~~false--12-31Q22019000007800350000000170000001659100000016389000000541000000540000000120000000024000000000.040.03450.0390.0280.0295310000001000000047760000002139000000~~

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June 30, 2019~~March 29, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13

OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

COMMISSION FILE NUMBER 1-3619

----

PFIZER INC.

(Exact name of registrant as specified in its charter)



Delaware	13-5315170
(State of Incorporation)	(I.R.S. Employer Identification No.)

235 East 42^nd Street, New York, New York 10017

(Address of principal executive offices) (zip code)

(212) 733-2323

(Registrant’s telephone number)



Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.05 par value	PFE	~~New York Stock Exchange~~
~~0.000% Notes due 2020~~	~~PFE20A~~	New York Stock Exchange
0.250% Notes due 2022	PFE22	New York Stock Exchange
1.000% Notes due 2027	PFE27	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.



Yes	x	No	☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).



Yes	x	No	☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large Accelerated filer x Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).



Yes	☐	No	x

At ~~August 5, 2019~~May 4, 2020, ~~5,531,048,353~~5,554,833,754 shares of the issuer’s voting common stock were outstanding.

Table of Contents



PART I. FINANCIAL INFORMATION	Page

Item 1.
Financial Statements

Condensed Consolidated Statements of Income for the three ~~and six~~ months ended ~~June 30,~~March 29, 2020 and March 31, 2019 ~~and July 1, 2018~~	5

Condensed Consolidated Statements of Comprehensive Income for the three ~~and six~~ months ended ~~June 30,~~March 29, 2020 and March 31, 2019 and July 1, 2018	6

Condensed Consolidated Balance Sheets as of ~~June 30, 2019~~March 29, 2020 and December 31, ~~2018~~2019	7

Condensed Consolidated Statements of Equity for the three ~~and six~~ months ended ~~June 30,~~March 29, 2020 and March 31, 2019 ~~and July 1, 2018~~	8

Condensed Consolidated Statements of Cash Flows for the ~~six~~three months ended ~~June 30,~~March 29, 2020 and March 31, 2019 ~~and July 1, 2018~~	109

Notes to Condensed Consolidated Financial Statements	1110

Review Report of Independent Registered Public Accounting Firm	4642

Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations	4743

Item 3.
Quantitative and Qualitative Disclosures About Market Risk	~~107~~85

Item 4.
Controls and Procedures	~~107~~85

PART II. OTHER INFORMATION

Item 1.
Legal Proceedings	~~108~~86

Item 1A.
Risk Factors	~~108~~86

Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds	~~109~~88

Item 3.
Defaults Upon Senior Securities	~~109~~88

Item 4.
Mine Safety Disclosures	~~109~~88

Item 5.
Other Information	~~109~~88

Item 6.
Exhibits	~~110~~89

Signature	~~111~~90

GLOSSARY OF DEFINED TERMS

Unless the context requires otherwise, references to “Pfizer,” “the Company,” “we,” “us” or “our” in this Quarterly Report on Form 10-Q (defined below) refer to Pfizer Inc. and its subsidiaries. We also have used several other terms in this Quarterly Report on Form 10-Q, most of which are explained or defined below:



~~2018~~2019 Financial Report	Financial Report for the fiscal year ended December 31, ~~2018,~~2019, which was filed as Exhibit 13 to the Annual Report on Form 10-K for the fiscal year ended December 31, ~~2018~~2019
~~2018~~2019 Form 10-K	Annual Report on Form 10-K for the fiscal year ended December 31, ~~2018~~2019
ACA (Also referred to as U.S. Healthcare Legislation)	U.S. Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation Act
ACIP	Advisory Committee on Immunization Practices
ALK	anaplastic lymphoma kinase
Alliance revenues	Revenues from alliance agreements under which we co-promote products discovered or developed by other companies or us
Allogene	Allogene Therapeutics, Inc.
AML	Acute Myeloid Leukemia
Anacor	Anacor Pharmaceuticals, Inc.
~~AOCI~~	~~Accumulated Other Comprehensive Income~~
Array	Array BioPharma Inc.
Astellas	Astellas Pharma Inc., Astellas US LLC and Astellas Pharma US, Inc.
Bamboo	Bamboo Therapeutics, Inc.
BioNTech	BioNTech SE
Biopharma	Pfizer Biopharmaceuticals Group
BMS	Bristol-Myers Squibb Company
~~BRCA~~	~~BReast CAncer susceptibility gene~~
~~CAR T~~	~~chimeric antigen receptor T cell~~
CDC	U.S. Centers for Disease Control and Prevention
cGMP	current Good Manufacturing Practices
~~Citibank~~CHMP	~~Citibank, N.A.~~Committee for Medicinal Products for Human Use
COVID-19	novel coronavirus disease of 2019
Developed Markets	U.S., Western Europe, Japan, Canada, South Korea, Australia, Scandinavian countries, Finland and New Zealand
~~EGFR~~	~~epidermal growth factor receptor~~
EH	~~Essential Health~~
EMA	European Medicines Agency
Emerging Markets	Includes, but is not limited to, the following markets: Asia (excluding Japan and South Korea), Latin America, Eastern Europe, Africa, the Middle East, ~~Africa,~~ Central Europe and Turkey
EPS	earnings per share
EU	European Union
Exchange Act	Securities Exchange Act of 1934, as amended
FASB	Financial Accounting Standards Board
FDA	U.S. Food and Drug Administration
GAAP	Generally Accepted Accounting Principles
GIST	gastrointestinal stromal tumors
GPD	Global Product Development organization
GSK	GlaxoSmithKline plc
~~GS&Co.~~	~~Goldman, Sachs & Co. LLC~~
hGH-CTP	human growth hormone
HIS	Hospira Infusion Systems
~~Hisun Pfizer~~	~~Hisun Pfizer Pharmaceuticals Company Limited~~
Hospira	Hospira, Inc.
HR+	hormone receptor-positive
IBT	Income before tax
ICU Medical	ICU Medical, Inc.
IH	~~Innovative Health~~
IPR&D	in-process research and development
IRS	U.S. Internal Revenue Service
IV	intravenous
Janssen	Janssen Biotech Inc.
J&J	Johnson & Johnson
JV	Joint Venture
King	King Pharmaceuticals LLC (formerly King Pharmaceuticals, Inc.)
LDL	low density lipoprotein



~~LEP~~	~~Legacy Established Products~~
LIBOR	London Interbank Offered Rate
Lilly	Eli Lilly & Company
~~LOE~~	~~loss of exclusivity~~
~~MCC~~	~~Merkel cell carcinoma~~
MCO	managed care organization



mCRC	metastatic colorectal cancer
MD&A	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Medivation	Medivation LLC (formerly Medivation, Inc.)
~~Merck~~	~~Merck & Co., Inc.~~
Meridian	Meridian Medical Technologies, Inc.
Moody’s	Moody’s Investors Service
Mylan	Mylan N.V.
NDA	new drug application
NSCLC	non-small cell lung cancer
~~NYSE~~	~~New York Stock Exchange~~
OPKO	OPKO Health, Inc.
OTC	over-the-counter
PARP	poly ADP ribose polymerase
PBM	pharmacy benefit manager
Pharmacia	Pharmacia Corporation
PP&E	property, plant & equipment
PsA	psoriatic arthritis
Quarterly Report on Form 10-Q	Quarterly Report on Form 10-Q for the quarterly period ended ~~June 30, 2019~~March 29, 2020
RA	rheumatoid arthritis
RCC	renal cell carcinoma
R&D	research and development
~~ROU~~	~~right of use~~
Sandoz	Sandoz, Inc., a division of Novartis AG
SEC	U.S. Securities and Exchange Commission
~~SFJ~~	~~SFJ Pharmaceuticals Group~~
~~Shire~~	~~Shire International GmbH~~
SI&A	selling, informational and administrative
S&P	Standard and Poor’s
TCJA	legislation commonly referred to as the U.S. Tax Cuts and Jobs Act of 2017
Therachon	Therachon Holding AG
UC	ulcerative colitis
U.K.	United Kingdom
U.S.	United States
ViiV	ViiV Healthcare Limited
VBP	Volume-based procurement program
WRDM	Worldwide Research, Development and Medical

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

PFIZER INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)


	Three Months Ended						Six Months Ended						Three Months Ended
(MILLIONS, EXCEPT PER COMMON SHARE DATA)	June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018			March 29, 2020			March 31, 2019
Revenues	$	13,264		$	13,466		$	26,382		$	26,373		$	12,028		$	13,118
Costs and expenses:
Cost of sales^(a)	2,576			2,916			5,009			5,479			2,378			2,433
Selling, informational and administrative expenses^(a)	3,511			3,542			6,850			6,954			2,873			3,339
Research and development expenses^(a)	1,842			1,797			3,544			3,540			1,724			1,703
Amortization of intangible assets	1,184			1,191			2,367			2,387			885			1,183
Restructuring charges and certain acquisition-related costs	(115		)	44			(69		)	87			69			46
(Gain) on completion of Consumer Healthcare JV transaction													(6		)	—
Other (income)/deductions––net	126			(551		)	218			(728		)	221			92
Income from continuing operations before provision/(benefit) for taxes on income	4,141			4,527			8,463			8,654
Provision/(benefit) for taxes on income	(915		)	648			(481		)	1,204
Income from continuing operations before provision for taxes on income													3,885			4,323
Provision for taxes on income													475			433
Income from continuing operations	5,056			3,879			8,945			7,450			3,410			3,889
Discontinued operations––net of tax	—			—			—			(1		)	—			—
Net income before allocation to noncontrolling interests	5,056			3,879			8,945			7,449			3,410			3,889
Less: Net income attributable to noncontrolling interests	10			7			15			16			9			6
Net income attributable to Pfizer Inc.	$	5,046		$	3,872		$	8,929		$	7,432		$	3,401		$	3,884

Earnings per common share––basic:
Income from continuing operations attributable to Pfizer Inc. common shareholders	$	0.91		$	0.66		$	1.59		$	1.26		$	0.61		$	0.69
Discontinued operations––net of tax	—			—			—			—			—			—
Net income attributable to Pfizer Inc. common shareholders	$	0.91		$	0.66		$	1.59		$	1.26		$	0.61		$	0.69

Earnings per common share––diluted:
Income from continuing operations attributable to Pfizer Inc. common shareholders	$	0.89		$	0.65		$	1.56		$	1.24		$	0.61		$	0.68
Discontinued operations––net of tax	—			—			—			—			—			—
Net income attributable to Pfizer Inc. common shareholders	$	0.89		$	0.65		$	1.56		$	1.24		$	0.61		$	0.68

Weighted-average shares––basic	5,562			5,866			5,598			5,911			5,545			5,635
Weighted-average shares––diluted	5,672			5,952			5,711			6,004			5,613			5,750


^(a)	Excludes amortization of intangible assets, except as disclosed in Note 9A. Identifiable Intangible Assets and Goodwill: Identifiable Intangible Assets.

