to a decrease in Gross profit (20(210 bps) and an increase in Selling, general and administrative expenses (120 bps), both as a percentage of Net sales. This decrease in Gross profit was primarily due to higher costs (290 bps), primarily driven by raw and packaging material costs which were(770 bps), partially offset by cost savings from the Company’s funding-the-growth initiatives (250(310 bps). and higher pricing. This increase in Selling, general and administrative expenses was due to increased advertising investment (90 bps) and higher overhead expenses (30 bps), as higher logistics costs (90 bps) and increased advertising investment (30were partially offset by overhead efficiencies (60 bps).
(Dollars in Millions Except Per Share Amounts)
Africa/Eurasia | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Net sales | $ | 1,082 | | | $ | 1,045 | | | 3.5 | | % | | | | | |
| Operating profit | $ | 228 | | | $ | 203 | | | 12 | | % | | | | | |
| % of Net sales | 21.1 | % | | 19.4 | % | | 170 | | bps | | | | | |
Net sales in Africa/Eurasia increased 3.5% in 2022 to $1,082, as net selling price increases of 21.5% were partially offset by volume declines of 9.5% and negative foreign exchange of 8.5%. Organic sales in Africa/Eurasia increased 12.0% in 2022. Organic sales growth was led by Turkiye and South Africa.
The increase in organic sales in 2022 versus 2021 was primarily due to increases in Oral Care and Personal Care organic sales. The increase in Oral Care was primarily due to organic sales growth in the toothpaste and manual toothbrush categories. The increase in Personal Care was primarily due to organic sales growth in the bar soap category.
Operating profit in Asia Pacific decreasedAfrica/Eurasia increased 12% in 2022 to $887 in 2016, while$228, or 170 bps to 21.1% as a percentage of Net sales, it increased 150 bps to 31.7% of Net sales. This increase in Operating profit as a percentage of Net sales was primarily due to an increase in Gross profit (50(210 bps) and a decrease in Selling, general and administrative expenses (40 bps), both as a percentage of Net sales. This increase in Gross profit was primarily due to higher pricing and cost savings from the Company’s funding-the-growth initiatives (260(230 bps) and sales mix, which were, partially offset by higher costs (290 bps), primarily driven by raw and packaging material costs which included foreign exchange transaction costs. This decrease in Selling, general and administrative expenses was due to decreased advertising investment (10 bps), in part reflecting a shift from advertising investment to in-store promotional activities, and lower overhead expenses (30(860 bps).
(Dollars in Millions Except Per Share Amounts)
Hill’s Pet Nutrition | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Net sales | $ | 3,713 | | | $ | 3,311 | | | 12.0 | | % | | | | | |
| Operating profit | $ | 850 | | | $ | 901 | | | (6) | | % | | | | | |
| % of Net sales | 22.9 | % | | 27.2 | % | | (430) | | bps | | | | | |
Africa/Eurasia
|
| | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Net sales | $ | 983 |
| | $ | 960 |
| | 2.5 |
| % | | $ | 998 |
| | (4.0 | ) | % |
| Operating profit | $ | 179 |
| | $ | 186 |
| | (4 | ) | % | | $ | 178 |
| | 4 |
| % |
| % of Net sales | 18.2 | % | | 19.4 | % | | (120 | ) | bps | | 17.8 | % | | 160 |
| bps |
Net sales for Hill’s Pet Nutrition increased 12.0% in Africa/Eurasia increased 2.5% in 20172022 to $983, as$3,713, driven by volume growth of 4.0% and net selling price increases of 3.5% and positive11.5%, partially offset by negative foreign exchange of 3.5% were partially offset by. The Company's previously disclosed acquisitions of pet food businesses contributed 2.5% to volume declines of 4.5%. Volume declines in the Sub-Saharan Africa region, Turkey and South Africa were partially offset by volume gains in Russia.Hill's. Organic sales in Africa/Eurasia declined 1.0%Hill’s Pet Nutrition increased 13.0% in 2017.2022. Organic sales growth was led by the United States and Europe.
The decrease in organic sales in 2017 versus 2016 was due to a decrease in Oral Care, Personal Care and Home Care organic sales. The decrease in Oral Care was due to declines in organic sales in the manual toothbrush and mouthwash categories. The decrease in Personal Care was primarily due to declines in organic sales in the bar soap and underarm protection categories, partially offset by an increase in organic sales in the shampoo category. The decrease in Home Care2022 versus 2021 was primarily due to declines in organic sales growth in the hand dishScience Diet and liquid cleaners categories, partially offset by an increase in organic sales in the fabric conditioner category.Prescription Diet categories.
Net sales in Africa/Eurasia decreased 4.0% in 2016 to $960, as net selling price increases of 9.5% were more than offset by volume declines of 4.0% and negative foreign exchange of 9.5%. Organic sales in Africa/Eurasia grew 5.5% in 2016. Volume declines in the Sub-Saharan Africa region and South Africa were partially offset by volume gains in the Gulf States.
Operating profit in Africa/EurasiaHill’s Pet Nutrition decreased 4%6% in 20172022 to $179,$850, or 120430 bps to 18.2%22.9% as a percentage of Net sales. This decrease in Operating profit as a percentage of Net sales was primarily due to an increasea decrease in Selling, general and administrative expenses (260Gross profit (570 bps), partially offset by an increase in Gross profit (160 bps), both as a percentage of Net sales. This increase in Gross profit was mainly driven by cost savings from the Company’s funding-the-growth initiatives (120 bps) and higher pricing, which were partially offset by higher raw and packaging material costs (100 bps). The increase in Selling, general and administrative expenses was due to increased advertising investment (310 bps), partially offset by lower overhead expenses (50 bps).
Operating profit in Africa/Eurasia increased 4% in 2016 to $186, or 160 bps to 19.4% of Net sales. This increase in Operating profit as a percentage of Net sales was primarily due to an increase in Gross profit (300 bps), partially offset by an increasedecrease in Selling, general and administrative expenses (150 bps), both as a percentage of Net sales. This increasedecrease in Gross profit was mainly drivenprimarily due to higher raw and packaging material costs (840 bps) and unfavorable mix due to private label sales resulting from the previously disclosed acquisitions of pet food businesses (120 bps), partially offset by higher pricing and cost savings from the Company’s funding-the-growth initiatives (170 bps) and higher pricing, which were partially offset by higher raw and packaging material costs (350 bps), driven by higher foreign exchange transaction costs. The increase in Selling, general and administrative expenses was due to higher overhead expenses (120 bps) and increased advertising investment (30 bps).
(Dollars in Millions Except Per Share Amounts)
Hill’s Pet Nutrition
|
| | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Net sales | $ | 2,292 |
| | $ | 2,264 |
| | 1.0 |
| % | | $ | 2,212 |
| | 2.5 |
| % |
| Operating profit | $ | 653 |
| | $ | 653 |
| | — |
| % | | $ | 612 |
| | 7 |
| % |
| % of Net sales | 28.5 | % | | 28.8 | % | | (30 | ) | bps | | 27.7 | % | | 110 |
| bps |
Net sales for Hill’s Pet Nutrition increased 1.0% in 2017 to $2,292, driven by net selling price increases of 1.5% and positive foreign exchange of 0.5%, partially offset by volume declines of 1.0%. Volume declines in the United States, Japan and Western and Eastern Europe were partially offset by volume gains in Australia and Latin America. The volume declines in the United States were attributable to trade disruption, while the volume declines in Japan were attributable to a continued contraction in the market. Organic sales in Hill’s Pet Nutrition increased 0.5% in 2017.
The increase in organic sales in 2017 versus 2016 was due to an increase in organic sales in the Prescription Diet category, partially offset by declines in organic sales in the Advanced Nutrition and Natural categories.
Net sales for Hill’s Pet Nutrition increased 2.5% in 2016 to $2,264, driven by net selling price increases of 2.5% while volume and foreign exchange were flat. Organic sales in Hill’s Pet Nutrition increased 2.5% in 2016. Volume gains led by Russia, Western Europe, South Africa, Canada and Taiwan were offset by volume declines in the United States and Japan.
Operating profit in Hill’s Pet Nutrition was $653 in 2017, even with 2016, while as a percentage of Net sales it decreased 30 bps to 28.5%. This decrease in Operating profit as a percentage of Net sales was primarily due to an increase in Selling, general and administrative expenses (90 bps), partially offset by an increase in Gross profit (60 bps), both as a percentage of Net sales. This increase in Gross profit was primarily due to cost savings from the Company’s funding-the-growth initiatives (170 bps) and higher pricing, partially offset by higher raw and packaging material costs (110 bps), net of foreign exchange transaction costs. This increase in Selling, general and administrative expenses was due to increased advertising investment (60 bps) and higher overhead expenses (30 bps).
Operating profit in Hill’s Pet Nutrition increased 7% in 2016 to $653, or 110 bps to 28.8% of Net sales. This increase in Operating profit as a percentage of Net sales was primarily due to an increase in Gross profit (20 bps), a decrease in Selling, general and administrative expenses (10 bps), and a decrease in Other (income) expense, net (80 bps), all as a percentage of Net sales. This increase in Gross profit was primarily driven by cost savings from the Company’s funding-the-growth initiatives (190 bps) and higher pricing, partially offset by higher costs (270 bps), primarily driven by higher raw and packaging material costs, which included higher foreign exchange transaction costs.. This decrease in Selling, general and administrative expenses was primarily due to lower overhead expenses (10decreased advertising investment (160 bps). This decrease in Other (income) expense, net was in part due to a foreign sales tax benefit.
(Dollars in Millions Except Per Share Amounts)
Corporate | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | % Change | | | | |
| Operating profit (loss) | $ | (1,305) | | | $ | (1,064) | | | 23 | | % | | | | | |
Corporate
|
| | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | % Change | | 2015 | | % Change |
| Operating profit (loss) | $ | (831 | ) | | $ | (630 | ) | | 32 | % | | $ | (1,687 | ) | | (63 | ) | % |
Corporate operations include Corporate overhead costs, research and development costs, stock-based compensation expense related to stock options and restricted stock unit awards, restructuring and related implementation costs and gains and losses on sales of non-core product lines. The components of Operating profit (loss) for the Corporate segment are presented as follows: | | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| Acquisition-related costs | | $ | (19) | | | $ | — | |
| 2022 Global Productivity Initiative | | (95) | | | — | |
| Gain on the sale of land in Asia Pacific | | 47 | | | — | |
| Value-added tax matter in Brazil | | — | | | 26 | |
| Goodwill and intangible assets impairment charges | | (721) | | | (571) | |
| Corporate overhead costs and other, net | | (517) | | | (519) | |
| Total Corporate Operating profit (loss) | | $ | (1,305) | | | $ | (1,064) | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Global Growth and Efficiency Program | | $ | (333 | ) | | $ | (228 | ) | | $ | (254 | ) |
| Gain on sale of land in Mexico | | — |
| | 97 |
| | — |
|
| Charges for litigation matters | | — |
| | (17 | ) | | (14 | ) |
| Venezuela deconsolidation | | — |
| | — |
| | (1,084 | ) |
| Venezuela remeasurement charges | | — |
| | — |
| | (34 | ) |
| Gain on sale of South Pacific laundry detergent business | | — |
| | — |
| | 187 |
|
| Corporate overhead costs and other, net | | (498 | ) | | (482 | ) | | (488 | ) |
| Total Corporate Operating profit (loss) | | $ | (831 | ) | | $ | (630 | ) | | $ | (1,687 | ) |
Restructuring and Related Implementation Charges
Global Growth and Efficiency Program
In the fourth quarter of 2012, the Company commenced the Global Growth and Efficiency Program. The program was expanded in 2014 and expanded and extended in 2015. Building on the Company’s successful implementation of the program, on October 26, 2017, the Board approved an expansion of the Global Growth and Efficiency Program and an extension of the program through December 31, 2019 to take advantage of additional opportunities to streamline the Company’s operations.
Initiatives under the Global Growth and Efficiency Program are expected to help the Company ensure sustained solid worldwide growth in unit volume, organic sales, operating profit and earnings per share and to enhance its global leadership positions in its core businesses, producing significant benefits in the Company’s long-term business performance. The major objectives of the program include:
| |
▪ | Becoming even stronger on the ground through the continued evolution and expansion of proven global and regional commercial capabilities, which have already been successfully implemented in a number of the Company’s operations around the world.
|
| |
▪ | Simplifying and standardizing how work gets done by increasing technology-enabled collaboration and taking advantage of global data and analytic capabilities, leading to smarter and faster decisions. |
| |
▪ | Reducing structural costs to continue to increase the Company’s gross and operating profit.
|
| |
▪ | Building on Colgate’s current position of strength to enhance its leading market share positions worldwide and ensure sustained sales and earnings growth.
|
(Dollars in Millions Except Per Share Amounts)
Restructuring and Related Implementation Charges
On January 27, 2022, the Board approved the 2022 Global Productivity Initiative. The initiatives underprogram is intended to reallocate resources towards the Global GrowthCompany’s strategic priorities and Efficiency Program continuefaster growth businesses, drive efficiencies in the Company’s operations and streamline the Company’s supply chain to be focused on the following areas:reduce structural costs.
| |
▪ | Expanding Commercial Hubs – Building on the success of the hub structure implemented around the world, streamlining operations in order to drive smarter and faster decision-making, strengthen capabilities available on the ground and improve cost structure. |
| |
▪ | Extending Shared Business Services and Streamlining Global Functions – Optimizing the Company’s shared service organizational model in all regions of the world and continuing to streamline global functions to improve cost structure.
|
| |
▪ | Optimizing Global Supply Chain and Facilities – Continuing to optimize manufacturing efficiencies, global warehouse networks and office locations for greater efficiency, lower cost and speed to bring innovation to market. |
Implementation of the 2022 Global Growth and Efficiency Program remains on track. Savings, substantially all ofProductivity Initiative, which areis expected to increase futurebe substantially completed by mid-year 2024, is estimated to result in cumulative pre-tax charges, once all phases are approved and implemented, in the range of $200 to $240 ($170 to $200 aftertax), which is currently estimated to be comprised of the following: employee-related costs, including severance, pension and other termination benefits (80%); asset-related costs, primarily accelerated depreciation and asset write-downs (10%); and other charges (10%), which include contract termination costs, consisting primarily of implementation-related charges resulting directly from exit activities and the implementation of new strategies. It is estimated that approximately 80% to 90% of the charges will result in cash flows,expenditures. Annualized pre-tax savings are projected to be in the range of $560$90 to $635 pretax$110 ($50070 to $575$85 aftertax) annually,, once all projects are approved and implemented. Savings achieved in 2017 were in line with the Company’s previously disclosed estimate of $50 to $60 pretax ($40 to $50 aftertax). The Company expects savings in 2018 to be approximately $90 to $120 pretax ($100 to $125 aftertax). Cumulative pretax charges resulting from the Global Growth and Efficiency Program, once all phases are approved and implemented, are estimated to be in the range of $1,730 to $1,885 ($1,280 to $1,380 aftertax). The Company anticipates that pretax charges for 2018 will approximate $100 to $175 ($75 to $125 aftertax).
It is expected that substantially all charges resulting from the Global Growth and Efficiency Program will be incurred by December 31, 2019.
The pretax charges resulting from the Global Growth and Efficiency Program are currently estimated to be comprised of the following categories: Employee-Related Costs, including severance, pension and other termination benefits (50%); asset-related costs, primarily Incremental Depreciation and Asset Impairments (10%); and Other charges, which include contract termination costs, consisting primarily of related implementation charges resulting directly from exit activities (20%) and the implementation of new strategies (20%). Over the course of the Global Growth and Efficiency Program, it is currently estimated that approximately 80% of the charges will result in cash expenditures.
The Company expects that the cumulative pretax charges, once all projects are approved and implemented, will relate to initiatives undertaken in North America (15%), Europe (20%(5%), Latin America (5%(10%), Europe (45%), Asia Pacific (5%), Africa/Eurasia (5%(10%), Hill’s Pet Nutrition (10%) and Corporate (40%(15%), which includes substantially all of the costs related to the implementation of new strategies, noted above, on a global basis. The Company expects that, when it has been fully implemented, the Global Growth and Efficiency Program will have contributed a net reduction of approximately 3,800 to 4,400 positions from the Company’s global employee workforce..
For the yearstwelve months ended December 31, 2017, 2016 and 2015, restructuring and related implementation2022, charges resulting from the 2022 Global Productivity Initiative are reflected in the Consolidated Statements of Incomeincome statement as follows:
| | | | | | | | | | | | | | |
| | | | Twelve Months Ended December 31, | |
| | | | | 2022 | |
| | | | | | |
| Selling, general and administrative expenses | | | | | 5 | | |
| Other (income) expense, net | | | | | 90 | | |
| Non-service related postretirement costs | | | | | 15 | | |
| Total 2022 Global Productivity Initiative charges, pretax | | | | | $ | 110 | | |
| | | | | | |
| Total 2022 Global Productivity Initiative charges, aftertax | | | | | $ | 87 | | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Cost of sales | | $ | 75 |
| | $ | 46 |
| | $ | 20 |
|
| Selling, general and administrative expenses | | 89 |
| | 77 |
| | 64 |
|
| Other (income) expense, net | | 169 |
| | 105 |
| | 170 |
|
| Total Global Growth and Efficiency Program charges, pretax | | $ | 333 |
| | $ | 228 |
| | $ | 254 |
|
| | | | | | | |
| Total Global Growth and Efficiency Program charges, aftertax | | $ | 246 |
| | $ | 168 |
| | $ | 183 |
|
Restructuring and related implementation charges in the preceding table are recorded in the Corporate segment as these initiatives are predominantly centrally directed and controlled and are not included in internal measures of segment operating performance.
(Dollars in Millions Except Per Share Amounts)
Total charges incurred for the 2022 Global Growth and Efficiency ProgramProductivity Initiative relate to initiatives undertaken by the following reportable operating segments:
|
| | | | | | | | | | | |
| | | | | | | | Program-to-date |
| | 2017 | | 2016 | | 2015 | | Accumulated Charges |
| North America | 23 | % | | 35 | % | | 21 | % | | 18 | % |
| Latin America | 2 | % | | 5 | % | | 3 | % | | 3 | % |
| Europe | 21 | % | | 12 | % | | 14 | % | | 22 | % |
| Asia Pacific | 5 | % | | 4 | % | | 4 | % | | 3 | % |
| Africa/Eurasia | 3 | % | | 14 | % | | 5 | % | | 6 | % |
Hill’s Pet Nutrition | 6 | % | | 7 | % | | 5 | % | | 7 | % |
| Corporate | 40 | % | | 23 | % | | 48 | % | | 41 | % |
| Total | 100 | % | | 100 | % | | 100 | % | | 100 | % |
| | | | | | | | | | | | |
| | | | Twelve Months Ended December 31, | | |
| | | | 2022 | | |
| North America | | | | 11 | % | | |
| Latin America | | | | 18 | % | | |
| Europe | | | | 19 | % | | |
| Asia Pacific | | | | 8 | % | | |
| Africa/Eurasia | | | | 11 | % | | |
| Hill's Pet Nutrition | | | | 11 | % | | |
| Corporate | | | | 22 | % | | |
| Total | | | | 100 | % | | |
Since the inception of the Global Growth and Efficiency Program in the fourth quarter of 2012, the Company has incurred cumulative pretax charges of $1,561 ($1,153 aftertax) in connection with the implementation of various projects as follows:
|
| | | |
| | Cumulative Charges |
| | as of December 31, 2017 |
| Employee-Related Costs | $ | 628 |
|
| Incremental Depreciation | 90 |
|
| Asset Impairments | 36 |
|
| Other | 807 |
|
| Total | $ | 1,561 |
|
The majority of costs incurred since inception relate to the following projects: the implementation of the Company’s overall hubbing strategy; the extension of shared business services and streamlining of global functions; the consolidation of facilities; the closing of the Morristown, New Jersey personal care facility; the simplification and streamlining of the Company’s research and development capabilities and oral care supply chain, both in Europe; redesigning the European commercial organization; restructuring how the Company will provide future retirement benefits to substantially all of the U.S.-based employees participating in the Company’s defined benefit retirement plan by shifting them to the Company’s defined contribution plan; and the implementation of a Corporate efficiencies program.
(Dollars in Millions Except Per Share Amounts)
The following table summarizes the activity for the restructuring and related implementation charges in the respective periods, discussed above and the related accruals:
|
| | | | | | | | | | | | | | | | | | | | |
| | | Employee-Related Costs | | Incremental Depreciation | | Asset Impairments | | Other | | Total |
| Balance at January 1, 2015 | | $ | 85 |
| | $ | — |
| | $ | — |
| | $ | 107 |
| | $ | 192 |
|
| Charges | | 109 |
| | 20 |
| | 5 |
| | 120 |
| | 254 |
|
| Cash payments | | (85 | ) | | — |
| | — |
| | (94 | ) | | (179 | ) |
| Charges against assets | | (17 | ) | | (20 | ) | | (5 | ) | | — |
| | (42 | ) |
| Foreign exchange | | (8 | ) | | — |
| | — |
| | (2 | ) | | (10 | ) |
| Other | | — |
| | — |
| | — |
| | — |
| | — |
|
| Balance at December 31, 2015 | | $ | 84 |
| | $ | — |
| | $ | — |
| | $ | 131 |
| | $ | 215 |
|
| Charges | | 61 |
| | 9 |
| | 20 |
| | 138 |
| | 228 |
|
| Cash payments | | (84 | ) | | — |
| | — |
| | (153 | ) | | (237 | ) |
| Charges against assets | | (4 | ) | | (9 | ) | | (20 | ) | | — |
| | (33 | ) |
| Foreign exchange | | (1 | ) | | — |
| | — |
| | — |
| | (1 | ) |
| Other | | — |
| | — |
| | — |
| | 9 |
| | 9 |
|
| Balance at December 31, 2016 | | $ | 56 |
| | $ | — |
| | $ | — |
| | $ | 125 |
| | $ | 181 |
|
| Charges | | 163 |
| | 10 |
| | 9 |
| | 151 |
| | 333 |
|
| Cash payments | | (74 | ) | | — |
| | — |
| | (170 | ) | | (244 | ) |
| Charges against assets | | (21 | ) | | (10 | ) | | (9 | ) | | — |
| | (40 | ) |
| Foreign exchange | | 3 |
| | — |
| | — |
| | 1 |
| | 4 |
|
| Other | | — |
| | — |
| | — |
| | — |
| | — |
|
| Balance at December 31, 2017 | | $ | 127 |
| | $ | — |
| | $ | — |
| | $ | 107 |
| | $ | 234 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Twelve Months Ended December 31, |
| | | Employee-Related
Costs | | Incremental
Depreciation | | Asset
Impairments | | Other | | Total |
| Balance at December 31, 2021 | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| Charges | | 102 | | | — | | | 1 | | | 7 | | | 110 | |
| Cash Payments | | (53) | | | — | | | — | | | (4) | | | (57) | |
| Charges against assets | | (15) | | | — | | | — | | | — | | | (15) | |
| Foreign exchange | | (4) | | | — | | | — | | | — | | | (4) | |
| Balance at December 31, 2022 | | $ | 30 | | | $ | — | | | $ | 1 | | | $ | 3 | | | $ | 34 | |
| | | | | | | | | | |
Employee-Related Costs primarily include severance and other termination benefits and are calculated based on long-standing benefit practices, written severance policies, local statutory requirements and, in certain cases, voluntary termination arrangements. Employee-Related Costs also include pension and other retiree benefit enhancements amounting to $21, $4 and $17of $15 for the yearstwelve months ended December 31, 2017, 2016 and 2015, respectively,2022, which are reflected as Charges against assets within Employee-Related Costs in the preceding table,tables as the corresponding balance sheet amounts are reflected as a reduction of pension assets or an increase in pension and other retiree benefit liabilities (see Note 10, Retirement Plans and Other Retiree Benefits to the Consolidated Financial Statements).liabilities.
Incremental Depreciation is recorded to reflect changes in useful lives and estimated residual values for long-lived assets that will be taken out of service prior to the end of their normal service period. Asset Impairments are recorded to write down assets held for sale or disposal to their fair value based on amounts expected to be realized. Charges against assets within Asset Impairments are net of cash proceeds pertaining to the sale of certain assets.
Other charges consist primarily of charges resulting directly from exit activities and the implementation of new strategies as a result of the Global Growth and Efficiency Program. These charges for the years ended December 31, 2017, 2016 and 2015 include third-party incremental costs related to the development and implementation of new business and strategic initiatives of $145, $116 and $65, respectively, and contract termination costs and charges resulting directly from exit activities of $6, $21 and $8, respectively. These charges were expensed as incurred. Also included in Other charges for the years ended December 31, 2017, 2016 and 2015 are other exit costs of $0, $1 and $47, respectively, related to the consolidation of facilities.
(Dollars in Millions Except Per Share Amounts)
Non-GAAP Financial Measures
This Annual Report on Form 10-K discusses certain financial measures on both a GAAP and a non-GAAP basis. The Company uses the non-GAAP financial measures described below internally in its budgeting process, to evaluate segment and overall operating performance and as a factor in determining compensation. The Company believes that these non-GAAP financial measures are useful in evaluating the Company’s underlying business performance and trends; however, this information should be considered as supplemental in nature and is not meant to be considered in isolation or as a substitute for the related financial information prepared in accordance with GAAP. In addition, these non-GAAP financial measures may not be the same as similar measures presented by other companies.
Net sales growth (GAAP) and organic sales growth (Net sales growth excluding as applicable, the impact of foreign exchange, acquisitions divestments and the deconsolidation of the Company’s Venezuelan operations)divestments) (non-GAAP) are discussed in this Annual Report on Form 10-K. Management believes the organic sales growth measure provides investors and analysts with useful supplemental information regarding the Company’s underlying sales trends by presenting sales growth excluding, as applicable, the external factor of foreign exchange, as well as the impact of acquisitions and divestments, and the deconsolidation of the Company’s Venezuelan operations.as applicable. A reconciliation of organic sales growth to Net sales growth for the years ended December 31, 20172022 and 20162021 is provided below.
Worldwide Gross profit, Gross profit margin, Selling, general and administrative expenses, Selling, general and administrative expenses as a percentage of Net sales, Other (income) expense, net, Operating profit, Operating profit margin, Non-service related postretirement costs, Interest (income) expense, net, effective income tax rate, Net income attributable to Colgate-Palmolive Company and Earnings per share on a diluted basis are discussed in this Annual Report on Form 10-K both on a GAAP basis and excluding, as applicable, charges resulting from the 2022 Global GrowthProductivity Initiative, goodwill and Efficiency Program, a charge related to U.S. tax reform,intangible assets impairment charges, a gain on the sale of land in Mexico, charges or benefits from tax matters, charges for litigation matters,Asia Pacific, acquisition-related costs, a loss on the early extinguishment of debt and a benefit related to the sale of landa value-added tax matter in Mexico, a gain on the sale of the Company’s South Pacific laundry detergent business, charges related to effective devaluations in Venezuela and a charge for the deconsolidation of the Company’s Venezuelan operations (non-GAAP).
Brazil. These non-GAAP financial measures exclude items that, either by their nature or amount, management would not expect to occur as part of the Company’s normal business on a regular basis, such as restructuring charges, charges for certain litigation and tax matters, acquisition-related costs, gains and losses from certain divestitures and certain other unusual, non-recurring items. Investors and analysts use these financial measures in assessing the Company’s business performance, and management believes that presenting these financial measures on a non-GAAP basis provides them with useful supplemental information to enhance their understanding of the Company’s underlying business performance and trends. These non-GAAP financial measures also enhance the ability to compare period-to-period financial results. A reconciliation of each of these non-GAAP financial measures to the most directly comparable GAAP financial measures for the years ended December 31, 2017, 20162022 and 20152021 is presented within the applicable section of Results of Operations.
(Dollars in Millions Except Per Share Amounts)
The following tables provide a quantitative reconciliation of Net sales growth to organic sales growth for each of the years ended December 31, 20172022 and 20162021 versus the prior year: | | | | | | | | | | | | | | |
| Year ended December 31, 2022 | Net Sales Growth
(GAAP) | Foreign
Exchange
Impact | Acquisitions and Divestments Impact | Organic
Sales Growth
(Non-GAAP) |
| Oral, Personal and Home Care | | | | |
| North America | 3.5% | —% | —% | 3.5% |
| Latin America | 8.5% | (2.0)% | —% | 10.5% |
| Europe | (10.5)% | (10.5)% | —% | —% |
| Asia Pacific | (1.5)% | (6.5)% | —% | 5.0% |
| Africa/Eurasia | 3.5% | (8.5)% | —% | 12.0% |
| Total Oral, Personal and Home Care | 1.0% | (4.5)% | —% | 5.5% |
| Pet Nutrition | 12.0% | (3.5)% | 2.5% | 13.0% |
| Total Company | 3.0% | (4.5)% | 0.5% | 7.0% |
| | | | | | | | | | | | | | |
| Year ended December 31, 2021 | Net Sales Growth
(GAAP) | Foreign
Exchange
Impact | Acquisitions and Divestments
Impact | Organic
Sales Growth
(Non-GAAP) |
| Oral, Personal and Home Care | | | | |
| North America | (1.0)% | 1.0% | —% | (2.0)% |
| Latin America | 7.0% | (1.0)% | —% | 8.0% |
| Europe | 3.5% | 4.0% | —% | (0.5)% |
| Asia Pacific | 6.0% | 3.0% | —% | 3.0% |
| Africa/Eurasia | 6.5% | (0.5)% | —% | 7.0% |
| Total Oral, Personal and Home Care | 4.0% | 1.5% | —% | 2.5% |
| Pet Nutrition | 15.0% | 1.5% | —% | 13.5% |
| Total Company | 6.0% | 1.5% | —% | 4.5% |
|
| | | | |
| Year ended December 31, 2017 | Net Sales Growth
(GAAP) | Foreign Exchange Impact | Acquisitions and Divestments
Impact | Organic
Sales Growth
(Non-GAAP) |
| Oral, Personal and Home Care | | | | |
| North America | (2.0)% | —% | —% | (2.0)% |
| Latin America | 6.5% | 1.0% | —% | 5.5% |
| Europe | 2.0% | 1.0% | —% | 1.0% |
| Asia Pacific | (0.5)% | —% | —% | (0.5)% |
| Africa/Eurasia | 2.5% | 3.5% | —% | (1.0)% |
| Total Oral, Personal and Home Care | 2.0% | 1.0% | —% | 1.0% |
| Pet Nutrition | 1.0% | 0.5% | —% | 0.5% |
| Total Company | 1.5% | 0.5% | —% | 1.0% |
|
| | | | |
| Year ended December 31, 2016 | Net Sales Growth
(GAAP) | Foreign Exchange Impact | Acquisitions and Divestments
Impact | Organic
Sales Growth
(Non-GAAP) |
| Oral, Personal and Home Care | | | | |
| North America | 1.0% | (0.5)% | —% | 1.5% |
| Latin America | (15.5)% | (10.0)% | (15.5)% | 10.0% |
| Europe | (3.0)% | (3.0)% | —% | —% |
| Asia Pacific | (5.0)% | (4.0)% | (3.0)% | 2.0% |
| Africa/Eurasia | (4.0)% | (9.5)% | —% | 5.5% |
| Total Oral, Personal and Home Care | (6.5)% | (5.0)% | (5.5)% | 4.0% |
| Pet Nutrition | 2.5% | —% | —% | 2.5% |
| Total Company | (5.0)% | (4.5)% | (4.5)% | 4.0% |
Market Share Information
Management uses market share information as a key indicator to monitor business health and performance. References to market share in this Annual Report on Form 10-K are based on a combination of consumption and market share data provided by third-party vendors, primarily Nielsen, and internal estimates. All market share references represent the percentage of the dollar value of sales of our products, relative to all product sales in the category in the countries in which the Company competes and purchases data (excluding Venezuela from all periods).
Market share data is subject to limitations on the availability of up-to-date information. In particular, market share data is currently not generally available for certain retail channels, such as eCommerce or certain discounters. The Company measures year-to-date market shares from January 1 of the relevant year through the most recent period for which market share data is available, which typically reflects a lag time of one or two months. We believeThe Company believes that the third-party vendors we use to provide data are reliable, but we have not verified the accuracy or completeness of the data or any assumptions underlying the data. In addition, market share information calculated by the Company may be different from market share information calculated by other companies due to differences in category definitions, the use of data from different countries, internal estimates and other factors.
(Dollars in Millions Except Per Share Amounts)
Liquidity and Capital Resources
The Company expects cash flow from operations and debt issuances will be sufficient to meet foreseeable business operating and recurring cash needs (including for debt service, dividends, capital expenditures, charges resulting from the Global Growthshare repurchases and Efficiency Program and stock repurchases)acquisitions). The Company believes its strong cash generation and financial position should continue to allow it broad access to global credit and capital markets.
Cash Flow
Net cash provided by operations was $3,054decreased to $2,556 in 2017, compared to $3,141 in 2016 and $2,949 in 2015. Net cash provided by operations for 2017 decreased2022 as compared to 2016$3,325 in 2021, primarily due to the timingchanges in working capital and lower net income. The Company’s working capital as a percentage of income tax payments. The increaseNet sales was 1.0% in 20162022 and (2.7)% in 2021. This change in working capital as compared to 2015 wasa percentage of Net sales is primarily due to strong operating earningshigher inventory (driven by higher raw and packaging material costs and increased levels to mitigate the timingrisk of income tax payments, partially offset by the impact of the deconsolidation of the Company’s Venezuelan operations effective December 31, 2015supply chain and voluntary contributions to employee postretirement plans.
logistics disruptions), higher accounts receivable, and lower accounts payable and accruals. The Company defines working capital as the difference between current assets (excluding Cash and cash equivalents and marketable securities, the latter of which is reported in Other current assets) and current liabilities (excluding short-term debt). The Company’s working capital as a percentage of Net sales increased to (2.0)% in 2017 as compared to (2.2)% in 2016, reflecting the Company’s continued tight focus on working capital.
Building on the Company’s successful implementation of the Global Growth and Efficiency Program, on October 26, 2017, the Board approved an expansion of the Global Growth and Efficiency Program and an extension of the program through December 31, 2019 to take advantage of additional opportunities to streamline the Company’s operations.
Implementation of the Global Growth and Efficiency Program remains on track. Including the most recent expansion, total program charges resulting from the Global Growth and Efficiency Program are estimated to be in the range of $1,730 to $1,885 ($1,280 to $1,380 aftertax). Approximately 80% of total program charges resulting from the Global Growth and Efficiency Program are expected to result in cash expenditures. Savings from the Global Growth and Efficiency Program, substantially all of which are expected to increase future cash flows, are projected to be in the range of $560 to $635 pretax ($500 to $575 aftertax) annually, once all projects are approved and implemented. Savings achieved in 2017 were in line with the Company’s previously disclosed estimate of $50 to $60 pretax ($40 to $50 aftertax).
The Company anticipates that pretax charges for 2018 will approximate $100 to $175 ($75 to $125 aftertax). The Company expects savings in 2018 to amount to approximately $90 to $120 pretax ($100 to $125 aftertax). It is anticipated that cash requirements for the Global Growth and Efficiency Program will be funded from operating cash flows. Approximately 75% of the restructuring accrual at December 31, 2017 is expected to be paid before year-end 2018.
Investing activities used $471$1,601 of cash in 2017,2022 compared to $499 and $685$592 during 2016 and 2015, respectively.2021. Investing activities in 2017 include $442022 included the Company’s acquisition of proceedsbusinesses from the sale of propertyRed Collar Pet Foods and non-core product lines, primarily relatedNutriamo discussed in Note 3, Acquisitions to the Global Growth and Efficiency Program. Purchases of marketable securities and investments increased in 2017 to $347 from $336 in 2016. Proceeds from the sale of marketable securities and investments increased in 2017 to $391 from $378 in 2016.Consolidated Financial Statements.
(Dollars in Millions Except Per Share Amounts)
In September 2016, the Company’s Mexican subsidiary completed the sale to the United States of America of the Mexico City site on which its commercial operations, technology center and soap production facility were previously located and received $60 as the third and final installment of the sale price. The total sale price (including the third installment and the previously received first and second installments) was $120. The Company recognized a pretax gain of $97 ($63 aftertax gain) in the third quarter of 2016, net of costs primarily related to site preparation.
In August 2015, the Company completed the sale of its laundry detergent business in the South Pacific to Henkel AG & Co. KGaA for an aggregate purchase price of approximately 310 Australian dollars ($221) and recorded a pretax gain of $187 ($120 aftertax or $0.13 per diluted share). The gain is net of charges related to the right-sizing of the Company’s South Pacific business, asset write-offs related to the divested laundry detergent business and other costs related to the sale.
Capital expenditures in 2017the year ended December 31, 2022 were $553, a decrease$696, an increase from $593$567 in 2016 and $691 in 2015.2021. Capital expenditures decreasedincreased in 20172022 primarily due to lower spending on capital projects in the Global Growthcapacity expansion of manufacturing facilities and Efficiency Program.sustainability projects. Capital expenditures for 20182023 are expected to be approximately 3.5%4.0% of Net sales. The Company continues to focus its capital spending on projects that are expected to yield high aftertax returns.
Financing activities used $2,450$952 of cash during 20172022 compared to $2,233 and $2,276$2,774 during 2016 and 2015, respectively. The increase in cash used in 2017 as compared to 2016 was primarily due to lower net proceeds from the issuance of debt and higher purchases of treasury shares.2021. The decrease in cash used in 2016 as compared to 2015 was primarily due to lower purchases of treasury shares and higheran increase in the proceeds from the exercise of stock options and excess tax benefits from stock-based compensation, partially offset by lower net proceeds from the issuance of debt.debt issuances in 2022 to fund acquisitions as compared to 2021.
Long-term debt, including the current portion, increased to $6,566$8,755 as of December 31, 2017,2022, as compared to $6,520$7,206 as of December 31, 20162021, and total debt increased to $6,577$8,766 as of December 31, 20172022 as compared to $6,533$7,245 as of December 31, 2016.2021. The Company’s debt issuances and redemptions support itsthe Company’s capital structure strategy objectives of funding its business and growth initiatives while minimizing its risk-adjusted cost of capital. During the fourth quarter of 2017, the Company issued $400 of five-year notes at a fixed rate of 2.25%.
During the third quarter of 2017,2022, the Company issued $500 of thirty-year notesthree-year Senior Notes at a fixed coupon rate of 3.70%3.100%, $500 of five-year Senior Notes at a fixed coupon rate of 3.100% and $500 of ten-year Senior Notes at a fixed coupon rate of 3.250%. The debt issuances in 2017 were under the Company’s shelf registration statement. Proceeds
During the fourth quarter of 2021, the Company issued €500 of eight-year notes at a fixed coupon rate of 0.300% (the “Sustainability Bond”). The debt issuance was under the Company’s shelf registration statement. An amount equal to the net proceeds of the Sustainability Bond was allocated to finance or refinance, in part or in full, new and existing projects and programs with distinct environmental or social benefits pursuant to the Company’s Sustainable Financing Framework during the period from January 1, 2020 through July 31, 2022.
During the fourth quarter of 2021, the Company redeemed prior to maturity all of its outstanding 0.000% notes due 2021 with a principal amount of €500, originally issued on November 12, 2019. The redemption was financed with commercial paper borrowings. The redemption price was equal to the carrying amount of the debt issuancesextinguished.
In 1990, the Company’s Canadian subsidiary (“CP Canada”), issued C$145 of Canadian dollar-denominated unsecured unsubordinated 12.85% guaranteed notes due October 4, 2030 (the “Canada notes”). During the third quarter of 2021, CP Canada redeemed the Canada notes and recorded a loss on the early extinguishment of debt of $75, which is included in 2017 were used for general corporate purposes, which includedInterest (income) expense, net in the retirementConsolidated Statements of commercial paper borrowings.Income, representing the difference between the redemption price and the carrying amount of the debt extinguished.
At December 31, 2017,2022, the Company had access to unused domestic and foreign lines of credit of $2,949$3,401 (including under the facilitiesfacility discussed below) and could also issue medium-term noteslong-term debt pursuant to an effective shelf registration statement.
(Dollars in Millions Except Per Share Amounts)
In November 2011,2022, the Company entered into aan amended and restated $3,000 five-year revolving credit facility with a capacity of $1,850 with a syndicate of banks. This facility was extendedbanks for an additional year in 2012 and again in 2013. In 2014,a five-year term expiring November 2027, which replaced, on substantially similar terms, the Company entered into an amendment of this facility whereby the facility was extended for an additional year to November 2019 and the capacity of the facility was increased to $2,370. In 2016, the facility was extended for an additional year to November 2020. The Company also has the ability to draw $165 from aCompany's $3,000 revolving credit facility that expireswas scheduled to expire in November 2018.August 2026. Commitment fees related to the credit facilities arefacility were not material.
Domestic and foreign commercial paper outstanding was $24$1,778 and $295$1,204 as of December 31, 20172022 and December 31, 2016,2021, respectively. The average daily balances outstanding of commercial paper in 20172022 and 20162021 were $1,606$1,858 and $1,642,$2,052, respectively. The Company classifies commercial paper and certain current maturities of notes payable as long-term debt when it has the intent and ability to refinance such obligations on a long-term basis, including, if necessary, by utilizing its lineavailable lines of credit that expires in November 2020.(under the facilities discussed above).