Amounts may not add due to rounding.

See Notes to Condensed Consolidated Financial Statements.

PFIZER INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)


	Three Months Ended						Six Months Ended						Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018			March 29, 2020			March 31, 2019
Net income before allocation to noncontrolling interests	$	5,056		$	3,879		$	8,945		$	7,449		$	3,410		$	3,889

Foreign currency translation adjustments, net(a)	(485		)	(699		)	(161		)	59			(1,272		)	324
Reclassification adjustments	—			(35		)	2			(20		)	—			2
	(485		)	(734		)	(159		)	39			(1,272		)	326
Unrealized holding gains/(losses) on derivative financial instruments, net	(176		)	127			91			13			(501		)	267
Reclassification adjustments for (gains)/losses included in net income^(a)	(81		)	310			(343		)	354
Reclassification adjustments for (gains)/losses included in net income^(b)													19			(263		)
	(256		)	437			(252		)	367			(482		)	4
Unrealized holding gains/(losses) on available-for-sale securities, net	(7		)	(374		)	33			(214		)	(51		)	40
Reclassification adjustments for (gains)/losses included in net income^(a)	26			143			37			(31		)
Reclassification adjustments for unrealized gains included in Retained earnings^(b)	—			—			—			(462		)
Reclassification adjustments for losses included in net income^(b)													15			11
	19			(231		)	70			(707		)	(36		)	51
Benefit plans: actuarial gains/(losses), net	(4		)	(57		)	(4		)	106
Benefit plans: actuarial losses, net													(166		)	—
Reclassification adjustments related to amortization	60			61			121			123			66			60
Reclassification adjustments related to settlements, net	2			30			2			67			53			—
Other	41			107			18			21			16			(23		)
	100			141			137			316			(31		)	37
Benefit plans: prior service costs and other, net	(1		)	—			(1		)	—
Reclassification adjustments related to amortization of prior service costs and other, net	(46		)	(46		)	(93		)	(92		)	(45		)	(46		)
Reclassification adjustments related to curtailments of prior service costs and other, net	—			(7		)	—			(13		)
Other	1			(1		)	2			1			(1		)	—
	(46		)	(53		)	(92		)	(104		)	(45		)	(46		)
Other comprehensive loss, before tax	(669		)	(440		)	(296		)	(88		)
Tax provision/(benefit) on other comprehensive loss	(59		)	173			(34		)	605
Other comprehensive loss before allocation to noncontrolling interests	$	(610	)	$	(613	)	$	(262	)	$	(693	)
Other comprehensive income/(loss), before tax													(1,867		)	372
Tax provision/(benefit) on other comprehensive income/(loss)													(377		)	25
Other comprehensive income/(loss) before allocation to noncontrolling interests													$	(1,490	)	$	348
Comprehensive income before allocation to noncontrolling interests	$	4,446		$	3,266		$	8,683		$	6,755		$	1,920		$	4,237
Less: Comprehensive income/(loss) attributable to noncontrolling interests	12			(4		)	13			6
Less: Comprehensive income attributable to noncontrolling interests													9			1
Comprehensive income attributable to Pfizer Inc.	$	4,434		$	3,270		$	8,669		$	6,750		$	1,911		$	4,236


^(a)	Amounts in the first quarter of 2020 include a loss of approximately $1.6 billion pre-tax ($1.2 billion after-tax) related to foreign currency translation adjustments attributable to our equity method investment in the GSK Consumer Healthcare joint venture (see Note 2B), partially offset by the results of our net investment hedging program.


^(b)	Reclassified into Other (income)/deductions—net and Cost of sales in the condensed consolidated statements of income. For additional information on amounts reclassified into Other (income)/deductions—net and Cost of sales, see Note 7E. Financial Instruments: Derivative Financial Instruments and Hedging Activities.


^(b)	~~For additional information, see Notes to Consolidated Financial Statements—Note 1B~~. ~~Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards in 2018~~ ~~in our 2018 Financial Report.~~

Amounts may not add due to rounding.

See Notes to Condensed Consolidated Financial Statements.

PFIZER INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED BALANCE SHEETS


(MILLIONS OF DOLLARS)	June 30, 2019			December 31, 2018			March 29, 2020			December 31, 2019
	(Unaudited)						(Unaudited)
Assets
Cash and cash equivalents	$	1,784		$	1,139		$	2,151		$	1,305
Short-term investments	11,128			17,694			8,199			8,525
Trade accounts receivable, less allowance for doubtful accounts: 2019—$540; 2018—$541	9,793			8,025
Trade accounts receivable, less allowance for doubtful accounts: 2020—$527; 2019—$527							9,881			8,724
Inventories	8,233			7,508			8,423			8,283
Current tax assets	3,723			3,374			3,346			3,344
Other current assets	2,535			2,461			2,737			2,622
Assets held for sale	9,877			9,725
Total current assets	47,073			49,926			34,738			32,803
Equity-method investments							15,524			17,133
Long-term investments	2,905			2,767			2,696			3,014
Property, plant and equipment, less accumulated depreciation: 2019—$16,389; 2018—$16,591	13,521			13,385
Property, plant and equipment, less accumulated depreciation: 2020—$16,929; 2019—$16,789							14,040			13,967
Identifiable intangible assets, less accumulated amortization	33,024			35,211			34,464			35,370
Goodwill	53,352			53,411			58,502			58,653
Noncurrent deferred tax assets and other noncurrent tax assets	1,935			1,924			2,207			2,099
Other noncurrent assets	4,388			2,799			4,166			4,450
Total assets	$	156,199		$	159,422		$	166,336		$	167,489

Liabilities and Equity
Short-term borrowings, including current portion of long-term debt: 2019—$2,139; 2018—$4,776	$	10,507		$	8,831
Short-term borrowings, including current portion of long-term debt: 2020—$337; 2019—$1,462							$	16,007		$	16,195
Trade accounts payable	4,002			4,674			3,972			4,220
Dividends payable	1,991			2,047			—			2,104
Income taxes payable	1,536			1,265			1,150			980
Accrued compensation and related items	1,875			2,397			2,246			2,720
Other current liabilities	10,110			10,753			10,515			11,083
Liabilities held for sale	2,009			1,890
Total current liabilities	32,030			31,858			33,890			37,304

Long-term debt	36,168			32,909			36,281			35,955
Pension benefit obligations, net	4,982			5,272			5,442			5,638
Postretirement benefit obligations, net	1,310			1,338			1,093			1,124
Noncurrent deferred tax liabilities	3,180			3,700			5,268			5,578
Other taxes payable	12,421			14,737			12,212			12,126
Other noncurrent liabilities	6,183			5,850			6,812			6,317
Total liabilities	96,274			95,664			100,998			104,042

Commitments and Contingencies

Preferred stock	18			19			17			17
Common stock	468			467			470			468
Additional paid-in capital	86,963			86,253			87,680			87,428
Treasury stock	(110,786		)	(101,610		)	(111,010		)	(110,801		)
Retained earnings	94,440			89,554			101,000			97,670
Accumulated other comprehensive loss	(11,535		)	(11,275		)	(13,131		)	(11,640		)
Total Pfizer Inc. shareholders’ equity	59,568			63,407			65,026			63,143
Equity attributable to noncontrolling interests	357			351			312			303
Total equity	59,924			63,758			65,338			63,447
Total liabilities and equity	$	156,199		$	159,422		$	166,336		$	167,489

Amounts may not add due to rounding.

See Notes to Condensed Consolidated Financial Statements.

PFIZER INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(UNAUDITED)

PFIZER INC. SHAREHOLDERS
Preferred Stock Common Stock Treasury Stock
(MILLIONS, EXCEPT PREFERRED SHARES) Shares
Stated Value
Shares
Par Value

Add’l
Paid-In Capital

Shares
Cost
Retained Earnings

Accum. Other Comp.
Loss

Share-
holders’ Equity

Non-controlling interests
Total Equity
Balance, March 31, 2019 466
$ 19
9,358
$ 468
$ 86,635
(3,801 ) $ (110,781 ) $ 93,388
$ (10,923 ) $ 58,806
$ 352
$ 59,158
Net income 5,046
5,046
10
5,056
Other comprehensive income/(loss), net of tax (613 ) (613 ) 3
(610 )
Cash dividends declared:

Common stock (3,994 ) (3,994 ) (3,994 )
Preferred stock —
—
—
Noncontrolling interests —
(8 ) (8 )
Share-based payment transactions 5
—
329
—
(6 ) 324
324
Purchases of common stock —
—
—
—
Preferred stock conversions and redemptions (8 ) —
(1 ) —
—
(1 ) (1 )
Other

—
—
—
—
—
—
—
—
Balance, June 30, 2019 458
$ 18
9,363
$ 468
$ 86,963
(3,801 ) $ (110,786 ) $ 94,440
$ (11,535 ) $ 59,568
$ 357
$ 59,924

PFIZER INC. SHAREHOLDERS
Preferred Stock Common Stock Treasury Stock
(MILLIONS, EXCEPT PREFERRED SHARES) Shares
Stated Value
Shares
Par Value

Add’l
Paid-In Capital

Shares
Cost
Retained Earnings

Accum. Other Comp.
Loss

Share-
holders’ Equity

Non-controlling interests
Total Equity
Balance April 1, 2018 513
$ 21
9,299
$ 465
$ 84,599
(3,437 ) $ (95,460 ) $ 89,961
$ (9,402 ) $ 70,184
$ 358
$ 70,541
Net income 3,872
3,872
7
3,879
Other comprehensive income/(loss), net of tax

(602 ) (602 ) (11 ) (613 )
Cash dividends declared:
Common stock (3,970 ) (3,970 ) (3,970 )
Preferred stock —
—
—
Noncontrolling interests

—
(7 ) (7 )
Share-based payment transactions 4
—
300
—
(4 )

297
297
Purchases of common stock —
—

—
—
Preferred stock conversions and redemptions (11 ) —
(1 ) —
—

(1 ) (1 )
Other

—
—
—
(2 ) —
(2 ) —
(2 )
Balance, July 1, 2018 502
$ 20
9,303
$ 465
$ 84,898
(3,438 ) $ (95,463 ) $ 89,860
$ (10,003 ) $ 69,778
$ 346
$ 70,124

~~Amounts may not add due to rounding.~~



	PFIZER INC. SHAREHOLDERS
	Preferred Stock					Common Stock						Treasury Stock
(MILLIONS, EXCEPT PREFERRED SHARES)	Shares		Stated Value			Shares	Par Value		Add’l Paid-In Capital			Shares		Cost			Retained Earnings			Accum. Other Comp. Loss			Share- holders’ Equity			Non-controlling interests			Total Equity
Balance, January 1, 2020	431		$	17		9,369	$	468	$	87,428		(3,835	)	$	(110,801	)	$	97,670		$	(11,640	)	$	63,143		$	303		$	63,447
Net income																	3,401						3,401			9			3,410
Other comprehensive income/(loss), net of tax																				(1,490		)	(1,490		)	—			(1,490		)
Cash dividends declared:
Common stock																	(71		)				(71		)				(71		)
Preferred stock																	—						—						—
Noncontrolling interests																							—						—
Share-based payment transactions						23	1		252			(6	)	(209		)							44						44
Purchases of common stock												—		—									—						—
Preferred stock conversions and redemptions	(14	)	(1		)				(1		)	—		—									(1		)				(1		)
Other									—			—		—			—						—			—			—
Balance, March 29, 2020	417		$	17		9,393	$	470	$	87,680		(3,841	)	$	(111,010	)	$	101,000		$	(13,131	)	$	65,026		$	312		$	65,338

	PFIZER INC. SHAREHOLDERS
	Preferred Stock					Common Stock						Treasury Stock
(MILLIONS, EXCEPT PREFERRED SHARES)	Shares		Stated Value			Shares	Par Value		Add’l Paid-In Capital			Shares		Cost			Retained Earnings			Accum. Other Comp. Loss			Share- holders’ Equity			Non-controlling interests			Total Equity
Balance, January 1, 2019	478		$	19		9,332	$	467	$	86,253		(3,615	)	$	(101,610	)	$	89,554		$	(11,275	)	$	63,407		$	351		$	63,758
Net income																	3,884						3,884			6			3,889
Other comprehensive income/(loss), net of tax																				353			353			(4		)	348
Cash dividends declared:
Common stock																	(68		)				(68		)				(68		)
Preferred stock																	—						—						—
Noncontrolling interests																							—						—
Share-based payment transactions						26	1		383			(7	)	(306		)							78						78
Purchases of common stock												(180	)	(8,865		)							(8,865		)				(8,865		)
Preferred stock conversions and redemptions	(12	)	—						(1		)	—		—									(1		)				(1		)
Other^(a)									—			—		—			19						19			—			19
Balance, March 31, 2019	466		$	19		9,358	$	468	$	86,635		(3,801	)	$	(110,781	)	$	93,388		$	(10,923	)	$	58,806		$	352		$	59,158

~~See Notes to Condensed Consolidated Financial Statements.~~

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~CONDENSED CONSOLIDATED STATEMENTS OF EQUITY~~

PFIZER INC. SHAREHOLDERS
Preferred Stock Common Stock Treasury Stock
(MILLIONS, EXCEPT PREFERRED SHARES) Shares
Stated Value
Shares
Par Value

Add’l
Paid-In Capital

Shares
Cost
Retained Earnings

Accum. Other Comp.
Loss

Share-
holders’ Equity

Non-controlling interests
Total Equity
Balance, January 1, 2019 478
$ 19
9,332
$ 467
$ 86,253
(3,615 ) $ (101,610 ) $ 89,554
$ (11,275 ) $ 63,407
$ 351
$ 63,758
Net income 8,929
8,929
15
8,945
Other comprehensive income/(loss), net of tax (260 ) (260 ) (2 ) (262 )
Cash dividends declared:

Common stock (4,062 ) (4,062 ) (4,062 )
Preferred stock (1 ) (1 ) (1 )
Noncontrolling interests —
(8 ) (8 )
Share-based payment transactions 31
2
712
(7 ) (312 ) 402
402
Purchases of common stock (180 ) (8,865 ) (8,865 ) (8,865 )
Preferred stock conversions and redemptions (20 ) (1 ) (1 ) —
—
(2 ) (2 )
Other^(a)

—
—
—
19
—
19
—
19
Balance, June 30, 2019 458
$ 18
9,363
$ 468
$ 86,963
(3,801 ) $ (110,786 ) $ 94,440
$ (11,535 ) $ 59,568
$ 357
$ 59,924

PFIZER INC. SHAREHOLDERS
Preferred Stock Common Stock Treasury Stock
(MILLIONS, EXCEPT PREFERRED SHARES) Shares
Stated Value
Shares
Par Value

Add’l
Paid-In Capital

Shares
Cost
Retained Earnings

Accum. Other Comp.
Loss

Share-
holders’ Equity

Non-controlling interests
Total Equity
Balance, January 1, 2018 524
$ 21
9,275
$ 464
$ 84,278
(3,296 ) $ (89,425 ) $ 85,291
$ (9,321 ) $ 71,308
$ 348
$ 71,656
Net income 7,432
7,432
16
7,449
Other comprehensive income/(loss), net of tax

(682 ) (682 ) (11 ) (693 )
Cash dividends declared:
Common stock (4,035 ) (4,035 ) (4,035 )
Preferred stock (1 ) (1 ) (1 )
Noncontrolling interests —
(7 ) (7 )
Share-based payment transactions 28
1
621
3
25
648
648
Purchases of common stock (145 ) (6,063 ) (6,063 ) (6,063 )
Preferred stock conversions and redemptions (22 ) (1 ) (1 ) —
—
(2 ) (2 )
Other^(b)

—
—
—
1,172
—
1,173
—
1,172
Balance, July 1, 2018 502
$ 20
9,303
$ 465
$ 84,898
(3,438 ) $ (95,463 ) $ 89,860
$ (10,003 ) $ 69,778
$ 346
$ 70,124


^(a)	~~Represents~~The increase to Retained earnings represents the cumulative effect of the adoption of a new accounting standard ~~for leases~~ in the first quarter of ~~2019. For additional information, see~~ ~~Note 1B. Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards~~.

^(b)

~~Represents the cumulative effect of the adoption of new accounting standards in the first quarter of 2018~~2019 for ~~revenues, financial assets and liabilities, income tax accounting, and the reclassification of certain tax effects from~~ ~~Accumulated other comprehensive income~~.leases. For additional information, see Notes to Consolidated Financial Statements––Note 1B. Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards in ~~2018~~2019 in our ~~2018~~2019 Financial Report.

Amounts may not add due to rounding.

See Notes to Condensed Consolidated Financial Statements.