(Dollars in Millions Except Per Share Amounts)
The following is a summary of the Company’s commercial paper and global short-term borrowings as of December 31, 20172022 and 2016:2021: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 |
| | | Weighted Average Interest Rate | | Maturities | | Outstanding | | Weighted Average
Interest Rate | | Maturities | | Outstanding |
| Commercial Paper | | 2.1 | % | | 2023 | | 1,778 | | | (0.4) | % | | 2022 | | 1,204 | |
|
| | | | | | | | | | | | | | | | | | |
| | | 2017 | | 2016 |
| | | Weighted Average Interest Rate | | Maturities | | Outstanding | | Weighted Average Interest Rate | | Maturities | | Outstanding |
| Payable to banks | | 2.8 | % | | 2018 | | $ | 11 |
| | 1.6 | % | | 2017 | | $ | 13 |
|
| Commercial paper | | 1.5 | % | | 2018 | | 24 |
| | (0.3 | )% | | 2017 | | 295 |
|
| Total | | | | | | $ | 35 |
| | | | | | $ | 308 |
|
Certain of the agreements with respect to the Company’s bank borrowings contain financial and other covenants as well as cross-default provisions. Noncompliance with these requirements could ultimately result in the acceleration of amounts owed. The Company is in full compliance with all such requirements and believes the likelihood of noncompliance is remote. SeeRefer to Note 6, Long-Term Debt and Credit Facilities to the Consolidated Financial Statements for further information about the Company’s long-term debt and credit facilities.
Dividend payments in 20172022 were $1,529,$1,691, an increase from $1,508$1,679 in 2016 and $1,493 in 2015.2021. Dividend payments increased to $1.59$1.86 per share in 20172022 from $1.55$1.79 per share in 2016 and $1.50 per share in 2015.2021. In the first quarter of 2017,2022, the Company’s BoardCompany increased the quarterly common stock cash dividend to $0.40$0.47 per share from $0.39$0.45 per share, effective in the second quarter of 2017.2022.
The Company repurchases shares of its common stock in the open market and in private transactions to maintain its targeted capital structure and to fulfill certain requirements of its compensation and benefit plans. On February 19, 2015,March 10, 2022, the Board authorized the repurchase of shares of the Company’s common stock having an aggregate purchase price of up to $5,000$5 billion under the 2015 Program,a new share repurchase program (the “2022 Program”), which replaced the previousa previously authorized share repurchase program approved by the Board in 2011 (the “2011“2018 Program”). The Company commenced repurchase of shares of the Company’s common stock under the 2015 Program beginning February 19, 2015. The Board also has authorized share repurchases on an ongoing basis to fulfill certain requirements of the Company’s compensation and benefit programs. The shares are repurchased from time to time in open market or privately negotiated transactions at the Company’s discretion, subject to market conditions, customary blackout periods and other factors.
Aggregate share repurchases in 20172022 consisted of 18.3approximately 13.4 million common shares under the 20152022 Program, 3.4 million common shares under the 2018 Program and 0.90.3 million common shares to fulfill the requirements of compensation and benefit plans, for a total purchase price of $1,399.$1,308. Aggregate repurchases in 20162021 consisted of 18.3approximately 16.4 million common shares under the 20152018 Program and 1.00.3 million common shares to fulfill the requirements of compensation and benefit plans, for a total purchase price of $1,335. Aggregate$1,320. Share repurchases net of proceeds from exercise of stock options were $890 and $896 in 2015 consisted of 19.9 million common shares under the 2015 Program, 1.7 million common shares under the 2011 Program2022 and 1.2 million common shares to fulfill the requirements of compensation and benefit plans, for a total purchase price of $1,551. 2021, respectively.
Cash and cash equivalents increased $220decreased $57 during 20172022 to $1,535$775 at December 31, 2017,2022, compared to $1,315$832 at December 31, 2016, most of which ($1,4672021. Cash and $1,273, respectively) werecash equivalents held by the Company’s foreign subsidiaries.subsidiaries was $735 and $784, respectively, at December 31, 2022 and 2021.
On December 22, 2017, the TCJA was enacted, which, among other things, lowered the U.S. corporate income tax rate to 21% from 35% and established a modified territorial system requiring a mandatory deemed repatriation tax on undistributed earnings of foreign subsidiaries. Beginning in 2018, U.S. tax reform also requires a minimum tax on certain future earnings generated by foreign subsidiaries while providing for future tax-free repatriation of such earnings through a 100% dividends-received deduction.
As a result of the lower U.S. corporate income tax rate, the Company expects a reduction in its future tax payments. For more information regarding the impact of U.S. tax reform on the Company, refer to “Critical Accounting Policies and Use of Estimates” below and Note 11, Income Taxes to the Consolidated Financial Statements.
(Dollars in Millions Except Per Share Amounts)
In order to fully utilize a $210 U.S. income tax benefit in 2016 principally related to changes in Venezuela’s foreign exchange regime, during the quarter ended March 31, 2016, the Company decided to repatriate in 2016 $1,500 of earnings of foreign subsidiaries it previously considered indefinitely reinvested outside of the U.S., and accordingly, recorded a tax charge of $210 during the first quarter of 2016.
The following represents the scheduled maturities of the Company’s contractual obligations as of December 31, 2017:2022:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Total | | 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | | Total | | 2023 | | 2024 | | 2025 | | 2026 | | 2027 | | Thereafter |
Long-term debt including current portion(1) | | $ | 5,843 |
| | $ | — |
| | $ | 1,097 |
| | $ | 248 |
| | $ | 298 |
| | $ | 889 |
| | $ | 3,311 |
| Long-term debt including current portion(1) | | $ | 6,977 | | | $ | 921 | | | $ | 510 | | | $ | 636 | | | $ | 538 | | | $ | 499 | | | $ | 3,873 | |
Net cash interest payments on long-term debt(2) | | 1,325 |
| | 119 |
| | 107 |
| | 104 |
| | 97 |
| | 83 |
| | 815 |
| Net cash interest payments on long-term debt(2) | | 2,210 | | | 204 | | | 149 | | | 134 | | | 117 | | | 112 | | | 1,494 | |
| Leases | | 737 |
| | 188 |
| | 163 |
| | 143 |
| | 106 |
| | 93 |
| | 44 |
| |
| Operating Leases | | Operating Leases | | 586 | | | 124 | | | 88 | | | 69 | | | 54 | | | 50 | | | 201 | |
Purchase obligations(3) | | 1,197 |
| | 952 |
| | 112 |
| | 99 |
| | 21 |
| | 3 |
| | 10 |
| Purchase obligations(3) | | 723 | | | 476 | | | 139 | | | 50 | | | 37 | | | 18 | | | 3 | |
| U.S. tax reform payments | | 315 |
| | 52 |
| | 22 |
| | 22 |
| | 22 |
| | 22 |
| | 175 |
| U.S. tax reform payments | | 185 | | | 46 | | | 62 | | | 77 | | | — | | | — | | | — | |
| Total | | $ | 9,417 |
| | $ | 1,311 |
| | $ | 1,501 |
| | $ | 616 |
| | $ | 544 |
| | $ | 1,090 |
| | $ | 4,355 |
| Total | | $ | 10,681 | | | $ | 1,771 | | | $ | 948 | | | $ | 966 | | | $ | 746 | | | $ | 679 | | | $ | 5,571 | |
_______
| |
(1)
| The Company classifies commercial paper and notes maturing within the next 12 months as long-term debt when it has the intent and ability to refinance such obligations on a long-term basis. The amounts in this table exclude such obligations. |
| |
(2)
| Includes the net interest payments on fixed and variable rate debt and associated interest rate swaps. Interest payments associated with floating rate instruments are based on management’s best estimate of projected interest rates for the remaining term of variable rate debt. |
| |
(3)
| The Company had outstanding contractual obligations with suppliers at the end of 2017 for the purchase of raw, packaging and other materials and services in the normal course of business. These purchase obligation amounts represent only those items which are based on agreements that are legally binding and that specify all significant terms including minimum quantity, price and term and do not represent total anticipated purchases. Additionally, purchase obligations include the aggregate purchase price for two acquisitions completed in the first quarter of 2018. See Note 3, Acquisitions and Divestitures to the Consolidated Financial Statements for more information.
|
(1)The Company classifies commercial paper and notes maturing within the next twelve months as long-term debt when it has the intent and ability to refinance such obligations on a long-term basis. The amounts in this table exclude commercial paper.
(2)Includes the net interest payments on fixed and variable rate debt. Interest payments associated with floating rate instruments are based on management’s best estimate of projected interest rates for the remaining term of variable rate debt.
(3)The Company had outstanding contractual obligations with suppliers at the end of 2022 for the purchase of raw, packaging and other materials and services in the normal course of business. These purchase obligation amounts represent only those items which are based on agreements that are legally binding and that specify all significant terms including minimum quantity, price and term and do not represent total anticipated purchases.
Long-term liabilities associated with the Company’s postretirement plans are excluded from the table above due to the uncertainty of the timing of these cash disbursements. The amount and timing of cash funding related to these benefit plans will generally depend on local regulatory requirements, various economic assumptions (the most significant of which are detailed in “Critical Accounting Policies and Use of Estimates” below) and voluntary Company contributions. Based on current information, the Company is not required to make a mandatory contribution to its qualified U.S. pension plan in 2018. Management’s best estimate of2023. The Company does not expect to make any voluntary contributions the Company will make to its U.S. postretirement plans in 2023. In addition, total benefit payments expected to be paid from the Company’s assets to participants in unfunded plans are estimated to be approximately $86 for the year ending December 31, 2018 is approximately $75. In addition, total benefit payments to be paid to participants for the year ending December 31, 2018 from the Company’s assets are estimated to be approximately $82.2023.
Additionally, liabilities for unrecognized income tax benefits are excluded from the table above as the Company is unable to reasonably predict the ultimate amount or timing of a settlement of such liabilities. See Note 11, Income Taxes to the Consolidated Financial Statements for more information.
As more fully described in Part I, Item 3 “Legal Proceedings” and Note 13, Commitments and Contingencies to the Consolidated Financial Statements, the Company has commitments and contingencies with respect to lawsuits, environmental matters, taxes and other matters arising in the ordinary course of business.
(Dollars in Millions Except Per Share Amounts)
Off-Balance Sheet Arrangements
The Company does not have off-balance sheet financing or unconsolidated special purpose entities.
(Dollars in Millions Except Per Share Amounts)
Managing Foreign Currency, Interest Rate, Commodity Price and Credit Risk Exposure
The Company is exposed to market risk from foreign currency exchange rates, interest rates and commodity price fluctuations. Volatility relating to these exposures is managed on a global basis by utilizing a number of techniques, including working capital management, selling price increases, selective borrowings in local currencies and entering into selective derivative instrument transactions, issued with standard features, in accordance with the Company’s treasury and risk management policies. The Company’s treasury and risk management policies prohibit the use of derivatives for speculative purposes and leveraged derivatives for any purpose.
The sensitivity of our financial instruments to market fluctuations is discussed below. See Note 2, Summary of Significant Accounting Policies and Note 7, Fair Value Measurements and Financial Instruments to the Consolidated Financial Statements for further discussion of derivatives and hedging policies and fair value measurements.
Foreign Exchange Risk
As the Company markets its products in over 200 countries and territories, it is exposed to currency fluctuations related to manufacturing and selling its products in currencies other than the U.S. dollar. The Company manages its foreign currency exposures through a combination of cost-containment measures, sourcing strategies, selling price increases and the hedging of certain costs in an effort to minimize the impact on earnings of foreign currency rate movements. See the “Results of Operations” section above for a discussion of the foreign exchange impact on Net sales in each operating segment.
The assets and liabilities of foreign subsidiaries are translated into U.S. dollars at year-end exchange rates with resulting translation gains and losses accumulated in a separate component of shareholders’ equity. Income and expense items are translated into U.S. dollars at average rates of exchange prevailing during the year.
Prior to the deconsolidation of the Company’s Venezuelan operations, which was effective December 31, 2015, the functional currency for CP Venezuela was the U.S. dollar since Venezuela was designated as hyper-inflationary, and Venezuelan currency fluctuations were reported in income. The local currency-denominated non-monetary assets of the Venezuelan operations, including inventories and property, plant and equipment were remeasured at their historical exchange rates, while local currency-denominated monetary assets and liabilities were remeasured at period-end exchange rates. Remeasurement adjustments for these operations were included in Net income attributable to Colgate-Palmolive Company. Refer to “Significant Items Impacting Comparability” above and to Note 14, Venezuela to the Consolidated Financial Statements for further discussion of the Company’s Venezuelan operations.
The Company primarily utilizes foreign currency contracts, including forward and swap contracts, option contracts, foreign and local currency deposits and local currency borrowings to hedge portions of its exposures relating to foreign currency purchases, assets and liabilities created in the normal course of business and the net investment in certain foreign subsidiaries. The duration of foreign currency contracts generally does not exceed 12 months and the contracts are valued using observable market rates.
The Company’s foreign currency forward contracts that qualify for cash flow hedge accounting resulted in a net unrealized loss of $9 and a net unrealized gain of $20$4 and $12 at December 31, 20172022 and 2016,2021, respectively. Changes in the fair value of cash flow hedges are recorded in Other comprehensive income (loss) and are reclassified into earnings in the same period or periods during which the underlying hedged transaction is recognized in earnings. At the end of 2017,2022, an unfavorable 10% change in exchange rates would have resulted in a net unrealized loss of $79.$80.
(Dollars in Millions Except Per Share Amounts)
Interest Rate Risk
The Company manages its mix of fixed and floating rate debt against its target with debt issuances and by entering into interest rate swaps in order to mitigate fluctuations in earnings and cash flows that may result from interest rate volatility. The Company utilizes forward-starting interest rate swaps to mitigate the risk of variability in interest rate for future debt issuances. The notional amount, interest payment and maturity date of the swaps generally match the principal, interest payment and maturity date of the related debt, and the swaps are valued using observable benchmark rates.
Based on year-end 20172022 variable rate debt levels, a 1% increase in interest rates would have increased Interest (income) expense, net by $7$14 in 2017.2022.
The Company has completed its assessment of the impact of the discontinuation of LIBOR as a benchmark interest rate on its current financial instruments and contractual arrangements, including debt outstanding, and concluded it to be not material as the Company does not have significant exposure to LIBOR in either its debt or other financing arrangements. The Company will continue to monitor its exposure in subsequent periods.
Commodity Price Risk
The Company is exposed to price volatility related to raw materials used in production, such as resins, pulp, essential oils, resins, tropical oils, pulp, tallow, corn, poultry corn and soybeans. The Company manages its raw material exposures through a combination of cost containment measures, ongoing productivity initiatives and the limited use of commodity hedging contracts. Futures contracts are used on a limited basis, primarily in the Hill’s Pet Nutrition segment, to manage volatility related to anticipated raw material inventory purchases of certain traded commodities.
At December 31, 2017 and 2016, theThe Company’s open commodity derivative contracts whichthat qualify for cash flow hedge accounting were not material and would not have resulted in a material net unrealized lossgain of $1 and $2 at December 31, 2017 had there been2022 and 2021, respectively. At the end of 2022, an unfavorable 10% change in commodity futures prices.prices would have resulted in a net unrealized loss of $1.
Credit Risk
The Company is exposed to the risk of credit loss in the event of nonperformance by counterparties to financial instrument contracts; however, nonperformance is considered unlikely and any nonperformance is unlikely to be material as it is the Company’s policy to contract with diverse, credit-worthy counterparties based upon both strong credit ratings and other credit considerations.
Recent Accounting Pronouncements
On August 28, 2017,In September 2022, the Financial Accounting Standards Board (“FASB”(the “FASB”) issued Accounting Standards Update (“ASU”) No. 2017-12, “Derivatives and Hedging (Topic 815)2022-04, “Liabilities-Supplier Finance Programs (Subtopic 405-50): Targeted ImprovementsDisclosure of Supplier Finance Program Obligations.” This ASU requires a buyer that uses supplier finance programs to Accounting for Hedging Activities,” amendingmake annual disclosures about the eligibility criteria for hedged items and transactions to expand an entity’s ability to hedge nonfinancial and financial risk components. The new guidance eliminatesprograms’ key terms, the requirement to separately measure and present hedge ineffectiveness and aligns thebalance sheet presentation of hedge gainsrelated amounts, the confirmed amount outstanding at the end of the period and losses with the underlying hedge item.associated roll-forward information. The new guidance, also simplifies the hedge documentation and hedge effectiveness assessment requirements. The new guidancewhich is effective for the Company beginning on January 1, 2019, with early adoption permitted. The amended presentation and disclosure requirements must be adopted2023 (except for the roll-forward, which is effective beginning on a prospective basis, while any amendments to cash flow and net investment hedge relationships that exist on the date of adoption must be applied on a “modified retrospective” basis, meaning a cumulative effect adjustment to the opening balance of retained earnings as of the beginning of the year of adoption. While the Company is currently assessing the impact of the new standard, this new guidanceJanuary 1, 2024), is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On May 10, 2017,In March 2022, the FASB issued ASU No. 2017-09, “Compensation–Stock Compensation2022-02, “Financial Instruments-Credit Losses (Topic 718)326): Scope of Modification Accounting,Troubled Debt Restructurings and Vintage Disclosures.” clarifying when a change to the terms or conditions of a stock-based payment award must be accounted for as a modification. The new guidance requires modification accounting if the fair value, vesting condition or the classification of the award is not the same immediately before and after a change to the terms and conditions of the award. The new guidance was effective for the Company on a prospective basis beginning on January 1, 2018. This new guidance is not expected to have an impact on the Company’s Consolidated Financial Statements as it is not the Company’s practice to change either the terms or conditions of stock-based payment awards once they are granted.
(Dollars in Millions Except Per Share Amounts)
On March 10, 2017, the FASB issued ASU No. 2017-07, “Compensation–Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” changing the presentation of the net periodic benefit cost on the Statement of Income and limiting the amount of net periodic benefit cost eligible for capitalization to assets. The new guidance permits only the service cost component of net periodic benefit cost to be eligible for capitalization. The new guidance also requires entities to present the service cost component of net periodic benefit cost together with compensation costs arising from services rendered by employees during the period. Other components of net periodic benefit cost, which include interest, expected return on assets, amortization of prior service costs and actuarial gains and losses, are required to be presented outside of Operating profit. The line item or items used to present the other components of net periodic benefit cost must be disclosed in the Notes to the Consolidated Financial Statements, if not separately described on the Statement of Income. The new presentation requirement is required to be adopted on a “full retrospective” basis, meaning the standard is applied to all of the periods presented in the financial statements, while the limitation on capitalization can only be adopted on a prospective basis. The new guidance was effective for the Company beginning on January 1, 2018. Had the standard been effective for the year ended December 31, 2017, full year Operating profit would have increased by approximately $120 with no impact on Net income attributable to Colgate-Palmolive Company. The Company anticipates that in future years, as a result of the reclassification, Operating profit will increase by approximately $100 annually with no impact on Net income attributable to Colgate-Palmolive Company.
On January 26, 2017, the FASB issued ASU No. 2017-04, “Intangibles–Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” eliminating the requirement to calculate the implied fair value, essentially eliminating step two from the goodwill impairment test. The new standard requires goodwill impairment to be based upon the results of step one of the impairment test, which is defined as the excess of the carrying value of a reporting unit over its fair value. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The standard is effective for the Company on a prospective basis beginning on January 1, 2020, with early adoption permitted. This new guidance is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On January 5, 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business,” which provides additional guidance on evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The guidance requires an entity to evaluate if substantially all of the fair value of the assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the new guidance would define this as an asset acquisition; otherwise, the entity then evaluates whether the asset meets the requirement that a business include, at a minimum, an input and substantive process that together significantly contribute to the ability to create outputs. The guidance was effective for the Company on a prospective basis beginning on January 1, 2018. This new guidance is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On October 24, 2016, the FASB issued ASU No. 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory,” which eliminates the requirementaccounting guidance for troubled debt restructurings by creditors while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors made to defer recognitionborrowers experiencing financial difficulty. The amendments also require disclosure of income taxes on intra-entity asset transfers until the asset is sold to an outside party. The newcurrent-period gross write-offs by year of origination for financing receivables. This guidance requires the recognition of current and deferred income taxes on intra-entity transfers of assets other than inventory, such as intellectual property and property, plant and equipment, when the transfer occurs. As permitted, the Company early-adopted the new standard on a “modified retrospective” basis, meaning the standard was applied only to the most recent period presented in the financial statements, as of January 1, 2017. This new guidance did not have a material impact on the Company’s Consolidated Financial Statements.
On August 26, 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which clarifies how certain cash receipts and payments are to be presented in the statement of cash flows. The guidance was effective for the Company on January 1, 2018. This new guidance is not expected to have a material impact on the Company’s Consolidated Financial Statements.
(Dollars in Millions Except Per Share Amounts)
On March 30, 2016, the FASB issued ASU No. 2016-09, “Compensation–Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” which amended accounting for income taxes related to stock-based compensation, the related classification in the statement of cash flows and share award forfeiture accounting. The new guidance was effective for the Company beginning on January 1, 2017. As required subsequent to the adoption of this new guidance, the Company recognized excess tax benefits from stock-based compensation of $47 (resulting from an increase in the fair value of an award from grant date to the vesting or exercise date, as applicable) in the Provision for income taxes as a discrete item during the year ended December 31, 2017. These amounts may not necessarily be indicative of future amounts that may be recognized as any excess tax benefits from stock-based compensation recognized would be dependent on future stock price, employee exercise behavior and applicable tax rates. Prior to January 1, 2017, excess tax benefits from stock-based compensation were recognized in equity. As permitted, the Company elected to classify these excess tax benefits from stock-based compensation as an operating activity in the Statement of Cash Flows instead of as a financing activity on a prospective basis and did not retrospectively adjust prior periods. Also, as permitted by the new standard, the Company elected to account for forfeitures as they occur.
On March 15, 2016, the FASB issued ASU No. 2016-07, “Investments–Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting,” which eliminated the requirement to retroactively adjust an investment that subsequently qualifies for equity method accounting (as a result of an increase in level of ownership interest or degree of influence) as if the equity method of accounting had been applied during all prior periods that the investment was held. The new standard requires that the investor add the cost of acquiring additional ownership interest in the investee to its current basis and prospectively apply the equity method of accounting. For an available-for-sale investment, any unrealized gains or losses should be recognized in earnings at the date the investment qualifies as an equity method investment. The new guidance was effective for the Company beginning on January 1, 2017, and did not have a material impact on the Company’s Consolidated Financial Statements.
On February 25, 2016, the FASB issued its final standard on lease accounting, ASU No. 2016-02, “Leases (Topic 842),” which supersedes Topic 840, “Leases.” The new accounting standard requires the recognition of right-of-use assets and lease liabilities for all long-term leases, including operating leases, on the balance sheet. The new standard also provides additional guidance on the measurement of the right-of-use assets and lease liabilities and will require enhanced disclosures about the Company’s leasing arrangements. Under current accounting standards, substantially all of the Company’s leases are considered operating leases and, as such, are not recognized on the Consolidated Balance Sheet. This new standard is effective for the Company beginning on January 1, 2019, with early adoption permitted. The standard requires a “modified retrospective” adoption, meaning the standard is applied to leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The Company is currently assessing the impact of the new standard on its Consolidated Financial Statements.
On January 5, 2016, the FASB issued ASU No. 2016-01, “Financial Instruments–Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” The updated guidance enhances the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. The amendment to the standard was effective for the Company beginning on January 1, 20182023 and is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On July 22, 2015,In March 2022, the FASB issued ASU No. 2015-11, “Inventory2022-01, “Derivatives and Hedging (Topic 330)815): SimplifyingFair Value Hedging-Portfolio Layer Method.” This ASU clarifies the Measurement of Inventory,accounting and promotes consistency in reporting for hedges where the portfolio layer method is applied. This guidance is effective for the Company beginning on January 1, 2023 and is not expected to have an impact on the Company’s Consolidated Financial Statements.
(Dollars in Millions Except Per Share Amounts)
In November 2021, the FASB issued ASU No. 2021-10, “Government Assistance (Topic 832).” which simplifies the subsequent measurement of inventoriesThis ASU requires increased disclosure on an annual basis about transactions with domestic, foreign, local, regional and national governments, including entities related to those governments and intergovernmental organizations, that are accounted for by replacing the lower of costapplying a grant or market test with a lower of cost and net realizable value test. The guidance applies onlycontribution accounting model by analogy to inventories for which cost is determined by methods other than last-in, first-out (“LIFO”) and the retail inventory method. The newaccounting guidance. This guidance was effective for the Company beginning on January 1, 2017. This new guidance2022 and did not have a material impact on the Company’s Consolidated Financial Statements.
(Dollars in Millions Except Per Share Amounts)
On May 28, 2014,In October 2021, the FASB and the International Accounting Standards Board issued their final converged standard on revenue recognition. The standard, issued as ASU No. 2014-09,2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” This ASU requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606).” byThis guidance is effective for the FASB, provides a comprehensive revenue recognition model for all contracts with customers and supersedes current revenue recognition guidance. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to its customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The new standard also includes enhanced disclosures. During 2016, the FASB issued several accounting updates (ASU No. 2016-08, 2016-10 and 2016-12) to clarify implementation guidance and correct unintended application of the guidance. The standard allows for either full retrospective adoption or modified retrospective adoption. The Company adopted the new standardbeginning on January 1, 2018, on a “modified retrospective” basis, which did2023 and is not expected to have a material impact on the Company’s Consolidated Financial Statements. Although
In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for applying generally accepted accounting principles (“GAAP”) to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. In January 2021, the FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848): Scope,” which clarified that certain optional expedients and exceptions in Topic 848 apply to derivatives that are affected by the discounting transition due to reference rate reform. In December 2022, the FASB issued ASU No. 2022-06, "Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848," which defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief under Topic 848. We have completed our evaluation of significant contracts under this ASU. Certain of the reviewed contracts have been modified and the remaining reviewed contracts will be modified, where necessary, to apply a new standard resulted in changesreference rate, primarily the Secured Overnight Financing Rate (SOFR). Accordingly the guidance has not had and is not expected to the Company’s revenue recognition accounting policy commencing on January 1, 2018, the Company does not expect it will have a material impact in future periods on itsthe Company’s Consolidated Financial Statements.
Critical Accounting Policies and Use of Estimates
The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to use judgment and make estimates. The level of uncertainty in estimates and assumptions increases with the length of time until the underlying transactions are completed. Actual results could ultimately differ from those estimates. The accounting policies that are most critical in the preparation of the Company’s Consolidated Financial Statements are those that are both important to the presentation of the Consolidated Financial Statements and require significant or complex judgments and estimates on the part of management. The Company’s critical accounting policies are reviewed periodically with the Audit Committee of the Board of Directors.
In certain instances, accounting principles generally accepted in the United States of America allow for the selection of alternative accounting methods. The Company’s significant policies that involve the selection of alternative methods are accounting for inventories and shipping and handling costs.
▪The Company accounts for inventories using both the first-in, first-out (“FIFO”) method (80% of inventories) and the last-in, first-out (“LIFO”) method (20% of inventories). There would have been no material impact on reported earnings for 2022 or 2021 had all inventories been accounted for under the FIFO method.
▪Shipping and handling costs may be reported as either a component of Cost of sales or Selling, general and administrative expenses. The Company accounts for such costs, primarily related to warehousing and outbound freight, as fulfillment costs and inventories.reports them in the Consolidated Statements of Income as a component of Selling, general and administrative expenses. Accordingly, the Company’s Gross profit margin is not comparable with the gross profit margin of those companies that include shipping and handling charges in cost of sales. If such costs had been included as a component of Cost of sales, the Company’s Gross profit margin would have been lower by 1,040 bps in 2022, by 970 bps in 2021, and 850 bps in 2020, with no impact on reported earnings.
| |
▪ | Shipping and handling costs may be reported as either a component of Cost of sales or Selling, general and administrative expenses. The Company reports such costs, primarily related to warehousing and outbound freight, in the Consolidated Statements of Income as a component of Selling, general and administrative expenses. Accordingly, the Company’s Gross profit margin is not comparable with the gross profit margin of those companies that include shipping and handling charges in cost of sales. If such costs had been included in Cost of sales, Gross profit margin would have decreased by 760 bps, from 60.0% to 52.4% in 2017 and decreased by 750 bps in 2016 and 2015, respectively, with no impact on reported earnings. |
| |
▪ | The Company accounts for inventories using both the first-in, first-out (“FIFO”) method (75% of inventories) and the LIFO method (25% of inventories). There would have been no material impact on reported earnings for 2017, 2016 or 2015 had all inventories been accounted for under the FIFO method.
|
(Dollars in Millions Except Per Share Amounts)
The areas of accounting that involve significant or complex judgments and estimates are pensions and other retiree benefit cost assumptions, stock-based compensation, asset impairments, uncertain tax positions, tax valuation allowances, the provisional charge in 2017 related to U.S. tax reform, legal and other contingency reservesreserves.
▪In accounting for pension and prior toother postretirement benefit costs, the deconsolidationmost significant actuarial assumptions are the discount rate and the expected long-term rate of the Company’s Venezuelan operations, the selection of the exchangereturn on plan assets. The discount rate used to remeasuremeasure the financial statementsbenefit obligation for U.S. defined benefit plans was 5.66% and 2.98% as of CP Venezuela.December 31, 2022 and 2021, respectively. The discount rate used to measure the benefit obligation for other U.S. postretirement plans was 5.67% and 3.06% as of December 31, 2022 and 2021, respectively. Discount rates used for the U.S. and international defined benefit and other postretirement plans are based on a yield curve constructed from a portfolio of high-quality bonds whose projected cash flows approximate the projected benefit payments of the plans. The assumed expected long-term rate of return on plan assets for U.S. plans was 6.25% as of December 31, 2022 and 5.70% as of December 31, 2021. In determining the expected long-term rate of return, the Company considers the nature of the plans’ investments and the historical rate of return.
| |
▪ | In pension accounting, the most significant actuarial assumptions are the discount rate and the long-term rate of return on plan assets. The discount rate used to measure the benefit obligation for U.S. defined benefit plans was 3.73%, 4.27% and 4.93% as of December 31, 2017, 2016 and 2015, respectively. The discount rate used to measure the benefit obligation for other U.S. postretirement plans was 3.80%, 4.41% and 4.97% as of December 31, 2017, 2016 and 2015, respectively. Discount rates used for the U.S. and international defined benefit and other postretirement plans are based on a yield curve constructed from a portfolio of high-quality bonds whose projected cash flows approximate the projected benefit payments of the plans. The assumed long-term rate of return on plan assets for U.S. plans was 6.60% as of December 31, 2017 and 6.80% as of December 2016 and 2015. In determining the long-term rate of return, the Company considers the nature of the plans’ investments and the historical rate of return. |
Average annual rates of return for the U.S. plans for the most recent 1-year, 5-year, 10-year, 15-year and 25-year periods were 14%(18)%, 8%1%, 6%4%, 8%4% and 8%5%, respectively. In addition, the current assumed rate of return for the U.S. plans is based upon the nature of the plans’ investments with a target asset allocation of approximately 53%76% in fixed income securities, 27%21% in equity securities and 20%3% in real estate and other investments. A 1% change in the assumed rate of return on plan assets of the U.S. pension plans would impact future Net income attributable to Colgate-Palmolive Company by approximately $14.$13. A 1% change in the discount rate for the U.S. pension plans and U.S. other retiree benefit plan would impact future Net income attributable to Colgate-Palmolive Company by approximately $2.$2 and $1, respectively. A third assumption is the long-term rate of compensation increase, a change in which would partially offset the impact of a change in either the discount rate or the expected long-term rate of return. This rate was 3.50% as of December 31, 2017, 20162022 and 2015.2021. Refer to Note 10, Retirement Plans and Other Retiree Benefits to the Consolidated Financial Statements for further discussion of the Company’s pension and other postretirement plans.
| |
▪ | The assumption requiring the most judgment in accounting for other postretirement benefits is the medical cost trend rate. The Company reviews external data and its own historical trends for health care costs to determine the medical cost trend rate. The assumed rate of increase for the U.S. postretirement benefit plans is 6.00% for 2018, declining to 4.75% by 2023 and remaining at 4.75% for the years thereafter. The effect on the total of service and interest cost components of a 1% increase in the assumed long-term medical cost trend rate would decrease Net income attributable to Colgate-Palmolive Company by $7. |
▪The assumption requiring the most judgment in accounting for other postretirement benefits (other than the discount rate noted above) is the medical cost trend rate. The Company reviews external data and its own historical trends for health care costs to determine the medical cost trend rate. The assumed rate of increase for the U.S. postretirement benefit plans is 6.25% for 2023, declining to 4.50% by 2027 and remaining at 4.50% for the years thereafter. The effect on the total of service cost and interest costs components of a 1% increase in the assumed long-term medical cost trend rate would impact future Net income attributable to Colgate-Palmolive Company by $2.
| |
▪ | The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock units, based on the fair value of those awards at the date of grant. The Company uses the Black-Scholes-Merton (“Black-Scholes”) option pricing model to determine the fair value of stock option awards. The weighted-average estimated fair value of each stock option award granted in the year ended December 31, 2017 was $8.37. The Black-Scholes model uses various assumptions to determine the fair value of stock option awards. These assumptions include the expected term of stock option awards, expected volatility rate, risk-free interest rate and expected dividend yield. While these assumptions do not require significant judgment, as the significant inputs are determined from historical experience or independent third-party sources, changes in these inputs could result in significant changes in the fair value of stock option awards. A one-year change in expected term would result in a change in fair value of approximately 7%. A 1% change in volatility would change fair value by approximately 7%.
|
▪The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock units (both performance-based and time-vested), based on the fair value of those awards at the date of grant. The Company uses the Black-Scholes-Merton (“Black-Scholes”) option pricing model to estimate the fair value of stock option awards. The weighted-average estimated fair value of each stock option award granted in the year ended December 31, 2022 was $14.71. The Black-Scholes model uses various assumptions to estimate the fair value of stock option awards. These assumptions include the expected term of stock option awards, expected volatility rate, risk-free interest rate and expected dividend yield. While these assumptions do not require significant judgment, as the significant inputs are determined from historical experience or independent third-party sources, changes in these inputs could result in significant changes in the fair value of stock option awards. A one-year change in expected term would result in a change in fair value of approximately 6%. A 1% change in volatility would change fair value by approximately 4%. The Company uses a Monte-Carlo simulation to determine the fair value of performance-based restricted stock units at the date of grant. The Monte-Carlo simulation model uses substantially the same inputs as the Black-Scholes model.
▪Goodwill and indefinite-life intangible assets, such as the Company’s global brands, are subject to impairment tests at least annually or when events or changes in circumstances indicate an asset may be impaired. In assessing impairment, the Company performs either a quantitative or a qualitative analysis.
(Dollars in Millions Except Per Share Amounts)
| |
▪ | Goodwill and indefinite life intangible assets, such asDetermining the Company’s global brands, are subject to impairment tests at least annually. The Company performs either a quantitative or qualitative assessment to determine the fair value of its reporting units for goodwill and fair value of its indefinite life intangible assets. The asset impairment analysis is generally performed using an income method, which requires several estimates, including future cash flows consistent with management’s strategic plans, sales growth rates, foreign exchange rates and the selection of a discount rate. For the Company’s goodwill impairment analysis, fair value is also determined using the market approach, which is generally derived from metrics of comparable publicly traded companies. When multiple valuation methodologies are used in a reporting unit’s goodwill impairment analysis, the Company performs a qualitative analysis comparing the fair value of a reporting unit under each method to assess its reasonableness and ensure consistency of results. Other qualitative factors the Company considers, in addition to those quantitative measures discussed above, include assessments of general macroeconomic conditions, industry-specific considerations and historical financial performance. |
The estimated fair value of the Company’s intangible assets substantially exceeds the recorded carrying value, except for the intangible assets acquired in the Sanex acquisition in 2011, which were recorded at fair value. The estimated fair value of the Company’s reporting units also substantially exceeds the recorded carrying value. Therefore, it is not reasonably likely that significant changes in these estimates would occur that would result in an impairment charge related to these assets.
The Company applies the ‘relief from royalty method’ to estimatefor goodwill and the fair value of theits intangible assets acquired inrequires significant estimates and judgments by management. When a quantitative analysis is performed, the Sanex acquisition (the “Sanex intangible assets”). Under this method,Company generally uses the fair valueincome approach, which requires several estimates, including future cash flows consistent with management’s strategic plans, sales growth rates, foreign exchange rates and the selection of an intangible asset is calculated as the present value of future royalty savings generated as a result of owning the intangible asset. The key assumptions used in determining the Company’s estimate of the fair value of the Sanex intangible assets include royalty rates and a discount rates and long-term revenue growth rates.rate. Estimating long-term revenuesales growth rates requires significant judgment by management in areas such as future economic conditions, category growth rates, product pricing, and consumer tastes and preferences.preferences and future expansion expectations. In selecting an appropriate royalty rate, the Company considers the long-term profitability of the brand and recent market transactions for similar brands and products. In determining an appropriate discount rate, the Company considers the current interest rate environment and its estimated cost of capital. Other qualitative factors the Company considers, in addition to those quantitative measures discussed above, include assessments of general macroeconomic conditions, industry-specific considerations and historical financial performance. The Company generally engages a third-party valuation firm to assist it in determining the fair value of intangible assets acquired in business combinations.
In determining the fair value of the Company’s reporting units, fair value is also determined using the market approach, which is generally derived from metrics of comparable publicly traded companies. As multiple valuation methodologies are used, the Company also performs a qualitative analysis comparing the fair value of a reporting unit under each method to assess its reasonableness and ensure consistency of results.
Determining the expected life of a brand requires management judgment and is based on an evaluation of several factors including market share, brand history, future expansion expectations, the level of in-market support anticipated by management, legal or regulatory restrictions and the economic environment in the countries in which the brand is sold.
In the fourth quarter of 2022, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the continued impact of the COVID-19 pandemic, particularly in China, as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels. The Company concluded that the changes in circumstances in this reporting unit and the impact of significantly higher interest rates triggered the need for an interim impairment review of its indefinite-lived trademark, goodwill and long-lived assets which consists primarily of customer relationships. As a result of the analysis,interim impairment test, the Company determinedconcluded that the carrying value of the trademark and customer relationships exceeded their estimated fair value and recorded impairment charges of $300 and $89, respectively, reducing their carrying values to $257 and $118, respectively, as of December 31, 2022. After adjusting the carrying values of the trademark and customer relationship intangible assets, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $332 in the Filorga reporting unit, reducing the carrying value of goodwill to $214 as of December 31, 2022.
Except for the Filorga skin health business described above, the estimated fair value of the Company’s remaining reporting units substantially exceeds their carrying value.
As of the date of the annual impairment test of indefinite-lived intangible assets, the fair value of two of the SanexCompany’s indefinite-lived trademark intangible assets, other than Filorga, exceeded their recorded carrying values by less than 10%. The combined carrying value by more than 10% and concluded that such excess was reasonable considering the brand’s relatively recent acquisition. Based on this, the brand’s recent performance and the Company’s future plans for it, the Company does not believe therethese trademarks is a significant risk$465 as of impairment related to the Sanex intangible assets.
Asset impairment analysis related to certain fixed assets in connection with the Global Growth and Efficiency Program requires management’s best estimate of net realizable values.
| |
▪ | On December 22, 2017, the TCJA was enacted, which, among other things, lowered the U.S. corporate income tax rate to 21% from 35% and establishedDecember 31, 2022. Either a modified territorial system requiring a mandatory deemed repatriation tax on undistributed earnings of foreign subsidiaries. U.S. tax reform also requires a minimum tax on certain future earnings generated by foreign subsidiaries while providing for future tax-free repatriation of such earnings through a 100% dividends-received deduction. |
In accordance with ASC 740, Income Taxes, and Staff Accounting Bulletin 118, the Company recorded a provisional charge of $275 based on its initial analysis of the TCJA using available information and estimates. The provisional charge is comprised of $451 related to the one-time deemed repatriation of accumulated earnings of foreign subsidiaries and related withholding taxes and $20 related primarily to the remeasurement of net deferred tax assets as a result of the reduction in the corporate income taxroyalty rate which are offset by $196 of income taxes which had been previously provided for planned repatriations50 basis points, a reduction in the long term sales growth rate of undistributed earnings50 basis points or an increase in discount rate of foreign subsidiaries. As a50 bps would result applicable U.S. and foreign taxes have been provided on substantially allin the fair value of the Company’s accumulated earningseach of foreign subsidiaries previously considered indefinitely reinvested.these indefinite-lived trademarks approximating their respective carrying value.
Given the significant complexityinherent uncertainties of estimating the future impacts of the TCJA, anticipated guidanceCOVID-19 pandemic, interest rates and inflation on macroeconomic conditions, actual results may differ from the U.S. Treasury about implementing the TCJA and the potential formanagement's current estimates which could potentially result in additional guidance from the SEC or the FASB related to the TCJA or additional information becoming available, the Company’s provisional charge may be adjusted during 2018 and is expected to be finalized no later than the fourth quarter of 2018. Other provisions of the TCJA that impactimpairment charges in future tax years are still being assessed.periods.