PFIZER INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)


	Six Months Ended						Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			March 29, 2020			March 31, 2019
Operating Activities
Net income before allocation to noncontrolling interests	$	8,945		$	7,449		$	3,410		$	3,889
Adjustments to reconcile net income before allocation to noncontrolling interests to net cash provided by operating activities:
Depreciation and amortization	3,073			3,129			1,218			1,545
Asset write-offs and impairments	178			41			45			155
TCJA impact^(a)	(285		)	(68		)	—			(131		)
Gain on completion of Consumer Healthcare JV transaction, net of cash conveyed							(6		)	—
Deferred taxes from continuing operations	(160		)	(500		)	109			(60		)
Share-based compensation expense	384			379			64			185
Benefit plan contributions in excess of income	(313		)	(826		)
Benefit plan contributions in excess of expense/income							(248		)	(151		)
Other adjustments, net	(462		)	(523		)	123			(236		)
Other changes in assets and liabilities, net of acquisitions and divestitures	(7,051		)	(3,250		)	(1,581		)	(3,498		)
Net cash provided by operating activities	4,309			5,830			3,133			1,698

Investing Activities
Purchases of property, plant and equipment	(939		)	(810		)	(463		)	(460		)
Purchases of short-term investments	(4,063		)	(3,122		)	(2,551		)	(1,402		)
Proceeds from redemptions/sales of short-term investments	6,001			10,497			3,257			3,601
Net proceeds from redemptions/sales of short-term investments with original maturities of three months or less	4,717			1,231
Net (purchases of)/proceeds from redemptions/sales of short-term investments with original maturities of three months or less							(416		)	5,941
Purchases of long-term investments	(123		)	(1,070		)	(22		)	(84		)
Proceeds from redemptions/sales of long-term investments	142			1,361			152			44
Acquisitions of intangible assets	(267		)	(32		)	(32		)	(158		)
Other investing activities, net	179			138			4			67
Net cash provided by investing activities	5,648			8,193
Net cash provided by/(used in) investing activities							(71		)	7,550

Financing Activities
Proceeds from short-term borrowings	3,956			1,746			5,302			609
Principal payments on short-term borrowings	(2,375		)	(2,921		)	(7,551		)	(1,766		)
Net proceeds from short-term borrowings with original maturities of three months or less	2,719			2,092			3,207			2,032
Proceeds from issuance of long-term debt	4,942			—			1,241			4,942
Principal payments on long-term debt	(5,355		)	(3,104		)	(2,181		)	(3,004		)
Purchases of common stock	(8,865		)	(6,063		)	—			(8,865		)
Cash dividends paid	(4,047		)	(4,021		)	(2,105		)	(2,045		)
Proceeds from exercise of stock options	248			474			124			126
Other financing activities, net	(541		)	(831		)	(237		)	(495		)
Net cash used in financing activities	(9,318		)	(12,628		)	(2,200		)	(8,467		)
Effect of exchange-rate changes on cash and cash equivalents and restricted cash and cash equivalents	(28		)	(15		)	(15		)	12
Net increase in cash and cash equivalents and restricted cash and cash equivalents	612			1,381			846			792
Cash and cash equivalents and restricted cash and cash equivalents, beginning	1,225			1,431
Cash and cash equivalents and restricted cash and cash equivalents, end	$	1,837		$	2,811
Cash and cash equivalents and restricted cash and cash equivalents, at beginning of period							1,350			1,225
Cash and cash equivalents and restricted cash and cash equivalents, at end of period							$	2,196		$	2,018

Supplemental Cash Flow Information
Non-cash transactions:
Equity investment in Allogene received in exchange for Pfizer's allogeneic CAR T developmental program assets^(b)	$	—		$	92
Cash paid (received) during the period for:
Income taxes	2,136			1,197			$	239		$	235
Interest paid	809			724			472			385
Interest rate hedges	(72		)	(71		)	(11		)	(33		)

^(a)

As a result of the enactment of the TCJA in December 2017, Pfizer’s Provision for taxes on income for ~~(i)~~ the ~~six~~three months ended ~~June 30,~~March 31, 2019 was favorably impacted by approximately ~~$285~~$131 million, primarily as a result of additional guidance issued by the U.S. Department of Treasury and (ii) the six months ended July 1, 2018 was favorably impacted by approximately $68 million, primarily related to certain tax initiatives associated with the lower U.S. tax rate as a result of the TCJA.


^(b)	~~For additional information, see Notes to Consolidated Financial Statements––~~Note 2B. Acquisitions, Divestitures, Assets and Liabilities Held for Sale, Licensing Arrangements, Research and Development and Collaborative Arrangements, Equity-Method Investments and Privately Held Investment: Divestitures ~~in our 2018 Financial Report.~~Treasury.

Amounts may not add due to rounding.

See Notes to Condensed Consolidated Financial Statements.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1. Basis of Presentation and Significant Accounting Policies

A. Basis of Presentation

See the Glossary of Defined Terms at the beginning of this Quarterly Report on Form 10-Q for terms used throughout the condensed consolidated financial statements and related notes in this Quarterly Report on Form 10-Q.

We prepared the condensed consolidated financial statements following the requirements of the SEC for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted.

The financial information included in our condensed consolidated financial statements for subsidiaries operating outside the U.S. is as of and for the three ~~and six~~ months ended ~~May 26, 2019~~February 23, 2020 and ~~May 27, 2018.~~February 24, 2019. The financial information included in our condensed consolidated financial statements for U.S. subsidiaries is as of and for the three ~~and six~~ months ended ~~June 30, 2019~~March 29, 2020 and ~~July 1, 2018~~March 31, 2019.

Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be representative of those for the full year.

We are responsible for the unaudited financial statements included in this Quarterly Report on Form 10-Q. The interim financial statements include all normal and recurring adjustments that are considered necessary for the fair statement of results for the interim periods presented. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our ~~2018~~2019 Financial Report.

At the beginning of our 2019 fiscal year, we began to manage our commercial operations through a new global structure consisting of ~~three~~3 business segments––Pfizer Biopharmaceuticals Group (Biopharma), Upjohn and through July 31, 2019, Consumer Healthcare. Biopharma and Upjohn are the only reportable segments. ~~We have revised prior-period segment information to reflect the reorganization.~~ For additional information, see Note 13.

As described in Notes to Consolidated Financial Statements—Note 1A. Basis of Presentation and Significant Accounting Policies: Basis of Presentation in our 2019 Financial Report, recent acquisitions and the contribution of our Consumer Healthcare business to the GSK Consumer Healthcare joint venture have impacted our results of operations. For additional information on the GSK Consumer Healthcare joint venture, see Note 2.

Certain amounts in the condensed consolidated financial statements and associated notes may not add due to rounding. All percentages have been calculated using unrounded amounts.

In the first quarter of ~~2019,~~2020, as of January 1, ~~2019,~~2020, we adopted ~~four~~4 new accounting standards. See Note 1B for further information.

~~Our recent significant business development activities include:~~

•

~~Formation of a New Consumer Healthcare Joint Venture~~––On July 31, 2019, which fell in the third fiscal quarter of 2019, we closed the transaction in which we and GSK combined our respective consumer healthcare businesses into a new consumer healthcare joint venture that operates globally under the GSK Consumer Healthcare name. Assets and liabilities associated with our Consumer Healthcare business were reclassified as held for sale in the consolidated balance sheets as of ~~June 30, 2019~~ ~~and December 31, 2018.~~

•

~~Acquisition of Array BioPharma Inc.~~––On July 30, 2019, which fell in the third fiscal quarter of 2019, we acquired Array, a commercial stage biopharmaceutical company focused on the discovery, development and commercialization of targeted small molecule medicines to treat cancer and other diseases of high unmet need, for $48 per share in cash, for a total enterprise value of approximately $11.4 billion. We financed the majority of the transaction with debt and the balance with existing cash.

•

~~Agreement to Combine Upjohn with Mylan~~––On July 29, 2019, which fell in the third fiscal quarter of 2019, we announced that we entered into a definitive agreement to combine Upjohn with Mylan, creating a new global pharmaceutical company. Under the terms of the agreement, which is structured as an all-stock, Reverse Morris Trust transaction, Upjohn is expected to be spun off or split off to Pfizer’s shareholders and simultaneously combined with Mylan. Pfizer shareholders would own 57% of the combined new company, and Mylan shareholders would own 43%. The transaction is expected to be tax free to Pfizer and Pfizer shareholders. The transaction is anticipated to close in mid-2020, subject to Mylan shareholder approval and customary closing conditions, including receipt of regulatory approvals.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

•

~~Acquisition of Therachon Holding AG~~––On July 1, 2019, which fell in the third fiscal quarter of 2019, we acquired all the remaining shares of Therachon, a privately-held clinical-stage biotechnology company focused on rare diseases, with assets in development for the treatment of achondroplasia, a genetic condition and the most common form of short-limb dwarfism, for $340 million upfront, plus potential milestone payments of up to $470 million, contingent on the achievement of key milestones in the development and commercialization of the lead asset TA-46. In 2018, Pfizer acquired 3% of Therachon’s outstanding shares.

~~For additional information, see~~ ~~Note 2~~ ~~below and Notes to Consolidated Financial Statements––~~Note 2. Acquisitions, Divestitures, Assets and Liabilities Held for Sale, Licensing Arrangements, Research and Development and Collaborative Arrangements, Equity-Method Investments and Privately Held Investment in~~Pfizer’s~~ ~~2018~~ ~~Financial Report.~~

B. Adoption of New Accounting Standards in 2020

On January 1, ~~2019,~~2020, we adopted ~~four~~4 new accounting standards.