(Dollars in Millions Except Per Share Amounts)
In the fourth quarter of 2021, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the impact of the COVID-19 pandemic on the Filorga skin health business as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels. The Company performed an impairment review and concluded that the carrying value of the trademark exceeded its estimated fair value and recorded an impairment charge of $204, reducing the carrying value to approximately $588. After adjusting the carrying value of the trademark, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $367 in the Filorga reporting unit, reducing the carrying value of goodwill to approximately $577.
| |
▪ | The recognition and measurement of uncertain tax positions involves consideration of the amounts and probabilities of various outcomes that could be realized upon ultimate resolution. |
| |
▪ | Tax valuation allowances are established to reduce deferred tax assets, such as tax loss carryforwards, to net realizable value. Factors considered in estimating net realizable value include historical results by tax jurisdiction, carryforward periods, income tax strategies and forecasted taxable income. |
▪The recognition and measurement of uncertain tax positions involves consideration of the amounts and probabilities of various outcomes that could be realized upon ultimate resolution.
| |
▪ |
▪Tax valuation allowances are established to reduce deferred tax assets, such as tax loss carryforwards, to net realizable value. Factors considered in estimating net realizable value include historical results by tax jurisdiction, carryforward periods, income tax strategies and forecasted taxable income.
▪Legal and other contingency reserves are based on management’s assessment of the risk of potential loss, which includes consultation with outside legal counsel and other advisors. Such assessments are reviewed each period and revised based on current facts and circumstances, if necessary. While it is possible that the Company’s cash flows and results of operations in a particular quarter or year could be materially affected by the impact of such contingencies, based on current knowledge it is the opinion of management that these matters will not have a material effect on the Company’s financial position, or its ongoing results of operations or cash flows. Refer to Note 13, Commitments and Contingencies to the Consolidated Financial Statements for further discussion of the Company’s contingencies. |
| |
▪ | Prior to the deconsolidation of the Company’s Venezuelan operations, the selection of the exchange rate used to remeasure the financial statements of CP Venezuela required careful consideration by management given the various currency exchange mechanisms that exist in Venezuela. Although access to U.S. dollars in Venezuela had been challenging, because the majority of the products in CP Venezuela’s portfolio were designated as “essential” by the Venezuelan government, historically CP Venezuela’s access to U.S. dollars at the official rate of 6.30 bolivares per dollar was generally sufficient to settle most of its U.S. dollar obligations for imported materials. However, the Company believed this rate was not applicable to foreign investments and could not be used to pay dividends. The Company also gave consideration to using the SIMADI rate to remeasure the financial statements of CP Venezuela; however, CP Venezuela did not participate in the SIMADI market through December 31, 2015 and had no intention to do so. As a result, the Company remeasured the financial statements of CP Venezuela at the rate at which it believed was applicable for the remittance of future dividends which, based on the advice of legal counsel, was the SICAD rate. |
Refer to “Significant Items Impacting Comparability” above and to Note 14, Venezuela to the Consolidated Financial Statements for further discussion of the Company’s Venezuelan operations.contingencies.
The Company generates revenue through the sale of well-known consumer products to trade customers under established trading terms. While the recognition of revenue and receivables requires the use of estimates, there is a short time frame (typically less than 60 days) between the shipment of product and cash receipt, thereby reducing the level of uncertainty in these estimates. Refer to Note 2, Summary of Significant Accounting Policies to the Consolidated Financial Statements for further description of the Company’s significant accounting policies.
(Dollars in Millions Except Per Share Amounts)
Cautionary Statement on Forward-Looking Statements
This Annual Report on Form 10-K may contain forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995 or by the SEC in its rules, regulations and releases that set forth anticipated results based on management’s current plans and assumptions. Such statements may relate, for example, to sales or volume growth, net selling price increases, organic sales growth, profit or profit margin growth,levels, earnings per share growth,levels, financial goals, the impact of foreign exchange, volatility,the impact of COVID-19, the impact of the war in Ukraine, cost-reduction plans including(including the 2022 Global Growth and Efficiency Program,Productivity Initiative), tax rates, U.S. tax reform,interest rates, new product introductions, digital capabilities, commercial investment levels, acquisitions, and divestitures, share repurchases or legal or tax proceedings, among other matters. These statements are made on the basis of the Company’s views and assumptions as of this time and the Company undertakes no obligation to update these statements whether as a result of new information, future events or otherwise, except as required by law or by the rules and regulations of the SEC. Moreover, the Company does not, nor does any other person, assume responsibility for the accuracy and completeness of those statements. The Company cautions investors that any such forward-looking statements are not guarantees of future performance and that actual events or results may differ materially from those statements. Actual events or results may differ materially because of factors that affect international businesses and global economic conditions, as well as matters specific to the Company and the markets it serves, including the uncertain economicmacroeconomic and political environment in different countries, including as a result of inflation and rising interest rates, and its effect on consumer spending habits, increased competition and evolving competitive practices, foreign currency rate fluctuations, exchange controls, tariffs, sanctions, price or profit controls, labor relations, changes in foreign or domestic laws or regulations or their interpretation, political and fiscal developments, including changes in trade, tax and immigration policies, increased competition and evolving competitive practices (including from the growth of eCommerce and the entry of new competitors and business models), the ability to operate and respond effectively during a pandemic, epidemic or widespread public health concern, including COVID-19, the ability to manage disruptions in our global supply chain and/or key office facilities, the ability to manage the availability and cost of raw and packaging materials and logistics costs, the ability to maintain or increase selling prices as needed, the ability to implement the Global Growth and Efficiency Program as planned or differences between the actual and the estimated costs or savings under such program, changes in the policies of retail trade customers, the emergence of new salesalternative retail channels, the growth of e-commerce,eCommerce and the rapidly changing retail landscape (as consumers increasingly shop online), the ability to develop innovative new products, the ability to continue lowering costs and operate in an agile manner, the ability to maintain the security of our information technology systems from a cyber-security incident or data breach, the ability to address the effects of climate change and achieve our sustainability and social impact goals, the ability to complete acquisitions and divestitures as planned, the ability to successfully integrate acquired businesses, the ability to attract and retain key employees and integrate DE&I initiatives across our organization, the uncertainty of the outcome of legal proceedings, whether or not the Company believes they have merit.merit, and the ability to address uncertain or unfavorable global economic conditions, including inflation, disruptions in the credit markets and tax matters. For information about these and other factors that could impact the Company’s business and cause actual results to differ materially from forward-looking statements, refer to Part I, Item 1A “Risk Factors.”
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
See “Managing Foreign Currency, Interest Rate, Commodity Price and Credit Risk Exposure” in Part II, Item 7.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See “Index to Financial Statements.”
| |
ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE |
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
The Company’s management, under the supervision and with the participation of the Company’s Chairman of the Board, President and Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of December 31, 20172022 (the “Evaluation”). Based upon the Evaluation, the Company’s Chairman of the Board, President and Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934) are effective.
Management’s Annual Report on Internal Control Over Financial Reporting
The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Management, under the supervision and with the participation of the Company’s Chairman of the Board, President and Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the Company’s internal control over financial reporting based upon the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and concluded that it iswas effective as of December 31, 2017.2022.
The Company’s independent registered public accounting firm, PricewaterhouseCoopers LLP, has audited the effectiveness of the Company’s internal control over financial reporting as of December 31, 2017,2022, and has expressed an unqualified opinion in their report, which appears under “Index to Financial Statements – Report of Independent Registered Public Accounting Firm.”
Changes in Internal Control Over Financial Reporting
ThereThe Company is in the process of upgrading its enterprise IT system to SAP S/4 HANA. This change has not had and is not expected to have a material impact on the Company’s internal controls over financial reporting.
Except as noted above, there were no changes in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. As part of the Global Growth and Efficiency Program, the Company is implementing a shared business service organization model in all regions of the world. At this time, certain financial transaction processing activities have been transitioned to these shared business service centers. This transition has not materially affected the Company’s internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.
ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
See “Executive Officers of the Registrant”“Information about our Executive Officers” in Part I, Item 1 of this report.
Additional information required by this Item relating to directors, executive officers and corporate governance of the Company and information regarding compliance with Section 16(a) of the Exchange Act is incorporated herein by reference to the Company’s Proxy Statement for its 20182023 Annual Meeting of Stockholders (the “2018“2023 Proxy Statement”).
Code of Ethics
The Company’s Code of Conduct promotes the highest ethical standards in all of the Company’s business dealings. The Code of Conduct satisfies the SEC’s requirements for a Code of Ethics for senior financial officers and applies to all Company employees, including the Chairman of the Board, President and Chief Executive Officer, the Chief Financial Officer and the Vice President and Corporate Controller, and the Company’s directors. The Code of Conduct is available on the Company’s website at www.colgatepalmolive.com. Any amendment to the Code of Conduct will promptly be posted on the Company’s website. It is the Company’s policy not to grant waivers of the Code of Conduct. In the extremely unlikely event that the Company grants an executive officer a waiver from a provision of the Code of Conduct, the Company will promptly disclose such information by posting it on its website or by using other appropriate means in accordance with SEC rules.
ITEM 11. EXECUTIVE COMPENSATION
The information regarding executive compensation set forth in the 20182023 Proxy Statement is incorporated herein by reference.
| |
ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS |
| |
(a) | The information regarding security ownership of certain beneficial owners and management set forth in the 2018 Proxy Statement is incorporated herein by reference. |
| |
(b) | The registrant does not know of any arrangements that may at a subsequent date result in a change in control of the registrant. |
| |
(c) | Equity compensation plan information as of December 31, 2017:
|
|
| | | | | | | | | | | |
| | | (a) | | (b) | | (c) | |
| Plan Category | | Number of securities to be issued upon exercise of outstanding options, warrants and rights (in thousands) | | Weighted-average exercise price of outstanding options, warrants and rights | | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (in thousands) | |
| Equity compensation plans approved by security holders | | 43,709 |
| (1) | $ | 60.94 |
| (2) | 30,867 |
| (3) |
| Equity compensation plans not approved by security holders | | Not applicable |
| | Not applicable |
| | Not applicable |
| |
| Total | | 43,709 |
| | $ | 60.94 |
| | 30,867 |
| |
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
(a)The information regarding security ownership of certain beneficial owners and management set forth in the 2023 Proxy Statement is incorporated herein by reference.
(b)The Registrant does not know of any arrangements that may at a subsequent date result in a change in control of the Registrant.
(c)Equity compensation plan information as of December 31, 2022: | | | | | | | | | | | | | | | | | | | | | | | |
| | | (a) | | (b) | | (c) | |
| Plan Category | | Number of securities to be issued upon exercise of outstanding options, warrants and rights
(in thousands) | | Weighted-average exercise price of outstanding options, warrants and rights | | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
(in thousands) | |
| Equity compensation plans approved by security holders | | 26,291 | | (1) | $ | 75.14 | | (2) | 32,318 | | (3) |
| Equity compensation plans not approved by security holders | | Not applicable | | Not applicable | | Not applicable | |
| Total | | 26,291 | | | $ | 75.14 | | | 32,318 | | |
_______
| |
(1)
| Consists of 40,979 options outstanding and 2,730 restricted stock units awarded but not yet vested under the Company’s 2013 Incentive Compensation Plan, as more fully described in Note 8, Capital Stock and Stock-Based Compensation Plans to the Consolidated Financial Statements. |
| |
(2)
| Includes the weighted-average exercise price of stock options outstanding of $65.00 and restricted stock units of $0.00. |
| |
(3)
| Amount includes 20,997 options available for issuance and 9,870 restricted stock units available for issuance under the Company’s 2013 Incentive Compensation Plan. |
(1)Consists of 24,431 options outstanding and 1,860 restricted stock units awarded but not yet vested under the Company’s 2013 Incentive Compensation Plan and the Company’s 2019 Incentive Compensation Plan, respectively, as more fully described in Note 8, Capital Stock and Stock-Based Compensation Plans to the Consolidated Financial Statements.
(2)Includes the weighted-average exercise price of stock options outstanding of $75 and restricted stock units of $77.
| |
ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE |
(3)Amount includes 22,004 options available for issuance and 10,314 restricted stock units available for issuance under the Company’s 2019 Incentive Compensation Plan.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
The information regarding certain relationships and related transactions and director independence set forth in the 20182023 Proxy Statement is incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information regarding auditor fees and services set forth in the 20182023 Proxy Statement is incorporated herein by reference.
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| |
(a) | Financial Statements and Financial Statement Schedules |
(a)Financial Statements and Financial Statement Schedules
See “Index to Financial Statements.”
(b)Exhibits:
|
| | | | | | | |
| Exhibit No. | Description |
| |
| 3-A | | |
| | |
| 3-B | | |
| | |
| 4 | a) | |
| | |
| b) | Indenture, dated as of November 15, 1992, between the Company and The Bank of New York Mellon (formerly known as The Bank of New York) as Trustee. (Registrant hereby incorporates by reference Exhibit 4.1 to its Registration Statement on Form S-3 and Post-Effective Amendment No. 1 filed on June 26, 1992, Registration No. 33-48840.)*(1) |
| | |
| b)c) | |
| | |
| 10-A | a) | |
| | |
| b) | |
| | |
| c) | |
| | |
| d) | |
| | |
| e) | |
| | |
| f) | |
| | |
| 10-B | a) | |
| | |
| b) | |
| | |
| c) | |
| | |
10-B | a) | |
| | |
| 10-C | b)a) | Colgate-Palmolive Company Executive Incentive Compensation Plan Trust, as amended. (Registrant hereby incorporates by reference Exhibit 10-B (b) to its Annual Report on Form 10-K for the year ended December 31, 1987, File No. 1-644.)* |
| | |
| c)b) | |
| | |
|
| | |
Exhibit No.10-E | Description |
| | |
10-C | a) | |
| | |
10-D | a) | |
| | |
| b) | Colgate-Palmolive Company Executive Severance Plan Trust. (Registrant hereby incorporates by reference Exhibit 10-E (b) to its Annual Report on Form 10-K for the year ended December 31, 1987, File No. 1-644.)* |
| | |
10-E | c) | |
| | |
| 10-F | | |
| | |
10-F10-G | a) | |
| | |
| b) | |
| | |
10-G10-H | | |
| | |
10-H | | |
| | |
10-I | a) | |
| | |
| b) | |
| | |
10-J | a) | |
| | |
| 10-I | b) | Amendment,Amended and RestatedFive Year Credit Agreement, dated September 27, 2017, toas of November 4, 2022, by and among Colgate-Palmolive Company, as Borrower, Citibank, N.A., as Administrative Agent and Arranger, and the Lenders party thereto. ** |
| | |
| 10-J | | |
| | |
| 10-K | | |
| | |
|
| | |
Exhibit No. | Description |
| | |
10-L | a) | |
| | |
| b) | |
| | |
| c) | |
| | |
| d) | |
| | |
| e) | |
| | |
| f) | |
| | |
| g) | |
| | |
| h) | |
| | |
10-M | a) | |
| | |
| b) | |
| | |
| c) | |
| | |
| d) | |
| | |
| e) | |
| |
| f) | |
|
| | |
Exhibit No.21 | |
| | |
| g) | |
| | |
10-N | | |
| | |
12 | | |
| | |
21 | | |
| | |
| 23 | | |
| | |
| 24 | | |
| | |
| 31-A | | |
| | |
| 31-B | | |
| | |
| 32 | | |
| | |
| 101 | | The following materials from Colgate-Palmolive Company’s Annual Report on Form 10-K for the year ended December 31, 2017,2022, formatted in Inline eXtensible Business Reporting Language (XBRL)(Inline XBRL): (i) the Consolidated Statements of Income, (ii) the Consolidated Balance Sheets, (iii) the Consolidated Statements of Changes in Shareholders’ Equity, (iv) the Consolidated Statements of Comprehensive Income, (v) the Consolidated Statements of Cash Flows, (vi) Notes to Consolidated Financial Statements, and (vii) Financial Statement Schedule.** |
| | | | | | | | |
* | Registrant hereby undertakes to furnish the Commission, upon request, with a copy of any instrument with respect to long-term debt where the total amount of securities authorized thereunder does not exceed 10% of the total assets of the registrant and its subsidiaries on a consolidated basis. |
| |
| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).** | Filed herewith. |
__________
* Indicates a management contract or compensatory plan or arrangement.
** Filed herewith.
*** Furnished herewith.
(1) Registrant hereby undertakes to furnish the Commission, upon request, with a copy of any instrument with respect to long-term debt where the total amount of securities authorized thereunder does not exceed 10% of the total assets of the Registrant and its subsidiaries on a consolidated basis.
The exhibits indicated above that are not included with the Form 10-K are available upon request and payment of a reasonable fee approximating the registrant’s cost of providing and mailing the exhibits. Inquiries should be directed to:
|
| | | | |
| Colgate-Palmolive Company |
| Office of the Secretary (10-K Exhibits) |
| 300 Park Avenue |
| New York, NY 10022-7499 |
ITEM 16. FORM 10-K SUMMARY
None.
COLGATE-PALMOLIVE COMPANY
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
| | | | | | | |
| Colgate-Palmolive Company (Registrant) |
| | |
Date: February 15, 201816, 2023 | By | /s/ Ian CookNoel R. Wallace |
| | Ian Cook
Noel R. Wallace
Chairman of the Board, President and
Chief Executive Officer
|
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 15, 2018,16, 2023, by the following persons on behalf of the registrant and in the capacities indicated.
| | | | | | | | |
| (a) Principal Executive Officer | | (d) Directors: |
| | |
(a) Principal Executive Officer/s/ Noel R. Wallace | | (d) Directors:/s/ Noel R. Wallace |
| | |
/s/ Ian Cook | | /s/ Ian Cook |
Ian Cook
Noel R. Wallace
Chairman of the Board, President and
Chief Executive Officer
| | Ian CookNoel R. Wallace |
| (b) Principal Financial Officer | | Charles A. Bancroft, John P. Bilbrey,
John T. Cahill, Helene D. Gayle,Steve A. Cahillane, EllenLisa M. Hancock,Edwards, C. Martin Harris,
Martina Hund-Mejean, Kimberly A. Nelson, Lorrie M. Norrington, Michael B. Polk, Stephen I. SadoveSadove* |
| | |
/s/ DennisStanley J. HickeySutula III | | /s/*By: /s/ Jennifer M. Daniels |
DennisStanley J. HickeySutula III
Chief Financial Officer | | Jennifer M. Daniels As Attorney-in-Fact |
| | |
| (c) Principal Accounting Officer | | |
| | |
/s/ Henning I. JakobsenGregory O. Malcolm | | |
Henning I. Jakobsen
Gregory O. Malcolm
Vice President and Corporate Controller | | |
Index to Financial Statements
|
| | | | |
| Page |
| Consolidated Financial Statements | |
| |
| Report of Independent Registered Public Accounting Firm (PCAOB ID 238) | |
| |
Consolidated Statements of Income for the years ended December 31, 2017, 20162022, 2021 and 20152020 | |
| |
Consolidated Statements of Comprehensive Income for the years ended December 31, 2017, 20162022, 2021 and 20152020 | |
| |
Consolidated Balance Sheets as of December 31, 20172022 and 20162021 | |
| |
Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2017, 20162022, 2021 and 20152020 | |
| |
Consolidated Statements of Cash Flows for the years ended December 31, 2017, 20162022, 2021 and 20152020 | |
| |
| Notes to Consolidated Financial Statements | |
| |
| Financial Statement Schedule | |
| |
Schedule II - Valuation and Qualifying Accounts for the years ended December 31, 2017, 20162022, 2021 and 20152020 | |
| |
| Selected Financial Data | |
| |
Market and Dividend Information | |
| |
Historical Financial Summary | |
All other financial statements and schedules not listed have been omitted since the required information is included in the financial statements or the notes thereto or is not applicable or required.
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of
Colgate-Palmolive Company
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the consolidated financial statements, including the related notes and financial statement schedule, of Colgate-Palmolive Company and its subsidiaries (the “Company”) as listed in the accompanying index (collectively referred to as the “consolidated financial statements”).We also have audited the Company’sCompany's internal control over financial reporting as of December 31, 2017,2022, based on criteria established in Internal Control - Integrated Framework(2013)issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 20172022 and December 31, 2016,2021, and the results of theirits operations and theirits cash flows for each of the three years in the period ended December 31, 20172022 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company’sCompany's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’sManagement’s Annual Report on Internal Control overOver Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’sCompany's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”)(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’scompany’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’scompany’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’scompany’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill and Indefinite-Lived Intangible Asset Impairment Assessments - Filorga
As described in Notes 2 and 5 to the consolidated financial statements, the Company’s balance of goodwill related to the Filorga reporting unit and the associated indefinite-lived intangible asset was $214 million and $257 million, respectively, as of December 31, 2022.Goodwill and indefinite-lived intangible assets are subject to impairment tests at least annually or when events or changes in circumstances indicate that an asset may be impaired. During the fourth quarter of 2022, management concluded that the changes in circumstances in the Filorga reporting unit triggered the need for an interim impairment review of its indefinite-lived trademark and goodwill. As a result of the impairment test, management concluded that the carrying value of the trademark exceeded its estimated fair value, and recorded an impairment charge of $300 million, reducing its carrying value to $257 million as of December 31, 2022. After adjusting the carrying value of the trademark, management completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $332 million, reducing the carrying value of goodwill to $214 million as of December 31, 2022. The fair value of the Filorga reporting unit and indefinite-lived trademark were determined by management using an income approach. This method incorporates significant judgments and estimates by management regarding several key inputs, including future cash flows, sales growth rates, discount rate, and the selection of royalty rates, among others.
The principal considerations for our determination that performing procedures relating to the goodwill and indefinite-lived intangible asset impairment assessments of Filorga is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the reporting unit and indefinite-lived intangible asset; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the sales growth rates and discount rate for the goodwill and indefinite-lived intangible asset, and the royalty rate for the indefinite-lived intangible asset; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill and indefinite-lived intangible asset impairment assessments, including controls over the valuation estimate of the Filorga reporting unit and indefinite-lived intangible asset. These procedures also included, among others (i) testing management’s process for developing the fair value of the reporting unit and indefinite-lived intangible asset; (ii) evaluating the appropriateness of the income approach; (iii) testing the completeness and accuracy of underlying data used in the income approach; and (iv) evaluating the reasonableness of significant assumptions used by management related to the sales growth rates and discount rate for the goodwill and indefinite-lived intangible asset, and the royalty rate for the indefinite-lived intangible asset. Evaluating management’s significant assumptions related to the sales growth rates and discount rate for the goodwill and indefinite-lived intangible asset, and the royalty rate for the indefinite-lived intangible asset involved evaluating whether the significant assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit; (ii) the consistency with external market and industry data; and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the income approach and the reasonableness of the discount rate and royalty rate significant assumptions.
|
| | | | |
/s/ PRICEWATERHOUSECOOPERSPricewaterhouseCoopers LLP | |
New York, New York February 15, 201816, 2023 | |
We have served as the Company’sCompany’s auditor since 2002. | |
COLGATE-PALMOLIVE COMPANY
Consolidated Statements of Income
For the years ended December 31,
(Dollars in Millions Except Per Share Amounts) | | | | | | | | | | | | | | | | | |
| 2022 | | 2021 | | 2020 |
| Net sales | $ | 17,967 | | | $ | 17,421 | | | $ | 16,471 | |
| Cost of sales | 7,719 | | | 7,046 | | | 6,454 | |
| Gross profit | 10,248 | | | 10,375 | | | 10,017 | |
| Selling, general and administrative expenses | 6,565 | | | 6,407 | | | 6,019 | |
| Other (income) expense, net | 69 | | | 65 | | | 113 | |
| Goodwill and intangible assets impairment charges | 721 | | | 571 | | | — | |
| | | | | |
| Operating profit | 2,893 | | | 3,332 | | | 3,885 | |
| Non-service related postretirement costs | 80 | | | 70 | | | 74 | |
| Interest (income) expense, net | 153 | | | 175 | | | 164 | |
| Income before income taxes | 2,660 | | | 3,087 | | | 3,647 | |
| Provision for income taxes | 693 | | | 749 | | | 787 | |
| Net income including noncontrolling interests | 1,967 | | | 2,338 | | | 2,860 | |
| Less: Net income attributable to noncontrolling interests | 182 | | | 172 | | | 165 | |
| Net income attributable to Colgate-Palmolive Company | $ | 1,785 | | | $ | 2,166 | | | $ | 2,695 | |
| Earnings per common share, basic | $ | 2.13 | | | $ | 2.56 | | | $ | 3.15 | |
| Earnings per common share, diluted | $ | 2.13 | | | $ | 2.55 | | | $ | 3.14 | |
|
| | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| Net sales | $ | 15,454 |
| | $ | 15,195 |
| | $ | 16,034 |
|
| Cost of sales | 6,174 |
| | 6,072 |
| | 6,635 |
|
| Gross profit | 9,280 |
| | 9,123 |
| | 9,399 |
|
| Selling, general and administrative expenses | 5,497 |
| | 5,249 |
| | 5,464 |
|
| Other (income) expense, net | 194 |
| | 37 |
| | 62 |
|
| Charge for Venezuela accounting change | — |
| | — |
| | 1,084 |
|
| Operating profit | 3,589 |
| | 3,837 |
| | 2,789 |
|
| Interest (income) expense, net | 102 |
| | 99 |
| | 26 |
|
| Income before income taxes | 3,487 |
| | 3,738 |
| | 2,763 |
|
| Provision for income taxes | 1,313 |
| | 1,152 |
| | 1,215 |
|
| Net income including noncontrolling interests | 2,174 |
| | 2,586 |
| | 1,548 |
|
| Less: Net income attributable to noncontrolling interests | 150 |
| | 145 |
| | 164 |
|
| Net income attributable to Colgate-Palmolive Company | $ | 2,024 |
| | $ | 2,441 |
| | $ | 1,384 |
|
| Earnings per common share, basic | $ | 2.30 |
| | $ | 2.74 |
| | $ | 1.53 |
|
| Earnings per common share, diluted | $ | 2.28 |
| | $ | 2.72 |
| | $ | 1.52 |
|
See Notes to Consolidated Financial Statements.
6772
COLGATE-PALMOLIVE COMPANY
Consolidated Statements of Comprehensive Income
For the years ended December 31,
(Dollars in Millions) | | | | | | | | | | | | | | | | | |
| 2022 | | 2021 | | 2020 |
| Net income including noncontrolling interests | $ | 1,967 | | | $ | 2,338 | | | $ | 2,860 | |
| Other comprehensive income (loss), net of tax: | | | | | |
| Cumulative translation adjustments | (146) | | | (193) | | | (24) | |
| Retirement plan and other retiree benefit adjustments | 413 | | | 134 | | | (40) | |
| | | | | |
| Gains (losses) on cash flow hedges | 60 | | | 16 | | | (2) | |
| Total Other comprehensive income (loss), net of tax | 327 | | | (43) | | | (66) | |
| Total Comprehensive income including noncontrolling interests | 2,294 | | | 2,295 | | | 2,794 | |
| Less: Net income attributable to noncontrolling interests | 182 | | | 172 | | | 165 | |
| Less: Cumulative translation adjustments attributable to noncontrolling interests | (4) | | | (2) | | | 6 | |
| Total Comprehensive income attributable to noncontrolling interests | 178 | | | 170 | | | 171 | |
| Total Comprehensive income attributable to Colgate-Palmolive Company | $ | 2,116 | | | $ | 2,125 | | | $ | 2,623 | |
|
| | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| Net income including noncontrolling interests | $ | 2,174 |
| | $ | 2,586 |
| | $ | 1,548 |
|
| Other comprehensive income (loss), net of tax: | | | | | |
| Cumulative translation adjustments | 302 |
| | (137 | ) | | (645 | ) |
| Retirement plan and other retiree benefit adjustments | 54 |
| | (109 | ) | | 196 |
|
| Gains (losses) on available-for-sale securities | — |
| | (1 | ) | | (7 | ) |
| Gains (losses) on cash flow hedges | (14 | ) | | 5 |
| | 2 |
|
| Total Other comprehensive income (loss), net of tax | 342 |
| | (242 | ) | | (454 | ) |
| Total Comprehensive income including noncontrolling interests | 2,516 |
| | 2,344 |
| | 1,094 |
|
| Less: Net income attributable to noncontrolling interests | 150 |
| | 145 |
| | 164 |
|
| Less: Cumulative translation adjustments attributable to noncontrolling interests | 17 |
| | (12 | ) | | (11 | ) |
| Total Comprehensive income attributable to noncontrolling interests | 167 |
| | 133 |
| | 153 |
|
| Total Comprehensive income attributable to Colgate-Palmolive Company | $ | 2,349 |
| | $ | 2,211 |
| | $ | 941 |
|
See Notes to Consolidated Financial Statements.
6873
COLGATE-PALMOLIVE COMPANY
Consolidated Balance Sheets
As of December 31,
(Dollars in Millions Except Share and Per Share Amounts) | | | | | | | | | | | |
| 2022 | | 2021 |
| Assets | | | |
| Current Assets | | | |
| Cash and cash equivalents | $ | 775 | | | $ | 832 | |
| Receivables (net of allowances of $70 and $78, respectively) | 1,504 | | | 1,297 | |
| Inventories | 2,074 | | | 1,692 | |
| Other current assets | 760 | | | 576 | |
| Total current assets | 5,113 | | | 4,397 | |
| Property, plant and equipment, net | 4,307 | | | 3,730 | |
| Goodwill | 3,352 | | | 3,284 | |
| Other intangible assets, net | 1,920 | | | 2,462 | |
| Deferred income taxes | 135 | | | 193 | |
| Other assets | 904 | | | 974 | |
| Total assets | $ | 15,731 | | | $ | 15,040 | |
| Liabilities and Shareholders’ Equity | | | |
| Current Liabilities | | | |
| Notes and loans payable | $ | 11 | | | $ | 39 | |
| Current portion of long-term debt | 14 | | | 12 | |
| Accounts payable | 1,551 | | | 1,479 | |
| Accrued income taxes | 317 | | | 436 | |
| Other accruals | 2,111 | | | 2,085 | |
| Total current liabilities | 4,004 | | | 4,051 | |
| Long-term debt | 8,741 | | | 7,194 | |
| Deferred income taxes | 383 | | | 395 | |
| Other liabilities | 1,797 | | | 2,429 | |
| Total liabilities | 14,925 | | | 14,069 | |
| Commitments and contingent liabilities | — | | | — | |
| Shareholders’ Equity | | | |
| Common stock, $1 par value (2,000,000,000 shares authorized, 1,465,706,360 shares issued) | 1,466 | | | 1,466 | |
| Additional paid-in capital | 3,546 | | | 3,269 | |
| Retained earnings | 24,573 | | | 24,350 | |
| Accumulated other comprehensive income (loss) | (4,055) | | | (4,386) | |
| Unearned compensation | (1) | | | (1) | |
| Treasury stock, at cost | (25,128) | | | (24,089) | |
| Total Colgate-Palmolive Company shareholders’ equity | 401 | | | 609 | |
| Noncontrolling interests | 405 | | | 362 | |
| Total equity | 806 | | | 971 | |
| Total liabilities and equity | $ | 15,731 | | | $ | 15,040 | |
|
| | | | | | | |
| | 2017 | | 2016 |
| Assets | | | |
| Current Assets | | | |
| Cash and cash equivalents | $ | 1,535 |
| | $ | 1,315 |
|
| Receivables (net of allowances of $77 and $73, respectively) | 1,480 |
| | 1,411 |
|
| Inventories | 1,221 |
| | 1,171 |
|
| Other current assets | 403 |
| | 441 |
|
| Total current assets | 4,639 |
| | 4,338 |
|
| Property, plant and equipment, net | 4,072 |
| | 3,840 |
|
| Goodwill | 2,218 |
| | 2,107 |
|
| Other intangible assets, net | 1,341 |
| | 1,313 |
|
| Deferred income taxes | 188 |
| | 301 |
|
| Other assets | 218 |
| | 224 |
|
| Total assets | $ | 12,676 |
| | $ | 12,123 |
|
| Liabilities and Shareholders’ Equity | |
| | |
|
| Current Liabilities | |
| | |
|
| Notes and loans payable | $ | 11 |
| | $ | 13 |
|
| Current portion of long-term debt | — |
| | — |
|
| Accounts payable | 1,212 |
| | 1,124 |
|
| Accrued income taxes | 354 |
| | 441 |
|
| Other accruals | 1,831 |
| | 1,727 |
|
| Total current liabilities | 3,408 |
| | 3,305 |
|
| Long-term debt | 6,566 |
| | 6,520 |
|
| Deferred income taxes | 204 |
| | 246 |
|
| Other liabilities | 2,255 |
| | 2,035 |
|
| Total liabilities | 12,433 |
| | 12,106 |
|
| Commitments and contingent liabilities | — |
| | — |
|
| Shareholders’ Equity | |
| | |
|
| Common stock, $1 par value (2,000,000,000 shares authorized, 1,465,706,360 shares issued) | 1,466 |
| | 1,466 |
|
| Additional paid-in capital | 1,984 |
| | 1,691 |
|
| Retained earnings | 20,531 |
| | 19,922 |
|
| Accumulated other comprehensive income (loss) | (3,855 | ) | | (4,180 | ) |
| Unearned compensation | (5 | ) | | (7 | ) |
| Treasury stock, at cost | (20,181 | ) | | (19,135 | ) |
| Total Colgate-Palmolive Company shareholders’ equity | (60 | ) | | (243 | ) |
| Noncontrolling interests | 303 |
| | 260 |
|
| Total equity | 243 |
| | 17 |
|
| Total liabilities and equity | $ | 12,676 |
| | $ | 12,123 |
|
See Notes to Consolidated Financial Statements.
6974
COLGATE-PALMOLIVE COMPANY
Consolidated Statements of Changes in Shareholders’ Equity
(Dollars in Millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Colgate-Palmolive Company Shareholders’ Equity | | |
| | Common Stock | | Additional Paid-In Capital | | Unearned Compensation | | Treasury Stock | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss) | | Noncontrolling Interests |
| Balance, January 1, 2020 | $ | 1,466 | | | $ | 2,488 | | | $ | (2) | | | $ | (22,063) | | | $ | 22,501 | | | $ | (4,273) | | | $ | 441 | |
| Net income | | | | | | | | | 2,695 | | | | | 165 | |
| Other comprehensive income (loss), net of tax | | | | | | | | | | | (72) | | | 6 | |
| Dividends ($1.75)/per share* | | | | | | | | | (1,502) | | | | | (152) | |
| Stock-based compensation expense | | | 107 | | | | | | | | | | | |
| Shares issued for stock options | | | 400 | | | | | 462 | | | | | | | |
| Shares issued for restricted stock awards | | | (31) | | | | | 31 | | | | | | | |
| Noncontrolling interests acquired | | | | | | | | | | | | | (99) | |
| Treasury stock acquired | | | | | | | (1,476) | | | | | | | |
| Other | | | 5 | | | 1 | | | 1 | | | 5 | | | | | (3) | |
| Balance, December 31, 2020 | $ | 1,466 | | | $ | 2,969 | | | $ | (1) | | | $ | (23,045) | | | $ | 23,699 | | | $ | (4,345) | | | $ | 358 | |
| Net income | | | | | | | | | 2,166 | | | | | 172 | |
| Other comprehensive income (loss), net of tax | | | | | | | | | | | (41) | | | (2) | |
| Dividends ($1.79)/per share* | | | | | | | | | (1,515) | | | | | (166) | |
| Stock-based compensation expense | | | 135 | | | | | | | | | | | |
| Shares issued for stock options | | | 188 | | | | | 248 | | | | | | | |
| Shares issued for restricted stock awards | | | (27) | | | | | 27 | | | | | | | |
| Treasury stock acquired | | | | | | | (1,320) | | | | | | | |
| Other | | | 4 | | | | | 1 | | | | | | | |
| Balance, December 31, 2021 | $ | 1,466 | | | $ | 3,269 | | | $ | (1) | | | $ | (24,089) | | | $ | 24,350 | | | $ | (4,386) | | | $ | 362 | |
| Net income | | | | | | | | | 1,785 | | | | | 182 | |
| Other comprehensive income (loss), net of tax | | | | | | | | | | | 331 | | | (4) | |
| Dividends ($1.86)/per share* | | | | | | | | | (1,562) | | | | | (135) | |
| Stock-based compensation expense | | | 125 | | | | | | | | | | | |
| Shares issued for stock options | | | 190 | | | | | 226 | | | | | | | |
| Shares issued for restricted stock awards | | | (40) | | | | | 40 | | | | | | | |
| | | | | | | | | | | | | |
| Treasury stock acquired | | | | | | | (1,308) | | | | | | | |
| Other | | | 2 | | | | | 3 | | | | | | | |
| Balance, December 31, 2022 | $ | 1,466 | | | $ | 3,546 | | | $ | (1) | | | $ | (25,128) | | | $ | 24,573 | | | $ | (4,055) | | | $ | 405 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Colgate-Palmolive Company Shareholders’ Equity | | |
| | Common Stock | | Additional Paid-In Capital | | Unearned Compensation | | Treasury Stock | | Retained Earnings | | Accumulated Other Comprehensive Income (Loss) | | Noncontrolling Interests |
| Balance, January 1, 2015 | $ | 1,466 |
| | $ | 1,236 |
| | $ | (20 | ) | | $ | (16,862 | ) | | $ | 18,832 |
| | $ | (3,507 | ) | | $ | 240 |
|
| Net income | |
| | |
| | |
| | |
| | 1,384 |
| | |
| | 164 |
|
| Other comprehensive income (loss), net of tax | |
| | |
| | |
| | |
| | |
| | (443 | ) | | (11 | ) |
| Dividends | |
| | |
| | |
| | |
| | (1,355 | ) | | |
| | (138 | ) |
| Stock-based compensation expense | |
| | 125 |
| | |
| | |
| | |
| | |
| | |
|
| Shares issued for stock options | |
| | 90 |
| | |
| | 243 |
| | |
| | |
| | |
|
| Shares issued for restricted stock awards | | | (69 | ) | | | | 69 |
| | | | | | |
| Treasury stock acquired | |
| | |
| | |
| | (1,551 | ) | | |
| | |
| | |
|
| Other | |
| | 56 |
| | 8 |
| | (1 | ) | | |
| | |
| |
|
|
| Balance, December 31, 2015 | $ | 1,466 |
| | $ | 1,438 |
| | $ | (12 | ) | | $ | (18,102 | ) | | $ | 18,861 |
| | $ | (3,950 | ) | | $ | 255 |
|
| Net income | | | | | | | | | 2,441 |
| | | | 145 |
|
| Other comprehensive income (loss), net of tax | | | | | | | | | | | (230 | ) | | (12 | ) |
| Dividends | | | | | | | | | (1,380 | ) | | | | (128 | ) |
| Stock-based compensation expense | | | 123 |
| | | | | | | | | | |
| Shares issued for stock options | | | 128 |
| | | | 242 |
| | | | | | |
| Shares issued for restricted stock awards | | | (60 | ) | | | | 60 |
| | | | | | |
| Treasury stock acquired | | | | | | | (1,335 | ) | | | | | | |
| Other | | | 62 |
| | 5 |
| |
|
| | | | | |
|
|
| Balance, December 31, 2016 | $ | 1,466 |
| | $ | 1,691 |
| | $ | (7 | ) | | $ | (19,135 | ) | | $ | 19,922 |
| | $ | (4,180 | ) | | $ | 260 |
|
| Net income | |
| | |
| | |
| | |
| | 2,024 |
| | |
| | 150 |
|
| Other comprehensive income (loss), net of tax | |
| | |
| | |
| | |
| | |
| | 325 |
| | 17 |
|
| Dividends | |
| | |
| | |
| | |
| | (1,405 | ) | | |
| | (124 | ) |
| Stock-based compensation expense | |
| | 127 |
| | |
| | |
| | |
| | |
| | |
|
| Shares issued for stock options | |
| | 197 |
| | |
| | 313 |
| | |
| | |
| | |
|
| Shares issued for restricted stock awards | | | (34 | ) | | | | 34 |
| | | | | | |
| Treasury stock acquired | |
| | |
| | |
| | (1,399 | ) | | |
| | |
| | |
|
| Other | |
| | 3 |
| | 2 |
| | 6 |
| | (10 | ) | | |
| |
|
|
| Balance, December 31, 2017 | $ | 1,466 |
| | $ | 1,984 |
| | $ | (5 | ) | | $ | (20,181 | ) | | $ | 20,531 |
| | $ | (3,855 | ) | | $ | 303 |
|
See Notes to Consolidated Financial Statements.
7075
COLGATE-PALMOLIVE COMPANY
Consolidated Statements of Cash Flows
For the years ended December 31,
(Dollars in Millions) | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | 2020 |
| Operating Activities | | | | | |
| Net income including noncontrolling interests | $ | 1,967 | | | $ | 2,338 | | | $ | 2,860 | |
| Adjustments to reconcile net income including noncontrolling interests to net cash provided by operations: | | | | | |
| Depreciation and amortization | 545 | | | 556 | | | 539 | |
| Restructuring and termination benefits, net of cash | 49 | | | (21) | | | (71) | |
| | | | | |
| Stock-based compensation expense | 125 | | | 135 | | | 107 | |
| Gain on the sale of land | (47) | | | — | | | — | |
| Goodwill and intangible assets impairment charges | 721 | | | 571 | | | — | |
| | | | | |
| Loss on early extinguishment of debt | — | | | 75 | | | 23 | |
| | | | | |
| Deferred income taxes | (78) | | | (132) | | | (120) | |
| | | | | |
| | | | | |
| Cash effects of changes in: | | | | | |
| Receivables | (227) | | | (84) | | | 138 | |
| Inventories | (333) | | | (72) | | | (251) | |
| Accounts payable and other accruals | (115) | | | 14 | | | 520 | |
| Other non-current assets and liabilities | (51) | | | (55) | | | (26) | |
| Net cash provided by operations | 2,556 | | | 3,325 | | | 3,719 | |
| Investing Activities | | | | | |
| Capital expenditures | (696) | | | (567) | | | (410) | |
| | | | | |
| Purchases of marketable securities and investments | (470) | | | (141) | | | (143) | |
| Proceeds from sale of marketable securities and investments | 322 | | | 141 | | | 124 | |
| | | | | |
| | | | | |
| Payment for acquisitions, net of cash acquired | (809) | | | — | | | (353) | |
| Proceeds from the sale of land | 47 | | | — | | | — | |
| Other investing activities | 5 | | | (25) | | | 3 | |
| Net cash used in investing activities | (1,601) | | | (592) | | | (779) | |
| Financing Activities | | | | | |
| Short-term borrowing (repayment) less than 90 days, net | 540 | | | (171) | | | 488 | |
Principal payments on debt (1) | (406) | | | (703) | | | (1,085) | |
| Proceeds from issuance of debt | 1,513 | | | 699 | | | — | |
| Dividends paid | (1,691) | | | (1,679) | | | (1,654) | |
| Purchases of treasury shares | (1,308) | | | (1,320) | | | (1,476) | |
| Proceeds from exercise of stock options | 418 | | | 424 | | | 874 | |
| Purchases of non-controlling interests in subsidiaries | — | | | — | | | (99) | |
| Other financing activities | (18) | | | (24) | | | 33 | |
| Net cash used in financing activities | (952) | | | (2,774) | | | (2,919) | |
| Effect of exchange rate changes on Cash and cash equivalents | (60) | | | (15) | | | (16) | |
| Net (decrease) increase in Cash and cash equivalents | (57) | | | (56) | | | 5 | |
| Cash and cash equivalents at beginning of year | 832 | | | 888 | | | 883 | |
| Cash and cash equivalents at end of year | $ | 775 | | | $ | 832 | | | $ | 888 | |
| Supplemental Cash Flow Information | | | | | |
| Income taxes paid | $ | 945 | | | $ | 890 | | | $ | 845 | |
| Interest paid | $ | 151 | | | $ | 194 | | | $ | 188 | |
|
| | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| Operating Activities | | | | | |
| Net income including noncontrolling interests | $ | 2,174 |
| | $ | 2,586 |
| | $ | 1,548 |
|
| Adjustments to reconcile net income including noncontrolling interests to net cash provided by operations: | |
| | |
| | |
| Depreciation and amortization | 475 |
| | 443 |
| | 449 |
|
| Restructuring and termination benefits, net of cash | 91 |
| | (9 | ) | | 69 |
|
| Venezuela remeasurement charges | — |
| | — |
| | 34 |
|
| Stock-based compensation expense | 127 |
| | 123 |
| | 125 |
|
| Gain on sale of land in Mexico | — |
| | (97 | ) | | — |
|
| Gain on sale of South Pacific laundry detergent business | — |
| | — |
| | (187 | ) |
| Charge for Venezuela accounting change | — |
| | — |
| | 1,084 |
|
| Charge for U.S. tax reform | 275 |
| | — |
| | — |
|
| Deferred income taxes | 108 |
| | 56 |
| | (51 | ) |
| Voluntary benefit plan contributions | (81 | ) | | (53 | ) | | — |
|
| Cash effects of changes in: | |
| | | | |
| Receivables | (15 | ) | | (17 | ) | | (75 | ) |
| Inventories | (8 | ) | | (4 | ) | | (13 | ) |
| Accounts payable and other accruals | (96 | ) | | 100 |
| | (67 | ) |
| Other non-current assets and liabilities | 4 |
| | 13 |
| | 33 |
|
| Net cash provided by operations | 3,054 |
| | 3,141 |
| | 2,949 |
|
| Investing Activities | |
| | |
| | |
| Capital expenditures | (553 | ) | | (593 | ) | | (691 | ) |
| Sale of property and non-core product lines | 44 |
| | — |
| | 9 |
|
| Purchases of marketable securities and investments | (347 | ) | | (336 | ) | | (742 | ) |
| Proceeds from sale of marketable securities and investments | 391 |
| | 378 |
| | 599 |
|
| Proceeds from sale of land in Mexico | — |
| | 60 |
| | — |
|
| Proceeds from sale of South Pacific laundry detergent business | — |
| | — |
| | 221 |
|
| Payment for acquisitions, net of cash acquired | — |
| | (5 | ) | | (13 | ) |
| Reduction in cash due to Venezuela accounting change | — |
| | — |
| | (75 | ) |
| Other | (6 | ) | | (3 | ) | | 7 |
|
| Net cash used in investing activities | (471 | ) | | (499 | ) | | (685 | ) |
| Financing Activities | |
| | |
| | |
| Principal payments on debt | (4,808 | ) | | (7,274 | ) | | (9,181 | ) |
| Proceeds from issuance of debt | 4,779 |
| | 7,438 |
| | 9,602 |
|
| Dividends paid | (1,529 | ) | | (1,508 | ) | | (1,493 | ) |
| Purchases of treasury shares | (1,399 | ) | | (1,335 | ) | | (1,551 | ) |
| Proceeds from exercise of stock options | 507 |
| | 446 |
| | 347 |
|
| Net cash used in financing activities | (2,450 | ) | | (2,233 | ) | | (2,276 | ) |
| Effect of exchange rate changes on Cash and cash equivalents | 87 |
| | (64 | ) | | (107 | ) |
| Net (decrease) increase in Cash and cash equivalents | 220 |
| | 345 |
| | (119 | ) |
| Cash and cash equivalents at beginning of year | 1,315 |
| | 970 |
| | 1,089 |
|
| Cash and cash equivalents at end of year | $ | 1,535 |
| | $ | 1,315 |
| | $ | 970 |
|
| Supplemental Cash Flow Information | |
| | |
| | |
| Income taxes paid | $ | 1,037 |
| | $ | 932 |
| | $ | 1,259 |
|
| Interest paid | $ | 150 |
| | $ | 162 |
| | $ | 131 |
|
See Notes to Consolidated Financial Statements.
7176
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements
(Dollars in Millions Except Share and Per Share Amounts)
1. Nature of Operations
The Company manufactures and markets a wide variety of products in the U.S. and around the world in two product segments: Oral, Personal and Home Care; and Pet Nutrition. Oral, Personal and Home Care products include toothpaste, toothbrushes, and mouthwash, bar and liquid hand soaps, shower gels, shampoos, conditioners, deodorants and antiperspirants, laundry andskin health products, dishwashing detergents, fabric conditioners, household cleaners and other similar items. These products are sold primarily to retaila variety of traditional and wholesale customerseCommerce retailers, wholesalers and distributors worldwide. Pet Nutrition products include specialty pet nutrition products manufactured and marketed by Hill’s Pet Nutrition. The principal customers for Pet Nutrition products are authorized pet supply retailers, veterinarians and veterinarians. ManyeCommerce retailers. Some of theour products from both product segments are also sold to e-commerce retailers.direct-to-consumer. Principal global and regional trademarks include Colgate, Palmolive, Speed Stick,elmex, hello, meridol, Sorriso, Tom’s of Maine, EltaMD, Filorga, Irish Spring, Lady Speed Stick, PCA SKIN, Protex, Sanex, Softsoap, Irish Spring, Protex, Sorriso, Kolynos, elmex, Tom’s of Maine, Sanex,Speed Stick, Ajax, Axion, Fabuloso, Murphy, Soupline and Suavitel, as well as Hill’s Science Diet and Hill’s Prescription Diet and Hill’s Ideal Balance.Diet.
The Company’s principal classes of products accounted for the following percentages of worldwide Net sales for the past three years: | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| Oral Care | | 43 | % | | 44 | % | | 44 | % |
| Personal Care | | 19 | % | | 20 | % | | 21 | % |
| Home Care | | 17 | % | | 17 | % | | 18 | % |
| Pet Nutrition | | 21 | % | | 19 | % | | 17 | % |
| Total | | 100 | % | | 100 | % | | 100 | % |
|
| | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Oral Care | | 48 | % | | 47 | % | | 47 | % |
| Personal Care | | 19 | % | | 20 | % | | 20 | % |
| Home Care | | 18 | % | | 18 | % | | 19 | % |
| Pet Nutrition | | 15 | % | | 15 | % | | 14 | % |
| Total | | 100 | % | | 100 | % | | 100 | % |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts) 2. Summary of Significant Accounting Policies
Principles of Consolidation
The Consolidated Financial Statements include the accounts of Colgate-Palmolive Company and its majority-owned or controlled subsidiaries. Intercompany transactions and balances have been eliminated. The Company’s investments in consumer products companies with interests ranging between 20% and 50%, where the Company has significant influence over the investee, are accounted for using the equity method. Net income (loss) from such investments is recorded in Other (income) expense, net in the Consolidated Statements of Income. As of December 31, 20172022 and 2016,2021, equity method investments included in Other assets in the Consolidated Balance Sheets were $42$70 and $38,$64, respectively. Unrelated third parties hold the remaining ownership interests in these investments. Investments with less than a 20% interest are accounted for using therecorded at cost method. Effective December 31, 2015, the Company concluded it no longer met the accounting criteria for consolidation of its Venezuelan subsidiary (“CP Venezuela”) and began accounting for CP Venezuela using the cost method of accounting. As a result, effective December 31, 2015, CP Venezuela’s net assets and operating results are no longer includedperiodically adjusted based on observable price changes or quoted market prices in the Company’s Consolidated Financial Statements. See Note 14, Venezuela for further information.active markets, if applicable.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Use of Estimates
The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to use judgment and make estimates that affect the reported amounts of assets and liabilities and disclosure of contingent gains and losses at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The level of uncertainty in estimates and assumptions increases with the length of time until the underlying transactions are completed. As such, the most significant uncertainty in the Company’s assumptions and estimates involved in preparing the financial statements includes pension and other retiree benefit cost assumptions, stock-based compensation, asset impairments, uncertain tax positions, tax valuation allowances and legal and other contingency reserves, the provisional charge in 2017 related to U.S. tax reform (see Note 11, Income Taxes) and, prior to the deconsolidation of the Company’s Venezuelan operations, the selection of the exchange rate used to remeasure the financial statements of CP Venezuela (see Note 14, Venezuela).reserves. Additionally, the Company uses available market information and other valuation methodologies in assessing the fair value of financial instruments and retirement plan assets. Judgment is required in interpreting market data to develop the estimates of fair value and, accordingly, changes in assumptions or the estimation methodologies may affect the fair value estimates. Actual results could ultimately differ from those estimates.
Revenue Recognition
The Company’s revenue contracts represent a single performance obligation to sell its products to trade customers. Sales are recorded at the time control of the products are shippedis transferred to trade customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for the products. Control is the ability of trade customers to “direct the use of” and “obtain” the benefit from our products. In evaluating the timing of the transfer of control of products to trade customers, the Company considers several control indicators, including significant risks and rewards of products, the Company’s right to payment and the legal title of the products. Based on the assessment of control indicators, sales are generally recognized when risk of ownership transfers. products are delivered to trade customers.
Net sales reflect the transaction prices for contracts, which include units shipped at selling list prices reduced by variable consideration. Variable consideration includes expected sales returns and the cost of current and continuing promotional programs. Current promotional programs such asprimarily include product listing allowances and co-operative advertising arrangements, are recorded in the period incurred.arrangements. Continuing promotional programs are predominantly consumer coupons and volume-based sales incentive arrangementsarrangements. The cost of promotional programs is estimated using the expected value method considering all reasonably available information, including the Company’s historical experience and its current expectations, and is reflected in the transaction price when sales are recorded. Adjustments to the cost of promotional programs in subsequent periods are generally not material, as the Company’s promotional programs are typically of short duration, thereby reducing the uncertainty inherent in such estimates.
Sales returns are generally accepted at the Company’s discretion and are not material to the Company’s Consolidated Financial Statements. The Company’s contracts with trade customers do not have significant financing components or non-cash consideration and the Company does not have unbilled revenue or significant amounts of prepayments from customers. The redemption cost of consumer coupons is basedCompany records Net sales excluding taxes collected on historical redemption experienceits sales to its trade customers. Shipping and is recorded when couponshandling activities are distributed. Volume-based incentives offeredaccounted for as contract fulfillment costs and classified as Selling, general and administrative expenses.
COLGATE-PALMOLIVE COMPANY
Notes to trade customers are based on the estimated cost of the programConsolidated Financial Statements (continued)
(Dollars in Millions Except Share and are recorded as products are sold.Per Share Amounts)
Shipping and Handling Costs
Shipping and handling costs are classified as Selling, general and administrative expenses and were $1,183, $1,140$1,874, $1,687 and $1,235$1,392 for the years ended December 31, 2017, 20162022, 2021 and 2015,2020, respectively.
Marketing Costs
The Company markets its products through advertising and other promotional activities. Advertising costs are included in Selling, general and administrative expenses and are expensed as incurred. Certain consumer and trade promotional programs, such as consumer coupons, are recorded as a reduction of sales.
Cash and Cash Equivalents
The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents.
Inventories
The cost of approximately 75%80% of inventories is determined using the first-in, first-out (“FIFO”)FIFO method, which is stated at the lower of cost or net realizable value. The cost of all other inventories, in the U.S. and Mexico, is determined using the last-in, first-out (“LIFO”)LIFO method, which is stated at the lower of cost or market. Inventories in excess of one year of forecasted sales are classified in the Consolidated Balance Sheets as non-current “Other assets.”
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Property, Plant and Equipment
Land, buildings and machinery and equipment are stated at cost. Depreciation is provided, primarily using the straight-line method, over estimatedover-estimated useful lives ranging from 3 to 15 years for machinery and equipment and up to 40 years for buildings. Depreciation attributable to manufacturing operations is included in Cost of sales. The remaining component of depreciation is included in Selling, general and administrative expenses.
Goodwill and Other Intangibles
Goodwill and indefinite lifeindefinite-life intangible assets, such as the Company’s global brands, are subject to impairment tests at least annually. These tests were performed and did not resultannually or when events or changes in circumstances indicate that an impairment charge.asset may be impaired. Other intangible assets with finite lives, such as local brands and trademarks, customer relationships and non-compete agreements, are amortized over their estimated useful lives, generally ranging from 5 to 40 years. Amortization expense related to intangible assets is included in Other (income) expense, net, which is included in Operating profit.
Income Taxes
The provision for income taxes is determined using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized based upon the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates that will be in effect at the time such differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.
The Company uses a comprehensive model to recognize, measure, present and disclose in its financial statements uncertain tax positions that the Company has taken or expects to take on an income tax return. The Company recognizes interest expense and penalties related to unrecognized tax benefits within Provision for income taxes.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Financial Instruments
Derivative instruments are recorded as assets and liabilities at estimated fair value based on available market information. The Company’s derivative instruments that qualify for hedge accounting are designated as either fair value hedges, cash flow hedges or net investment hedges. For fair value hedges, changes in the fair value of the derivative, as well as the offsetting changes in the fair value of the hedged item, are recognized in earnings each period. For cash flow hedges, changes in the fair value of the derivative are recorded in Other comprehensive income (loss) and are recognized in earnings when the offsetting effect of the hedged item is also recognized in earnings. For hedges of the net investment in foreign subsidiaries, changes in the fair value of the derivative are recorded in Other comprehensive income (loss) to offset the change in the value of the net investment being hedged. Cash flows related to hedges are classified in the same category as the cash flows from the hedged item in the Consolidated Statements of Cash Flows.
The Company may also enter into certain foreign currency and interest rate instruments that economically hedge certain of its risks but do not qualify for hedge accounting. Changes in fair value of these derivative instruments, based on quoted market prices, are recognized in earnings each period. The Company’s derivative instruments and other financial instruments are more fully described in Note 7, Fair Value Measurements and Financial Instruments along with the related fair value measurement considerations.
Stock-Based Compensation
The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock units (both performance-based and time-vested), based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes-Merton (“Black-Scholes”) option pricing model to estimate the fair value of stock option awards. In addition to performance conditions, performance-based restricted stock units also include a total shareholder return modifier. Because the total shareholder return modifier is considered a market condition, the Company uses a Monte-Carlo simulation model to determine the fair value of performance-based restricted stock option awards.units. The fair value of time-vested restricted stock units is determined based on the closing market price of the Company’s stock at the date of grant. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note 8, Capital Stock and Stock-Based Compensation Plans.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Currency Translation
The assets and liabilities of foreign subsidiaries, other than those operating in highly inflationary environments, are translated into U.S. dollars at year-end exchange rates with resulting translation gains and losses accumulated in a separate component of shareholders’ equity. Income and expense items are translated into U.S. dollars at average rates of exchange prevailing during the year.
For subsidiaries operating in highly inflationary environments, local currency-denominated non-monetary assets, including inventories, goodwill and property, plant and equipment, are remeasured at their historical exchange rates, while local currency-denominated monetary assets and liabilities are remeasured at year-end exchange rates. Remeasurement adjustments for these operations are included in Net income attributable to Colgate-Palmolive Company. Prior
COLGATE-PALMOLIVE COMPANY
Notes to the deconsolidation of the Company’s Venezuelan operationsConsolidated Financial Statements (continued)
(Dollars in 2015, CP Venezuela was designated as hyper-inflationaryMillions Except Share and the functional currency for CP Venezuela was the U.S. dollar. See Note 14, Venezuela for further information. Currently, none of the Company’s subsidiaries operate in highly inflationary environments.Per Share Amounts)
Recent Accounting Pronouncements
On August 28, 2017,In September 2022, the Financial Accounting Standards Board (“FASB”(the “FASB”) issued Accounting Standards Update (“ASU”) No. 2017-12, “Derivatives and Hedging (Topic 815)2022-04, “Liabilities-Supplier Finance Programs (Subtopic 405-50): Targeted ImprovementsDisclosure of Supplier Finance Program Obligations.” This ASU requires a buyer that uses supplier finance programs to Accounting for Hedging Activities,” amendingmake annual disclosures about the eligibility criteria for hedged items and transactions to expand an entity’s ability to hedge nonfinancial and financial risk components. The new guidance eliminatesprograms’ key terms, the requirement to separately measure and present hedge ineffectiveness and aligns thebalance sheet presentation of hedge gainsrelated amounts, the confirmed amount outstanding at the end of the period and losses with the underlying hedge item.associated roll-forward information. The new guidance, also simplifies the hedge documentation and hedge effectiveness assessment requirements. The new guidancewhich is effective for the Company beginning on January 1, 2019, with early adoption permitted. The amended presentation and disclosure requirements must be adopted2023 (except for the roll-forward, which is effective beginning on a prospective basis, while any amendments to cash flow and net investment hedge relationships that exist on the date of adoption must be applied on a “modified retrospective” basis, meaning a cumulative effect adjustment to the opening balance of retained earnings as of the beginning of the year of adoption. While the Company is currently assessing the impact of the new standard on its Consolidated Financial Statements, this new guidanceJanuary 1, 2024) is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On May 10, 2017,In March 2022, the FASB issued ASU No. 2017-09, “Compensation–Stock Compensation2022-02, “Financial Instruments-Credit Losses (Topic 718)326): Scope of Modification Accounting,Troubled Debt Restructurings and Vintage Disclosures.” clarifying when a change to the terms or conditions of a stock-based payment award must be accounted for as a modification. The new guidance requires modification accounting if the fair value, vesting condition or the classification of the award is not the same immediately before and after a change to the terms and conditions of the award. The new guidance was effective for the Company on a prospective basis beginning on January 1, 2018. This new guidance is not expected to have an impact on the Company’s Consolidated Financial Statements as it is not the Company’s practice to change either the terms or conditions of stock-based payment awards once they are granted.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
On March 10, 2017, the FASB issued ASU No. 2017-07, “Compensation–Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” changing the presentation of the net periodic benefit cost on the Statement of Income and limiting the amount of net periodic benefit cost eligible for capitalization to assets. The new guidance permits only the service cost component of net periodic benefit cost to be eligible for capitalization. The new guidance also requires entities to present the service cost component of net periodic benefit cost together with compensation costs arising from services rendered by employees during the period. Other components of net periodic benefit cost, which include interest, expected return on assets, amortization of prior service costs and actuarial gains and losses, are required to be presented outside of Operating profit. The line item or items used to present the other components of net periodic benefit cost must be disclosed in the Notes to the Consolidated Financial Statements, if not separately described on the Statement of Income. The new presentation requirement is required to be adopted on a “full retrospective” basis, meaning the standard is applied to all of the periods presented in the financial statements, while the limitation on capitalization can only be adopted on a prospective basis. The new guidance was effective for the Company beginning on January 1, 2018. Had the standard been effective for the year ended December 31, 2017, full year Operating profit would have increased by approximately $120 with no impact on Net income attributable to Colgate-Palmolive Company. The Company anticipates that, as a result of the reclassification, full year Operating profit will increase in future periods by approximately $100 annually with no impact on Net income attributable to Colgate-Palmolive Company.
On January 26, 2017, the FASB issued ASU No. 2017-04, “Intangibles–Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” eliminating the requirement to calculate the implied fair value, essentially eliminating step two from the goodwill impairment test. The new standard requires goodwill impairment to be based upon the results of step one of the impairment test, which is defined as the excess of the carrying value of a reporting unit over its fair value. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. The standard is effective for the Company on a prospective basis beginning on January 1, 2020, with early adoption permitted. This new guidance is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On January 5, 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business,” which provides additional guidance on evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The guidance requires an entity to evaluate if substantially all of the fair value of the assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the new guidance would define this as an asset acquisition; otherwise, the entity then evaluates whether the asset meets the requirement that a business include, at a minimum, an input and substantive process that together significantly contribute to the ability to create outputs. The guidance was effective for the Company on a prospective basis beginning on January 1, 2018. This new guidance is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On October 24, 2016, the FASB issued ASU No. 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory,” which eliminates the requirementaccounting guidance for troubled debt restructurings by creditors while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors made to defer recognitionborrowers experiencing financial difficulty. The amendments also require disclosure of income taxes on intra-entity asset transfers until the asset is sold to an outside party. The newcurrent-period gross write-offs by year of origination for financing receivables. This guidance requires the recognition of current and deferred income taxes on intra-entity transfers of assets other than inventory, such as intellectual property and property, plant and equipment, when the transfer occurs. As permitted, the Company early-adopted the new standard on a “modified retrospective” basis, meaning the standard was applied only to the most recent period presented in the financial statements, as of January 1, 2017. This new guidance did not have a material impact on the Company’s Consolidated Financial Statements.
On August 26, 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which clarifies how certain cash receipts and payments are to be presented in the statement of cash flows. The guidance was effective for the Company on January 1, 2018. This new guidance is not expected to have a material impact on the Company’s Consolidated Financial Statements.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
On March 30, 2016, the FASB issued ASU No. 2016-09, “Compensation–Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” which amended accounting for income taxes related to stock-based compensation, the related classification in the statement of cash flows and share award forfeiture accounting. The new guidance was effective for the Company beginning on January 1, 2017. As required subsequent to the adoption of this new guidance, the Company recognized excess tax benefits of $47 (resulting from an increase in the fair value of an award from grant date to the vesting or exercise date, as applicable) in the Provision for income taxes as a discrete item during the year ended December 31, 2017. These amounts may not necessarily be indicative of future amounts that may be recognized as any excess tax benefits from stock-based compensation recognized would be dependent on future stock price, employee exercise behavior and applicable tax rates. Prior to January 1, 2017, excess tax benefits were recognized in equity. As permitted, the Company elected to classify these excess tax benefits from stock-based compensation as an operating activity in the Statement of Cash Flows instead of as a financing activity on a prospective basis and did not retrospectively adjust prior periods. Also, as permitted by the new standard, the Company elected to account for forfeitures as they occur.
On March 15, 2016, the FASB issued ASU No. 2016-07, “Investments–Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting,” which eliminated the requirement to retroactively adjust an investment that subsequently qualifies for equity method accounting (as a result of an increase in level of ownership interest or degree of influence) as if the equity method of accounting had been applied during all prior periods that the investment was held. The new standard requires that the investor add the cost of acquiring additional ownership interest in the investee to its current basis and prospectively apply the equity method of accounting. For an available-for-sale investment, any unrealized gains or losses should be recognized in earnings at the date the investment qualifies as an equity method investment. The new guidance was effective for the Company beginning on January 1, 2017, and did not have a material impact on the Company’s Consolidated Financial Statements.
On February 25, 2016, the FASB issued its final standard on lease accounting, ASU No. 2016-02, “Leases (Topic 842),” which supersedes Topic 840, “Leases.” The new accounting standard requires the recognition of right-of-use assets and lease liabilities for all long-term leases, including operating leases, on the balance sheet. The new standard also provides additional guidance on the measurement of the right-of-use assets and lease liabilities and will require enhanced disclosures about the Company’s leasing arrangements. Under current accounting standards, substantially all of the Company’s leases are considered operating leases and, as such, are not recognized on the Consolidated Balance Sheet. This new standard is effective for the Company beginning on January 1, 2019, with early adoption permitted. The standard requires a “modified retrospective” adoption, meaning the standard is applied to leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The Company is currently assessing the impact of the new standard on its Consolidated Financial Statements.
On January 5, 2016, the FASB issued ASU No. 2016-01, “Financial Instruments–Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” The updated guidance enhances the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. The amendment to the standard was effective for the Company beginning on January 1, 20182023 and is not expected to have a material impact on the Company’s Consolidated Financial Statements.
On July 22, 2015,In March 2022, the FASB issued ASU No. 2015-11, “Inventory2022-01, “Derivatives and Hedging (Topic 330)815): SimplifyingFair Value Hedging-Portfolio Layer Method.” This ASU clarifies the Measurement of Inventory,accounting and promotes consistency in reporting for hedges where the portfolio layer method is applied. This guidance is effective for the Company beginning on January 1, 2023 and is not expected to have an impact on the Company’s Consolidated Financial Statements.
In November 2021, the FASB issued ASU No. 2021-10, “Government Assistance (Topic 832).” which simplifies the subsequent measurement of inventoriesThis ASU requires increased disclosure on an annual basis about transactions with domestic, foreign, local, regional and national governments, including entities related to those governments and intergovernmental organizations, that are accounted for by replacing the lower of costapplying a grant or market test with a lower of cost and net realizable value test. The guidance applies onlycontribution accounting model by analogy to inventories for which cost is determined by methods other than LIFO and the retail inventory method. The newaccounting guidance. This guidance was effective for the Company beginning on January 1, 2017. This new guidance2022 and did not have a material impact on the Company’s Consolidated Financial Statements.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
On May 28, 2014,In October 2021, the FASB and the International Accounting Standards Board issued their final converged standard on revenue recognition. The standard, issued as ASU No. 2014-09,2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” This ASU requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606).” byThis guidance is effective for the FASB, provides a comprehensive revenue recognition model for all contracts with customers and supersedes current revenue recognition guidance. The revenue standard contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to its customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The new standard also includes enhanced disclosures. During 2016, the FASB issued several accounting updates (ASU No. 2016-08, 2016-10 and 2016-12) to clarify implementation guidance and correct unintended application of the guidance. The standard allows for either full retrospective adoption or modified retrospective adoption. The Company adopted the new standardbeginning on January 1, 2018, on a “modified retrospective” basis, which did2023 and is not expected to have a material impact on the Company’s Consolidated Financial Statements. Although
In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for applying generally accepted accounting principles (“GAAP”) to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. In January 2021, the FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848): Scope,” which clarified that certain optional expedients and exceptions in Topic 848 apply to derivatives that are affected by the discounting transition due to reference rate reform. In December 2022, the FASB issued ASU No. 2022-06, "Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848," which defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief under Topic 848. We have completed our evaluation of significant contracts under this ASU. Certain of the reviewed contracts have been modified and the remaining reviewed contracts will be modified, where necessary, to apply a new standard resulted in changesreference rate, primarily the Secured Overnight Financing Rate (SOFR). Accordingly the guidance has not had and is not expected to the Company’s revenue recognition accounting policy commencing on January 1, 2018, the Company does not expect it will have a material impact in future periods on itsthe Company’s Consolidated Financial Statements.
Reclassifications
Certain prior year amounts have been reclassified to conform to the current year presentation.
3. Acquisitions and Divestitures
Acquisitions
In January 2018, the Company acquired all of the outstanding equity interests of Physicians Care Alliance, LLC and Elta MD Holdings, Inc., professional skin care businesses, for aggregate cash consideration of approximately $730.
Sale of Land in Mexico
In September 2016, the Company’s Mexican subsidiary completed the sale to the United States of America of the Mexico City site on which its commercial operations, technology center and soap production facility were previously located and received $60 as the third and final installment of the sale price. The total sale price (including the third installment and the previously received first and second installments) was $120. The Company recognized a pretax gain of $97 ($63 aftertax or $0.07 per diluted share) in the third quarter of 2016, net of costs primarily related to site preparation.
Sale of Laundry Detergent Business in the South Pacific
In August 2015, the Company completed the sale of its laundry detergent business in the South Pacific to Henkel AG & Co. KGaA for an aggregate purchase price of approximately 310 Australian dollars ($221) and recorded a pretax gain of $187 ($120 aftertax or $0.13 per diluted share) in Other (income) expense, net. The gain is net of charges related to the right-sizing of the Company’s South Pacific business, asset write-offs related to the divested laundry detergent business and other costs related to the sale. The funds from the sale were reinvested to expand the Global Growth and Efficiency Program (see Note 4, Restructuring and Related Implementation Changes).
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
3. Acquisitions
Red Collar Pet Foods
On September 30, 2022, the Company acquired a business that operates three dry pet food manufacturing plants in the United States, from Red Collar Pet Foods Holdings, Inc. and Red Collar Pet Foods Holdings, L.P. (collectively, “Red Collar Pet Foods”) for cash consideration of $727 (subject to adjustment for net working capital) to further support the global growth of its Hill’s Pet Nutrition business. The acquisition was financed with a combination of debt and cash and accounted for as a business combination in accordance with ASC 805. The net working capital adjustment was finalized in the fourth quarter of 2022, resulting in a decrease to the purchase price of $8 and a corresponding reduction in goodwill.
During the fourth quarter of 2022, the Company finalized its purchase price allocation and the final purchase price of $719 has been allocated to the net assets acquired based on their respective estimated fair values as follows:
| | | | | |
| Inventories | $ | 33 | |
| Property, plant and equipment | 362 | |
| Goodwill | 418 | |
| Current liabilities | (5) | |
| Intangible liability | (16) | |
| Deferred income taxes | (73) | |
| Fair value of net assets acquired | $ | 719 | |
Goodwill of $418 was allocated to the Pet Nutrition segment. Goodwill will not be deductible for tax purposes.
Pro forma results of operations have not been presented as the impact on the Company’s Consolidated Financial Statements is not material.
Nutriamo S.r.l.
On April 28, 2022, the Company acquired a business that operates a pet food manufacturing plant from Nutriamo S.r.l. (“Nutriamo”), a canned pet food manufacturer based in Italy, which gives the Company additional capacity for the Hill’s wet pet nutrition diets, particularly in Europe. This acquisition was accounted for as a business combination in accordance with ASC 805. The impact of this acquisition on the Company’s Consolidated Financial Statements was not material.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
4. Restructuring and Related Implementation Charges
In the fourth quarter of 2012, the Company commenced a restructuring program (the “Global Growth and Efficiency Program”) for sustained growth. The program was expanded in 2014 and expanded and extended in 2015. Building on the Company’s successful implementation of the program, on October 26, 2017,
On January 27, 2022, the Board approved an expansion ofa targeted productivity program (the “2022 Global Productivity Initiative”). The program is intended to reallocate resources towards the Global GrowthCompany’s strategic priorities and Efficiency Programfaster growth businesses, drive efficiencies in the Company’s operations and an extension of the program through December 31, 2019 to take advantage of additional opportunities to streamline the Company’s operations.
Initiatives under the Global Growth and Efficiency Program continue to fit within the program’s three focus areas of expanding commercial hubs, extending shared business services and streamlining global functions and optimizing the global supply chain and facilities.to reduce structural costs.
IncludingImplementation of the most recent expansion,2022 Global Productivity Initiative, which is expected to be substantially completed by mid-year 2024, is estimated to result in cumulative pretaxpre-tax charges, resulting from the Global Growth and Efficiency Program, once all phases are approved and implemented, are estimated to be in the range of $1,730$200 to $1,885$240 ($1,280170 to $1,380$200 aftertax). The Company anticipates that pretax charges for 2018 will approximate $100 to $175 ($75 to $125 aftertax). It, which is expected that substantially all charges resulting from the Global Growth and Efficiency Program will be incurred by December 31, 2019.
The pretax charges resulting from the Global Growth and Efficiency Program are currently estimated to be comprised of the following categories: Employee-Related Costs,following: employee-related costs, including severance, pension and other termination benefits (50%(80%); asset-related costs, primarily Incremental Depreciationaccelerated depreciation and Asset Impairmentsasset write-downs (10%); and Otherother charges (10%), which include contract termination costs, consisting primarily of related implementationimplementation-related charges resulting directly from exit activities (20%) and the implementation of new strategies (20%). Over the course of the Global Growth and Efficiency Program, itstrategies. It is currently estimated that approximately 80% to 90% of the charges will result in cash expenditures.
The Company expectsIt is expected that the cumulative pretax charges, once all projects are approved and implemented, will relate to initiatives undertaken in North America (15%), Europe (20%(5%), Latin America (5%(10%), Europe (45%), Asia Pacific (5%), Africa/Eurasia (5%(10%), Hill’s Pet Nutrition (10%) and Corporate (40%(15%), which includes substantially all of the costs related to the implementation of new strategies, noted above, on a global basis. The Company expects that, when it has been fully implemented, the Global Growth and Efficiency Program will have contributed a net reduction of approximately 3,800 to 4,400 positions from the Company’s global employee workforce..
For the yearstwelve months ended December 31, 2017, 2016 and 2015, restructuring and related implementation2022, charges resulting from the 2022 Global Productivity Initiative are reflected in the Consolidated Statements of Incomeincome statement as follows:
| | | | | | | | | | | | | | |
| | | | Twelve Months Ended December 31, | |
| | | | | 2022 | |
| | | | | | |
| Selling, general and administrative expenses | | | | | 5 | | |
| Other (income) expense, net | | | | | 90 | | |
| Non-service related postretirement costs | | | | | 15 | | |
| Total 2022 Global Productivity Initiative charges, pretax | | | | | $ | 110 | | |
| | | | | | |
| Total 2022 Global Productivity Initiative charges, aftertax | | | | | $ | 87 | | |
|
| | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| Cost of sales | $ | 75 |
| | $ | 46 |
| | $ | 20 |
|
| Selling, general and administrative expenses | 89 |
| | 77 |
| | 64 |
|
| Other (income) expense, net | 169 |
| | 105 |
| | 170 |
|
| Total Global Growth and Efficiency Program charges, pretax | $ | 333 |
| | $ | 228 |
| | $ | 254 |
|
| | | | | | |
| Total Global Growth and Efficiency Program charges, aftertax | $ | 246 |
| | $ | 168 |
| | $ | 183 |
|
Restructuring and related implementation charges in the preceding table are recorded in the Corporate segment as these initiatives are predominantly centrally directed and controlled and are not included in internal measures of segment operating performance. Total charges incurred for the 2022 Global Productivity Initiative relate to initiatives undertaken by the following reportable operating segments:
| | | | | | | | | | | | |
| | | | Twelve Months Ended December 31, | | |
| | | | 2022 | | |
| North America | | | | 11 | % | | |
| Latin America | | | | 18 | % | | |
| Europe | | | | 19 | % | | |
| Asia Pacific | | | | 8 | % | | |
| Africa/Eurasia | | | | 11 | % | | |
| Hill's Pet Nutrition | | | | 11 | % | | |
| Corporate | | | | 22 | % | | |
| Total | | | | 100 | % | | |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Total charges incurred for the Global Growth and Efficiency Program relate to initiatives undertaken by the following reportable operating segments:
|
| | | | | | | | | | | |
| | | | | | | | Program-to-date |
| | 2017 | | 2016 | | 2015 | | Accumulated Charges |
| North America | 23 | % | | 35 | % | | 21 | % | | 18 | % |
| Latin America | 2 | % | | 5 | % | | 3 | % | | 3 | % |
| Europe | 21 | % | | 12 | % | | 14 | % | | 22 | % |
| Asia Pacific | 5 | % | | 4 | % | | 4 | % | | 3 | % |
| Africa/Eurasia | 3 | % | | 14 | % | | 5 | % | | 6 | % |
Hill’s Pet Nutrition | 6 | % | | 7 | % | | 5 | % | | 7 | % |
| Corporate | 40 | % | | 23 | % | | 48 | % | | 41 | % |
| Total | 100 | % | | 100 | % | | 100 | % | | 100 | % |
Since the inception of the Global Growth and Efficiency Program in the fourth quarter of 2012, the Company has incurred cumulative pretax charges of $1,561 ($1,153 aftertax) in connection with the implementation of various projects as follows:
|
| | | |
| | Cumulative Charges |
| | as of December 31, 2017 |
| Employee-Related Costs | $ | 628 |
|
| Incremental Depreciation | 90 |
|
| Asset Impairments | 36 |
|
| Other | 807 |
|
| Total | $ | 1,561 |
|
The majority of costs incurred since inception relate to the following projects: the implementation of the Company’s overall hubbing strategy; the extension of shared business services and streamlining of global functions; the consolidation of facilities; the closing of the Morristown, New Jersey personal care facility; the simplification and streamlining of the Company’s research and development capabilities and oral care supply chain, both in Europe; redesigning the European commercial organization; restructuring how the Company will provide future retirement benefits to substantially all of the U.S.-based employees participating in the Company’s defined benefit retirement plan by shifting them to the Company’s defined contribution plan; and the implementation of a Corporate efficiencies program.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The following table summarizes the activity for the restructuring and related implementation charges in the respective periods, discussed above and the related accruals:
|
| | | | | | | | | | | | | | | | | | | | |
| | | Employee-Related Costs | | Incremental Depreciation | | Asset Impairments | | Other | | Total |
| Balance at January 1, 2015 | | $ | 85 |
| | $ | — |
| | $ | — |
| | $ | 107 |
| | $ | 192 |
|
| Charges | | 109 |
| | 20 |
| | 5 |
| | 120 |
| | 254 |
|
| Cash payments | | (85 | ) | | — |
| | — |
| | (94 | ) | | (179 | ) |
| Charges against assets | | (17 | ) | | (20 | ) | | (5 | ) | | — |
| | (42 | ) |
| Foreign exchange | | (8 | ) | | — |
| | — |
| | (2 | ) | | (10 | ) |
| Other | | — |
| | — |
| | — |
| | — |
| | — |
|
| Balance at December 31, 2015 | | $ | 84 |
| | $ | — |
| | $ | — |
| | $ | 131 |
| | $ | 215 |
|
| Charges | | 61 |
| | 9 |
| | 20 |
| | 138 |
| | 228 |
|
| Cash payments | | (84 | ) | | — |
| | — |
| | (153 | ) | | (237 | ) |
| Charges against assets | | (4 | ) | | (9 | ) | | (20 | ) | | — |
| | (33 | ) |
| Foreign exchange | | (1 | ) | | — |
| | — |
| | — |
| | (1 | ) |
| Other | | — |
| | — |
| | — |
| | 9 |
| | 9 |
|
| Balance at December 31, 2016 | | $ | 56 |
| | $ | — |
| | $ | — |
| | $ | 125 |
| | $ | 181 |
|
| Charges | | 163 |
| | 10 |
| | 9 |
| | 151 |
| | 333 |
|
| Cash payments | | (74 | ) | | — |
| | — |
| | (170 | ) | | (244 | ) |
| Charges against assets | | (21 | ) | | (10 | ) | | (9 | ) | | — |
| | (40 | ) |
| Foreign exchange | | 3 |
| | — |
| | — |
| | 1 |
| | 4 |
|
| Other | | — |
| | — |
| | — |
| | — |
| | — |
|
| Balance at December 31, 2017 | | $ | 127 |
| | $ | — |
| | $ | — |
| | $ | 107 |
| | $ | 234 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Twelve Months Ended December 31, |
| | | Employee-Related
Costs | | Incremental
Depreciation | | Asset
Impairments | | Other | | Total |
| Balance at December 31, 2021 | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| Charges | | 102 | | | — | | | 1 | | | 7 | | | 110 | |
| Cash Payments | | (53) | | | — | | | — | | | (4) | | | (57) | |
| Charges against assets | | (15) | | | — | | | — | | | — | | | (15) | |
| Foreign exchange | | (4) | | | — | | | — | | | — | | | (4) | |
| Balance at December 31, 2022 | | $ | 30 | | | $ | — | | | $ | 1 | | | $ | 3 | | | $ | 34 | |
| | | | | | | | | | |
Employee-Related Costs primarily include severance and other termination benefits and are calculated based on long-standing benefit practices, written severance policies, local statutory requirements and, in certain cases, voluntary termination arrangements. Employee-Related Costs also include pension and other retiree benefit enhancements amounting to $21, $4 and $17of $15 for the yearstwelve months ended December 31, 2017, 2016 and 2015, respectively,2022, which are reflected as Charges against assets within Employee-Related Costs in the preceding tabletables as the corresponding balance sheet amounts are reflected as a reduction of pension assets or an increase in pension and other retiree benefit liabilities (see Note 10, Retirement Plans and Other Retiree Benefits).liabilities.