~~Leases~~Credit Losses on Financial Instruments––~~On January 1, 2019, we~~We adopted a new accounting standard for ~~leases and changed our lease policies accordingly. Under~~credit losses on financial instruments, which replaces the ~~new~~probable initial recognition threshold for incurred loss estimates under prior guidance with a methodology that reflects expected credit loss estimates. The standard ~~the most significant change is the requirement of balance sheet recognition of ROU~~generally impacts financial assets and lease liabilities by lessees for those leases classified as operating leases. We adopted the new accounting standard utilizing the modified retrospective method using a simplified transition approach, and, therefore, no adjustments were made to our prior period financial statements. We have elected the package of practical expedients for transition which are permitted in the new standard. Accordingly, we did not reassess whether (i) any expired or existing contracts are or contain leases under the new standard, (ii) classification of leases as operating leases or capital leases would be different under the new standard, or (iii) any initial direct costs would have met the definition of initial direct costs under the new standard. Additionally, we did not elect to use hindsight in determining the lease term for existing leases as of January 1, 2019. We recorded noncurrent ROU assets of $1.4 billion and current and noncurrent operating lease liabilities of $1.4 billion as of January 1, 2019. We also recorded the cumulative effect of adopting the standard as an adjustment to increase the opening balance of ~~Retained earnings~~ ~~by $30 million on a pre-tax basis ($20 million after-tax), relating to previously deferred sale-leaseback gains~~ that ~~can be recognized under the new rules.~~

Adopting the standard related to leases impacted our prior period condensed consolidated balance sheet as follows:
(MILLIONS OF DOLLARS)
As Previously Reported Balance at
December 31, 2018

Effect of Change
Higher/(Lower)

Balance at
January 1, 2019

Other current assets $ 2,461
$ (1 ) $ 2,460
Noncurrent deferred tax assets and other noncurrent tax assets 1,924
(11 ) 1,913
Other noncurrent assets 2,799
1,351
4,149
Other current liabilities 10,753
258
11,011
Other noncurrent liabilities 5,850
1,060
6,910
Retained earnings 89,554
20
89,574

~~Adoption of the standard related to leases did not~~ have a ~~material impact on our condensed consolidated statements of~~contractual right to receive cash and are not accounted for at fair value through net income, ~~or condensed consolidated statements of cash flows for the six months ended~~ ~~June 30, 2019. For additional information, see~~ ~~Note 1D~~.

~~Amortization Period for Certain Callable Debt Securities Held at a Premium––We prospectively adopted the standard, which shortens the amortization period for certain callable~~such as accounts receivable and held-to-maturity debt ~~securities held at a premium.~~securities. The new guidance requires ~~the premium~~us to ~~be amortized to the earliest call date. We do not have any investments with features subject to this standard~~identify, analyze, document and ~~therefore, there was no impact to our condensed consolidated financial statements from the adoption of this~~support new ~~standard.~~

~~Accounting~~methodologies for ~~Certain Financial Instruments with Characteristics of Liabilities and Equity and Accounting~~quantifying expected credit loss estimates for ~~Certain Financial Instruments with Down Round Features––We prospectively adopted the standard, which changes the accounting for warrants or convertible instruments that include a down round feature. We do not have any~~certain financial instruments, ~~with features subject to this~~using information such as historical experience, current economic conditions and information, and the use of reasonable and supportable forecasted information. The standard ~~and, therefore, there was no impact to our condensed consolidated financial statements from the adoption of this new standard.~~

~~Accounting for Share-Based Payments to Nonemployees~~––We prospectively adopted the standard, which simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. Under the guidance, the measurement of equity-classified nonemployee awards will bealso

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

~~fixed at~~amends existing impairment guidance for available-for-sale debt securities to incorporate a credit loss allowance and allows for reversals of credit impairments in the ~~grant date.~~ event the issuer’s credit improves.

We doadopted the new accounting standard utilizing the modified retrospective method and, therefore, no adjustments were made to amounts in our prior period financial statements. The cumulative effect of adopting the standard as an adjustment to the opening balance of Retained earnings was not material. The impact of adoption did not have ~~any share-based awards issued~~a material impact on our condensed consolidated statement of income or condensed consolidated statement of cash flows for the three months ended March 29, 2020, nor on our condensed consolidated balance sheet as of March 29, 2020. For additional information, see Note 1C.

Goodwill Impairment Testing––We prospectively adopted the new standard, which eliminates the requirement to ~~nonemployees~~perform a hypothetical purchase price allocation to measure goodwill impairment. Under the new guidance, the goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount, and ~~therefore, there~~recognizing an impairment charge for the amount by which the carrying amount of the reporting unit exceeds its fair value. There was no impact to our condensed consolidated financial statements from the adoption of this new standard.

Implementation Costs in a Cloud Computing Arrangement––We prospectively adopted the new standard related to customers’ accounting for implementation costs incurred in a cloud computing arrangement that is considered a service contract. The new guidance aligns the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements.

Collaboration Agreements––We prospectively adopted the new standard, which provides new guidance clarifying the interaction between the accounting for collaborative arrangements and revenue from contracts with customers. There was no impact to our condensed consolidated financial statements from the adoption of this new standard.

On January 1, ~~2018,~~2019, we adopted ~~eleven~~4 new accounting standards. For additional information, see Notes to Consolidated Financial Statements––Note 1B. Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards in ~~2018~~2019 included in our ~~2018~~2019 Financial Report.

C. Revenues and Trade Accounts Receivable

Deductions from Revenues––Our accruals for Medicare rebates, Medicaid and related state program rebates, performance-based contract rebates, chargebacks, sales allowances and sales returns and cash discounts totaled $5.6 billion as of ~~June 30, 2019~~March 29, 2020 and ~~$5.4~~$5.7 billion as of December 31, ~~2018~~2019.

									The following table provides information about the balance sheet classification of these accruals:
(MILLIONS OF DOLLARS)	June 30, 2019		December 31, 2018		March 29, 2020		December 31, 2019
Reserve against Trade accounts receivable, less allowance for doubtful accounts	$	1,226	$	1,288	$	1,107	$	1,257
Other current liabilities:
Accrued rebates	3,256		3,208		3,408		3,285
Other accruals	620		531		553		581
Other noncurrent liabilities	472		399		577		565
Total accrued rebates and other accruals	$	5,574	$	5,426	$	5,645	$	5,689

~~D. Leases~~

~~On January 1, 2019, we adopted a new accounting standard~~Trade Accounts Receivable––Trade accounts receivable are stated at their net realizable value. The allowance for ~~leases. For further~~credit losses against gross trade accounts receivable reflects the best estimate of expected credit losses of the receivables portfolio determined on the basis of historical experience, current information, ~~see~~ ~~Note 1B~~.and forecasts of future economic conditions. In developing the estimate for expected credit losses, trade accounts receivables are segmented into pools of assets depending on market (U.S. versus international), delinquency status, and customer type (high risk versus low risk and government versus non-government), and fixed reserve percentages are established for each pool of trade accounts receivables.

~~We lease real estate, fleet,~~In determining the reserve percentages for each pool of trade accounts receivables, we considered our historical experience with certain customers and ~~equipment for use in our operations. Our leases generally have lease terms of 1 to 30 years, some of which include options to terminate or extend leases for up to 5 to 10 years or~~customer types, regulatory and legal environments, country and political risk, and other relevant current and future forecasted macroeconomic factors. These credit risk indicators are monitored on a ~~month-to-month basis. We include options that are reasonably certain~~quarterly basis to ~~be exercised as part of the determination of lease terms. We may negotiate termination clauses in anticipation of~~determine whether there have been any changes in ~~market conditions, but generally these termination options~~the economic environment that would indicate the established reserve percentages should be adjusted, and are ~~not exercised. Residual value guarantees~~considered on a regional basis to reflect more geographic-specific metrics. Additionally, write-offs and recoveries of customer receivables are ~~generally not included within our operating leases with~~tracked against collections on a quarterly basis to determine whether the ~~exception~~reserve percentages remain appropriate. When management becomes aware of some fleet leases. In addition to base rent payments, the leases may require us to pay directly for taxes and other non-lease components, such as insurance, maintenance and other operating expenses, which may be dependent on usage or vary month-to-month. Variable lease payments amounted to $59 million for the three months ended ~~June 30, 2019~~ ~~and $118 million for the six months ended~~ ~~June 30, 2019~~. We have elected the practical expedient in the new standard to not separate non-lease components from lease components in calculating the amounts of ROU assets and lease liabilities for all underlying asset classes.

We determine if an arrangement is a lease at inception of the contract in accordance with guidance detailed in the new standard and we perform the lease classification test as of the lease commencement date. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our estimated incremental borrowing rate based on the information available at commencement date in determining the present value of future payments.

For operating leases, the ROU assets and liabilities are presented in our condensed consolidated balance sheet as follows:
(MILLIONS OF DOLLARS)
Balance Sheet
Classification

Balance at
June 30, 2019

ROU assets Other noncurrent assets $ 1,273
Lease liabilities (short-term) Other current liabilities 263
Lease liabilities (long-term) Other noncurrent liabilities 1,026

certain customer-specific factors that impact credit risk,

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

specific allowances for these known troubled accounts are recorded. Trade accounts receivable are written off after all reasonable means to collect the full amount (including litigation, where appropriate) have been exhausted.

Our total lease costs are as follows:
Three Months Ended
Six Months Ended
(MILLIONS OF DOLLARS) June 30, 2019
June 30, 2019
Operating lease cost $ 100
$ 200
Variable lease cost 59
118
Sublease income (11 ) (21 )
Total lease cost $ 148
$ 297

Other supplemental information includes the following:
(MILLIONS OF DOLLARS)
Weighted-Average Remaining Contractual Lease Term (Years) as of
June 30, 2019

Weighted-Average Discount Rate as of
June 30, 2019

Six Months Ended June 30, 2019
Operating leases 7.1 3.7 %
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases $ 156
ROU assets obtained in exchange for new operating lease liabilities $ 122

The table below reconciles the undiscounted cash flows for the first five years and total of the remaining years to the operating lease liabilities recorded in the condensed consolidated balance sheet as of June 30, 2019:
(MILLIONS OF DOLLARS)
Period Operating Lease Liabilities
Next one year^(a)
$ 302
1-2 years 254
2-3 years 216
3-4 years 171
4-5 years 122
Thereafter 419
Total undiscounted lease payments 1,483
Less: Imputed interest 195
Present Value of Minimum Lease Payments 1,288
Less: Current portion 263
Noncurrent portion $ 1,026


^(a)	~~Reflects lease payments due within 12 months subsequent to the balance sheet date.~~

~~In April 2018, we entered an agreement~~During the first quarter of 2020, additions to ~~lease space in an office building in New York City. We expect to take control~~the allowance for credit losses, write-offs and recoveries of ~~the property in 2021 and relocate our global headquarters to this new office building in 2022. Our future minimum rental commitment under this 20-year lease is approximately $1.7 billion.~~

~~Prior~~customer receivables were not material to our ~~adoption of the new lease standard, rental expense, net of sublease income, was $301 million in 2018, $314 million in 2017 and $292 million in 2016.~~

As of December 31, 2018, the future minimum rental commitments under non-cancelable operating leases follow:
(MILLIONS OF DOLLARS) 2019
2020
2021
2022
2023
After 2023
Lease commitments $ 300
$ 252
$ 210
$ 267
$ 248
$ 2,040

condensed consolidated financial statements.