Incremental Depreciation is recorded to reflect changes in useful lives and estimated residual values for long-lived assets that will be taken out of service prior to the end of their normal service period. Asset Impairments are recorded to write down assets held for sale or disposal to their fair value based on amounts expected to be realized. Charges against assets within Asset Impairments are net of cash proceeds pertaining to the sale of certain assets.
Other charges consist primarily of charges resulting directly from exit activities and the implementation of new strategies as a result of the Global Growth and Efficiency Program. These charges for the years ended December 31, 2017, 2016 and 2015 include third-party incremental costs related to the development and implementation of new business and strategic initiatives of $145, $116 and $65, respectively, and contract termination costs and charges resulting directly from exit activities of $6, $21 and $8, respectively. These charges were expensed as incurred. Also included in Other charges for the years ended December 31, 2017, 2016 and 2015 are other exit costs of $0, $1 and $47, respectively, related to the consolidation of facilities.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
5. Goodwill and Other Intangible Assets
The changes in net carrying value of Goodwill as of by segment for the years ended December 31, 20172022 and 2016 by segment was2021 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2021 |
| | Beginning Balance | | Acquisitions | | Impairments | | Foreign currency translation | | Ending Balance |
| Oral, Personal and Home Care | | | | | | | | | |
| North America | $ | 912 | | | $ | — | | | $ | — | | | $ | — | | | $ | 912 | |
| Latin America | 171 | | | — | | | — | | | (12) | | | 159 | |
| Europe | 2,415 | | | — | | | (367) | | | (146) | | | 1,902 | |
| Asia Pacific | 190 | | | — | | | — | | | (8) | | | 182 | |
| Africa/Eurasia | 121 | | | — | | | — | | | (7) | | | 114 | |
| Total Oral, Personal and Home Care | 3,809 | | | — | | | (367) | | | (173) | | | 3,269 | |
| Pet Nutrition | 15 | | | — | | | — | | | — | | | 15 | |
| Total Goodwill | $ | 3,824 | | | $ | — | | | $ | (367) | | | $ | (173) | | | $ | 3,284 | |
|
| | | | | | | | |
| | | 2017 | | 2016 |
| Oral, Personal and Home Care | | | | |
| North America | | $ | 343 |
| | $ | 336 |
|
| Latin America | | 256 |
| | 260 |
|
| Europe | | 1,333 |
| | 1,233 |
|
| Asia Pacific | | 190 |
| | 187 |
|
| Africa/Eurasia | | 81 |
| | 76 |
|
| Total Oral, Personal and Home Care | | 2,203 |
| | 2,092 |
|
| Pet Nutrition | | 15 |
| | 15 |
|
| Total Goodwill | | $ | 2,218 |
| | $ | 2,107 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2022 |
| | Beginning Balance | | Acquisitions (1) | | Impairments | | Foreign currency translation | | Ending Balance |
| Oral, Personal and Home Care | | | | | | | | | |
| North America | $ | 912 | | | $ | — | | | $ | — | | | $ | (6) | | | $ | 906 | |
| Latin America | 159 | | | — | | | — | | | 9 | | | 168 | |
| Europe | 1,902 | | | — | | | (332) | | | (66) | | | 1,504 | |
| Asia Pacific | 182 | | | — | | | — | | | (3) | | | 179 | |
| Africa/Eurasia | 114 | | | — | | | — | | | (7) | | | 107 | |
| Total Oral, Personal and Home Care | 3,269 | | | — | | | (332) | | | (73) | | | 2,864 | |
| Pet Nutrition | 15 | | | 474 | | | — | | | (1) | | | 488 | |
| Total Goodwill | $ | 3,284 | | | $ | 474 | | | $ | (332) | | | $ | (74) | | | $ | 3,352 | |
The change in the amount of Goodwill in each year is primarily due
(1) For information related to the impact of foreign currency translation.Company's acquisitions, refer to Note 3, Acquisitions
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Other intangible assets as of December 31, 20172022 and 20162021 were comprised of the following: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 |
| | | Gross Carrying Amount | | Accumulated Amortization | | Net | | Gross Carrying Amount | | Accumulated Amortization | | Net |
| Trademarks - finite life | | $ | 885 | | | $ | (471) | | | $ | 414 | | | $ | 891 | | | $ | (445) | | | $ | 446 | |
| Other finite life intangible assets | | 616 | | | (322) | | | 294 | | | 744 | | | (289) | | | 455 | |
| Indefinite life intangible assets | | 1,212 | | | — | | | 1,212 | | | 1,561 | | | — | | | 1,561 | |
| Total Other intangible assets | | $ | 2,713 | | | $ | (793) | | | $ | 1,920 | | | $ | 3,196 | | | $ | (734) | | | $ | 2,462 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | 2017 | | 2016 |
| | | Gross Carrying Amount | | Accumulated Amortization | | Net | | Gross Carrying Amount | | Accumulated Amortization | | Net |
| Trademarks | | $ | 547 |
| | $ | (337 | ) | | $ | 210 |
| | $ | 539 |
| | $ | (317 | ) | | $ | 222 |
|
| Other finite life intangible assets | | 249 |
| | (103 | ) | | 146 |
| | 231 |
| | (78 | ) | | 153 |
|
| Indefinite life intangible assets | | 985 |
| | — |
| | 985 |
| | 938 |
| | — |
| | 938 |
|
| Total Other intangible assets | | $ | 1,781 |
| | $ | (440 | ) | | $ | 1,341 |
| | $ | 1,708 |
| | $ | (395 | ) | | $ | 1,313 |
|
The changeschange in the net carrying amounts of Other intangible assets during 2017, 2016 and 2015 were primarily2022 was due to the impact of impairment charges related to the Filorga intangible assets as more fully described below, foreign currency translation and amortization expense of $35, $33 and $33, respectively, as well as the impact of foreign currency translation.$80. Annual estimated amortization expense for each of the next five years is expected to be approximately $35.$64.
In the fourth quarter of 2022, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the continued impact of the COVID-19 pandemic, particularly in China, as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels. The Company concluded that the changes in circumstances in this reporting unit and the impact of significantly higher interest rates triggered the need for an interim impairment review of its indefinite-lived trademark, goodwill, and long-lived assets which consists primarily of customer relationships. As a result of the interim impairment test, the Company concluded that the carrying value of the trademark and customer relationships exceeded their estimated fair value, and recorded impairment charges of $300 and $89, respectively, reducing their carrying values to $257 and $118, respectively, as of December 31, 2022. After adjusting the carrying values of the trademark and customer relationship intangible assets, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $332 in the Filorga reporting unit, reducing the carrying value of goodwill to $214 as of December 31, 2022. The goodwill and intangible assets impairment charges are presented as a separate line item in the Consolidated Statements of Income.
In the fourth quarter of 2021, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the impact of the COVID-19 pandemic on the Filorga skin health business as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels. The Company performed an impairment review and concluded that the carrying value of the trademark exceeded its estimated fair value, and recorded an impairment charge of $204, reducing the carrying value to approximately $588. After adjusting the carrying value of the trademark, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $367 in the Filorga reporting unit, reducing the carrying value of goodwill to approximately $577.
The Company used the income approach to determine the fair value of the Filorga reporting unit, indefinite-lived trademark and customer relationships that required significant judgments and estimates by management regarding several key inputs, including future cash flows consistent with management’s plans, sales growth rates, customer attrition rate, and the selection of royalty rate and a discount rate, among others. Estimating sales growth rates requires significant judgment by management in areas such as future economic conditions, category and industry growth rates, product pricing, consumer tastes and preferences and future expansion expectations.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
6. Long-Term Debt and Credit Facilities
Long-term debt consisted of the following at December 31: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Weighted Average Interest Rate | | Maturities | | 2022 | | 2021 |
| Notes | | 2.6% | | 2023 | - | 2078 | | $ | 6,933 | | | $ | 5,958 | |
| Commercial paper | | 2.1% | | 2023 | | 1,778 | | | 1,204 | |
| Finance Lease Obligations | | Various | | Various | | 44 | | | 44 | |
| | | | | | | | 8,755 | | | 7,206 | |
| Less: Current portion of long-term debt | | | | | | | | (14) | | | (12) | |
| Total | | | | | | | | $ | 8,741 | | | $ | 7,194 | |
|
| | | | | | | | | | | | | | |
| | | Weighted Average Interest Rate | | Maturities | | 2017 | | 2016 |
| Notes | | 2.0% | | 2018 | - | 2078 | | $ | 6,542 |
| | $ | 6,225 |
|
| Commercial paper | | 1.5% | | 2018 | | 24 |
| | 295 |
|
| | | | | | | | | 6,566 |
| | 6,520 |
|
| Less: Current portion of long-term debt | | | | | | | | — |
| | — |
|
| Total | | | | | | | | $ | 6,566 |
| | $ | 6,520 |
|
The weighted-average interest rate on short-term borrowings of $11 in 2017 and $13 in 2016 included in Notes and loans payable in the Consolidated Balance Sheets as of December 31, 2017 and 2016 was 2.8% and 1.6%, respectively.
The Company classifies commercial paper and notes maturing within the next twelve months as long-term debt when it has the intent and ability to refinance such obligations on a long-term basis. Excluding such obligations,commercial paper, scheduled maturities of long-term debt and capitalizedfinance leases outstanding as of December 31, 2017,2022, were as follows: | | | | | |
| Years Ended December 31, |
| 2023 | $ | 921 | |
| 2024 | 510 | |
| 2025 | 636 | |
| 2026 | 538 | |
| 2027 | 499 | |
| Thereafter | 3,873 | |
|
| | | |
| Years Ended December 31, |
| 2018 | $ | — |
|
| 2019 | 1,097 |
|
| 2020 | 248 |
|
| 2021 | 298 |
|
| 2022 | 889 |
|
| Thereafter | 3,311 |
|
The Company has entered into interest rate swap agreements and foreign exchange contracts related to certain of these debt instruments. See Note 7, Fair Value Measurements and Financial Instruments for further information about the Company’s financial instruments.
The Company’s debt issuances and redemptions support its capital structure strategy objectives of funding its business and growth initiatives while minimizing its risk-adjusted cost of capital. During the third quarter of 2022, the Company issued $500 of three-year Senior Notes at a fixed coupon rate of 3.100%, $500 of five-year Senior Notes at a fixed coupon rate of 3.100% and $500 of ten-year Senior Notes at a fixed coupon rate of 3.250%.
During the fourth quarter of 2017,2021, the Company issued $400€500 of five-yeareight-year notes at a fixed coupon rate of 2.25%0.300%. The debt issuance was under the Company’s shelf registration statement. An amount equal to the net proceeds of the notes was allocated to finance or refinance, in part or in full, new and existing projects and programs with distinct environmental or social benefits.
During the fourth quarter of 2021, the Company redeemed prior to maturity all of its outstanding 0.000% notes due 2021 with a principal amount of €500, originally issued on November 12, 2019. The redemption was financed with commercial paper borrowings. The redemption price was equal to the carrying amount of the debt extinguished.
In 1990, the Company’s Canadian subsidiary (“CP Canada”), issued C$145 of Canadian dollar-denominated unsecured unsubordinated 12.85% guaranteed notes due October 4, 2030 (the “Canada notes”). During the third quarter of 2017,2021, CP Canada redeemed the Company issued $500Canada notes and recorded a loss on the early extinguishment of thirty-year notes at a fixed ratedebt of 3.70%. The debt issuances$75, which is included in 2017 were underInterest (income) expense, net in the Company’s shelf registration statement. Proceeds fromConsolidated Statements of Income, representing the difference between the redemption price and the carrying amount of the debt issuances in 2017 were used for general corporate purposes which included the retirement of commercial paper borrowings.extinguished.
At December 31, 2017,2022, the Company had access to unused domestic and foreign lines of credit of $2,949$3,401 (including under the facilitiesfacility discussed below) and could also issue medium-term noteslong-term debt pursuant to an effective shelf registration statement. In November 2011, the Company entered into a five-year revolving credit facility with a capacity of $1,850 with a syndicate of banks. This facility was extended for an additional year in 2012 and again in 2013. In 2014, the Company entered into an amendment of this facility whereby the facility was extended for an additional year to November 2019 and the capacity of the facility was increased to $2,370. In 2016, the facility was extended for an additional year to November 2020. The Company also has the ability to draw $165 from a revolving credit facility that expires in November 2018. Commitment fees related to the credit facilities are not material.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
In November 2022, the Company entered into an amended and restated $3,000 five-year revolving credit facility with a syndicate of banks for a five-year term expiring November 2027, which replaced, on substantially similar terms, the Company's $3,000 revolving credit facility that was scheduled to expire in August 2026. Commitment fees related to the credit facility are not material.
Certain agreements with respect to the Company’s bank borrowings contain financial and other covenants as well as cross-default provisions. Noncompliance with these requirements could ultimately result in the acceleration of amounts owed. The Company is in full compliance with all such requirements and believes the likelihood of noncompliance is remote.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
7. Fair Value Measurements and Financial Instruments
The Company uses available market information and other valuation methodologies in assessing the fair value of financial instruments. Judgment is required in interpreting market data to develop the estimates of fair value and, accordingly, changes in assumptions or the estimation methodologies may affect the fair value estimates. The Company is exposed to the risk of credit loss in the event of nonperformance by counterparties to financial instrument contracts; however, nonperformance is considered unlikely and any nonperformance is unlikely to be material, as it is the Company’s policy to contract only with diverse, credit-worthy counterparties based upon both strong credit ratings and other credit considerations.
The Company is exposed to market risk from foreign currency exchange rates, interest rates and commodity price fluctuations. Volatility relating to these exposures is managed on a global basis by utilizing a number of techniques, including working capital management, sourcing strategies, selling price increases, selective borrowings in local currencies and entering into selective derivative instrument transactions, issued with standard features, in accordance with the Company’s treasury and risk management policies, which prohibit the use of derivatives for speculative purposes and leveraged derivatives for any purpose. It is the Company’s policy to enter into derivative instrument contracts with terms that match the underlying exposure being hedged. Hedge ineffectiveness, if any, is not material for any period presented. Provided below are details of the Company’s exposures by type of risk and derivative instruments by type of hedge designation.
Valuation Considerations
AssetsThe Company’s derivative instruments include interest rate swap contracts, forward-starting interest rate swaps, foreign currency contracts and liabilities carried at fair valuecommodity contracts. The Company utilizes interest rate swap contracts to manage its targeted mix of fixed and floating rate debt, and these swaps are classified as follows:
Level 1: Based upon quoted market prices in active markets for identical assets or liabilities.
Level 2: Based upon observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Based upon unobservable inputs reflecting the reporting entity’s own assumptions.
Foreign Exchange Risk
As the Company markets its products in over 200 countries and territories, it is exposed to currency fluctuations related to manufacturing and selling its products in currencies other than the U.S. dollar. The Company manages its foreign currency exposures through a combination of cost containment measures, sourcing strategies, selling price increases and the hedging of certain costs in an effort to minimize the impact on earnings of foreign currency rate movements.
The Company primarily utilizes foreign currency contracts, including forward and swap contracts, option contracts, foreign and local currency deposits and local currency borrowings to hedge portions of its foreign currency purchases, assets and liabilities arising in the normal course of business and the net investment in certain foreign subsidiaries. The duration of foreign currency contracts generally does not exceed 12 months and the contracts are valued using observable market rates (Level 2 valuation).
Interest Rate Risk
The Company manages its targeted mix of fixed and floating rate debt with debt issuances and by entering into interest rate swaps in order to mitigate fluctuations in earnings and cash flows that may result from interest rate volatility. The Company utilizes forward-starting interest rate swaps to mitigate the risk of variability in interest rate for future debt issuances. The notional amount, interest payment and maturity date of the swaps generally match the principal, interest payment and maturity date of the related debt, and the swaps are valued using observable benchmark rates (Level 2 valuation).
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Commodity Price Risk
The Company is exposed to price volatility related to raw materials used in production, such as resins, pulp, essential oils, resins, tropical oils, pulp, tallow, corn, poultry corn and soybeans. The Company manages its raw material exposures through a combination of cost containment measures, sourcing strategies, ongoing productivity initiatives and the limited use of commodity hedging contracts. Futures contracts are used on a limited basis, primarily in the Hill’s Pet Nutrition segment, to manage volatility related to raw material inventory purchases of certain traded commodities, and these contracts are measured using quoted commodity exchange prices (Level 1 valuation). The duration of the commodity contracts generally does not exceed 12 months.
Credit Risk
The Company is exposed to the risk of credit loss in the event of nonperformance by counterparties to financial instrument contracts; however, nonperformance is considered unlikely and any nonperformance is unlikely to be material as it is the Company’s policy to contract with diverse, credit-worthy counterparties based upon both strong credit ratings and other credit considerations.
The following table summarizes the fair value of the Company’s derivative instruments and other financial instruments which are carried at fair value in the Company’s Consolidated Balance Sheets as of December 31, 20172022 and December 31, 2016:2021:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Assets | | Liabilities |
| | Account | | Fair Value | | Account | | Fair Value |
| Designated derivative instruments | | | December 31, 2022 | | December 31, 2021 | | | | December 31, 2022 | | December 31, 2021 |
| Interest rate swap contracts | Other current assets | | $ | — | | | $ | 5 | | | Other accruals | | $ | — | | | $ | — | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Forward-starting interest rate swaps | Other assets | | — | | | 20 | | | Other liabilities | | — | | | 21 | |
| Foreign currency contracts | Other current assets | | 19 | | | 22 | | | Other accruals | | 15 | | | 6 | |
| | | | | | | | | | | |
| Commodity contracts | Other current assets | | 4 | | | 2 | | | Other accruals | | — | | | — | |
| Total designated | | | $ | 23 | | | $ | 49 | | | | | $ | 15 | | | $ | 27 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| Other financial instruments | | | | | | | | | | | |
| Marketable securities | Other current assets | | 175 | | | 34 | | | | | | | |
| Total other financial instruments | | | $ | 175 | | | $ | 34 | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | |
| | Assets | | Liabilities |
| | Account | | Fair Value | | Account | | Fair Value |
| Designated derivative instruments | | | 12/31/17 | | 12/31/16 | | | | 12/31/17 | | 12/31/16 |
| Interest rate swap contracts | Other current assets | | $ | — |
| | $ | 1 |
| | Other accruals | | $ | — |
| | $ | — |
|
| Interest rate swap contracts | Other assets | | — |
| | 1 |
| | Other liabilities | | 7 |
| | — |
|
| Foreign currency contracts | Other current assets | | 25 |
| | 29 |
| | Other accruals | | 20 |
| | 4 |
|
| Foreign currency contracts | Other assets | | — |
| | 5 |
| | Other liabilities | | 46 |
| | — |
|
| Commodity contracts | Other current assets | | — |
| | — |
| | Other accruals | | — |
| | — |
|
| Total designated | | | $ | 25 |
| | $ | 36 |
| | | | $ | 73 |
| | $ | 4 |
|
| | | | | | | | | | | | |
| Derivatives not designated | | | |
| | |
| | | | |
| | |
|
| Foreign currency contracts | Other assets | | — |
| | — |
| | Other liabilities | | — |
| | — |
|
| Total not designated | | | $ | — |
| | $ | — |
| | | | $ | — |
| | $ | — |
|
| | | | | | | | | | | | |
| Total derivative instruments | | | $ | 25 |
| | $ | 36 |
| | | | $ | 73 |
| | $ | 4 |
|
| | | | | | | | | | | | |
| Other financial instruments | | | |
| | |
| | | | |
| | |
|
| Marketable securities | Other current assets | | $ | 14 |
| | $ | 23 |
| | | | |
| | |
|
| Total other financial instruments | | | $ | 14 |
| | $ | 23 |
| | | | |
| | |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The carrying amount of cash, cash equivalents, accounts receivable and short-term debt approximated fair value as of December 31, 20172022 and 2016.2021. The estimated fair value of the Company’s long-term debt, including the current portion, as of December 31, 20172022 and 2016,2021, was $6,799$8,184 and $6,717,$7,651, respectively, and the related carrying value was $6,566$8,755 and $6,520,$7,206, respectively. The estimated fair value of long-term debt was derived principally from quoted prices on the Company’s outstanding fixed-term notes (Level 2 valuation).
Fair Value Hedges
The Company has designated all interest rate swap contracts and certain foreign currency forward and option contracts asfollowing amounts were recorded on the Consolidated Balance Sheet related to cumulative basis adjustment for fair value hedges for which the gain or loss on the derivative and the offsetting gain or loss on the hedged item are recognized in current earnings. The impact of foreign currency contracts is primarily recognized in Selling, general and administrative expenses and the impact of interest rate swap contracts is recognized in Interest (income) expense, net.as of: | | | | | | | | | | | |
| December 31, 2022 | | December 31, 2021 |
| Long-term debt: | | | |
| Carrying amount of hedged item | $ | — | | | $ | 405 | |
| Cumulative hedging adjustment included in the carrying amount | $ | — | | | $ | 5 | |
Activity related to fair value hedges recorded during each period presented was as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 |
| | Foreign Currency Contracts | | Interest Rate Swaps | | Total | | Foreign Currency Contracts | | Interest Rate Swaps | | Total |
| Notional Value at December 31, | $ | 1,231 |
| | $ | 1,000 |
| | $ | 2,231 |
| | $ | 204 |
| | $ | 1,250 |
| | $ | 1,454 |
|
| Gain (loss) on derivatives | (7 | ) | | (9 | ) | | (16 | ) | | 5 |
| | (5 | ) | | — |
|
| Gain (loss) on hedged items | 7 |
| | 9 |
| | 16 |
| | (5 | ) | | 5 |
| | — |
|
Cash Flow Hedges
All of the Company’s commodity contracts and certain foreign currency forward contracts have been designated as cash flow hedges, for which the effective portion of the gain or loss is reported as a component of Other comprehensive income (“OCI”) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings.
Activity related to cash flow hedges recorded during each period presented was as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 |
| | Foreign Currency Contracts | | Commodity Contracts | | Total | | Foreign Currency Contracts | | Commodity Contracts | | Total |
| Notional Value at December 31, | $ | 702 |
| | $ | — |
| | $ | 702 |
| | $ | 643 |
| | $ | 7 |
| | $ | 650 |
|
| Gain (loss) recognized in OCI | (25 | ) | | — |
| | (25 | ) | | 12 |
| | (1 | ) | | 11 |
|
| Gain (loss) reclassified into Cost of sales | (3 | ) | | — |
| | (3 | ) | | 4 |
| | — |
| | 4 |
|
The net gain (loss) recognized in OCI for both foreign currency contracts and commodity contracts is generally expected to be recognized in Cost of sales withinfollowing tables present the next twelve months.notional values as of:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2022 |
| | Foreign
Currency
Contracts | | Foreign Currency Debt | | Interest Rate Swaps | | Forward-Starting Interest Rate Swaps | | Commodity Contracts | |
Total |
| Fair Value Hedges | $ | 609 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | 609 | |
| Cash Flow Hedges | 840 | | | — | | | — | | | — | | | 26 | | | 866 | |
| Net Investment Hedges | 138 | | | 4,797 | | | — | | | — | | | — | | | 4,935 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2021 |
| | Foreign
Currency
Contracts | | Foreign Currency Debt | | Interest Rate Swaps | | Forward-Starting Interest Rate Swaps | | Commodity Contracts | |
Total |
| Fair Value Hedges | $ | 566 | | | $ | — | | | $ | 400 | | | $ | — | | | $ | — | | | $ | 966 | |
| Cash Flow Hedges | 873 | | | — | | | — | | | 700 | | | 24 | | | 1,597 | |
| Net Investment Hedges | 173 | | | 4,600 | | | — | | | — | | | — | | | 4,773 | |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Net Investment Hedges
The Company has designated certain foreign currency forwardfollowing table presents the location and option contracts and certain foreign currency-denominated debt as net investmentamount of gains (losses) on hedges for which the gain or lossrecognized on the instrument is reported as a componentCompany’s Consolidated Statements of Cumulative translation adjustments within OCI, along with the offsetting gain or loss on the hedged items.Income: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Twelve Months Ended December 31, |
| | 2022 | | 2021 |
| Cost of sales | | Selling, general and administrative expenses | | Interest (income) expense, net | | Cost of sales | | Selling, general and administrative expenses | | Interest (income) expense, net |
| Gain (loss) on hedges recognized in income: | | | | | | | | | | | |
| Interest rate swaps designated as fair value hedges: | | | | | | | | | | | |
| Derivative instrument | $ | — | | | $ | — | | | $ | (5) | | | $ | — | | | $ | — | | | $ | 8 | |
| Hedged items | — | | | — | | | 5 | | | — | | | — | | | (8) | |
| Foreign currency contracts designated as fair value hedges: | | | | | | | | | | | |
| Derivative instrument | — | | | 44 | | | — | | | — | | | 6 | | | — | |
| Hedged items | — | | | (44) | | | — | | | — | | | (6) | | | — | |
| Foreign currency contracts designated as cash flow hedges: | | | | | | | | | | | |
| Amount reclassified from OCI | 13 | | | — | | | — | | | (12) | | | — | | | — | |
| Commodity contracts designated as cash flow hedges: | | | | | | | | | | | |
| Amount reclassified from OCI | 5 | | | — | | | — | | | 5 | | | — | | | — | |
| Forward-starting interest rate swaps designated as cash flow hedges: | | | | | | | | | | | |
| Amount reclassified from OCI | — | | | — | | | 2 | | | — | | | — | | | — | |
| Total gain (loss) on hedges recognized in income | $ | 18 | | | $ | — | | | $ | 2 | | | $ | (7) | | | $ | — | | | $ | — | |
Activity related to net investment hedges recorded during each period presented was as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 |
| | Foreign Currency Contracts | | Foreign Currency Debt | | Total | | Foreign Currency Contracts | | Foreign Currency Debt | | Total |
| Notional Value at December 31, | $ | 478 |
| | $ | 601 |
| | $ | 1,079 |
| | $ | 498 |
| | $ | 1,118 |
| | $ | 1,616 |
|
| Gain (loss) on instruments | (71 | ) | | (112 | ) | | (183 | ) | | 22 |
| | 35 |
| | 57 |
|
| Gain (loss) on hedged items | 71 |
| | 112 |
| | 183 |
| | (25 | ) | | (35 | ) | | (60 | ) |
Derivatives Not Designated as Hedging Instruments
Derivatives not designated as hedging instruments include foreign currency contracts for which the gain or loss on the instrument is recognized in Other (income) expense, net for the twelve months ended December 31, 2017. During the second quarter of 2017, the Company de-designated foreign currency forward contracts previously designated as net investment hedges and entered into new derivative instruments with offsetting terms. Gains or losses on these de-designated derivatives were substantially offset by gains and losses on the new derivative instruments.
Derivatives not designated as hedging instruments consisted of a cross-currency swap that served as an economic hedge of a foreign currency deposit, for which the gain or loss on the instrument and the offsetting gain or loss on the hedged item was recognized in Other (income) expense, net for the twelve months ended December 31, 2016.
Activity related to these contracts during each period presented was as follows:
|
| | | | | | | |
| | 2017 | | 2016 |
| | Foreign Currency Contracts | | Foreign Currency Contracts |
| Notional Value at December 31, | $ | 3 |
| | $ | 4 |
|
| Gain (loss) on instruments | — |
| | 5 |
|
| Gain (loss) on hedged items | — |
| | (5 | ) |
Other Financial Instruments
Other financial instruments are classified as Other current assets or Other assets.
Included in Other current assets at December 31, 2017 are marketable securities, which consist of bank deposits of $14 with original maturities greater than 90 days carried at fair value (Level 1 valuation) and the current portion of bonds issued by the Argentinian government in the amount of $4 classified as held-to-maturity and carried at amortized cost.
Through its subsidiary in Argentina, the Company has invested in U.S. dollar-linked devaluation-protected bonds and Argentinian peso-denominated bonds issued by the Argentinian government. As of December 31, 2017 and 2016, the amortized cost of these bonds was $4 and $52, respectively, and their approximate fair value was $4 and $64, respectively (Level 2 valuation).
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The following table presents the location and amount of gains (losses) on hedges included in OCI: | | | | | | | | | | | |
| | Twelve Months Ended |
| December 31, |
| 2022 | | 2021 |
| Foreign currency contracts designated as cash flow hedges: | | | |
| Gain (loss) recognized in OCI | $ | 9 | | | $ | 16 | |
| Forward-starting interest rate swaps designated as cash flow hedges: | | | |
| Gain (loss) recognized in OCI | 82 | | | (6) | |
| Commodity contracts designated as cash flow hedges: | | | |
| Gain (loss) recognized in OCI | 9 | | | 3 | |
| Foreign currency contracts designated as net investment hedges: | | | |
| Gain (loss) on instruments | (5) | | | 30 | |
| Gain (loss) on hedged items | 5 | | | (30) | |
| Foreign currency debt designated as net investment hedges: | | | |
| Gain (loss) on instruments | 218 | | | 370 | |
| Gain (loss) on hedged items | (218) | | | (370) | |
| Total gain (loss) on hedges recognized in OCI | $ | 100 | | | $ | 13 | |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
8. Capital Stock and Stock-Based Compensation Plans
Preference Stock
The Company has the authority to issue 50,262,150 shares of preference stock.
Stock Repurchases
On February 19, 2015,March 10, 2022, the Board authorized the repurchase of shares of the Company’s common stock having an aggregate purchase price of up to $5,000$5 billion under a new share repurchase program (the “2015“2022 Program”), which replaced a previously authorized share repurchase program. The Company commenced repurchase of shares of the Company’s common stock under the 2015 Program beginning February 19, 2015. The Board also has authorized share repurchases on an ongoing basis to fulfill certain requirements of the Company’s compensation and benefit programs. The shares are repurchased from time to time in open market or privately negotiated transactions at the Company’s discretion, subject to market conditions, customary blackout periods and other factors. The Company repurchased its common stock at a cost of $1,399$1,308 during 2017 under the 2015 Program.2022.
The Company may use either authorized and unissued shares or treasury shares to meet share requirements resulting from the exercise of stock options and the vesting of restricted stock unit awards.
A summary of common stock and treasury stock activity for the three years ended December 31 is as follows: | | | | | | | | | | | | | | |
| | | Common Stock Outstanding | | Treasury Stock |
| Balance, January 1, 2020 | | 854,701,779 | | | 611,004,581 | |
| | | | |
| Common stock acquired | | (18,701,843) | | | 18,701,843 | |
| Shares issued for stock options | | 13,018,354 | | | (13,018,354) | |
| Shares issued for restricted stock units and other | | 875,311 | | | (875,311) | |
| Balance, December 31, 2020 | | 849,893,601 | | | 615,812,759 | |
| | | | |
| Common stock acquired | | (16,518,163) | | | 16,518,163 | |
| Shares issued for stock options | | 6,357,793 | | | (6,357,793) | |
| Shares issued for restricted stock units and other | | 747,053 | | | (747,053) | |
| Balance, December 31, 2021 | | 840,480,284 | | | 625,226,076 | |
| | | | |
| Common stock acquired | | (17,060,788) | | | 17,060,788 | |
| Shares issued for stock options | | 5,654,692 | | | (5,654,692) | |
| Shares issued for restricted stock units and other | | 1,138,418 | | | (1,138,418) | |
| Balance, December 31, 2022 | | 830,212,606 | | | 635,493,754 | |
|
| | | | | | |
| | | Common Stock Outstanding | | Treasury Stock |
| Balance, January 1, 2015 | | 906,712,145 |
| | 558,994,215 |
|
| | | | | |
| Common stock acquired | | (22,802,784 | ) | | 22,802,784 |
|
| Shares issued for stock options | | 7,394,839 |
| | (7,394,839 | ) |
| Shares issued for restricted stock units and other | | 1,434,318 |
| | (1,434,318 | ) |
| Balance, December 31, 2015 | | 892,738,518 |
| | 572,967,842 |
|
| | | | | |
| Common stock acquired | | (19,271,304 | ) | | 19,271,304 |
|
| Shares issued for stock options | | 8,536,639 |
| | (8,536,639 | ) |
| Shares issued for restricted stock units and other | | 1,105,110 |
| | (1,105,110 | ) |
| Balance, December 31, 2016 | | 883,108,963 |
| | 582,597,397 |
|
| | | | | |
| Common stock acquired | | (19,185,828 | ) | | 19,185,828 |
|
| Shares issued for stock options | | 9,670,988 |
| | (9,670,988 | ) |
| Shares issued for restricted stock units and other | | 1,106,995 |
| | (1,106,995 | ) |
| Balance, December 31, 2017 | | 874,701,118 |
| | 591,005,242 |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Stock-Based Compensation
The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock units, based on the fair value of those awards at the date of grant. The fair value of restricted stock units, generally based on market prices, is amortized on a straight-line basis over the requisite service period. The estimated fair value of stock options on the date of grant is amortized on a straight-line basis over the requisite service period for each separately vesting portion of the award. Awards to employees eligible for retirement prior to the award becoming fully vested are recognized as compensation cost from the grant date through the date that the employee first becomes eligible to retire and is no longer required to provide service to earn the award.
The Company has one incentive compensation plan pursuant to which it issues restricted stock units (both performance-based and time-vested) and stock options to employees and shares of common stock and stock options to non-employee directors. The Personnel and Organization Committee of the Board of Directors, which is comprised entirely of independent directors, administers the incentive compensation plan. The total stock-based compensation expense charged against pretax income for this plan was $127, $123$125, $135 and $125$107 for the years ended December 31, 2017, 20162022, 2021 and 2015,2020, respectively. The total income tax benefit recognized on stock-based compensation, excluding excess tax benefits, was approximately $42, $40$25, $25 and $39$20 for the years ended December 31, 2017, 20162022, 2021 and 2015,2020, respectively.
Stock-based compensation expense is recorded within Selling, general and administrative expenses in the Corporate segment as these amounts are not included in internal measures of segment operating performance.
The Company uses the Black-Scholes option pricing model to determineestimate the fair value of stock option awards. The weighted-average estimated fair value of stock options granted in the years ended December 31, 2017, 20162022, 2021 and 20152020 was $8.37, $8.10$14.71, $11.11 and $7.25,$11.26, respectively. Fair value is estimated using the Black-Scholes option pricing model with the assumptions summarized in the following table:
| | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| Expected term of options | | 6 years | | 6 years | | 6 years |
| Expected volatility rate | | 21.1 | % | | 20.3 | % | | 21.8 | % |
| Risk-free interest rate | | 3.0 | % | | 1.0 | % | | 0.5 | % |
| Expected dividend yield | | 2.4 | % | | 2.3 | % | | 2.3 | % |
|
| | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Expected term of options | | 4.5 years |
| | 4.5 years |
| | 4.5 years |
|
| Expected volatility rate | | 16.0 | % | | 16.7 | % | | 17.6 | % |
| Risk-free interest rate | | 1.8 | % | | 1.2 | % | | 1.5 | % |
| Expected dividend yield | | 2.2 | % | | 2.1 | % | | 2.5 | % |
The weighted-average expected term of options granted each year was determined with reference to historical exercise and post-vesting cancellation experience, the vesting period of the awards and the contractual term of the awards, among other factors. Expected volatility incorporates implied share-price volatility derived from exchange traded options on the Company’s common stock. The risk-free interest rate for the expected term of the option is based on the yield of a zero-coupon U.S. Treasury bond with a maturity period equal to the option’s expected term.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Performance-based Restricted Stock Units
TheUnder the Company's long-term incentive compensation program, the Company grants officers and other key employees a target number of unearned performance-based restricted stock units at the beginning of each three-year performance cycle. Awards are earned and vest following the conclusion of the performance period on the basis of achievement of performance goals established at the commencement of each three-year performance period.
A summary of performance-based restricted stock unit activity for the year ended December 31, 2022 is presented below:
| | | | | | | | | | | | | | |
| | | Shares
(in thousands) | | Weighted Average Grant Date Fair Value Per Award |
| Performance-based restricted stock units as of January 1, 2022 | | 1,026 | | | $ | 70 | |
| Activity: | | | | |
| Granted | | 375 | | | 68 | |
| Vested | | (451) | | | 67 | |
| Forfeited | | (63) | | | 69 | |
| Change due to performance and/or market condition achievement | | 139 | | | 67 | |
| Performance-based restricted stock units as of December 31, 2022 | | 1,026 | | | $ | 70 | |
As of December 31, 2022, there was $26 of total unrecognized compensation expense related to unvested performance-based restricted stock unit awards, which will be recognized ratably over the remaining performance period.
The Company uses a Monte-Carlo simulation model to estimate the fair value of performance-based restricted stock units at the date of grant.
Time-Vested Restricted Stock Units
The Company also grants time-vested restricted stock unit awards. As described above, under the Company’s previous long-term incentive program, time-vested restricted stock unit awards were granted to officers and other key employees including long-term incentive awards. Under the Company’s long-term incentive plan, awards are granted following a three-year performance period. Awards vest at the end of the restriction period, which is generally three years from the date of grant. As of December 31, 2017,2022, approximately 9,870,00010,313,550 shares of common stock were available for future restricted stock unit awards.
A summary of restricted stock unit activity during 20172022 is presented below: | | | | | | | | | | | | | | |
| | | Shares
(in thousands) | | Weighted Average Grant Date Fair Value Per Award |
| Restricted stock units as of January 1, 2022 | | 1,916 | | | $ | 76 | |
| Activity: | | | | |
| Granted | | 582 | | | 78 | |
| Vested | | (554) | | | 72 | |
| Forfeited | | (84) | | | 76 | |
| Restricted stock units as of December 31, 2022 | | 1,860 | | | $ | 77 | |
|
| | | | | | | |
| | | Shares (in thousands) | | Weighted Average Grant Date Fair Value Per Award |
| Restricted stock units as of January 1, 2017 | | 2,945 |
| | $ | 66 |
|
| Activity: | | | | |
| Granted | | 916 |
| | 74 |
|
| Vested | | (1,057 | ) | | 62 |
|
| Forfeited | | (74 | ) | | 67 |
|
| Restricted stock units as of December 31, 2017 | | 2,730 |
| | $ | 70 |
|
As of December 31, 2017,2022, there was $52$53 of total unrecognized compensation expense related to unvested time-vested restricted stock unit awards, which will be recognized over a weighted-average period of 2.12 years. The total fair value of time-vested restricted stock units vested during the years ended December 31, 2017, 20162022, 2021 and 20152020 was $66, $61$40, $47 and $70,$58, respectively.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Stock Options
The Company issues non-qualified stock options to non-employee directors, officers and other employees. StockBeginning in 2019, stock options generally have a contractual term of eight years. Prior to 2019, stock options generally had a contractual term of six years andyears. Stock options generally vest ratably over three years. As of December 31, 2017, 20,997,0002022, approximately 22,003,581 shares of common stock were available for future stock option grants.
A summary of stock option activity during 20172022 is presented below: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Shares
(in thousands) | | Weighted Average Exercise Price | | Weighted Average Remaining Contractual Life
(in years) | | Intrinsic Value of Unexercised
In-the-Money Options |
| Options outstanding, January 1, 2022 | | 26,095 | | | $ | 72 | | | | | |
| Granted | | 4,325 | | | 78 | | | | | |
| Exercised | | (5,693) | | | 72 | | | | | |
| Forfeited | | (270) | | | 77 | | | | | |
| Expired | | (26) | | | 74 | | | | | |
| Options outstanding, December 31, 2022 | | 24,431 | | | 75 | | | 5 | | $ | 105 | |
| Options exercisable, December 31, 2022 | | 15,868 | | | $ | 73 | | | 4 | | $ | 93 | |
|
| | | | | | | | | | | | | |
| | | Shares (in thousands) | | Weighted Average Exercise Price | | Weighted Average Remaining Contractual Life (in years) | | Intrinsic Value of Unexercised In-the-Money Options |
| Options outstanding, January 1, 2017 | | 43,692 |
| | $ | 61 |
| | | | |
| Granted | | 7,798 |
| | 73 |
| | | | |
| Exercised | | (10,118 | ) | | 53 |
| | | | |
| Forfeited or expired | | (393 | ) | | 68 |
| | | | |
| Options outstanding, December 31, 2017 | | 40,979 |
| | 65 |
| | 4 | | $ | 420 |
|
| Options exercisable, December 31, 2017 | | 25,349 |
| | $ | 62 |
| | 3 | | $ | 351 |
|
As of December 31, 2017,2022, there was $45$36 of total unrecognized compensation expense related to unvested stock options, which will be recognized over a weighted-average period of 1.5 years. The total intrinsic value of options exercised during the years ended December 31, 2017, 20162022, 2021 and 20152020 was $201, $221$47, $83 and $200,$136, respectively.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The benefits of tax deductions in excess of grant date fair value resulting from the exercise of stock options and vesting of restricted stock unit awards for the years ended December 31, 2017, 20162022, 2021 and 20152020 were $47, $59$2, $9 and $55, respectively. Through December 31, 2016 these amounts were recognized in equity$8, respectively, and were reported as a financing cash flow. Effective January 1, 2017, as a result of the required adoption of ASU No. 2016-09, excess tax benefits from stock-based compensation have beenare recognized in the provision for income taxes as a discrete item in the quarterly period in which they occur and classified as an operating cash flow. Cash proceeds received from options exercised for the years ended December 31, 2017, 20162022, 2021 and 20152020 were $507, $386$418, $424 and $299,$874, respectively.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
9. Employee Stock Ownership Plan
In 1989, the Company expanded its Employee Stock Ownership Plan (“ESOP”) through the introduction of a leveraged ESOP that funds certain benefits for employees who have met eligibility requirements. As of December 31, 20172022 and 2016,2021, there were 18,400,4129,417,692 and 21,082,16210,290,667 shares of common stock, respectively, outstanding and issued to the Company’s ESOP.