Note 2. ~~Assets~~Acquisition and ~~Liabilities Held~~Equity-Method Investment

A. Acquisition

Array BioPharma Inc.

On July 30, 2019, we acquired Array, a commercial stage biopharmaceutical company focused on the discovery, development and commercialization of targeted small molecule medicines to treat cancer and other diseases of high unmet need, for ~~Sale~~$48 per share in cash. The total fair value of the consideration transferred for Array was approximately $11.2 billion ($10.9 billion, net of cash acquired). Array’s portfolio includes the approved combined use of Braftovi (encorafenib) and Mektovi (binimetinib) for the treatment of BRAF^V600E- or BRAF^V600K-mutant unresectable or metastatic melanoma. The allocation of the consideration transferred to the assets acquired and the liabilities assumed has not yet been finalized.

B. Equity-Method Investment

Formation of GSK Consumer Healthcare Joint Venture

On July 31, 2019, ~~which fell in the third fiscal quarter of 2019,~~ we ~~closed~~completed the transaction in which we and GSK combined our respective consumer healthcare businesses into a new consumer healthcare joint venture that operates globally under the GSK Consumer Healthcare name. In exchange for contributing our Consumer Healthcare business to the joint venture, we received a 32% equity stake in the new company and GSK owns the remaining 68%. Upon the closing of the transaction, we deconsolidated our

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

Consumer Healthcare business and ~~expect to recognize~~recognized a pre-tax gain of $8.1 billion ($5.4 billion, net of tax) in our fiscal third quarter of 2019 in (Gain) on completion of Consumer Healthcare JV transaction for the difference in the fair value of our 32% equity stake in the new company and the carrying value of our Consumer Healthcare business. We ~~will account~~may record additional adjustments to the gain in future periods, which we do not expect to have a material impact on our consolidated financial statements.

We are accounting for our ~~32% equity stake~~interest in ~~the new company~~GSK Consumer Healthcare as an equity-method investment. ~~Assets and liabilities associated with~~The carrying value of ourinvestment in GSK Consumer Healthcare ~~business were reclassified~~is approximately $15.4 billion as ~~held for sale~~of March 29, 2020 and $17.0 billion as of December 31, 2019 and is reported as a private equity investment in the Equity-method investments line in our condensed consolidated balance ~~sheets as~~sheet. We record our share of earnings from the GSK Consumer Healthcare joint venture on a quarterly basis on a one-quarter lag in ~~June 30, 2019~~Other (income)/deductions––net commencing from August 1, 2019. Therefore, we recorded our share of the joint venture’s earnings generated in the fourth quarter of 2019, which totaled approximately $11 million, in our operating results in the first quarter of 2020 (see Note 4). As of the July 31, 2019 closing date, we estimated that the fair value of our investment in GSK Consumer Healthcare was approximately $15.7 billion and that 32% of the underlying equity in the carrying value of the net assets of GSK Consumer Healthcare was approximately $11.2 billion, resulting in an initial basis difference of approximately $4.5 billion. In the fourth quarter of 2019, we preliminarily completed the allocation of the basis difference, which resulted from the excess of the initial fair value of our investment over the underlying equity in the carrying value of the net assets of the joint venture, primarily to inventory, definite-lived intangible assets, indefinite-lived intangible assets, related deferred tax liabilities and equity method goodwill within the investment account. We recorded the amortization of basis differences allocated to inventory, definite-lived intangible assets and related deferred tax liabilities in Other (income)/deductions––net commencing August 1, 2019. During the fourth quarter of 2019, GSK Consumer Healthcare revised the initial carrying value of the net assets of the joint venture and our 32% share of the underlying equity in the carrying value of the net assets of GSK Consumer Healthcare was reduced to approximately $11.0 billion and our initial basis difference was increased to approximately $4.8 billion. The adjustment was allocated to equity method goodwill within the investment account. The amortization of these basis differences for the fourth quarter of 2019 totaling approximately $44 million of expense is included in our operating results in Other (income)/deductions––net inthe first quarter of 2020 (see Note 4). Amortization of basis differences on inventory and related deferred tax liabilities has been completely recognized by the first quarter of 2020. Basis differences on definite-lived intangible assets and related deferred tax liabilities are being amortized over approximately 17 years. GSK Consumer Healthcare is a foreign investee whose reporting currency is the U.K. pound, and therefore we translate its financial statements into U.S. dollars and recognize the impact of foreign currency translation adjustments in the carrying value of our investment and in Other comprehensive income. The decrease in the value of our investment from December 31, ~~2018. The Consumer Healthcare business assets held for sale are reported in~~2019 to March 29, 2020 is primarily due to foreign currency translation adjustments (see ~~Assets held for sale~~Note 6 ~~and Consumer Healthcare business liabilities held for sale are reported in~~ ~~Liabilities held for sale~~). ~~This includes the Consumer Healthcare business tax assets and liabilities related to fully dedicated consumer healthcare subsidiaries.~~

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The amounts associated with the Consumer Healthcare business, as well as other assets classified as held for sale consisted of the following:
(MILLIONS OF DOLLARS) June 30, 2019 December 31, 2018
Assets Held for Sale
Cash and cash equivalents $ 53
$ 32
Trade accounts receivable, less allowance for doubtful accounts 555
532
Inventories 580
538
Other current assets 56
56
PP&E 714
675
Identifiable intangible assets, less accumulated amortization 5,753
5,763
Goodwill 1,965
1,972
Noncurrent deferred tax assets and other noncurrent tax assets 55
54
Other noncurrent assets 91
57
Total Consumer Healthcare assets held for sale 9,821
9,678
Other assets held for sale^(a)
56
46
Assets held for sale $ 9,877
$ 9,725

Liabilities Held for Sale

Trade accounts payable $ 348
$ 406
Income taxes payable 63
39
Accrued compensation and related items 79
93
Other current liabilities 334
353
Pension benefit obligations, net 41
39
Postretirement benefit obligations, net 34
33
Noncurrent deferred tax liabilities 1,036
870
Other noncurrent liabilities 74
56
Total Consumer Healthcare liabilities held for sale $ 2,009
$ 1,890


^(a)	~~Other assets held for sale consist of PP&E.~~

As a part of Pfizer, pre-tax income on a management business unit basis for the Consumer Healthcare business was ~~$274~~$281 million for the ~~second quarter of 2019 and $554 million for the six~~three months ended March 31, 2019.



Summarized financial information for our equity method investee, GSK Consumer Healthcare, as of and for the three months ending December 31, 2019, the most recent period available, is as follows:
(MILLIONS OF DOLLARS)	December 31, 2019
Current assets	$	7,537
Noncurrent assets	39,509
Total assets	$	47,046

Current liabilities	$	5,576
Noncurrent liabilities	5,321
Total liabilities	$	10,898

Equity attributable to shareholders	$	36,029
Equity attributable to noncontrolling interests	120
Total net equity	$	36,149



(MILLIONS OF DOLLARS)	Three Months Ended December 31, 2019
Net sales	$	3,188
Cost of sales	(1,811		)
Gross profit	$	1,377
Income from continuing operations	46
Net income	46
Income attributable to shareholders	37

~~June 30, 2019, and $249 million for the second quarter of 2018 and $514 million for the six months ended July 1, 2018.~~

Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives

We incur significant costs in connection with acquiring, integrating and restructuring businesses and in connection with our global cost-reduction/productivity initiatives. For example:

In connection with acquisition activity, we typically incur costs associated with executing the transactions, integrating the acquired operations (which may include expenditures for consulting and the integration of systems and processes), and restructuring the combined company (which may include charges related to employees, assets and activities that will not continue in the combined company); and

In connection with our cost-reduction/productivity initiatives, we typically incur costs and charges associated with site closings and other facility rationalization actions, workforce reductions and the expansion of shared services, including the development of global systems.

All of our businesses and functions may be impacted by these actions, including sales and marketing, manufacturing and R&D, as well as groups such as information technology, shared services and corporate operations.

Transforming to a More Focused Company

With the formation of the GSK Consumer Healthcare venture and the anticipated combination of Upjohn, our global, primarily off-patent branded and generics business, with Mylan, Pfizer is transforming itself into a more focused, global leader in science-based innovative medicines. As a result, we began in the fourth quarter of 2019, to identify and undertake efforts to ensure our cost base aligns appropriately with our Biopharmaceutical revenue base as a result of both the completed GSK Consumer Healthcare and expected Upjohn transactions. While certain direct costs have transferred or will transfer to the GSK Consumer Healthcare joint venture and to the Upjohn entities, there are indirect costs which are not expected to transfer. In addition, we are taking steps to restructure our organizations to appropriately support and drive the purpose of the three core functions of our focused innovative medicines business: R&D, Manufacturing and Commercial.