During 2000, the ESOP entered into a loan agreement with the Company under which the benefits of the ESOP may be extended through 2035. As of December 31, 2017,2022, the ESOP had outstanding borrowings from the Company of $5,$1, which represents unearned compensation shown as a reduction in Shareholders’ equity.
Dividends on stock held by the ESOP are paid to the ESOP trust and, together with cash contributions from the Company, are (a) used by the ESOP to repay principal and interest, (b) credited to participant accounts, or (c) used for contributions to the Company’s defined contribution plans.plans or (d) used to pay the Company’s defined contribution plan expenses. Stock is allocated to participants based upon the ratio of the current year’s debt service to the sum of total outstanding principal and interest payments over the life of the debt. As of December 31, 2017, 14,809,9862022, 8,857,750 shares of common stock had been released and allocated to participant accounts and 3,590,426559,942 shares of common stock were available for future release and allocation to participant accounts.
Dividends on the stock used to repay principal and interest or credited to participant accounts are deductible for income tax purposes and, accordingly, are reflected net of their tax benefit in the Consolidated Statements of Changes in Shareholders’ Equity.
Annual expense related to the ESOP was $0 in 2017, 20162022, 2021 and 2015.2020.
The Company paid dividends on the shares held by the ESOP of $32$19 in 2017, $352022, $20 in 20162021 and $38$23 in 2015.2020. The Company contributeddid not make any contributions to the ESOP $0 in 2017, 20162022, 2021 or 2020.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and 2015.Per Share Amounts)
10. Retirement Plans and Other Retiree Benefits
Retirement Plans
The Company and certain of its U.S. and overseasforeign subsidiaries maintain defined benefit retirement plans. Benefits under these plans are based primarily on years of service and employees’ earnings.
In the U.S., effective January 1, 2014, the Company provides virtually all future retirement benefits through the Company’s defined contribution plan. As a result, service after December 31, 2013 is not considered for participants in the Company’s principal U.S. defined benefit retirement plan. Participants in the Company’s principal U.S. defined benefit retirement plan whose retirement benefit was determined under the cash balance formula continue to earn interest credits on their vested balances as of December 31, 2013 but no longer receive pay credits. Participants whose retirement benefit was determined under the final average earnings formula or career average earnings formula continue to have their accrued benefit adjusted for pay increases until termination of employment.
During the third quarter of 2022, the Company amended its domestic postretirement plan to limit eligibility for certain existing employees and change the way coverage and subsidies are delivered for certain current and future retirees. As required, the Company remeasured the obligation for the domestic postretirement plan, which resulted in the reduction of the projected benefit obligation and a corresponding actuarial gain of $398. The reduction of the projected benefit obligation and actuarial gain were primarily due to an increase in the discount rate since December 31, 2021 and the impact of the plan amendment. The actuarial gain was recorded in Accumulated other comprehensive income and will be amortized over future periods.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
In the Company’s principal U.S. plans and certain funded overseasforeign plans, funds are contributed to trusts in accordance with regulatory limits to provide for current service and for any unfunded projected benefit obligation over a reasonable period. The target asset allocation for the Company’s defined benefit plans is as follows: | | | | | | | | | | | | | | |
| | | United States | | International |
| Asset Category | | | | |
| Equity securities | | 21 | % | | 23 | % |
| Fixed income securities | | 76 | % | | 61 | % |
| Real estate and other investments | | 3 | % | | 16 | % |
| Total | | 100 | % | | 100 | % |
|
| | | | | | |
| | | United States | | International |
| Asset Category | |
| |
|
| Equity securities | | 27 | % | | 39 | % |
| Fixed income securities | | 53 | % | | 41 | % |
| Real estate and other investments | | 20 | % | | 20 | % |
| Total | | 100 | % | | 100 | % |
At December 31, 20172022, the allocation of the Company’s plan assets and the level of valuation input, as applicable, for each major asset category were as follows: | | | | | | | | | | | | | | | | | | | | | | |
| | | Level of Valuation
Input | | Pension Plans | | |
| | | | United States | | International | | |
| | | | | | | | |
| Cash and cash equivalents | | Level 1 | | $ | 30 | | | $ | 8 | | | |
| U.S. common stocks | | Level 1 | | — | | | 2 | | | |
| International common stocks | | Level 1 | | — | | | 13 | | | |
Pooled funds(1) | | Level 1 | | 38 | | | 95 | | | |
Fixed income securities(2) | | Level 2 | | 676 | | | 62 | | | |
Guaranteed investment contracts(3) | | Level 2 | | — | | | 34 | | | |
| | | | 744 | | | 214 | | | |
Investments valued using NAV per share(4) | | | | | | | | |
| Domestic, developed and emerging markets equity funds | | | | 260 | | | 61 | | | |
Fixed income funds(5) | | | | 337 | | | 202 | | | |
Hedge funds(6) | | | | — | | | 7 | | | |
Multi-asset funds(7) | | | | 24 | | | 1 | | | |
Real estate funds(8) | | | | — | | | 31 | | | |
| | | | 621 | | | 302 | | | |
| | | | | | | | |
Other assets and liabilities, net(9) | | | | (2) | | | — | | | |
| Total Investments | | | | $ | 1,363 | | | $ | 516 | | | |
| | | | | | | | |
|
| | | | | | | | | | | | | | |
| | | Level of Valuation
Input | | Pension Plans | | |
| | | | United States | | International | | Other Retiree Benefit Plans |
| | | | | | | | | |
| Cash and cash equivalents | | Level 1 | | $ | 21 |
| | $ | 11 |
| | $ | — |
|
| U.S. common stocks | | Level 1 | | 127 |
| | 4 |
| | — |
|
| International common stocks | | Level 1 | | — |
| | 3 |
| | — |
|
Pooled funds(1) | | Level 1 | | 138 |
| | 94 |
| | — |
|
Fixed income securities(2) | | Level 2 | | 843 |
| | 24 |
| | — |
|
Guaranteed investment contracts(3) | | Level 2 | | 1 |
| | 53 |
| | — |
|
| | | | | 1,130 |
| | 189 |
| | — |
|
Investments valued using NAV per share(4) | | | |
|
| |
|
| |
|
|
| Domestic, developed and emerging markets equity funds | | | | 350 |
| | 189 |
| | — |
|
Fixed income funds(5) | | | | 122 |
| | 167 |
| | — |
|
Hedge funds(6) | | | | 82 |
| | 5 |
| | — |
|
Multi-Asset funds(7) | | | | 115 |
| | 3 |
|
| — |
|
Real estate funds(8) | | | | 38 |
| | 22 |
| | — |
|
| | | | | 707 |
| | 386 |
| | — |
|
| | | | | | | | | |
Other assets and liabilities, net(9) | | | | (25 | ) | | — |
| | — |
|
| Total Investments | | | | $ | 1,812 |
| | $ | 575 |
| | $ | — |
|
| | | | | | | | | |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
At December 31, 20162021, the allocation of the Company’s plan assets and the level of valuation input, as applicable, for each major asset category were as follows:
|
| | | | | | | | | | | | | | |
| | | Level of Valuation
Input | | Pension Plans | | |
| | | | United States | | International | | Other Retiree Benefit Plans |
| | | | | | | | | |
| Cash and cash equivalents | | Level 1 | | $ | 27 |
| | $ | 13 |
| | $ | — |
|
| U.S. common stocks | | Level 1 | | 127 |
| | 3 |
| | — |
|
| International common stocks | | Level 1 | | — |
| | 3 |
| | — |
|
Pooled funds(1) | | Level 1 | | 134 |
| | 84 |
| | — |
|
Fixed income securities(2) | | Level 2 | | 767 |
| | 22 |
| | — |
|
Guaranteed investment contracts(3) | | Level 2 | | 1 |
| | 49 |
| | — |
|
| | | | | 1,056 |
| | 174 |
| | — |
|
Investments valued using NAV per share(4) | | | |
|
| |
|
| |
|
|
| Domestic, developed and emerging markets equity funds | | | | 323 |
| | 155 |
| | — |
|
Fixed income funds(5) | | | | 118 |
| | 155 |
| | — |
|
Hedge funds(6) | | | | 96 |
| | 3 |
| | — |
|
Multi-Asset funds(7) | | | | 52 |
| | 3 |
|
| — |
|
Real estate funds(8) | | | | 43 |
| | 19 |
| | — |
|
| | | | | 632 |
| | 335 |
| | — |
|
| | | | | | | | | |
Other assets and liabilities, net(9) | | | | (42 | ) | | — |
| | — |
|
| Total Investments | | | | $ | 1,646 |
| | $ | 509 |
| | $ | — |
|
| | | | | | | | | | | | | | | | | | | | | | |
| | | Level of Valuation
Input | | Pension Plans | | |
| | | | United States | | International | | |
| | | | | | | | |
| Cash and cash equivalents | | Level 1 | | $ | 38 | | | $ | 9 | | | |
| U.S. common stocks | | Level 1 | | — | | | 2 | | | |
| International common stocks | | Level 1 | | — | | | 13 | | | |
Pooled funds(1) | | Level 1 | | 48 | | | 116 | | | |
Fixed income securities(2) | | Level 2 | | 905 | | | 67 | | | |
Guaranteed investment contracts(3) | | Level 2 | | 1 | | | 51 | | | |
| | | | 992 | | | 258 | | | |
Investments valued using NAV per share(4) | | | | | | | | |
| Domestic, developed and emerging markets equity funds | | | | 361 | | | 97 | | | |
Fixed income funds(5) | | | | 469 | | | 328 | | | |
Hedge funds(6) | | | | — | | | 8 | | | |
Multi-asset funds(7) | | | | 26 | | | 2 | | | |
Real estate funds(8) | | | | — | | | 30 | | | |
| | | | 856 | | | 465 | | | |
| | | | | | | | |
Other assets and liabilities, net(9) | | | | (14) | | | — | | | |
| Total Investments | | | | $ | 1,834 | | | $ | 723 | | | |
_______
| |
(1)
| Pooled funds primarily invest in U.S. and foreign equity securities, debt and money market securities. |
| |
(2)
| The fixed income securities are traded over the counter and certain of these securities lack daily pricing or liquidity and as such are classified as Level 2. As of December 31, 2017 and 2016, approximately 50% of the U.S. pension plan fixed income portfolio was invested in U.S. treasury or agency securities, with the remainder invested in other government bonds and corporate bonds. |
| |
(3)
| The guaranteed investment contracts (“GICs”) represent contracts with insurance companies measured at the cash surrender value of each contract. The Level 2 valuation reflects that the cash surrender value is based principally on a referenced pool of investment funds with active redemption. |
| |
(4)
| Investments that are measured at fair value using net asset value (“NAV”) per share as a practical expedient have not been classified in the fair value hierarchy. The NAV is based on the value of the underlying investments owned, minus its liabilities, divided by the number of shares outstanding. There are no unfunded commitments related to these investments. Redemption notice period primarily ranges from 0-3 months and redemption frequency windows range from daily to quarterly. |
| |
(5)
| Fixed income funds primarily invest in U.S. government and investment grade corporate bonds. |
| |
(6)
| Consists of investments in underlying hedge fund strategies that are primarily implemented through the use of long and short equity and fixed income securities and derivative instruments such as futures and options. |
| |
(7)
| Multi-Asset funds primarily invest across a variety of asset classes, including global stocks and bonds, as well as alternative strategies. |
| |
(8)
| Real estate is valued using the NAV per unit of funds that are invested in real estate property. The investment value of the real estate property is determined quarterly using independent market appraisals as determined by the investment manager. |
| |
(9)
| This category primarily includes unsettled trades for investments purchased and sold and dividend receivables. |
(1)Pooled funds primarily invest in U.S. and foreign equity securities, debt and money market securities.
(2)The fixed income securities are traded over-the-counter and certain of these securities lack daily pricing or liquidity and as such are classified as Level 2. As of December 31, 2022 and December 31, 2021 approximately 40% of the U.S. pension plan fixed income portfolio was invested in U.S. treasury or agency securities, with the remainder invested in other government bonds and corporate bonds.
(3)The guaranteed investment contracts (“GICs”) represent contracts with insurance companies measured at the cash surrender value of each contract. The Level 2 valuation reflects that the cash surrender value is based principally on a referenced pool of investment funds with active redemption.
(4)Investments that are measured at fair value using net asset value (“NAV”) per share as a practical expedient have not been classified in the fair value hierarchy. The NAV is based on the value of the underlying investments owned, minus its liabilities, divided by the number of shares outstanding. There are no unfunded commitments related to these investments. Redemption notice period primarily ranges from 0-3 months and redemption frequency windows range from daily to quarterly.
(5)Fixed income funds primarily invest in U.S. government and investment grade corporate bonds.
(6)Consists of investments in underlying hedge fund strategies that are primarily implemented through the use of long and short equity and fixed income securities and derivative instruments such as futures and options.
(7)Multi-asset funds primarily invest across a variety of asset classes, including global stocks and bonds, as well as alternative strategies.
(8)Real estate is valued using the NAV per unit of funds that are invested in real estate property. The investment value of the real estate property is determined quarterly using independent market appraisals as determined by the investment manager.
(9)This category primarily includes unsettled trades for investments purchased and sold and dividend receivables.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Equity securities in the U.S. plans did not include investmentsany investment in the Company’s common stock representing 7% of U.S. plan assets at either December 31, 2017 and2022 or December 31, 2016.2021. No shares of the Company’s common stock were purchased or sold by the U.S. plans in 20172022 or 2016.2021. The plans received no dividends on the Company’s common stock of $3 in 2017 and 2016.either 2022 or 2021.
Other Retiree Benefits
The Company and certain of its subsidiaries provide health care and life insurance benefits for retired employees to the extent not provided by government-sponsored plans.
The Company uses a December 31 measurement date for its defined benefit and other retiree benefit plans. Summarized information for the Company’s defined benefit and other retiree benefit plans is as follows:
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Pension Plans | | Other Retiree Benefit Plans |
| | | 2022 | | 2021 | | 2022 | | 2021 | | 2022 | | 2021 |
| | | United States | | International | | | | |
| Change in Benefit Obligations | | | | | | | | | | | | |
| Benefit obligations at beginning of year | | $ | 2,207 | | | $ | 2,363 | | | $ | 937 | | | $ | 1,013 | | | $ | 1,080 | | | $ | 1,112 | |
| Service cost | | — | | | — | | | 15 | | | 19 | | | 18 | | | 26 | |
| Interest cost | | 64 | | | 61 | | | 21 | | | 20 | | | 36 | | | 35 | |
| Participants’ contributions | | — | | | — | | | 5 | | | 6 | | | — | | | — | |
| Plan amendments | | — | | | (2) | | | 2 | | | — | | | (175) | | | — | |
| Actuarial loss (gain) | | (430) | | | (52) | | | (190) | | | (39) | | | (250) | | | (50) | |
| Foreign exchange impact | | — | | | — | | | (56) | | | (38) | | | 2 | | | (8) | |
| Termination benefits | | 14 | | | — | | | — | | | — | | | 1 | | | — | |
| Curtailments and settlements | | (4) | | | (5) | | | (27) | | | (4) | | | — | | | — | |
| Benefit payments | | (178) | | | (158) | | | (32) | | | (40) | | | (54) | | | (35) | |
| | | | | | | | | | | | |
| Benefit obligations at end of year | | $ | 1,673 | | | $ | 2,207 | | | $ | 675 | | | $ | 937 | | | $ | 658 | | | $ | 1,080 | |
| Change in Plan Assets | | | | | | | | | | | | |
| Fair value of plan assets at beginning of year | | $ | 1,834 | | | $ | 1,921 | | | $ | 723 | | | $ | 698 | | | $ | — | | | $ | 3 | |
| Actual return on plan assets | | (321) | | | 46 | | | (139) | | | 45 | | | — | | | — | |
| Company contributions | | 32 | | | 28 | | | 35 | | | 33 | | | 54 | | | 32 | |
| Participants’ contributions | | — | | | — | | | 5 | | | 6 | | | — | | | — | |
| Foreign exchange impact | | — | | | — | | | (49) | | | (14) | | | — | | | — | |
| Settlements and acquisitions | | (4) | | | (3) | | | (27) | | | (5) | | | — | | | — | |
| Benefit payments | | (178) | | | (158) | | | (32) | | | (40) | | | (54) | | | (35) | |
| | | | | | | | | | | | |
| Fair value of plan assets at end of year | | $ | 1,363 | | | $ | 1,834 | | | $ | 516 | | | $ | 723 | | | $ | — | | | $ | — | |
| Funded Status | | | | | | | | | | | | |
| Benefit obligations at end of year | | $ | 1,673 | | | $ | 2,207 | | | $ | 675 | | | $ | 937 | | | $ | 658 | | | $ | 1,080 | |
| Fair value of plan assets at end of year | | 1,363 | | | 1,834 | | | 516 | | | 723 | | | — | | | — | |
| Net amount recognized | | $ | (310) | | | $ | (373) | | | $ | (159) | | | $ | (214) | | | $ | (658) | | | $ | (1,080) | |
| Amounts Recognized in Balance Sheet | | | | | | | | | | | | |
| Noncurrent assets | | $ | 33 | | | $ | 70 | | | $ | 51 | | | $ | 72 | | | $ | — | | | $ | — | |
| Current liabilities | | (25) | | | (27) | | | (14) | | | (13) | | | (43) | | | (47) | |
| Noncurrent liabilities | | (318) | | | (416) | | | (196) | | | (273) | | | (615) | | | (1,033) | |
| Net amount recognized | | $ | (310) | | | $ | (373) | | | $ | (159) | | | $ | (214) | | | $ | (658) | | | $ | (1,080) | |
| Amounts Recognized in Accumulated Other Comprehensive Income (Loss) | | | | | | | | | | | | |
| Actuarial loss | | $ | 811 | | | $ | 866 | | | $ | 137 | | | $ | 179 | | | $ | 92 | | | $ | 356 | |
| Transition/prior service cost(credit) | | — | | | — | | | 10 | | | 9 | | | (168) | | | — | |
| | | $ | 811 | | | $ | 866 | | | $ | 147 | | | $ | 188 | | | $ | (76) | | | $ | 356 | |
| Accumulated benefit obligation | | $ | 1,656 | | | $ | 2,171 | | | $ | 616 | | | $ | 872 | | | $ | — | | | $ | — | |
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | Pension Plans | | Other Retiree Benefit Plans |
| | | 2017 | | 2016 | | 2017 | | 2016 | | 2017 | | 2016 |
| | | United States | | International | | | | |
| Change in Benefit Obligations | | | | | | | | | | | | |
| Benefit obligations at beginning of year | | $ | 2,298 |
| | $ | 2,201 |
| | $ | 800 |
| | $ | 802 |
| | $ | 923 |
| | $ | 862 |
|
| Service cost | | 1 |
| | 1 |
| | 16 |
| | 16 |
| | 13 |
| | 13 |
|
| Interest cost | | 94 |
| | 105 |
| | 22 |
|
| 25 |
| | 40 |
|
| 43 |
|
| Participants’ contributions | | — |
| | — |
| | 2 |
| | 2 |
| | — |
| | — |
|
| Acquisitions/plan amendments | | — |
| | — |
| | (6 | ) | | 1 |
| | — |
| | — |
|
| Actuarial loss (gain) | | 110 |
| | 129 |
| | (11 | ) | | 76 |
| | 21 |
| | 39 |
|
| Foreign exchange impact | | — |
| | — |
| | 72 |
| | (47 | ) | | 3 |
| | 1 |
|
Termination benefits (1) | | 24 |
| | 3 |
| | — |
| | — |
| | (3 | ) | | 1 |
|
| Curtailments and settlements | | — |
| | — |
| | (11 | ) | | (37 | ) | | — |
| | — |
|
| Benefit payments | | (164 | ) | | (141 | ) | | (36 | ) | | (36 | ) | | (37 | ) | | (36 | ) |
| Other | | — |
| | — |
| | (1 | ) | | (2 | ) | | — |
| | — |
|
| Benefit obligations at end of year | | $ | 2,363 |
| | $ | 2,298 |
| | $ | 847 |
| | $ | 800 |
| | $ | 960 |
| | $ | 923 |
|
| Change in Plan Assets | | | | | | | | | | |
| | |
|
| Fair value of plan assets at beginning of year | | $ | 1,646 |
| | $ | 1,624 |
| | $ | 509 |
| | $ | 520 |
| | $ | — |
| | $ | 14 |
|
| Actual return on plan assets | | 225 |
| | 88 |
| | 42 |
| | 46 |
| | — |
| | 1 |
|
| Company contributions | | 105 |
| | 75 |
| | 30 |
| | 54 |
| | 37 |
| | 21 |
|
| Participants’ contributions | | — |
| | — |
| | 2 |
| | 2 |
| | — |
| | — |
|
| Foreign exchange impact | | — |
| | — |
| | 40 |
| | (43 | ) | | — |
| | — |
|
| Settlements and acquisitions | | — |
| | — |
| | (11 | ) | | (33 | ) | | — |
| | — |
|
| Benefit payments | | (164 | ) | | (141 | ) | | (36 | ) | | (36 | ) | | (37 | ) | | (36 | ) |
| Other | | — |
| | — |
| | (1 | ) | | (1 | ) | | — |
| | — |
|
| Fair value of plan assets at end of year | | $ | 1,812 |
| | $ | 1,646 |
| | $ | 575 |
| | $ | 509 |
| | $ | — |
| | $ | — |
|
| Funded Status | | | | | | | | | | |
| | |
|
| Benefit obligations at end of year | | $ | 2,363 |
| | $ | 2,298 |
| | $ | 847 |
| | $ | 800 |
| | $ | 960 |
| | $ | 923 |
|
| Fair value of plan assets at end of year | | 1,812 |
| | 1,646 |
| | 575 |
| | 509 |
| | — |
| | — |
|
| Net amount recognized | | $ | (551 | ) | | $ | (652 | ) | | $ | (272 | ) | | $ | (291 | ) | | $ | (960 | ) | | $ | (923 | ) |
| Amounts Recognized in Balance Sheet | | | | | | |
| | |
| | |
| | |
|
| Noncurrent assets | | $ | — |
| | $ | — |
| | $ | 22 |
| | $ | 8 |
| | $ | — |
| | $ | — |
|
| Current liabilities | | (24 | ) | | (24 | ) | | (13 | ) | | (12 | ) | | (44 | ) | | (44 | ) |
| Noncurrent liabilities | | (527 | ) | | (628 | ) | | (281 | ) | | (287 | ) | | (916 | ) | | (879 | ) |
| Net amount recognized | | $ | (551 | ) | | $ | (652 | ) | | $ | (272 | ) | | $ | (291 | ) | | $ | (960 | ) | | $ | (923 | ) |
| Amounts Recognized in Accumulated Other Comprehensive Income (Loss) | | | | | | |
| | |
| | |
| | |
|
| Actuarial loss | | $ | 911 |
| | $ | 962 |
| | $ | 209 |
| | $ | 254 |
| | $ | 338 |
| | $ | 330 |
|
| Transition/prior service cost | | 1 |
| | 2 |
| | 1 |
| | 5 |
| | (1 | ) | | (2 | ) |
| | | $ | 912 |
| | $ | 964 |
| | $ | 210 |
| | $ | 259 |
| | $ | 337 |
| | $ | 328 |
|
| Accumulated benefit obligation | | $ | 2,293 |
| | $ | 2,230 |
| | $ | 787 |
| | $ | 739 |
| | $ | — |
| | $ | — |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Pension Plans | | Other Retiree Benefit Plans |
| | | 2022 | | 2021 | | 2022 | | 2021 | | 2022 | | 2021 |
| | | United States | | International | | | | |
| Weighted-Average Assumptions Used to Determine Benefit Obligations | | | | | | | | | | | | |
| Discount rate | | 5.66 | % | | 2.98 | % | | 4.75 | % | | 2.10 | % | | 5.67 | % | | 3.06 | % |
| Expected long-term rate of return on plan assets | | 6.25 | % | | 5.70 | % | | 4.66 | % | | 2.72 | % | | N/A | | N/A |
| Long-term rate of compensation increase | | 3.50 | % | | 3.50 | % | | 3.22 | % | | 2.89 | % | | 3.50 | % | | 3.50 | % |
| ESOP growth rate | | — | % | | — | % | | — | % | | — | % | | 6.00 | % | | 6.00 | % |
| Medical cost trend rate of increase | | — | % | | — | % | | — | % | | — | % | | 6.25 | % | | 6.00 | % |
| Interest Crediting Rate | | 5.21 | % | | 2.85 | % | | 2.28 | % | | 0.84 | % | | — | % | | — | % |
|
| | | | | | | | | | | | | | | | | | |
| | | Pension Plans | | Other Retiree Benefit Plans |
| | | 2017 | | 2016 | | 2017 | | 2016 | | 2017 | | 2016 |
| | | United States | | International | | | | |
| Weighted-Average Assumptions Used to Determine Benefit Obligations | | | | | | | | | | |
| | |
| Discount rate | | 3.73 | % | | 4.27 | % | | 2.53 | % | | 2.59 | % | | 3.80 | % | | 4.41 | % |
| Long-term rate of return on plan assets | | 6.60 | % | | 6.80 | % | | 4.04 | % | | 4.14 | % | | 6.60 | % | | 6.80 | % |
| Long-term rate of compensation increase | | 3.50 | % | | 3.50 | % | | 2.79 | % | | 2.58 | % | | 3.50 | % | | — | % |
| ESOP growth rate | | — | % | | — | % | | — | % | | — | % | | 10.00 | % | | 10.00 | % |
| Medical cost trend rate of increase | | — | % | | — | % | | — | % | | — | % | | 6.00 | % | | 6.33 | % |
_________
| |
(1)
| Represents pension and other retiree benefit enhancements incurred in 2017 and 2016 pursuant to the Global Growth and Efficiency Program. |
The overall investment objective of the plans is to balance risk and return so that obligations to employees are met. The Company evaluates its expected long-term rate of return on plan assets on an annual basis. In determining the expected long-term rate of return, the Company considers the nature of the plans’ investments and the historical rates of return. The assumed expected long-term rate of return on plan assets for U.S. plans was 6.25% as of December 31, 2017 for the U.S. plans was 6.60%.2022 and 5.70% as of December 31, 2021. Average annual rates of return for the U.S. plans for the most recent 1-year, 5-year, 10-year, 15-year and 25-year periods were 14%(18)%, 8%1%, 6%4%, 8%,4% and 8%5%, respectively. Similar assessments were performed in determining rates of return on international pension plan assets to arrive at the Company’s 20172022 weighted-average expected long-term rate of return on plan assets of 4.04%4.66%.
The medical cost trend rate of increase assumed in measuring the expected cost of benefits is projected to decrease from 6.00%6.25% in 20182023 to 4.75%4.50% by 2023,2027, remaining at 4.75%4.50% for the years thereafter. Changes in the assumed rate can have a significant effect on amounts reported. A 1% change in the assumed medical cost trend rate would have the following approximate effect:
|
| | | | | | | | |
| | | One percentage point |
| | | Increase | | Decrease |
| Accumulated postretirement benefit obligation | | $ | 123 |
| | $ | (100 | ) |
| Total of service and interest cost components | | 9 |
| | (7 | ) |
Expected mortality is a key assumption in the measurement of pension and other postretirement benefit obligations. For the Company’s U.S. plans, this assumption was updated as of December 31, 2016 in order to reflect the Society of Actuaries’ updated mortality improvement scale published in October 2016. This resulted in a decrease of 1% and 2% to the benefit obligations for the Company’s U.S. pension plans and other postretirement benefits, respectively. This assumption was previously updated for the Company’s U.S. plans as of December 31, 2015 in order to reflect the Society of Actuaries’ mortality tables and mortality improvement scale published in October 2015 which resulted in a decrease of 1% and 2% to the benefit obligations for the Company’s U.S. pension plans and other postretirement benefits, respectively.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
PlansPension plans with projected benefit obligations in excess of plan assets and plans with accumulated benefit obligations in excess of plan assets as of December 31 consisted of the following: | | | | | | | | | | | | | | |
| | |
| | | 2022 | | 2021 |
| Benefit Obligation Exceeds Fair Value of Plan Assets | | | | |
| Projected benefit obligation | | $ | 657 | | | $ | 805 | |
| Fair value of plan assets | | 108 | | | 82 | |
| | | | |
| Accumulated benefit obligation | | 540 | | | 771 | |
| Fair value of plan assets | | 20 | | | 81 | |
Other Retiree Benefit plans with accumulated postretirement benefit obligation in excess of plan assets as of December 31 consisted of the following: | | | | | | | | | | | | | | |
| | |
| | | 2022 | | 2021 |
| Benefit Obligation Exceeds Fair Value of Plan Assets | | | | |
| Accumulated postretirement benefit obligation | | $ | 658 | | | $ | 1,080 | |
| Fair value of plan assets | | — | | | — | |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
|
| | | | | | | | |
| | | Years Ended December 31, |
| | | 2017 | | 2016 |
| Benefit Obligation Exceeds Fair Value of Plan Assets | | | | |
| Projected benefit obligation | | $ | 2,834 |
| | $ | 2,973 |
|
| Fair value of plan assets | | 1,992 |
| | 2,024 |
|
| | | | | |
| Accumulated benefit obligation | | 2,641 |
| | 2,840 |
|
| Fair value of plan assets | | 1,905 |
| | 2,003 |
|
Summarized information regarding the net periodic benefit costs for the Company’s defined benefit and other retiree benefit plans is as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Pension Plans | | Other Retiree Benefit Plans |
| | | 2022 | | 2021 | | 2020 | | 2022 | | 2021 | | 2020 | | 2022 | | 2021 | | 2020 |
| | | United States | | International | | | | | | |
| Components of Net Periodic Benefit Cost | | | | | | | | | | | | | | | | | | |
| Service cost | | $ | — | | | $ | — | | | $ | 1 | | | $ | 15 | | | $ | 19 | | | $ | 17 | | | $ | 18 | | | $ | 26 | | | $ | 20 | |
| Interest cost | | 64 | | | 61 | | | 74 | | | 21 | | | 20 | | | 21 | | | 36 | | | 35 | | | 37 | |
| | | | | | | | | | | | | | | | | | |
| Expected return on plan assets | | (101) | | | (106) | | | (111) | | | (21) | | | (20) | | | (22) | | | — | | | — | | | (2) | |
| Amortization of transition and prior service costs (credits) | | — | | | — | | | — | | | 1 | | | 1 | | | — | | | (6) | | | — | | | — | |
| Amortization of actuarial loss | | 46 | | | 47 | | | 46 | | | 7 | | | 11 | | | 9 | | | 14 | | | 23 | | | 18 | |
| Net periodic benefit cost | | $ | 9 | | | $ | 2 | | | $ | 10 | | | $ | 23 | | | $ | 31 | | | $ | 25 | | | $ | 62 | | | $ | 84 | | | $ | 73 | |
| Other postretirement charges | | 13 | | | (3) | | | 4 | | | 4 | | | 1 | | | — | | | 2 | | | — | | | — | |
| Total pension cost | | $ | 22 | | | $ | (1) | | | $ | 14 | | | $ | 27 | | | $ | 32 | | | $ | 25 | | | $ | 64 | | | $ | 84 | | | $ | 73 | |
| Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost | | | | | | | | | | | | | | | | | | |
| Discount rate | | 2.98 | % | | 2.65 | % | | 3.40 | % |
| 2.10 | % | | 1.61 | % | | 2.06 | % | | 3.06 | % | | 2.88 | % | | 3.56 | % |
| Expected long-term rate of return on plan assets | | 5.70 | % | | 5.70 | % | | 6.30 | % | | 2.72 | % | | 2.93 | % | | 3.38 | % | | N/A | | 5.70 | % | | 6.30 | % |
| Long-term rate of compensation increase | | 3.50 | % | | 3.50 | % | | 3.50 | % | | 2.89 | % | | 2.62 | % | | 2.83 | % | | — | % | | — | % | | — | % |
| ESOP growth rate | | — | % | | — | % | | — | % | | — | % | | — | % | | — | % | | 6.00 | % | | 10.00 | % | | 10.00 | % |
| Medical cost trend rate of increase | | — | % | | — | % | | — | % | | — | % | | — | % | | — | % | | 6.00 | % | | 6.00 | % | | 6.00 | % |
| Interest Crediting Rate | | 2.82 | % | | 2.48 | % | | 3.21 | % | | 0.84 | % | | 0.83 | % | | 0.85 | % | | — | % | | — | % | | — | % |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Pension Plans | | Other Retiree Benefit Plans |
| | | 2017 | | 2016 | | 2015 | | 2017 | | 2016 | | 2015 | | 2017 | | 2016 | | 2015 |
| | | United States | | International | | | | | | |
| Components of Net Periodic Benefit Cost | | | | | | | | | | | | | | | | | | |
| Service cost | | $ | 1 |
| | $ | 1 |
| | $ | 2 |
| | $ | 16 |
| | $ | 16 |
| | $ | 20 |
| | $ | 13 |
| | $ | 13 |
| | $ | 14 |
|
| Interest cost | | 94 |
| | 105 |
| | 100 |
| | 22 |
| | 25 |
| | 28 |
| | 40 |
| | 43 |
| | 44 |
|
| Annual ESOP allocation | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
| Expected return on plan assets | | (111 | ) | | (109 | ) | | (117 | ) | | (22 | ) | | (23 | ) | | (28 | ) | | — |
| | (1 | ) | | (2 | ) |
| Amortization of transition and prior service costs (credits) | | — |
| | — |
| | — |
| | — |
| | — |
| | 2 |
| | — |
| | — |
| | — |
|
| Amortization of actuarial loss | | 48 |
| | 41 |
| | 44 |
| | 10 |
| | 8 |
| | 11 |
| | 13 |
| | 14 |
| | 25 |
|
| Net periodic benefit cost | | $ | 32 |
| | $ | 38 |
| | $ | 29 |
| | $ | 26 |
| | $ | 26 |
| | $ | 33 |
| | $ | 66 |
| | $ | 69 |
| | $ | 81 |
|
| Other postretirement charges | | 24 |
| | 3 |
| | 16 |
| | 4 |
| | 11 |
| | (1 | ) | | (3 | ) | | 1 |
| | 1 |
|
| Total pension cost | | $ | 56 |
| | $ | 41 |
| | $ | 45 |
| | $ | 30 |
| | $ | 37 |
| | $ | 32 |
| | $ | 63 |
| | $ | 70 |
| | $ | 82 |
|
| Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
| Discount rate | | 4.27 | % | | 4.93 | % | | 4.24 | % |
| 2.59 | % | | 3.17 | % | | 3.06 | % | | 4.41 | % | | 4.97 | % | | 4.36 | % |
| Long-term rate of return on plan assets | | 6.80 | % | | 6.80 | % | | 6.80 | % | | 4.14 | % | | 4.62 | % | | 5.05 | % | | 6.80 | % | | 6.80 | % | | 6.80 | % |
| Long-term rate of compensation increase | | 3.50 | % | | 3.50 | % | | 3.50 | % | | 2.58 | % | | 2.78 | % | | 2.83 | % | | — | % | | — | % | | — | % |
| ESOP growth rate | | — | % | | — | % | | — | % | | — | % | | — | % | | — | % | | 10.00 | % | | 10.00 | % | | 10.00 | % |
| Medical cost trend rate of increase | | — | % | | — | % | | — | % | | — | % | | — | % | | — | % | | 6.33 | % | | 6.67 | % | | 7.00 | % |
Other postretirement charges in 2017, 2016 and 2015 include pension and other benefit enhancements amounting to $21, $4 and $17 respectively, incurred pursuant to the Global Growth and Efficiency Program. Other postretirement charges in 2017 and 2016 also includes charges of $4 and $11, respectively, in part due to retirements under the Global Growth and Efficiency Program.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The service related component of pension and other postretirement benefit costs is included in Operating profit. The non-service related components (interest cost, expected return on assets and amortization of actuarial gains and losses) are included in the line item “Non-service related postretirement costs,” which is below Operating profit.
Other postretirement charges for the twelve months ended December 31, 2022 included pension and other charges of $15 incurred pursuant to the 2022 Global Productivity Initiative. The Company made no voluntary contributions of $81, $53in 2022, 2021, and $0 in 2017, 2016 and 2015, respectively, to its U.S. retirement plans.2020.
The estimated actuarial loss and the estimated transition/prior service cost for defined benefit and other retiree benefit plans that will be amortized from Accumulated other comprehensive income (loss) into net periodic benefit cost over the next fiscal year is as follows:
|
| | | | | | | | |
| | | Pension Plans | | Other Retiree Benefit Plans |
| Net actuarial loss | | $ | 54 |
| | $ | 17 |
|
| Net transition and prior service cost | | — |
| | — |
|
Expected Contributions and Benefit Payments
Management’s best estimate ofAt present, the Company does not expect to make any voluntary contributions the Company will make to its U.S. postretirement plans for the year ending December 31, 2018 is approximately $75.2023. Actual funding may differ from current estimates depending on the variability of the market value of the assets as compared to the obligation and other market or regulatory conditions.
Total benefit payments to be paid to participants for the year ending December 31, 2018 from the Company’s assets are estimated to be approximately $82. Total benefitBenefit payments expected to be paid to participants from plan assets, or directly from the Company’s assets to participants in unfunded plans are estimated to be approximately $86 for the year ending December 31, 2023.