We expect the costs associated with this multi-year effort to continue through 2022 and to total approximately $1.2 billion on a pre-tax basis with approximately 10% of the costs to be non-cash. Actions may include, among others, changes in location of certain activities, expanded use and co-location of centers of excellence and shared services, and increased use of digital technologies. The associated actions and the specific costs are currently in development but will include severance and benefit

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

~~2017-2019 Initiatives and Organizing for Growth~~

~~During 2018,~~plan impacts, exit costs as ~~we reviewed our business opportunities and challenges and the way in which we think about our business operations, we determined that at~~well as associated implementation costs. From the start of ~~our 2019 fiscal year, we would begin operating under our new commercial structure, which reorganized our operations into three businesses~~––~~Biopharma,a science-based innovative medicines business; Upjohn, a global, primarily off-patent branded and generic established medicines business; and through July 31, 2019, a Consumer Healthcare business (see~~ ~~Note 13). To operate effectively in~~ this ~~structure and position ourselves for future growth, we are focused on creating a simpler, more efficient operating structure within each business as well as the functions that support them. Beginning~~initiative in the fourth quarter of 2018, we reviewed previously planned initiatives and new initiatives to ensure that there was alignment around our new structure and combined the 2017-2019 initiatives with our current Organizing for Growth initiatives to form one cohesive plan. Initiatives for the combined program include activities related to the optimization of our manufacturing plant network, the centralization of our corporate and platform functions, and the simplification and optimization of our operating business structure and functions that support them. From 20172019 through ~~June 30, 2019,~~March 29, 2020, we incurred approximately ~~$774~~$160 million associated with ~~manufacturing optimization, and approximately $871 million associated with other activities.~~this initiative.

~~In 2019, we expect restructuring, implementation and additional depreciation charges of about $600 million and, of that amount, we expect approximately 20% of the total charges will be non-cash.~~

Current-Period Key Activities

For the first ~~six~~three months of ~~2019~~2020, we incurred costs of ~~$32~~$117 million composed primarily of ~~$180~~the Transforming to a More Focused Company initiative. For the first three months of 2019, we incurred costs of $92 million ~~associated with~~composed primarily of the 2017-2019 and Organizing for Growth initiatives ~~$51 million associated with the integration~~that were substantially completed as of Hospira and income of $199 million primarily due to the reversal of certain accruals upon the effective favorable settlement of a U.S. IRS audit for multiple tax years and other acquisition-related initiatives.year-end 2019.

																			The following table provides the components of costs associated with acquisitions and cost-reduction/productivity initiatives:
	Three Months Ended						Six Months Ended						Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018			March 29, 2020			March 31, 2019
Restructuring charges/(credits):
Employee terminations	$	(166	)	$	(21	)	$	(167	)	$	(29	)	$	25		$	(2	)
Asset impairments	(9		)	(6		)	—			(4		)	31			9
Exit costs	31			3			34			—			—			3
Restructuring credits^(a)	(144		)	(24		)	(134		)	(33		)
Integration costs^(b)	29			68			64			120
Restructuring charges^(a)													56			10
Transaction costs^(b)													3			—
Integration costs and other^(c)													10			36
Restructuring charges and certain acquisition-related costs	(115		)	44			(69		)	87			69			46
Net periodic benefit costs recorded in Other (income)/deductions––net	4			29			10			61			24			6
Additional depreciation––asset restructuringrecorded in our condensed consolidated statements of income as follows^(c):
Additional depreciation––asset restructuringrecorded in our condensed consolidated statements of income as follows^(d):
Cost of sales	7			13			15			30			5			9
Selling, informational and administrative expenses	1			—			2			—			—			1
Research and development expenses	2			—			5			—			(5		)	3
Total additional depreciation––asset restructuring	10			13			23			31			—			13
Implementation costs recorded in our condensed consolidated statements of income as follows^(d):
Implementation costs recorded in our condensed consolidated statements of income as follows^(e):
Cost of sales	17			20			31			36			10			13
Selling, informational and administrative expenses	16			16			25			34			15			9
Research and development expenses	9			7			13			13			—			4
Total implementation costs	42			44			69			82			24			26
Total costs associated with acquisitions and cost-reduction/productivity initiatives	$	(59	)	$	131		$	32		$	262		$	117		$	92

^(a)

In the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020, restructuring ~~credits mostly~~charges mainly represent asset write-downs and employee termination costs associated with cost reduction initiatives. In the first quarter of 2019, restructuring charges were primarily associated with cost reduction initiatives and mainly represent asset write-downs, partially offset by the reversal of ~~certain~~previously recorded accruals for employee termination costs and asset impairments related to our acquisition of ~~Wyeth upon the effective favorable settlement of a U.S. IRS audit for multiple tax years (see~~ ~~Note 5B~~). In the three and six months ended July 1, 2018, restructuring credits were associated with cost-reduction and productivity initiatives not associated with acquisitions, as well as acquisition-related costs, primarily associated with Hospira.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

The restructuring activities for the first quarter of ~~2019~~2020 are associated with the following:


•	~~For the second quarter of~~ ~~2019, Biopharma ($62 million credit); Upjohn ($9 million credit); and Other ($74 million credit)~~ Biopharma ($2 million charge); Upjohn ($13 million charge); and Other ($41 million charge).


•	~~For the first six months of~~ ~~2019, Biopharma ($48 million credit); Upjohn ($22 million credit); and Other ($63 million credit).~~

The restructuring activities for ~~2018~~the first quarter of 2019 are associated with the following:

~~For the second quarter of 2018, total reportable segments~~Biopharma ($1013 million charge); Upjohn ($13 million credit); and Other ($1310 million ~~credit)~~charge).

For the first six months of 2018, total reportable segments ($24 million credit); and Other ($9 million credit). At the beginning of fiscal 2019, we revised our operating segments and are unable to directly associate these prior-period restructuring charges with the new individual segments.


^(b)	Transaction costs represent external costs for banking, legal, accounting and other similar services. In the first quarter of 2020, transaction costs relate to our acquisition of Array.

^(c)

Integration costs and other represent external, incremental costs directly related to integrating acquired businesses, ~~and primarily include~~such as expenditures for consulting and the integration of systems and ~~processes.~~processes, and certain other qualifying costs. In the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 ~~and 2018,~~, integration costs and other were mostly related to our acquisition of Array. In the first quarter of 2019, integration costs and other were primarily related to our acquisition of Hospira.


^(c)(d)	Additional depreciation––asset restructuring represents the impact of changes in the estimated useful lives of assets involved in restructuring actions.


^(d)(e)	Implementation costs represent external, incremental costs directly related to implementing our non-acquisition-related cost-reduction/productivity initiatives.

The following table provides the components of and changes in our restructuring accruals:
(MILLIONS OF DOLLARS)
Employee
Termination Costs

Asset
Impairment Charges

Exit Costs
Accrual
Balance, December 31, 2018^(a)
$ 1,203
$ —
$ 49
$ 1,252
Provision/(credit)^(b)
(167 ) —
34
(134 )
Utilization and other^(c)
(303 ) —
(18 ) (321 )
Balance, June 30, 2019^(d)
$ 733
$ —
$ 64
$ 797

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)



The following table provides the components of and changes in our restructuring accruals:
(MILLIONS OF DOLLARS)	Employee Termination Costs			Asset Impairment Charges			Exit Costs			Accrual
Balance, December 31, 2019^(a)	$	887		$	—		$	46		$	933
Provision	25			31			—			56
Utilization and other^(b)	(243		)	(31		)	(1		)	(275		)
Balance, March 29, 2020^(c)	$	669		$	—		$	45		$	714


^(a)	Included in Other current liabilities ($~~823~~714 million) and Other noncurrent liabilities ($~~428~~219 million).


^(b)	~~Includes the reversal of certain accruals related to our acquisition of Wyeth upon the effective favorable settlement of a U.S. IRS audit for multiple tax years. See~~ ~~Note 5B~~ ~~for additional information.~~


^(c)	Includes adjustments for foreign currency translation.


^(d)(c)	Included in Other current liabilities ($~~593~~532 million) and Other noncurrent liabilities ($~~204~~182 million).