Total benefit payments expected to be paid to participants in both funded and unfunded plans are estimated as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Pension Plans | | | | |
| Years Ended December 31, | | United States | | International | | Other Retiree Benefit Plans | | Total |
| 2023 | | $ | 141 | | | $ | 40 | | | $ | 44 | | | $ | 225 | |
| 2024 | | 142 | | | 40 | | | 50 | | | 232 | |
| 2025 | | 139 | | | 39 | | | 51 | | | 229 | |
| 2026 | | 143 | | | 42 | | | 51 | | | 236 | |
| 2027 | | 143 | | | 42 | | | 51 | | | 236 | |
| 2028-2032 | | 669 | | | 234 | | | 263 | | | 1,166 | |
|
| | | | | | | | | | | | | | | | |
| | | Pension Plans | | | | |
| Years Ended December 31, | | United States | | International | | Other Retiree Benefit Plans | | Total |
| 2018 | | $ | 137 |
| | $ | 37 |
| | $ | 45 |
| | $ | 219 |
|
| 2019 | | 141 |
| | 35 |
| | 46 |
| | 222 |
|
| 2020 | | 144 |
| | 37 |
| | 46 |
| | 227 |
|
| 2021 | | 143 |
| | 38 |
| | 47 |
| | 228 |
|
| 2022 | | 151 |
| | 39 |
| | 48 |
| | 238 |
|
| 2023-2027 | | 737 |
| | 222 |
| | 250 |
| | 1,209 |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
11. Income Taxes
The components of Income before income taxes are as follows for the years ended December 31: | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| United States | | $ | 1,169 | | | $ | 1,256 | | | $ | 1,317 | |
| International | | 1,491 | | | 1,831 | | | 2,330 | |
| Total Income before income taxes | | $ | 2,660 | | | $ | 3,087 | | | $ | 3,647 | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| United States | | $ | 1,072 |
| | $ | 1,191 |
| | $ | 1,118 |
|
| International | | 2,415 |
| | 2,547 |
| | 1,645 |
|
| Total Income before income taxes | | $ | 3,487 |
| | $ | 3,738 |
| | $ | 2,763 |
|
The Provision for income taxes consists of the following for the years ended December 31: | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| United States | | $ | 199 | | | $ | 228 | | | $ | 259 | |
| International | | 494 | | | 521 | | | 528 | |
| Total Provision for income taxes | | $ | 693 | | | $ | 749 | | | $ | 787 | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| United States | | $ | 338 |
| | $ | 395 |
| | $ | 376 |
|
| International | | 975 |
| | 757 |
| | 839 |
|
| Total Provision for income taxes | | $ | 1,313 |
| | $ | 1,152 |
| | $ | 1,215 |
|
Temporary differences between accounting for financial statement purposes and accounting for tax purposes result in the current provision for taxes being higher (lower) than the total provision for income taxes as follows: | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| Goodwill and intangible assets | | $ | 106 | | | $ | 50 | | | $ | 1 | |
| Property, plant and equipment | | 2 | | | (19) | | | 12 | |
| Pension and other retiree benefits | | (1) | | | (4) | | | 10 | |
| Stock-based compensation | | (3) | | | 11 | | | (7) | |
| Right-of-use assets/lease liabilities | | (5) | | | (2) | | | (1) | |
| Tax credits and tax loss carryforwards | | 8 | | | (2) | | | (1) | |
| Deferred withholding tax | | 8 | | | (16) | | | 111 | |
| Research and Experimentation Capitalization | | 58 | | | — | | | — | |
| Other, net | | (10) | | | 19 | | | 18 | |
| Total deferred tax benefit (provision) | | $ | 163 | | | $ | 37 | | | $ | 143 | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Goodwill and intangible assets | | $ | 135 |
| | $ | 18 |
| | $ | 3 |
|
| Property, plant and equipment | | 84 |
| | (3 | ) | | (25 | ) |
| Pension and other retiree benefits | | (192 | ) | | — |
| | 36 |
|
| Stock-based compensation | | (28 | ) | | 15 |
| | 11 |
|
| Tax loss and tax credit carryforwards | | (4 | ) | | 5 |
| | (4 | ) |
| Other, net | | (103 | ) | | (106 | ) | | 98 |
|
| Total deferred tax benefit (provision) | | $ | (108 | ) | | $ | (71 | ) | | $ | 119 |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The difference between the statutory U.S. federal income tax rate and the Company’s global effective tax rate as reflected in the Consolidated Statements of Income is as follows:
| | | | | | | | | | 2022 | | 2021 | | 2020 |
| Percentage of Income before income taxes | | 2017 | | 2016 | | 2015 | Percentage of Income before income taxes | | | | | | |
| Tax at United States statutory rate | | 35.0 | % | | 35.0 | % | | 35.0 | % | Tax at United States statutory rate | | 21.0 | % | | 21.0 | % | | 21.0 | % |
| State income taxes, net of federal benefit | | 0.5 |
| | 0.5 |
| | 1.0 |
| State income taxes, net of federal benefit | | 0.8 | | | 1.1 | | | 1.0 | |
| Earnings taxed at other than United States statutory rate | | (3.4 | ) | | (2.7 | ) | | (3.6 | ) | Earnings taxed at other than United States statutory rate | | 5.4 | | | 2.7 | | | 3.3 | |
Charge for U.S. tax reform(1) | | 7.9 |
| | — |
| | — |
| |
Excess tax benefits from stock-based compensation(2)
| | (1.4 | ) | | — |
| | — |
| |
(Benefit) charge for foreign tax matters(3) | | — |
| | (0.8 | ) | | 0.5 |
| |
(Benefit) from Venezuela remeasurement(4) | | — |
| | (5.6 | ) | | — |
| |
Tax charge on incremental repatriation of foreign earnings(4) | | — |
| | 5.6 |
| | — |
| |
Venezuela deconsolidation(5) | | — |
| | — |
| | 12.8 |
| |
| Benefit for foreign tax matters(1) | | Benefit for foreign tax matters(1) | | — | | | — | | | (2.0) | |
| Non-deductible goodwill impairment charges | | Non-deductible goodwill impairment charges | | 1.9 | | | 2.2 | | | — | |
| Foreign-derived intangible income benefit | | Foreign-derived intangible income benefit | | (2.6) | | | (2.2) | | | (1.6) | |
| Other, net | | (0.9 | ) | | (1.2 | ) | | (1.7 | ) | Other, net | | (0.4) | | | (0.5) | | | (0.1) | |
| Effective tax rate | | 37.7 | % | | 30.8 | % | | 44.0 | % | Effective tax rate | | 26.1 | % | | 24.3 | % | | 21.6 | % |
_________
| |
(1)
| On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJA” or “U.S. tax reform”) was enacted which, among other things, lowered the U.S. corporate income tax rate to 21% from 35% and established a modified territorial system requiring a mandatory deemed repatriation tax on undistributed earnings of foreign subsidiaries. Beginning in 2018, the TCJA also requires a minimum tax on certain future earnings generated by foreign subsidiaries while providing for future tax-free repatriation of such earnings through a 100% dividends-received deduction. In accordance with ASC 740, Income Taxes, and Staff Accounting Bulletin 118, the Company recognized a provisional charge in the fourth quarter of 2017 of $275 related to the TCJA based on its initial analysis using available information and estimates. The provisional charge is comprised of $451 related to the one-time deemed repatriation of accumulated earnings of foreign subsidiaries and related withholding taxes and $20 related primarily to the remeasurement of net deferred tax assets as a result of the reduction in the corporate income tax rate, which are offset by $196 of income taxes which had been previously provided for planned repatriations of undistributed earnings of foreign subsidiaries. As a result, applicable U.S. and foreign taxes have been provided on substantially all of the Company’s accumulated earnings of foreign subsidiaries previously considered indefinitely reinvested. Given the significant complexity of the TCJA, anticipated guidance from the U.S. Treasury about implementing the TCJA and the potential for additional guidance from the Securities and Exchange Commission (“SEC”) or the FASB related to the TCJA or additional information becoming available, the Company’s provisional charge may be adjusted during 2018 and is expected to be finalized no later than the fourth quarter of 2018. Other provisions of the TCJA that impact future tax years are still being assessed. |
| |
(2)
| As a result of adopting ASU No. 2016-09 “Compensation–Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” effective January 1, 2017, the Company recognized excess tax benefits from stock-based compensation of $47 (resulting from an increase in the fair value of an award from the grant date to the vesting or exercise date, as applicable) in the Provision for income taxes as a discrete item during the year ended December 31, 2017. These amounts may not necessarily be indicative of future amounts that may be recognized as any excess tax benefits from stock-based compensation recognized would be dependent on future stock price, employee exercise behavior and applicable tax rates. Prior to January 1, 2017, excess tax benefits from stock-based compensation were recognized in equity. See Note 2, Summary of Significant Accounting Policies - Recent Accounting Pronouncements for additional information. |
| |
(3)
| The benefit from a tax matter in 2016 relates to several Supreme Court and Administrative Court rulings in a foreign jurisdiction allowing certain tax deductions which had the effect of reversing prior decisions. The charge for a tax matter in 2015 relates to several Supreme Court rulings in a foreign jurisdiction disallowing certain tax deductions which had the effect of reversing prior decisions. |
| |
(4)
| The effective tax rate in 2016 included a $210 U.S. income tax benefit recognized in the first quarter of 2016 principally related to changes in Venezuela’s foreign exchange regime implemented in March 2016. Although, effective December 31, 2015, the operating results of CP Venezuela are no longer included in the Company’s Consolidated Financial Statements, under current tax rules, the Company is required to continue including CP Venezuela’s results in its consolidated U.S. federal income tax return. In order to fully utilize the above mentioned $210 tax benefit in 2016, the Company repatriated an incremental $1,500 of earnings of foreign subsidiaries it previously considered indefinitely reinvested outside of the U.S., and accordingly, recorded a tax charge of $210 during the first quarter of 2016. |
| |
(5)
| See Note 14, Venezuela. |
(1)In 2020, the provision for income taxes includes $71 of income tax benefits recorded on a discrete period basis, of which $45 relates to previously recorded foreign withholding taxes and $26 relates to a previously recorded valuation allowance against a deferred tax asset. As part of a previously recorded charge for the Tax Cuts and Jobs Act of 2017 (the “TCJA”), the Company has provided for foreign withholding taxes expected to be paid on the remittance of earnings from certain overseas subsidiaries no longer deemed indefinitely reinvested. As a result of a recent reorganization of the ownership structure of certain foreign subsidiaries, the Company determined that no withholding taxes will be due on the remittance by certain subsidiaries of earnings previously deemed reinvested and, accordingly, reversed $45 of previously recorded foreign withholding taxes. Also as part of the previously recorded charge for the TCJA, the Company provided a valuation allowance against a deferred tax asset related to the foreign tax credit carryforwards that the Company did not expect to be able to use due to changes made by the TCJA. As a result of a new operating structure being implemented within one of the Company’s divisions, the Company believes the use of these foreign tax credit carryforwards will not be limited in the future and, accordingly, reversed the previously recorded valuation allowance of $26.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The components of deferred tax assets (liabilities) are as follows at December 31: | | | | | | | | | | | | | | |
| | | 2022 | | 2021 |
| Deferred tax liabilities: | | | | |
| Goodwill and intangible assets | | $ | (405) | | | $ | (523) | |
| Property, plant and equipment | | (375) | | | (301) | |
| Right-of-use assets | | (118) | | | (125) | |
| Deferred withholding tax | | (103) | | | (111) | |
| Other | | (27) | | | (35) | |
| Total deferred tax liabilities | | (1,028) | | | (1,095) | |
| Deferred tax assets: | | | | |
| Pension and other retiree benefits | | 214 | | | 344 | |
| Tax credits and tax loss carryforwards | | 169 | | | 152 | |
| Lease liabilities | | 125 | | | 138 | |
| Accrued liabilities | | 218 | | | 234 | |
| Stock-based compensation | | 73 | | | 76 | |
| Research and Experimentation Capitalization | | 58 | | | — | |
| Other | | 52 | | | 69 | |
| Total deferred tax assets | | 909 | | | 1,013 | |
| Valuation Allowance | | $ | (129) | | | $ | (120) | |
| Net deferred tax assets | | $ | 780 | | | $ | 893 | |
| Net deferred income taxes | | $ | (248) | | | $ | (202) | |
|
| | | | | | | | |
| | | 2017 | | 2016 |
| Deferred tax liabilities: | | | | |
| Goodwill and intangible assets | | $ | (311 | ) | | $ | (451 | ) |
| Property, plant and equipment | | (306 | ) | | (380 | ) |
| Other | | (182 | ) | | (202 | ) |
| | | (799 | ) | | (1,033 | ) |
| Deferred tax assets: | | |
| | |
|
| Pension and other retiree benefits | | 375 |
| | 599 |
|
| Tax loss and tax credit carryforwards | | 39 |
| | 34 |
|
| Accrued liabilities | | 197 |
| | 246 |
|
| Stock-based compensation | | 90 |
| | 127 |
|
| Other | | 82 |
| | 82 |
|
| | | 783 |
| | 1,088 |
|
| Net deferred income taxes | | $ | (16 | ) | | $ | 55 |
|
|
| | | | | | | | |
| | | 2017 | | 2016 |
| Deferred taxes included within: | | | | |
| Assets: | | | | |
| Deferred income taxes | | $ | 188 |
| | $ | 301 |
|
| Liabilities: | | | | |
| Deferred income taxes | | (204 | ) | | (246 | ) |
| Net deferred income taxes | | $ | (16 | ) | | $ | 55 |
|
In addition, net tax benefit of $37 in 2017, net tax benefit of $85 in 2016, and netNet tax expense of $78 in 2015$164 and $146 were recorded directly through equity.equity in 2022 and 2021, respectively. Net tax benefit of $101 was recorded directly through equity in 2020. The net tax expense or benefit in 2017each year predominantly includes current and future tax impacts related to benefit plans. The amounts in 2016plans and 2015 include current and future tax impacts related to employee equity compensation and benefit plans.the impact of currency translation adjustments.
The Company uses a comprehensive model to recognize, measure, present and disclose in its financial statements uncertain tax positions that the Company has taken or expects to take on an income tax return.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Unrecognized tax benefits activity for the years ended December 31, 2017, 20162022, 2021 and 20152020 is summarized below: | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| Unrecognized tax benefits: | | | | | | |
| Balance, January 1 | | $ | 245 | | | $ | 227 | | | $ | 173 | |
| Increases as a result of tax positions taken during the current year | | 32 | | | 26 | | | 18 | |
| Decreases of tax positions taken during prior years | | (21) | | | (20) | | | (5) | |
| Increases of tax positions taken during prior years | | 46 | | | 40 | | | 57 | |
| Decreases as a result of settlements with taxing authorities and the expiration of statutes of limitations | | (2) | | | (23) | | | (19) | |
| Effect of foreign currency rate movements | | (2) | | | (5) | | | 3 | |
| Balance, December 31 | | $ | 298 | | | $ | 245 | | | $ | 227 | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Unrecognized tax benefits: | | | | | | |
| Balance, January 1 | | $ | 201 |
| | $ | 186 |
| | $ | 218 |
|
| Increases as a result of tax positions taken during the current year | | 13 |
| | 9 |
| | 20 |
|
| Decreases of tax positions taken during prior years | | (9 | ) | | (45 | ) | | (25 | ) |
| Increases of tax positions taken during prior years | | 15 |
| | 71 |
| | 61 |
|
| Decreases as a result of settlements with taxing authorities and the expiration of statutes of limitations | | (15 | ) | | (18 | ) | | (79 | ) |
| Effect of foreign currency rate movements | | 9 |
| | (2 | ) | | (9 | ) |
| Balance, December 31 | | $ | 214 |
| | $ | 201 |
| | $ | 186 |
|
If all of the unrecognized tax benefits for 20172022 above were recognized, approximately $205$289 would impact the effective tax rate and would result in a cash outflow of approximately $185. Although itrate. It is reasonably possible that the amount of unrecognized benefits with respect to our uncertain tax positions will increase or decreasecould change in the next 12twelve months the Company doesand such change may or may not expect material changes.be material.
The Company recognized expense of approximately $11, $2$8, $10 and $2 of$9 for interest expenseand penalties related to the above unrecognized tax benefits within income tax expense in 2017, 20162022, 2021 and 2015,2020, respectively. The Company had accrued interest and penalties of approximately $28, $17$40, $35 and $16$24 as of December 31, 2017, 20162022, 2021 and 2015,2020, respectively.
The Company and its subsidiaries file U.S. federal income tax returns as well as income tax returns in many state and foreign jurisdictions. All U.S. federal income tax returns through December 31, 20112013 have been audited by the IRSInternal Revenue Service (the "IRS") and there are limited matters which the Company plans to appeal for years 2010 through 2011,2013. One such matter relates to the settlementIRS assessment of taxes on the Company by imputing income on certain activities within one of our international operations. In light of a recent U.S. Tax Court ruling subsequent to December 31, 2022 in favor of the IRS against an unrelated party on a similar matter, the Company is in the process of reassessing its position as it relates to this matter. The Company is currently under audit by the IRS, where the same matter is being discussed, for the years 2014 through 2018. The amount of tax plus interest for the years 2010 through 2018 is estimated to be approximately $145, which is not expected to have a material adverse effect on the Company’s results of operations, cash flows or financial condition.included in our uncertain tax positions. With a few exceptions, the Company is no longer subject to U.S. state and local income tax examinations for income tax returns through December 31, 2011.2016. In addition, the Company has subsidiaries in various foreign jurisdictions that have statutes of limitations for tax audits generally ranging from three to six years.
On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was enacted, which among other things, implements a 15% minimum tax on book income of certain large corporations effective for years beginning after December 31, 2022. Based on the Company’s preliminary analysis, the IRA is not expected to have a material impact on the Company’s Consolidated Financial Statements. The Company will continue to evaluate the impact of this law as additional guidance and clarification becomes available.
The Company has made an accounting policy election to treat Global Intangible Low-Taxed Income taxes as a current period expense rather than including these amounts in the measurement of deferred taxes.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
12. Earnings Per Share
For the years ended December 31, 2017, 20162022, 2021 and 2015,2020, earnings per share were as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | 2020 |
| | Net income attributable to Colgate-Palmolive Company | | Shares
(millions) | | Per
Share | | Net income attributable to Colgate-Palmolive Company | | Shares
(millions) | | Per
Share | | Net income attributable to Colgate-Palmolive Company | | Shares
(millions) | | Per
Share |
| Basic EPS | $ | 1,785 | | | 836.4 | | | $ | 2.13 | | | $ | 2,166 | | | 845.0 | | | $ | 2.56 | | | $ | 2,695 | | | 856.8 | | | $ | 3.15 | |
| Stock options and restricted stock units | | | 2.4 | | | | | | | 3.3 | | | | | | | 2.5 | | | |
| Diluted EPS | $ | 1,785 | | | 838.8 | | | $ | 2.13 | | | $ | 2,166 | | | 848.3 | | | $ | 2.55 | | | $ | 2,695 | | | 859.3 | | | $ | 3.14 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 2017 | | 2016 | | 2015 |
| | Net income attributable to Colgate-Palmolive Company | | Shares (millions) | | Per Share | | Net income attributable to Colgate-Palmolive Company | | Shares (millions) | | Per Share | | Net income attributable to Colgate-Palmolive Company | | Shares (millions) | | Per Share |
| Basic EPS | $ | 2,024 |
| | 881.8 |
| | $ | 2.30 |
| | $ | 2,441 |
| | 891.8 |
| | $ | 2.74 |
| | $ | 1,384 |
| | 902.2 |
| | $ | 1.53 |
|
| Stock options and restricted stock units | | | 6.0 |
| | |
| | |
| | 6.6 |
| | |
| | |
| | 7.5 |
| | |
|
| Diluted EPS | $ | 2,024 |
| | 887.8 |
| | $ | 2.28 |
| | $ | 2,441 |
| | 898.4 |
| | $ | 2.72 |
| | $ | 1,384 |
| | 909.7 |
| | $ | 1.52 |
|
Basic earnings per common share is computed by dividing net income available for common stockholders by the weighted-average number of shares of common stock outstanding for the period.
Diluted earnings per common share is computed using the treasury stock method on the basis of the weighted-average number of shares of common stock plus the dilutive effect of potential common shares outstanding during the period. Dilutive potential common shares include outstanding stock options and restricted stock units.
As of December 31, 2017, 20162022, 2021 and 2015,2020, the average number of stock options that were anti-dilutive and not included in diluted earnings per share calculations were 11,056,725, 3,187,4855,236,371, 2,495,393 and 3,228,359,3,257,310, respectively. As of December 31, 2017, 20162022, 2021 and 2015,2020, the average number of restricted stock units that were anti-dilutive and not included in diluted earnings per share calculations were 91, 2,693155,118, 126,378 and 120,25,381, respectively.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
13. Commitments and Contingencies
Minimum rental commitments under noncancellable operating leases, primarily for office and warehouse facilities, are $188 in 2018, $163 in 2019, $143 in 2020, $106 in 2021, $93 inAs of December 31, 2022, and $44 thereafter. Rental expense amounted to $211 in 2017, $204 in 2016 and $214 in 2015. Capital leases included in fixed assets, contingent rentals and sublease income are not significant. Thethe Company has various contractual commitments to purchasefor future multi-year purchases of raw, packaging and other materials totaling approximately $467 at December 31, 2017.$723.
As a global company serving consumers in more than 200 countries and territories, the Company is routinely subject to a wide variety of legal proceedings. These include disputes relating to intellectual property, contracts, product liability, marketing, advertising, foreign exchange controls, antitrust and trade regulation, as well as labor and employment, pension, data privacy and security, environmental and tax matters and consumer class actions. Management proactively reviews and monitors the Company’s exposure to, and the impact of, environmental matters. The Company is party to various environmental matters and, as such, may be responsible for all or a portion of the cleanup, restoration and post-closure monitoring of several sites.
The Company establishes accruals for loss contingencies when it has determined that a loss is probable and that the amount of loss, or range of loss, can be reasonably estimated. Any such accruals are adjusted thereafter as appropriate to reflect changes in circumstances.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
The Company also determines estimates of reasonably possible losses or ranges of reasonably possible losses in excess of related accrued liabilities, if any, when it has determined that a loss is reasonably possible and it is able to determine such estimates. For those matters disclosed below for which the amount of any potential losses can be reasonably estimated, the Company currently estimates that the aggregate range of reasonably possible losses in excess of any accrued liabilities is $0 to approximately $250$475 (based on current exchange rates). The estimates included in this amount are based on the Company’s analysis of currently available information and, as new information is obtained, these estimates may change. Due to the inherent subjectivity of the assessments and the unpredictability of outcomes of legal proceedings, any amounts accrued or included in this aggregate amountrange may not represent the ultimate loss to the Company. Thus, the Company’s exposure and ultimate losses may be higher or lower, and possibly significantly so, than the amounts accrued or the range disclosed above.
Based on current knowledge, management does not believe that the ultimate resolution of loss contingencies arising from the matters discussed herein will have a material effect on the Company’s consolidated financial position or its ongoing results of operations or cash flows. However, in light of the inherent uncertainties noted above, an adverse outcome in one or more matters could be material to the Company’s results of operations or cash flows for any particular quarter or year.
Brazilian Matters
There are certain tax and civil proceedings outstanding, as described below, related to the Company’sCompany’s 1995 acquisition of the Kolynos oral care business from Wyeth (the “Seller”“Seller”).
The Brazilian internal revenue authority has disallowed interest deductions and foreign exchange losses taken by the Company’s Brazilian subsidiary for certain years in connection with the financing of the Kolynos acquisition. The tax assessments with interest, penalties and any court-mandated fees, at the current exchange rate, are approximately $165.$119. This amount includes additional assessments received from the Brazilian internal revenue authority in April 2016 relating to net operating loss carryforwards used by the Company’s Brazilian subsidiary to offset taxable income that had also been deducted from the authority’s original assessments. The Company has been disputing the disallowances by appealing the assessments since October 2001. Appeals are currently pending at the administrative level.
In the eventeach of September 2015, February 2017, September 2018, April 2019 and August 2020, the Company is ultimately unsuccessfullost an administrative appeal and subsequently challenged these assessments in its administrative appeals, further appeals are available within the Brazilian federal courts.
In September 2015,Currently, there are three lawsuits pending in the Company lostLower Federal Court, one case has progressed to the Federal Court of its appeals atAppeals and another case is expected to be remitted to the administrative level and filed a lawsuit in Brazilian federal court. In February 2017, the Company lost an additional administrative appeal and filed a similar action in Brazilian federal court.Federal Court of Appeals. Although there can be no assurances,
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
management believes, based on the opinion of its Brazilian legal counsel, that the disallowances are without merit and that the Company should ultimately prevail. The Company is challenging these disallowances vigorously.
In July 2002, the Brazilian Federal Public Attorney filed a civil action against the federal government of Brazil, Laboratorios Wyeth-Whitehall Ltda. (the Brazilian subsidiary of the Seller) and the Company, as represented by its Brazilian subsidiary, in the 6th. Lower Federal Court in the City of São Paulo, seeking to annul an April 2000 decision by the Brazilian Board of Tax Appeals that found in favor of the Seller’s Brazilian subsidiary on the issue of whether it had incurred taxable capital gains as a result of the divestiture of Kolynos. The action seeks to make the Company’s Brazilian subsidiary jointly and severally liable for any tax due from the Seller’s Brazilian subsidiary. The case has been pending since 2002, and the Lower Federal Court has not issued a decision. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the Company should ultimately prevail in this action. The Company is challenging this action vigorously.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
In December 2005, the Brazilian internal revenue authority issued to the Company’s Brazilian subsidiary a tax assessment with interest, penalties and any court-mandated fees of approximately $74,$52, at the current exchange rate, based on a claim that certain purchases of U.S. Treasury bills by the subsidiary and their subsequent disposition during the period 2000 to 2001 were subject to a tax on foreign exchange transactions. The Company had been disputing the assessment within the internal revenue authority’s administrative appeals process. However, in November 2015, the Superior Chamber of Administrative Tax Appeals denied the Company’s final administrative appeal, and the Company has filed a lawsuit in the Brazilian federal court. In the event the Company is unsuccessful in this filing,lawsuit, further appeals are available within the Brazilian federal courts. Although there can be no assurances, management believes, based on the opinion of its Brazilian legal counsel, that the tax assessment is without merit and that the Company should ultimately prevail. The Company is challenging this assessment vigorously.
Competition MattersMatter
Certain of the Company’s subsidiaries havewere historically been subject to investigations,actions and, in some cases, fines, by governmental authorities in a number of countries related to alleged competition law violations. Substantially all of these matters also involved other consumer goods companies and/or retail customers. The Company’s policy is to comply with antitrust and competition laws and, if a violation of any such laws is found, to take appropriate remedial action and to cooperate fully with any related governmental inquiry. The status of pending competition law matters as of December 31, 20172022 of such competition law matters pending against the Company during the year ended December 31, 2022 is set forth below.
| |
▪ | In December 2014, the French competition law authority found that 13 consumer goods companies, including the Company’s French subsidiary, exchanged competitively sensitive information related to the French home care and personal care sectors, for which the Company’s French subsidiary was fined $57. In addition, as a result of the Company’s acquisition of the Sanex personal care business in 2011 from Unilever N.V. and Unilever PLC (together with Unilever N.V., “Unilever”), pursuant to a Business and Share Sale and Purchase Agreement (the “Sale and Purchase Agreement”), the French competition law authority found that the Company’s French subsidiary, along with Hillshire Brands Company (formerly Sara Lee Corporation (“Sara Lee”)), were jointly and severally liable for fines of $25 assessed against Sara Lee’s French subsidiary. The Company is entitled to indemnification for this fine from Unilever as provided in the Sale and Purchase Agreement. The fines were confirmed by the Court of Appeal in October 2016. The Company is appealing the decision of the Court of Appeal on behalf of the Company and Sara Lee in the French Supreme Court. |
▪In July 2014, the Greek competition law authority issued a statement of objections alleging a restriction of parallel imports into Greece. The Company responded to this statement of objections. In July 2017, the Company received the decision from the Greek competition law authority in which the Company was fined $11. The Company appealed the decision to the Greek courts. In April 2019, the Greek courts affirmed the judgment against the Company’s Greek subsidiary, but reduced the fine to $10.5 and dismissed the case against Colgate-Palmolive Company. The Company’s Greek subsidiary and the Greek competition authority have appealed the decision to the Greek Supreme Court.
| |
▪ | In July 2014, the Greek competition law authority issued a statement of objections alleging a restriction of parallel imports into Greece. The Company responded to this statement of objections. In July 2017, the Company received the decision from the Greek competition law authority in which the Company was fined $11. The Company is appealing the decision to the Greek courts. |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Talcum Powder Matters
The Company has been named as a defendant in civil actions alleging that certain talcum powder products that were sold prior to 1996 were contaminated with asbestos. Mostasbestos and/or caused mesothelioma and other cancers. Many of these actions involve a number of co-defendants from a variety of different industries, including suppliers of asbestos and manufacturers of products that, unlike the Company’s products, were designed to contain asbestos. As of December 31, 2017,2022, there were 193227 individual cases pending against the Company in state and federal courts throughoutthroughout the United States, as compared to 115171 cases as of December 31, 2016.2021. During the three months ended December 31, 2022, the Company lost an appeal in one case that, in the second quarter of 2019, had resulted in an adverse jury verdict after a trial. The Company has filed a petition with the California Supreme Court seeking to further appeal the decision. During the year ended December 31, 2017, 132 new2022, 89 new cases were filed and 5433 cases were resolved by voluntary dismissal, appeal insettlement or dismissal by the Company’s favor or settlement.court. The value of the settlements and the accrual with respect to the case that resulted in an adverse jury verdict in the years presented was not material, either individually or in the aggregate, to each such period’s results of operations.
The Company believes that aA significant portion of itsthe Company’s costs incurred in defending and resolving these claims has been, and the Company believes that a portion of the costs will continue to be, covered by insurance policies issued by several primary, excess and excessumbrella insurance carriers, subject to deductibles, exclusions, retentions, policy limits and policy limits.insurance carrier insolvencies.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
While the Company and its legal counsel believe that these cases are without merit and intend to challenge them vigorously, there can be no assurances regarding the ultimate resolution of these matters. Since the amount of any potential losses from these cases currently cannot be reasonably estimated, the range of reasonably possible losses in excess of accrued liabilities disclosed above does not include any amount relating to these cases.
N8
The Company was a defendant in a lawsuit that was brought in Utah federal court by N8 Medical, Inc. (“N8 Medical”), Brigham Young University (“BYU”) and N8 Pharmaceuticals, Inc. (“N8 Pharma”). The complaint, originally filed in November 2013, alleged breach of contract and other torts arising out of the Company’s evaluation of a technology owned by BYU and licensed, at various times, to Ceragenix Pharmaceuticals, Inc., now in bankruptcy, N8 Medical and N8 Pharma.
In 2016, the Company resolved the claims brought by BYU and N8 Medical. These claims were each resolved in an amount that is not material to the Company’s results of operations. In the first quarter of 2017, the court dismissed the claims of N8 Pharma and, in the third quarter of 2017, N8 Pharma appealed the decision.
ERISA Matter
In June 2016, a putative class action claiming that residual annuity payments made to certain participants in the Colgate-Palmolive Company Employees’ Retirement Income Plan (the “Plan”) did not comply with the Employee Retirement Income Security Act was filed against the Plan, the Company and certain individuals (the “Company Defendants”) in the United States District Court for the Southern District of New York. This action has been certified as a class action.York (the “Court”). The relief sought includes recalculation of benefits, pre- and post-judgment interest and attorneys’ fees. This action was certified as a class action in July 2017. In July 2020, the Court granted in part and denied in part the Company Defendants’ motion for summary judgment and dismissed certain claims on consent of the parties. In August 2020, the Court granted the plaintiffs’ motion for summary judgment on the remaining claims. The Company isand the Plan are contesting this action vigorously. Since the amount of any potential loss from this case currently cannot be reasonably estimated, the range of reasonably possible lossesvigorously and, in excess of accrued liabilities disclosed above does not include any amount relatingSeptember 2020, appealed to the case.United States Court of Appeals for the Second Circuit. The appeal is currently pending.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
14. Venezuela
Effective December 31, 2015, the Company concluded it no longer met the accounting criteria for consolidation of CP Venezuela and began accounting for CP Venezuela using the cost method of accounting. As such, effective December 31, 2015, the Company’s Consolidated Balance Sheet no longer includes the assets and liabilities of CP Venezuela. As a result of this change in accounting, the Company recorded an aftertax charge of $1,058 ($1,084 pretax) or $1.16 per diluted share in 2015. The charge primarily consists of an impairment of the Company’s investment in CP Venezuela of $952, which includes intercompany receivables from CP Venezuela, and $111 related to the reclassification of cumulative translation losses. Prior periods have not been restated and CP Venezuela’s Net sales, Operating profit and Net income are included in the Company’s Consolidated Statements of Income through December 31, 2015.
Since January 1, 2016, under the cost method of accounting, the Company no longer includes the local operating results of CP Venezuela in its Consolidated Financial Statements and includes income relating to CP Venezuela only to the extent it receives cash for sales of inventory to CP Venezuela or for dividends or royalties remitted by CP Venezuela, all of which have been immaterial. Although CP Venezuela’s local operating results are no longer included in the Company’s Consolidated Financial Statements for accounting purposes, under current tax rules, the Company is required to continue including CP Venezuela in its consolidated U.S. federal income tax return. In the first quarter of 2016, provision for income taxes included a $210 U.S. income tax benefit principally related to changes in Venezuela’s foreign exchange regime implemented in March 2016. See Note 11, Income Taxes for additional details.
Prior to the change in accounting, CP Venezuela’s functional currency was the U.S. dollar since Venezuela had been designated hyper-inflationary and, as such, Venezuelan currency fluctuations were reported in income. The Company remeasured the financial statements of CP Venezuela at the end of each month at the rate at which it expected to remit future dividends which, based on the advice of legal counsel, was the SICAD rate (formerly known as the SICAD I rate). During the year ended December 31, 2015, the Company incurred pretax losses of $34 ($22 aftertax or $0.02 per diluted common share) related to the remeasurement of CP Venezuela’s local currency-denominated net monetary assets at the quarter-end SICAD rate for the second and third quarters of 2015. The SICAD rate did not revalue during the fourth quarter of 2015 and was 13.50 bolivares per dollar as of December 31, 2015.
Included in the remeasurement losses during 2015 were charges related to the devaluation-protected bonds issued by the Venezuelan government and held by CP Venezuela. Because the official exchange rate remained at 6.30 bolivares per dollar, the devaluation-protected bonds did not revalue at the SICAD rate but remained at the official exchange rate, resulting in an impairment in the fair value of the bonds.
15. Segment Information
The Company operates in two product segments: Oral, Personal and Home Care; and Pet Nutrition.
The operations of the Oral, Personal and Home Care product segment are managed geographically in five reportable operating segments: North America, Latin America, Europe, Asia Pacific and Africa/Eurasia.
The Company evaluates segment performance based on several factors, including Operating profit. The Company uses Operating profit as a measure of operating segment performance because it excludes the impact of Corporate-driven decisions related to interest expense and income taxes.
The accounting policies of the operating segments are generally the same as those described in Note 2, Summary of Significant Accounting Policies. Intercompany sales have been eliminated. Corporate operations include costs related to stock options and restricted stock units, research and development costs, Corporate overhead costs, restructuring and related implementation costscharges and gains and losses on sales of non-core product lines and assets. The Company reports these items within Corporate operations as they relate to Corporate-based responsibilities and decisions and are not included in the internal measures of segment operating performance used by the Company to measure the underlying performance of the operating segments.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Approximately 75%two-thirds of the Company’s Net sales are generated from markets outside the U.S., with approximately 50%45% of the Company’s Net sales coming from emerging markets (which consist of Latin America, Asia (excluding Japan), Africa/Eurasia and Central Europe). Oral, Personal and Home Care sales to Wal-Mart Stores,Walmart, Inc. and its affiliates represent approximately 11%, 12% and 12% of the Company’s Net sales in 2017.2022, 2021 and 2020, respectively. No other customer representsrepresented more than 10% of Net sales.sales in any period presented.
In 2017,2022, Corporate Operating profit included goodwill and intangible assets impairment charges of $721, charges resulting from the 2022 Global Productivity Initiative of $95, a gain on the sale of land in Asia Pacific of $47 and acquisition-related costs of $19. In 2021, Corporate Operating profit (loss) includesincluded goodwill and intangible assets impairment charges of $333 resulting from the Global Growth$571, and Efficiency Program.a benefit of $26 related to a value-added tax matter in Brazil. In 2016,2020, Corporate Operating profit (loss) includes charges included benefits of $228$16 resulting from the Global Growth and Efficiency Program and $17 for a litigation matter and a gainacquisition-related costs of $97 on the sale of land in Mexico. In 2015, Corporate Operating profit (loss) included charges of $1,084 related to the deconsolidation of the Company’s Venezuelan operations, $254 related to the Global Growth and Efficiency Program, $34 related to the remeasurement of CP Venezuela’s local currency-denominated net monetary assets as a result of effective devaluations and $14 for a litigation matter and a gain of $187 on the sale of the Company’s laundry detergent business$6.
| | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| Net sales | | | | | | |
| Oral, Personal and Home Care | | | | | | |
North America(1) | | $ | 3,816 | | | $ | 3,694 | | | $ | 3,741 | |
| Latin America | | 3,982 | | | 3,663 | | | 3,418 | |
| Europe | | 2,548 | | | 2,841 | | | 2,747 | |
| Asia Pacific | | 2,826 | | | 2,867 | | | 2,701 | |
| Africa/Eurasia | | 1,082 | | | 1,045 | | | 981 | |
| Total Oral, Personal and Home Care | | 14,254 | | | 14,110 | | | 13,588 | |
Pet Nutrition(2) | | 3,713 | | | 3,311 | | | 2,883 | |
| Total Net sales | | $ | 17,967 | | | $ | 17,421 | | | $ | 16,471 | |
_________
(1) Net sales in the South Pacific.U.S. for Oral, Personal and Home Care were $3,511, $3,391 and $3,447 in 2022, 2021 and 2020, respectively.
(2) Net sales in the U.S. for Pet Nutrition were $2,432, $2,018 and $1,712 in 2022, 2021 and 2020, respectively.
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Net sales | | | | | | |
| Oral, Personal and Home Care | | | | | | |
North America(1) | | $ | 3,117 |
| | $ | 3,183 |
| | $ | 3,149 |
|
| Latin America | | 3,887 |
| | 3,650 |
| | 4,327 |
|
| Europe | | 2,394 |
| | 2,342 |
| | 2,411 |
|
| Asia Pacific | | 2,781 |
| | 2,796 |
| | 2,937 |
|
| Africa/Eurasia | | 983 |
| | 960 |
| | 998 |
|
| Total Oral, Personal and Home Care | | 13,162 |
| | 12,931 |
| | 13,822 |
|
Pet Nutrition(2) | | 2,292 |
| | 2,264 |
| | 2,212 |
|
| Total Net sales | | $ | 15,454 |
| | $ | 15,195 |
| | $ | 16,034 |
|
_________
| |
(1)
| Net sales in the U.S. for Oral, Personal and Home Care were $2,865, $2,932 and $2,896 in 2017, 2016 and 2015, respectively. |
| |
(2)
| Net sales in the U.S. for Pet Nutrition were $1,246, $1,243 and $1,223 in 2017, 2016 and 2015, respectively.
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
| | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | 2020 |
| Operating profit | | | | | | |
| Oral, Personal and Home Care | | | | | | |
| North America | | $ | 761 | | | $ | 754 | | | $ | 988 | |
| Latin America | | 1,108 | | | 1,012 | | | 975 | |
| Europe | | 514 | | | 682 | | | 652 | |
| Asia Pacific | | 737 | | | 844 | | | 773 | |
| Africa/Eurasia | | 228 | | | 203 | | | 206 | |
| Total Oral, Personal and Home Care | | 3,348 | | | 3,495 | | | 3,594 | |
| Pet Nutrition | | 850 | | | 901 | | | 793 | |
| Corporate | | (1,305) | | | (1,064) | | | (502) | |
| Total Operating profit | | $ | 2,893 | | | $ | 3,332 | | | $ | 3,885 | |
| | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | 2020 |
| Capital expenditures | | | | | | |
| Oral, Personal and Home Care | | | | | | |
| North America | | $ | 66 | | | $ | 87 | | | $ | 65 | |
| Latin America | | 121 | | | 118 | | | 104 | |
| Europe | | 31 | | | 44 | | | 41 | |
| Asia Pacific | | 60 | | | 50 | | | 51 | |
| Africa/Eurasia | | 30 | | | 33 | | | 13 | |
| Total Oral, Personal and Home Care | | 308 | | | 332 | | | 274 | |
| Pet Nutrition | | 297 | | | 147 | | | 56 | |
| Corporate | | 91 | | | 88 | | | 79 | |
| Total Capital expenditures | | $ | 696 | | | $ | 567 | | | $ | 409 | |
| | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | 2020 |
| Depreciation and amortization | | | | | | |
| Oral, Personal and Home Care | | | | | | |
| North America | | $ | 106 | | | $ | 104 | | | $ | 101 | |
| Latin America | | 93 | | | 88 | | | 81 | |
| Europe | | 90 | | | 98 | | | 94 | |
| Asia Pacific | | 89 | | | 96 | | | 95 | |
| Africa/Eurasia | | 9 | | | 9 | | | 9 | |
| Total Oral, Personal and Home Care | | 387 | | | 395 | | | 380 | |
| Pet Nutrition | | 65 | | | 62 | | | 58 | |
| Corporate | | 93 | | | 99 | | | 101 | |
| Total Depreciation and amortization | | $ | 545 | | | $ | 556 | | | $ | 539 | |
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Operating profit | | | | | | |
| Oral, Personal and Home Care | | |
| | |
| | |
| North America | | $ | 986 |
| | $ | 1,030 |
| | $ | 974 |
|
| Latin America | | 1,162 |
| | 1,132 |
| | 1,209 |
|
| Europe | | 599 |
| | 579 |
| | 615 |
|
| Asia Pacific | | 841 |
| | 887 |
| | 888 |
|
| Africa/Eurasia | | 179 |
| | 186 |
| | 178 |
|
| Total Oral, Personal and Home Care | | 3,767 |
| | 3,814 |
| | 3,864 |
|
| Pet Nutrition | | 653 |
| | 653 |
| | 612 |
|
| Corporate | | (831 | ) | | (630 | ) | | (1,687 | ) |
| Total Operating profit | | $ | 3,589 |
| | $ | 3,837 |
| | $ | 2,789 |
|
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Capital expenditures | | | | | | |
| Oral, Personal and Home Care | | |
| | |
| | |
| North America | | $ | 74 |
| | $ | 151 |
| | $ | 207 |
|
| Latin America | | 127 |
| | 94 |
| | 110 |
|
| Europe | | 63 |
| | 51 |
| | 40 |
|
| Asia Pacific | | 125 |
| | 120 |
| | 121 |
|
| Africa/Eurasia | | 13 |
| | 17 |
| | 12 |
|
| Total Oral, Personal and Home Care | | 402 |
| | 433 |
| | 490 |
|
| Pet Nutrition | | 33 |
| | 38 |
| | 34 |
|
| Corporate | | 118 |
| | 122 |
| | 167 |
|
| Total Capital expenditures | | $ | 553 |
| | $ | 593 |
| | $ | 691 |
|
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Depreciation and amortization | | | | | | |
| Oral, Personal and Home Care | | |
| | |
| | |
| North America | | $ | 58 |
| | $ | 54 |
| | $ | 47 |
|
| Latin America | | 82 |
| | 76 |
| | 88 |
|
| Europe | | 74 |
| | 64 |
| | 67 |
|
| Asia Pacific | | 101 |
| | 96 |
| | 99 |
|
| Africa/Eurasia | | 8 |
| | 7 |
| | 8 |
|
| Total Oral, Personal and Home Care | | 323 |
| | 297 |
| | 309 |
|
| Pet Nutrition | | 53 |
| | 53 |
| | 52 |
|
| Corporate | | 99 |
| | 93 |
| | 88 |
|
| Total Depreciation and amortization | | $ | 475 |
| | $ | 443 |
| | $ | 449 |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
| | | | | 2017 | | 2016 | | 2015 | | 2022 | | 2021 | | 2020 |
| Identifiable assets | | | | | | | Identifiable assets | | | | | | |
| Oral, Personal and Home Care | | | | | | | Oral, Personal and Home Care | | | | | | |
| North America | | $ | 2,608 |
| | $ | 2,685 |
| | $ | 2,622 |
| North America | | $ | 4,012 | | | $ | 4,058 | | | $ | 4,132 | |
| Latin America | | 2,423 |
| | 2,314 |
| | 2,314 |
| Latin America | | 2,603 | | | 2,369 | | | 2,251 | |
| Europe | | 3,781 |
| | 3,554 |
| | 3,308 |
| Europe | | 3,457 | | | 4,432 | | | 5,386 | |
| Asia Pacific | | 2,244 |
| | 2,006 |
| | 2,031 |
| Asia Pacific | | 2,085 | | | 2,161 | | | 2,272 | |
| Africa/Eurasia | | 544 |
| | 499 |
| | 476 |
| Africa/Eurasia | | 694 | | | 599 | | | 605 | |
| Total Oral, Personal and Home Care | | 11,600 |
| | 11,058 |
| | 10,751 |
| Total Oral, Personal and Home Care | | 12,851 | | | 13,619 | | | 14,646 | |
| Pet Nutrition | | 1,026 |
| | 1,009 |
| | 1,006 |
| Pet Nutrition | | 2,804 | | | 1,342 | | | 1,210 | |
Corporate(1) | | 50 |
| | 56 |
| | 178 |
| Corporate(1) | | 76 | | | 79 | | | 64 | |
Total Identifiable assets(2) | | $ | 12,676 |
| | $ | 12,123 |
| | $ | 11,935 |
| |
| Total Identifiable assets | | Total Identifiable assets | | $ | 15,731 | | | $ | 15,040 | | | $ | 15,920 | |
____________
| |
(1)
| In 2017, Corporate identifiable assets primarily consist of derivative instruments (5%) and investments in equity securities (86%). In 2016, Corporate identifiable assets primarily consist of derivative instruments (24%) and investments in equity securities (68%). In 2015, Corporate identifiable assets primarily consist of derivative instruments (76%) and investments in equity securities (23%). |
| |
(2)
| Long-lived assets in the U.S., primarily property, plant and equipment and goodwill and other intangibles represented approximately one-third of total long-lived assets of $7,908, $7,642 and $7,420 in 2017, 2016 and 2015, respectively. |
(1)In 2022, Corporate identifiable assets primarily consisted of investments in equity securities (95%). In 2021, Corporate identifiable assets primarily consisted of investments in equity securities (87%) and derivative instruments (10%). In 2020, Corporate identifiable assets primarily consisted of investments in equity securities (95%).
16. Supplemental Income Statement Information | | | | | | | | | | | | | | | | | | | | |
| | 2022 | | 2021 | | 2020 |
Long-lived assets(1) | | | | | | |
| United States | | $ | 2,569 | | | $ | 1,981 | | | $ | 1,889 | |
| International | | 2,216 | | | 2,275 | | | 2,348 | |
| Total Long-lived assets | | $ | 4,785 | | | $ | 4,256 | | | $ | 4,237 | |
____________
(1)Long-lived assets include Property, plant and equipment, net and lease right-of-use assets.
|
| | | | | | | | | | | | |
| Other (income) expense, net | | 2017 | | 2016 | | 2015 |
| Global Growth and Efficiency Program | | $ | 169 |
| | $ | 105 |
| | $ | 170 |
|
| Amortization of intangible assets | | 35 |
| | 33 |
| | 33 |
|
| Gain on sale of land in Mexico | | — |
| | (97 | ) | | — |
|
| Charges for litigation matters | | — |
| | 17 |
| | 14 |
|
| Venezuela remeasurement charges | | — |
| | — |
| | 34 |
|
| Gain on sale of South Pacific laundry detergent business | | — |
| | — |
| | (187 | ) |
| Equity income | | (11 | ) | | (10 | ) | | (8 | ) |
| Other, net | | 1 |
| | (11 | ) | | 6 |
|
| Total Other (income) expense, net | | $ | 194 |
| | $ | 37 |
| | $ | 62 |
|
|
| | | | | | | | | | | | |
| Interest (income) expense, net | | 2017 | | 2016 | | 2015 |
| Interest incurred | | $ | 156 |
| | $ | 155 |
| | $ | 139 |
|
| Interest capitalized | | (3 | ) | | (6 | ) | | (6 | ) |
| Interest income | | (51 | ) | | (50 | ) | | (107 | ) |
| Total Interest (income) expense, net | | $ | 102 |
| | $ | 99 |
| | $ | 26 |
|
|
| | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| Research and development | | $ | 285 |
| | $ | 289 |
| | $ | 274 |
|
| Advertising | | $ | 1,573 |
| | $ | 1,428 |
| | $ | 1,491 |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
15. Leases
The Company enters into leases for land, office space, warehouses and equipment. A number of the leases include one or more options to renew the lease terms, purchase the leased property or terminate the lease. The exercise of these options is at the Company’s discretion and is therefore recognized on the balance sheet when it is reasonably certain the Company will exercise such options. As the Company’s leases typically do not contain a readily determinable implicit rate, the Company determines the present value of the lease liability using its incremental borrowing rate at the lease commencement date.
Substantially all of the Company’s leases are considered operating leases. Finance leases were not material as of December 31, 2022 and 2021.
As of December 31, 2022 and 2021, the Company’s right-of use assets and liabilities for operating leases were as follows: | | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| Other assets | | $ | 478 | | | $ | 527 | |
| | | | |
| Other accruals | | 108 | | | 137 | |
| Other liabilities | | 397 | | | 451 | |
| Total operating lease liabilities | | $ | 505 | | | $ | 588 | |
Lease liabilities for operating leases as of December 31, 2022 were as follows: | | | | | | | |
| | | |
| | | |
| 2023 | $ | 124 | | | |
| 2024 | 88 | | | |
| 2025 | 69 | | | |
| 2026 | 54 | | | |
| 2027 | 50 | | | |
| Thereafter | 201 | | | |
| Total lease commitments | $ | 586 | | | |
| Less: Interest | (81) | | | |
| Present value of lease liabilities | $ | 505 | | | |
The components of the Company’s operating lease cost for the twelve months ended December 31, 2022 and 2021 were as follows: | | | | | | | | | | | | | | |
| | 2022 | | 2021 |
| Operating lease cost | | $ | 138 | | | $ | 142 | |
| Short-term lease cost | | 5 | | | 7 | |
| Variable lease cost | | 18 | | | 20 | |
| Sublease Income | | (1) | | | (1) | |
| Total lease cost | | $ | 160 | | | $ | 168 | |
Short-term lease cost represents the Company’s cost with respect to leases with a duration of 12 months or less and is not reflected on the Company’s Consolidated Balance Sheets. Variable lease costs are comprised of costs, such as the Company’s proportionate share of actual costs for utilities, common area maintenance, property taxes and insurance, that are not included in the lease liability and are recognized in the period in which they are incurred.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
Supplemental cash flow information related to operating leases for the twelve months ended December 31, 2022 and 2021 was as follows:
▪Payments against amounts included in the measurement of lease liabilities: $169 and $173, respectively
▪Lease assets obtained in exchange for lease liabilities: $85 and $197, respectively.
As of December 31, 2022 and 2021, the weighted-average remaining lease term for operating leases was 7 and 8 years, respectively, and the weighted-average discount rate for operating leases was 3.9% and 4.0%, respectively.
There were no material operating leases that the Company had entered into and that were yet to commence as of December 31, 2022.
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
16. Supplemental Income Statement Information
| | | | | | | | | | | | | | | | | | | | |
| Other (income) expense, net | | 2022 | | 2021 | | 2020 |
| Global Growth and Efficiency Program | | $ | — | | | $ | — | | | $ | (13) | |
| Amortization of intangible assets | | 80 | | | 89 | | | 88 | |
| Equity income | | (12) | | | (12) | | | (12) | |
| Gains from marketable securities and other assets | | (22) | | | (8) | | | (2) | |
| Indirect tax refunds | | (14) | | | (5) | | | 3 | |
| Value-added tax matter in Brazil | | — | | | (26) | | | — | |
| Acquisition-related costs | | 19 | | | — | | | 2 | |
| 2022 Global Productivity Initiative | | 90 | | | — | | | — | |
| Gain on the sale of land in Asia Pacific | | (47) | | | — | | | — | |
| Other, net | | (25) | | | 27 | | | 47 | |
| Total Other (income) expense, net | | $ | 69 | | | $ | 65 | | | $ | 113 | |
| | | | | | | | | | | | | | | | | | | | |
| Interest (income) expense, net | | 2022 | | 2021 | | 2020 |
| Interest incurred | | $ | 172 | | | $ | 120 | | | $ | 184 | |
| Interest capitalized | | (5) | | | (3) | | | (1) | |
| Interest income | | (14) | | | (17) | | | (19) | |
| Loss on early extinguishment of debt | | — | | | 75 | | | — | |
| Total Interest (income) expense, net | | $ | 153 | | | $ | 175 | | | $ | 164 | |
| | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| Research and development | | $ | 320 | | | $ | 307 | | | $ | 290 | |
| Advertising | | $ | 1,997 | | | $ | 2,021 | | | $ | 1,948 | |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
17. Supplemental Balance Sheet Information
Inventories by major class are as follows at December 31: | | | | | | | | | | | | | | |
| Inventories | | 2022 | | 2021 |
| Raw materials and supplies | | $ | 666 | | | $ | 505 | |
| Work-in-process | | 48 | | | 39 | |
| Finished goods | | 1,508 | | | 1,248 | |
| Total Inventories, net | | $ | 2,222 | | | $ | 1,792 | |
| Non-current inventory, net | | (148) | | | (100) | |
| Current Inventories, net | | $ | 2,074 | | | $ | 1,692 | |
|
| | | | | | | | |
| Inventories | | 2017 | | 2016 |
| Raw materials and supplies | | $ | 267 |
| | $ | 266 |
|
| Work-in-process | | 42 |
| | 42 |
|
| Finished goods | | 912 |
| | 863 |
|
| Total Inventories | | $ | 1,221 |
| | $ | 1,171 |
|
Inventories valued under LIFO amounted to $289$458 and $278$410 at December 31, 20172022 and 2016,2021, respectively. The excess of current cost over LIFO cost at the end of each year was $63$146 and $30,$60, respectively. The liquidations of LIFO inventory quantities had no material effect on income in 2017, 20162022, 2021 and 2015.2020. Inventory classified as non-current at December 31, 2022 was recorded on the Consolidated Balance Sheets as “Other assets.”
| | | | | | | | | | | | | | |
| Property, plant and equipment, net | | 2022 | | 2021 |
| Land | | $ | 180 | | | $ | 163 | |
| Buildings | | 1,825 | | | 1,603 | |
| Manufacturing machinery and equipment | | 6,001 | | | 5,527 | |
| Other equipment | | 1,577 | | | 1,606 | |
| | | 9,583 | | | 8,899 | |
| Accumulated depreciation | | (5,276) | | | (5,169) | |
| Total Property, plant and equipment, net | | $ | 4,307 | | | $ | 3,730 | |
| | | | | | | | | | | | | | |
| Other accruals | | 2022 | | 2021 |
| Accrued advertising and coupon redemption | | $ | 774 | | | $ | 709 | |
| Accrued payroll and employee benefits | | 329 | | | 353 | |
| Accrued taxes other than income taxes | | 133 | | | 118 | |
| Restructuring accrual | | 39 | | | 7 | |
| Pension and other retiree benefits | | 82 | | | 87 | |
| Lease liabilities due in one year | | 108 | | | 137 | |
| Accrued interest | | 59 | | | 38 | |
| Derivatives | | 15 | | | 6 | |
| Other | | 572 | | | 630 | |
| Total Other accruals | | $ | 2,111 | | | $ | 2,085 | |
| | | | | | | | | | | | | | |
| Other liabilities | | 2022 | | 2021 |
| Pension and other retiree benefits | | $ | 1,129 | | | $ | 1,722 | |
| Restructuring accrual | | — | | | 2 | |
| Long-term lease liabilities | | 397 | | | 451 | |
| Other | | 271 | | | 254 | |
| Total Other liabilities | | $ | 1,797 | | | $ | 2,429 | |
|
| | | | | | | | |
| Property, plant and equipment, net | | 2017 | | 2016 |
| Land | | $ | 159 |
| | $ | 147 |
|
| Buildings | | 1,655 |
| | 1,544 |
|
| Manufacturing machinery and equipment | | 5,165 |
| | 4,971 |
|
| Other equipment | | 1,481 |
| | 1,280 |
|
| | | 8,460 |
| | 7,942 |
|
| Accumulated depreciation | | (4,388 | ) | | (4,102 | ) |
| Total Property, plant and equipment, net | | $ | 4,072 |
| | $ | 3,840 |
|
122
|
| | | | | | | | |
| Other accruals | | 2017 | | 2016 |
| Accrued advertising and coupon redemption | | $ | 510 |
| | $ | 491 |
|
| Accrued payroll and employee benefits | | 325 |
| | 309 |
|
| Accrued taxes other than income taxes | | 123 |
| | 112 |
|
| Restructuring accrual | | 181 |
| | 112 |
|
| Pension and other retiree benefits | | 81 |
| | 80 |
|
| Accrued interest | | 34 |
| | 29 |
|
| Derivatives | | 20 |
| | 4 |
|
| Other | | 557 |
| | 590 |
|
| Total Other accruals | | $ | 1,831 |
| | $ | 1,727 |
|
|
| | | | | | | | |
| Other liabilities | | 2017 | | 2016 |
| Pension and other retiree benefits | | $ | 1,724 |
| | $ | 1,794 |
|
| Restructuring accrual | | 53 |
| | 69 |
|
| Other | | 478 |
| | 172 |
|
| Total Other liabilities | | $ | 2,255 |
| | $ | 2,035 |
|
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
18. Supplemental Other Comprehensive Income (Loss) Information
Other comprehensive income (loss) components attributable to Colgate-Palmolive Company before tax and net of tax during the years ended December 31 were as follows:
|
| | | | | | | | | | | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 |
| | | Pre-tax | Net of Tax | | Pre-tax | Net of Tax | | Pre-tax | Net of Tax |
| | | | | | | | | | |
| Cumulative translation adjustments | | $ | 218 |
| $ | 285 |
| | $ | (97 | ) | $ | (125 | ) | | $ | (721 | ) | $ | (745 | ) |
Reclassification due to Venezuela deconsolidation(1) | | — |
| — |
| | — |
| — |
| | 111 |
| 111 |
|
| Cumulative translation adjustments | | 218 |
| 285 |
| | (97 | ) | (125 | ) | | (610 | ) | (634 | ) |
| Pension and other benefits: | | | | | | | | | |
Net actuarial gain (loss), prior service costs and settlements during the period | | 21 |
| 9 |
| | (231 | ) | (152 | ) | | 182 |
| 115 |
|
Amortization of net actuarial loss, transition and prior service costs(2) | | 71 |
| 45 |
| | 63 |
| 43 |
| | 82 |
| 52 |
|
Reclassification due to Venezuela deconsolidation(1) | | — |
| — |
| | — |
| — |
| | 44 |
| 29 |
|
Retirement Plan and other retiree benefit adjustments | | 92 |
| 54 |
| | (168 | ) | (109 | ) | | 308 |
| 196 |
|
| Available-for-sale securities: | | | | | | | | | |
Unrealized gains (losses) on available- for-sale securities(3) | | — |
| — |
| | — |
| — |
| | (18 | ) | (12 | ) |
Reclassification of (gains) losses into net earnings on available- for-sale securities(4) | | — |
| — |
| | (1 | ) | (1 | ) | | 14 |
| 11 |
|
Reclassification due to Venezuela deconsolidation(1) | | — |
| — |
| | — |
| — |
| | (10 | ) | (6 | ) |
Gains (losses) on available-for-sale securities | | — |
| — |
| | (1 | ) | (1 | ) | | (14 | ) | (7 | ) |
| Cash flow hedges: | | | | | | | | | |
Unrealized gains (losses) on cash flow hedges | | (25 | ) | (16 | ) | | 11 |
| 8 |
| | 18 |
| 12 |
|
Reclassification of (gains) losses into net earnings on cash flow hedges(5) | | 3 |
| 2 |
| | (4 | ) | (3 | ) | | (16 | ) | (10 | ) |
| Gains (losses) on cash flow hedges | | (22 | ) | (14 | ) | | 7 |
| 5 |
| | 2 |
| 2 |
|
| Total Other comprehensive income (loss) | | $ | 288 |
| $ | 325 |
| | $ | (259 | ) | $ | (230 | ) | | $ | (314 | ) | $ | (443 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | 2022 | | 2021 | | 2020 |
| | Pretax | Net of Tax | | Pretax | Net of Tax | | Pretax | Net of Tax |
| | | | | | | | | |
| Cumulative translation adjustments | | $ | (113) | | $ | (142) | | | $ | (99) | | $ | (191) | | | $ | (119) | | $ | (30) | |
| | | | | | | | | |
| | | | | | | | | |
| Pension and other benefits: | | | | | | | | | |
Net actuarial gain (loss), prior
service costs and settlements
during the period | | 466 | | 365 | | | 102 | | 71 | | | (125) | | (97) | |
Amortization of net actuarial loss, transition and prior service costs(1) | | 62 | | 48 | | | 82 | | 63 | | | 74 | | 57 | |
| | | | | | | | | |
Retirement Plan and other retiree benefit
adjustments | | 528 | | 413 | | | 184 | | 134 | | | (51) | | (40) | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| Cash flow hedges: | | | | | | | | | |
Unrealized gains (losses) on cash flow
hedges | | 100 | | 75 | | | 13 | | 10 | | | (3) | | (2) | |
Reclassification of (gains) losses into net earnings on cash flow hedges(2) | | (20) | | (15) | | | 7 | | 6 | | | — | | — | |
| Gains (losses) on cash flow hedges | | 80 | | 60 | | | 20 | | 16 | | | (3) | | (2) | |
| Total Other comprehensive income (loss) | | $ | 495 | | $ | 331 | | | $ | 105 | | $ | (41) | | | $ | (173) | | $ | (72) | |
_________
| |
(1)
| Represents reclassifications from Accumulated other comprehensive income (loss) due to the deconsolidation of the Company’s Venezuelan operations. Cumulative translation, net actuarial gain (loss) and unrealized gains (losses) on available-for-sale securities were reclassified into the Charge for Venezuela accounting change on the Consolidated Statement of Income. |
| |
(2)
| These components of Other comprehensive income (loss) are included in the computation of total pension cost. See Note 10, Retirement Plans and Other Retiree Benefits for additional details. |
| |
(3)
| For the year ended December 31, 2015, these amounts included pretax net losses of $50 related to the remeasurement of the bolivar-denominated fixed interest rate bonds and the devaluation-protected bonds in Venezuela. |
(1)These components of Other comprehensive income (loss) are included in the computation of total pension cost. See Note 10, Retirement Plans and Other Retiree Benefits for additional details.
COLGATE-PALMOLIVE COMPANY(2)These (gains) losses are reclassified into Cost of sales. See Note 7, Fair Value Measurements and Financial Instruments for additional details.
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
| |
(4)
| Represents reclassification of losses on the Venezuela bonds into Other (income) expense, net due to an impairment in the fair value of the bonds as a result of the effective devaluations in the second and third quarters of 2015. |
| |
(5)
| These (gains) losses are reclassified into Cost of sales. See Note 7, Fair Value Measurements and Financial Instruments for additional details. |
There were no tax impacts on Other comprehensive income (loss) attributable to Noncontrolling interests.
Accumulated Other Comprehensive Income (Loss)
Accumulated other comprehensive income (loss) is comprised of cumulative foreign currency translation gains and losses, unrecognized pension and other retiree benefit costs and unrealized gains and losses from derivative instruments designated as cash flow hedges and unrealized gains and losses on available-for-sale securities.hedges. At December 31, 20172022 and 2016,2021, Accumulated other comprehensive income (loss) consisted primarily of aftertax unrecognized pension and other retiree benefit costs of $923$631 and $977,$1,044, respectively, and cumulative foreign currency translation adjustments of $2,927$3,491 and $3,212,$3,349, respectively. Foreign currency translation adjustments in 2017 primarily reflect gains from the Euro. In 2016, foreign currency translation adjustments2022 primarily reflect losses from the Mexican pesoeuro, Indian rupee and the Euro, partially offset by gainsColombian peso. Foreign currency translation adjustments in 2021 primarily reflect losses from the euro, Brazilian real.real, Thailand baht and Turkish lira.
COLGATE-PALMOLIVE COMPANY123
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
19. Quarterly Financial Data (Unaudited)
|
| | | | | | | | | | | | | | | | | | | | |
| | Total | | First Quarter | | Second Quarter | | Third Quarter | | Fourth Quarter | |
| 2017 | | | | | | | | | | |
| Net sales | $ | 15,454 |
| | $ | 3,762 |
| | $ | 3,826 |
| | $ | 3,974 |
| | $ | 3,892 |
| |
| Gross profit | 9,280 |
| (1) | 2,269 |
| (3) | 2,300 |
| (5) | 2,383 |
| (7) | 2,328 |
| (9) |
| Net income including noncontrolling interests | 2,174 |
| (2) | 611 |
| (4) | 560 |
| (6) | 650 |
| (8) | 353 |
| (10) |
| Net income attributable to Colgate-Palmolive Company | 2,024 |
| (2) | 570 |
| (4) | 524 |
| (6) | 607 |
| (8) | 323 |
| (10) |
| Earnings per common share: | | | | | | | | | | |
| Basic | 2.30 |
| (2) | 0.64 |
| (4) | 0.59 |
| (6) | 0.69 |
| (8) | 0.37 |
| (10) |
| Diluted | 2.28 |
| (2) | 0.64 |
| (4) | 0.59 |
| (6) | 0.68 |
| (8) | 0.37 |
| (10) |
| | | | | | | | | | | |
| 2016 | |
| | |
| | |
| | |
| | |
| |
| Net sales | $ | 15,195 |
| | $ | 3,762 |
| | $ | 3,845 |
| | $ | 3,867 |
| | $ | 3,721 |
| |
| Gross profit | 9,123 |
| (11) | 2,248 |
| (13) | 2,304 |
| (16) | 2,324 |
| (18) | 2,247 |
| (20) |
| Net income including noncontrolling interests | 2,586 |
| (12) | 574 |
| (14) | 638 |
| (17) | 746 |
| (19) | 628 |
| (21) |
| Net income attributable to Colgate-Palmolive Company | 2,441 |
| (12) | 533 |
| (14) (15) | 600 |
| (17) | 702 |
| (19) | 606 |
| (21) |
| Earnings per common share: | |
| | | | | | | | |
| |
| Basic | 2.74 |
| (12) | 0.60 |
| (14) | 0.67 |
| (17) | 0.79 |
| (19) | 0.68 |
| (21) |
| Diluted | 2.72 |
| (12) | 0.59 |
| (14) | 0.67 |
| (17) | 0.78 |
| (19) | 0.68 |
| (21) |
____________
| |
Note: | Basic and diluted earnings per share are computed independently for each quarter and the year-to-date period presented. Accordingly, the sum of the quarterly earnings per common share may not necessarily equal the earnings per share for the year-to-date period. |
| |
(1)
| Gross profit for the full year of 2017 includes $75 of charges related to the Global Growth and Efficiency Program. |
| |
(2)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the full year of 2017 include $246 of aftertax charges related to the Global Growth and Efficiency Program and a $275 charge related to U.S. tax reform. |
| |
(3)
| Gross profit for the first quarter of 2017 includes $14 of charges related to the Global Growth and Efficiency Program. |
| |
(4)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the first quarter of 2017 include $31 of aftertax charges related to the Global Growth and Efficiency Program. |
| |
(5)
| Gross profit for the second quarter of 2017 includes $21 of charges related to the Global Growth and Efficiency Program. |
| |
(6)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the second quarter of 2017 include $115 of aftertax charges related to the Global Growth and Efficiency Program. |
| |
(7)
| Gross profit for the third quarter of 2017 includes $16 of charges related to the Global Growth and Efficiency Program. |
COLGATE-PALMOLIVE COMPANY
Notes to Consolidated Financial Statements (continued)
(Dollars in Millions Except Share and Per Share Amounts)
| |
(8)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the third quarter of 2017 include $39 of aftertax charges related to the Global Growth and Efficiency Program. |
| |
(9)
| Gross profit for the fourth quarter of 2017 includes $24 of charges related to the Global Growth and Efficiency Program. |
| |
(10)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the fourth quarter of 2017 include $61 of aftertax charges related to the Global Growth and Efficiency Program and a $275 charge related to U.S. tax reform. |
| |
(11)
| Gross profit for the full year of 2016 includes $46 of charges related to the Global Growth and Efficiency Program. |
| |
(12)
| Net income including noncontrolling interests for the full year of 2016 includes $169 of aftertax charges related to the Global Growth and Efficiency Program. Net income attributable to Colgate-Palmolive Company and Earnings per common share for the full year of 2016 include $168 of aftertax charges related to the Global Growth and Efficiency Program, a $63 aftertax gain on the sale of land in Mexico, $11 of aftertax charges for a litigation matter and $35 of benefits from tax matters. |
| |
(13)
| Gross profit for the first quarter of 2016 includes $8 of charges related to the Global Growth and Efficiency Program. |
| |
(14)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the first quarter of 2016 include $38 of aftertax charges related to the Global Growth and Efficiency Program. |
| |
(15)
| In the first quarter of 2016, provision for income taxes included a $210 U.S. income tax benefit principally related to changes in Venezuela’s foreign exchange regime implemented in March 2016. In order to fully utilize the above mentioned $210 tax benefit in 2016, the Company repatriated an incremental $1,500 of earnings of foreign subsidiaries it previously considered indefinitely reinvested outside of the U.S., and accordingly, recorded a tax charge of $210 during the first quarter of 2016. See Note 11, Income Taxes. |
| |
(16)
| Gross profit for the second quarter of 2016 includes $12 of charges related to the Global Growth and Efficiency Program. |
| |
(17)
| Net income including noncontrolling interests for the second quarter of 2016 includes $45 of aftertax charges related to the Global Growth and Efficiency Program. Net income attributable to Colgate-Palmolive Company and Earnings per common share for the second quarter of 2016 include $44 of aftertax charges related to the Global Growth and Efficiency Program and a $13 benefit from a tax matter. |
| |
(18)
| Gross profit for the third quarter of 2016 includes $11 of charges related to the Global Growth and Efficiency Program. |
| |
(19)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the third quarter of 2016 include $32 of aftertax charges related to the Global Growth and Efficiency Program, a $63 aftertax gain on the sale of land in Mexico, a $4 aftertax charge for a litigation matter and $22 of benefits from tax matters. |
| |
(20)
| Gross profit for the fourth quarter of 2016 includes $15 of charges related to the Global Growth and Efficiency Program. |
| |
(21)
| Net income including noncontrolling interests, Net income attributable to Colgate-Palmolive Company and Earnings per common share for the fourth quarter of 2016 include $54 of aftertax charges related to the Global Growth and Efficiency Program and a $7 aftertax charge for a litigation matter. |
COLGATE-PALMOLIVE COMPANY
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
(Dollars in Millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
| | | | | Additions | | | | |
| | | Balance at Beginning of Period | | Charged to Costs and Expenses | | Other | | Deductions | | Balance at End of Period |
| Year Ended December 31, 2022 | | | | | | | | | | |
| Allowance for doubtful accounts and estimated returns | | $ | 78 | | | $ | 4 | | | $ | — | | | $ | 12 | | | $ | 70 | |
| Valuation allowance for deferred tax assets | | $ | 120 | | | $ | 14 | | | $ | — | | | $ | 5 | | | $ | 129 | |
| | | | | | | | | | |
| Year Ended December 31, 2021 | | | | | | | | | | |
| Allowance for doubtful accounts and estimated returns | | $ | 89 | | | $ | 35 | | | $ | — | | | $ | 46 | | | $ | 78 | |
| Valuation allowance for deferred tax assets | | $ | 96 | | | $ | 27 | | | $ | — | | | $ | 3 | | | $ | 120 | |
| | | | | | | | | | |
| Year Ended December 31, 2020 | | | | | | | | | | |
| Allowance for doubtful accounts and estimated returns | | $ | 76 | | | $ | 16 | | | $ | — | | | $ | 3 | | | $ | 89 | |
| Valuation allowance for deferred tax assets | | $ | 115 | | | $ | 31 | | | $ | — | | | $ | 50 | | | $ | 96 | |
|
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | |
| | | | | Additions | | | | |
| | | Balance at Beginning of Period | | Charged to Costs and Expenses | | Other | | Deductions | | Balance at End of Period |
| Year Ended December 31, 2017 | | | | | | | | | | |
| Allowance for doubtful accounts and estimated returns | | $ | 73 |
| | $ | 8 |
| | $ | — |
| | $ | 4 |
| | $ | 77 |
|
| Valuation allowance for deferred tax assets | | $ | — |
| | $ | 9 |
| | $ | — |
| | $ | — |
| | $ | 9 |
|
| | | | | | | | | | | |
| Year Ended December 31, 2016 | | |
| | |
| | |
| | |
| | |
|
| Allowance for doubtful accounts and estimated returns | | $ | 59 |
| | $ | 18 |
| | $ | — |
| | $ | 4 |
| | $ | 73 |
|
| Valuation allowance for deferred tax assets | | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
|
| | | | | | | | | | | |
| Year Ended December 31, 2015 | | |
| | |
| | |
| | |
| | |
|
| Allowance for doubtful accounts and estimated returns | | $ | 54 |
| | $ | 7 |
| | $ | — |
| | $ | 2 |
| | $ | 59 |
|
| Valuation allowance for deferred tax assets | | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
|
COLGATE-PALMOLIVE COMPANY
Market and Dividend Information
The Company’s common stock is listed on the New York Stock Exchange, and its trading symbol is CL. Dividends on the common stock have been paid every year since 1895, and the Company’s regular common stock dividend payments have increased for 55 consecutive years.
|
| | | | | | | | | | | | | | | | |
| Market Price of Common Stock | | | | | | | | |
| | | 2017 | | 2016 |
| Quarter Ended | | High | | Low | | High | | Low |
| March 31 | | $ | 74.44 |
| | $ | 64.53 |
| | $ | 70.72 |
| | $ | 62.45 |
|
| June 30 | | 77.23 |
| | 70.76 |
| | 73.20 |
| | 68.96 |
|
| September 30 | | 73.94 |
| | 70.78 |
| | 75.27 |
| | 70.86 |
|
| December 31 | | 75.99 |
| | 69.20 |
| | 73.62 |
| | 64.63 |
|
| Year-end Closing Price | | $75.45 | | $65.44 |
Dividends Paid Per Common Share
|
| | | | | | | | |
| Quarter Ended | | 2017 | | 2016 |
| March 31 | | $ | 0.39 |
| | $ | 0.38 |
|
| June 30 | | 0.40 |
| | 0.39 |
|
| September 30 | | 0.40 |
| | 0.39 |
|
| December 31 | | 0.40 |
| | 0.39 |
|
| Total | | $ | 1.59 |
| | $ | 1.55 |
|
COLGATE-PALMOLIVE COMPANY
Market and Dividend Information
Stock Price Performance Graphs
The following graphs compare cumulative total shareholder returns on Colgate-Palmolive Company common stock against the S&P Composite-500 Stock Index and twoa peer company indicesindex for the twenty-year, ten-year and five-year periods each ended December 31, 2017.2022. The peer company indices areindex is comprised of consumer products companies that have both domestic and international businesses. For 2017,2022, the peer company index consisted of Campbell Soup Company, The Clorox Company, The Coca-Cola Company, ConAgra Brands, Inc., The Estee Lauder Companies, Inc., General Mills, Inc., Johnson & Johnson, Kellogg Company, Kimberly-Clark Corporation, The Kraft Heinz Company, Mondelez International, Inc., PepsiCo, Inc., The Procter & Gamble Company, Reckitt Benckiser Group plc and Unilever N.V. This index is identified as the “New Peer Group” on the graphs. Last year, the peer company index consisted of Avon Products, Inc., Campbell Soup Company, The Clorox Company, Coca-Cola Company, ConAgra Foods, Inc., Estee Lauder Companies, Inc., General Mills, Inc., Johnson & Johnson, Kellogg Company, Kimberly-Clark Corporation, The Kraft Heinz Company, Mondelez International, Inc., PepsiCo, Inc., The Procter & Gamble Company, Reckitt Benckiser Group plc and Unilever N.V. The prior year index is identified as the “Old Peer Group” on the graphs.PLC.
These performance graphs do not constitute soliciting material, are not deemed filed with the SEC and are not incorporated by reference in any of the Company’s filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K and irrespective of any general incorporation language in any such filing, except to the extent the Company specifically incorporates these performance graphs by reference therein.
COLGATE-PALMOLIVE COMPANY
Historical Financial Summary
For the years ended December 31,
(Dollars in Millions Except Per Share Amounts)
(Unaudited)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | 2017 | | 2016 | | 2015 | | 2014 | | 2013 | | 2012 | | 2011 | | 2010 | | 2009 | | 2008 | |
| Continuing Operations | | | | | | | | | | | | | | | | | | | | | |
| Net sales | | $ | 15,454 |
| | $ | 15,195 |
| | $ | 16,034 |
| | $ | 17,277 |
| | $ | 17,420 |
| | $ | 17,085 |
| | $ | 16,734 |
| | $ | 15,564 |
| | $ | 15,327 |
| | $ | 15,330 |
| |
| Results of operations: | | | | | | | | | | |
| | | | | | |
| | |
| | |
| |
| Net income attributable to Colgate-Palmolive Company | | 2,024 |
| (1) | 2,441 |
| (2) | 1,384 |
| (3) | 2,180 |
| (4) | 2,241 |
| (5) | 2,472 |
| (6) | 2,431 |
| (7) | 2,203 |
| (8) | 2,291 |
| | 1,957 |
| (9) |
| Earnings per common share, basic | | 2.30 |
| (1) | 2.74 |
| (2) | 1.53 |
| (3) | 2.38 |
| (4) | 2.41 |
| (5) | 2.60 |
| (6) | 2.49 |
| (7) | 2.22 |
| (8) | 2.26 |
| | 1.91 |
| (9) |
| Earnings per common share, diluted | | 2.28 |
| (1) | 2.72 |
| (2) | 1.52 |
| (3) | 2.36 |
| (4) | 2.38 |
| (5) | 2.57 |
| (6) | 2.47 |
| (7) | 2.16 |
| (8) | 2.18 |
| | 1.83 |
| (9) |
| Depreciation and amortization expense | | 475 |
| | 443 |
| | 449 |
| | 442 |
| | 439 |
| | 425 |
| | 421 |
| | 376 |
| | 351 |
| | 348 |
| |
| | | | | | | | | | | | | | | | | | | | | | |
| Financial Position | | | | | | | | | | |
| | | | | | |
| | |
| | |
| |
| Current ratio | | 1.4 |
| | 1.3 |
| | 1.2 |
| | 1.2 |
| | 1.1 |
| | 1.2 |
| | 1.2 |
| | 1.0 |
| | 1.1 |
| | 1.3 |
| |
| Property, plant and equipment, net | | 4,072 |
| | 3,840 |
| | 3,796 |
| | 4,080 |
| | 4,083 |
| | 3,842 |
| | 3,668 |
| | 3,693 |
| | 3,516 |
| | 3,119 |
| |
| Capital expenditures | | 553 |
| | 593 |
| | 691 |
| | 757 |
| | 670 |
| | 565 |
| | 537 |
| | 550 |
| | 575 |
| | 684 |
| |
| Total assets | | 12,676 |
| | 12,123 |
| | 11,935 |
| | 13,440 |
| | 13,968 |
| | 13,379 |
| | 12,711 |
| | 11,163 |
| | 11,125 |
| | 9,970 |
| |
| Long-term debt | | 6,566 |
| | 6,520 |
| | 6,246 |
| | 5,625 |
| | 4,732 |
| | 4,911 |
| | 4,417 |
| | 2,806 |
| | 2,812 |
| | 3,576 |
| |
| Colgate-Palmolive Company shareholders’ equity | | (60 | ) | | (243 | ) | | (299 | ) | | 1,145 |
| | 2,305 |
| | 2,189 |
| | 2,375 |
| | 2,675 |
| | 3,116 |
| | 1,923 |
| |
| | | | | | | | | | | | | | | | | | | | | | |
| Share and Other | | | | | | | | | | |
| | | | | | |
| | |
| | |
| |
| Book value per common share | | 0.28 |
| | 0.03 |
| | (0.04 | ) | | 1.55 |
| | 2.79 |
| | 2.60 |
| | 2.71 |
| | 2.95 |
| | 3.26 |
| | 2.04 |
| |
| Cash dividends declared and paid per common share | | 1.59 |
| | 1.55 |
| | 1.50 |
| | 1.42 |
| | 1.33 |
| | 1.22 |
| | 1.14 |
| | 1.02 |
| | 0.86 |
| | 0.78 |
| |
| Closing price | | 75.45 |
| | 65.44 |
| | 66.62 |
| | 69.19 |
| | 65.21 |
| | 52.27 |
| | 46.20 |
| | 40.19 |
| | 41.08 |
| | 34.27 |
| |
| Number of common shares outstanding (in millions) | | 874.7 |
| | 883.1 |
| | 892.7 |
| | 906.7 |
| | 919.9 |
| | 935.8 |
| | 960.0 |
| | 989.8 |
| | 988.4 |
| | 1,002.8 |
| |
| Number of common shareholders of record | | 22,700 |
| | 23,600 |
| | 24,400 |
| | 25,400 |
| | 26,900 |
| | 27,600 |
| | 28,900 |
| | 29,900 |
| | 30,600 |
| | 31,400 |
| |
| Number of employees | | 35,900 |
| | 36,700 |
| | 37,900 |
| | 37,700 |
| | 37,400 |
| | 37,700 |
| | 38,600 |
| | 39,200 |
| | 38,100 |
| | 36,600 |
| |
_________
| |
Note: | All per share amounts and numbers of shares outstanding were adjusted for the two-for-one stock split of the Company’s common stock in 2013. |
| |
(1)
| Net income attributable to Colgate-Palmolive Company and earnings per common share for the full year of 2017 include $246 of aftertax charges related to the Global Growth and Efficiency Program and a $275 charge related to U.S. tax reform. |
COLGATE-PALMOLIVE COMPANY
Historical Financial Summary
For the years ended December 31,
(Dollars in Millions Except Per Share Amounts)
(Unaudited)
| |
(2)
| Net income attributable to Colgate-Palmolive Company and earnings per common share for the full year of 2016 include $168 of aftertax charges related to the Global Growth and Efficiency Program, a $63 aftertax gain on the sale of land in Mexico, $11 of aftertax charges for a litigation matter and $35 of benefits from tax matters. |
| |
(3)
| Net income attributable to Colgate-Palmolive Company and earnings per common share for the full year of 2015 include a $1,058 aftertax charge related to the change in accounting for the Company’s Venezuelan operations, $183 of aftertax charges related to the Global Growth and Efficiency Program, $22 of aftertax charges related to the remeasurement of CP Venezuela’s local currency-denominated net monetary assets as a result of effective devaluations, $120 aftertax gain on the sale of the South Pacific laundry detergent business, a $14 aftertax charge for a litigation matter and a $15 charge for a tax matter.
|
| |
(4)
| Net income attributable to Colgate-Palmolive Company and earnings per common share in 2014 include $208 of aftertax charges related to the Global Growth and Efficiency Program, $214 of aftertax charges related to the remeasurement of CP Venezuela’s local currency-denominated net monetary assets as a result of effective devaluations, $41 of charges for litigation matters, $3 of aftertax costs related to the sale of land in Mexico and a $66 charge for a tax matter. |
| |
(5)
| Net income attributable to Colgate-Palmolive Company and earnings per common share in 2013 include $278 of aftertax charges related to the Global Growth and Efficiency Program, a $111 aftertax charge related to the remeasurement of CP Venezuela’s local currency-denominated net monetary assets as a result of a devaluation, a $23 charge for a litigation matter and $12 of aftertax costs related to the sale of land in Mexico.
|
| |
(6)
| Net income attributable to Colgate-Palmolive Company and earnings per common share in 2012 include $70 of aftertax charges related to the Global Growth and Efficiency Program, $18 of aftertax costs related to the sale of land in Mexico and $14 of aftertax costs associated with various business realignment and other cost-saving initiatives. |
| |
(7)
| Net income attributable to Colgate-Palmolive Company and earnings per common share in 2011 include an aftertax gain of $135 on the sale of the non-core laundry detergent business in Colombia, offset by $147 of aftertax costs associated with various business realignment and other cost-saving initiatives, $9 of aftertax costs related to the sale of land in Mexico and a $21 charge for a litigation matter. |
| |
(8)
| Net income attributable to Colgate-Palmolive Company and earnings per common share in 2010 include a $271 one-time charge related to the transition to hyperinflationary accounting in Venezuela, $61 of aftertax charges for termination benefits related to overhead reduction initiatives, a $30 aftertax gain on sales of non-core product lines and a $31 benefit related to the reorganization of an overseas subsidiary.
|
| |
(9)
| Net income attributable to Colgate-Palmolive Company and earnings per common share in 2008 include $113 of aftertax charges related to the 2004 Restructuring Program.
|