Note 4. Other (Income)/Deductions—Net

The following table provides components of Other (income)/deductions––net:
Three Months Ended Six Months Ended
(MILLIONS OF DOLLARS) June 30,
2019

July 1,
2018
June 30,
2019
July 1,
2018
Interest income^(a)
$ (59 ) $ (80 ) (125 ) (157 )
Interest expense^(a)
389
326
750
635
Net interest expense 330
245
625
478
Royalty-related income^(b)
(231 ) (121 ) (320 ) (217 )
Net gains on asset disposals —
(15 ) (1 ) (22 )
Net gains recognized during the period on investments in equity securities^(c)
(36 )
(257 )
(147 )
(375 )
Net realized losses on sales of investments in debt securities —

8

—

12
Income from collaborations, out-licensing arrangements and sales of compound/product rights^(d)
(22 ) (174 ) (104 ) (316 )
Net periodic benefit credits other than service costs^(e)
(51 ) (84 ) (91 ) (166 )
Certain legal matters, net^(f)
15
(88 ) 19
(107 )
Certain asset impairments^(g)
10
40
160
40
Business and legal entity alignment costs^(h)
137
1
256
4
Net losses on early retirement of debt⁽ⁱ⁾
—
—
138
3
Other, net^(j)
(27 )
(106 )
(318 )
(64 )
Other (income)/deductions––net $ 126
$ (551 ) $ 218
$ (728 )



The following table provides components of Other (income)/deductions––net:
	Three Months Ended
(MILLIONS OF DOLLARS)	March 29, 2020			March 31, 2019
Interest income^(a)	$	(34	)	$	(66	)
Interest expense^(a)	390			361
Net interest expense	356			295
Royalty-related income	(119		)	(89		)
Net (gains)/losses on asset disposals	1			(1		)
Net (gains)/losses recognized during the period on equity securities^(b)	255			(111		)
Income from collaborations, out-licensing arrangements and sales of compound/product rights^(c)	(115		)	(82		)
Net periodic benefit credits other than service costs^(d)	(67		)	(40		)
Certain legal matters, net	10			4
Certain asset impairments^(e)	—			150
Business and legal entity alignment costs^(f)	—			119
Net losses on early retirement of debt	—			138
GSK Consumer Healthcare JV equity method (income)/loss^(g)	33			—
Other, net^(h)	(132		)	(291		)
Other (income)/deductions––net	$	221		$	92

^(a)

Interest income decreased in the ~~second~~first quarter ~~and first six months~~ of ~~2019,~~2020, primarily driven by a lower investment ~~balance.~~balance and lower short-term interest rates. Interest expense increased in the ~~second~~first quarter ~~and first six months~~ of ~~2019,~~ 2020, mainly as a result of ~~higher short-term interest rates, as well as~~an increased commercial paper balance due to the ~~retirement~~acquisition of ~~lower-coupon debt and the issuance of new debt with a higher coupon than the debt outstanding for the comparative prior year periods.~~

Array.


^(b)	The ~~increase in royalty-related income for the second quarter and first six months of 2019 is primarily due to a one-time favorable resolution~~losses in the ~~second~~first quarter of ~~2019~~2020, include, among other things, unrealized losses of ~~a legal dispute for $82 million.~~


^(c)	~~The second quarter of 2018 included gains of $142 million and the first six months of 2018 included gains of $203~~$134 million related to our investment in ~~ICU Medical stock.~~Allogene. The gains in the first quarter of 2019 included, among other things, unrealized gains of $43 million related to our investment in Allogene. For additional information on investments, see Note 7B.

^(d)(c)

Includes income from upfront and milestone payments from our collaboration partners and income from out-licensing arrangements and sales of compound/product rights. In the first ~~six months~~quarter of 2020, mainly includes, among other things, an upfront payment to us of $75 million from our sale of our CK1 assets to Biogen, Inc. In the first quarter of 2019, ~~mainly includes $68~~primarily included $60 million in milestone income from Mylan Pharmaceuticals Inc. related to the FDA’s approval and launch of Wixela Inhub^®, a generic of Advair Diskus^® ~~(fluticasone propionate and salmeterol inhalation powder)~~. ~~In the second quarter of 2018, primarily included, among other things, $88 million in milestone income from multiple licensees and an upfront payment to us of $75 million for the sale of~~

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

an α-amino-3-hydroxy-5-methyl-4-isoxazolepropionic acid (AMPA) receptor potentiator for cognitive impairment associated with schizophrenia (CIAS) to Biogen Inc. In the first six months of 2018, mainly includes, among other things, all of the factors discussed above for the second quarter of 2018, as well as a $75 million milestone payment received from Shire related to their first dosing of a patient in a Phase 3 clinical trial of a compound out-licensed by Pfizer to Shire for the treatment of ulcerative colitis, and a $40 million milestone payment from Merck in conjunction with the approval of ertugliflozin in the EU.


^(e)(d)	For additional information, see Note 10.


^(f)	~~In the second quarter and first six months of 2018, primarily represented the reversal of a legal accrual where a loss was no longer deemed probable.~~

^(g)(e)

~~The second~~In the first quarter ~~and first six months~~ of 2019, ~~include an~~primarily included intangible asset impairment ~~charge~~charges of ~~$10~~$130 million and the second quarter and first six months of 2018 included an intangible asset impairment charge of $31 million, which are all related to a finite-lived developed technology right, acquired in connection with our acquisition of Anacor, for the treatment for toenail fungus marketed in the U.S. market only, ~~associated with Biopharma and reflect, among other things, updated commercial forecasts. The first six months of 2019 also includes intangible asset impairment charges~~composed of: (i) $90 million related to WRDM IPR&D, ~~which relates to~~for a pre-clinical stage asset from our acquisition of Bamboo for gene therapies for the potential treatment of patients with certain rare ~~diseases;~~diseases, which was the result of a determination to not use certain Bamboo IPR&D acquired in future rare disease development and (ii) $40 million related to a Biopharma developed technology right, acquired in connection with our acquisition of King, for government defense products. The WRDM IPR&D intangible asset impairment charge was the result of a determination to not use certain Bamboo IPR&D acquired in future rare disease development. The intangible asset impairment charge related to the Biopharma developed technology rightproducts and reflects, among other things, updated commercial forecasts including manufacturing cost assumptions. In addition, the first ~~six months~~quarter of 2019 ~~includes~~included other asset impairments of $20 million.

^(h)(f)

In the ~~second~~first quarter ~~and first six months~~ of 2019, represents incremental costs associated with the design, planning and implementation of our new organizational structure, effective in the beginning of 2019, and primarily includes consulting, legal, tax and advisory services. In the second quarter and first six months of 2018, represents expenses for changes to our infrastructure to align our commercial operations that existed through December 31, 2018, including costs to internally separate our businesses into distinct legal entities, as well as to streamline our intercompany supply operations to better support each business.


^(i)(g)	~~In the first six months of~~See ~~2019~~Note 2B~~, represents net losses due to the early retirement of debt in the first quarter of 2019, inclusive of the related termination of cross-currency swaps.~~ for additional information.

^(j)(h)

The ~~second~~first quarter of ~~2019~~2020 includes, among other things, ~~charges~~dividend income of ~~$81~~$77 million from our investment in ViiV. The first quarter of 2019 included, among other things, credits of $72 million, reflecting the change in the fair value of contingent consideration, and dividend income of ~~$76~~$64 million from our investment in ViiV and $25 million of income from insurance recoveries related to Hurricane Maria. The first six months of 2019 includes, among other things, dividend income of $140 million from our investment in ViiV and $50 million of income from insurance recoveries related to Hurricane Maria. The second quarter of 2018 included, among other things, dividend income of $76 million from our investment in ViiV, and charges of $23 million, reflecting the change in the fair value of contingent consideration. The first six months of 2018 included, among other things, dividend income of $135 million from our investment in ViiV, and charges of $135 million reflecting the change in the fair value of contingent consideration. The second quarter and first six months of 2018 also included a non-cash $50 million pre-tax gain on the contribution of Pfizer’s allogeneic CAR T development program assets obtained from Cellectis S.A. and Les Laboratoires Servier SAS in connection with our contribution agreement entered into with Allogene, and a non-cash $17 million gain on the cash settlement of a liability that we incurred in April 2018 upon the EU approval of Mylotarg.

The following table provides additional information about the intangible assets that were impaired during 2019 in Other (income)/deductions:

Fair Value^(a)
Six Months Ended June 30, 2019
(MILLIONS OF DOLLARS) Amount Level 1 Level 2 Level 3 Impairment
Intangible assets––IPR&D^(b)
$ —
$ —
$ —
$ —
$ 90
Intangible assets––Developed technology rights^(b)
13
—
—
13
50
Total $ 13
$ —
$ —
$ 13
$ 140


^(a)	~~The fair value amount is presented as of the date of impairment, as these assets are not measured at fair value on a recurring basis.~~

^(b)

Reflects intangible assets written down to fair value in the first six months of 2019. Fair value was determined using the income approach, specifically the multi-period excess earnings method, also known as the discounted cash flow method. We started with a forecast of all the expected net cash flows associated with the asset and then applied an asset-specific discount rate to arrive at a net present value amount. Some of the more significant estimates and assumptions inherent in this approach include: the amount and timing of the projected net cash flows, which includes the expected impact of competitive, legal and/or regulatory forces on the product; the discount rate, which seeks to reflect the various risks inherent in the projected cash flows; and the tax rate, which seeks to incorporate the geographic diversity of the projected cash flows.ViiV.

Note 5. Tax Matters

A. Taxes on Income from Continuing Operations

During the second quarter of 2019, Pfizer reached settlement of disputed issues at the IRS Office of Appeals, thereby settling all issues related to U.S. tax returns of Pfizer for the years 2009-2010. As a result of settling these years, in the second quarter of 2019 we recorded a benefit of approximately $1.4 billion, representing tax and interest.

Our effective tax rate for continuing operations was ~~(22.1)%~~12.2% for the ~~second~~first quarter of 2020, compared to 10.0% for the first quarter of 2019~~, compared to 14.3% for the second quarter of~~ ~~2018~~ ~~and was (5.7)% for the first six months of~~ ~~2019, compared to 13.9% for the first six months of~~ ~~2018~~.

~~The lower effective tax rate for the second quarter and first six months of 2019 in comparison with the same periods in~~ ~~2018~~ ~~was primarily due to:~~

~~an increase in tax benefits associated with the resolution of certain tax positions pertaining to prior years, primarily resulting from the aforementioned favorable settlement with the IRS;~~

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

•

~~the tax benefit recorded as a result~~

The higher effective tax rate for the first quarter of ~~additional guidance issued by the U.S. Department of Treasury related to the enactment of the TCJA, as well as~~2020 in comparison with the same period in 2019 was primarily due to:

the non-recurrence of the tax benefit recorded in the first quarter of 2019 as a result of additional guidance issued by the U.S. Department of Treasury related to the TCJA; and

a decrease in tax benefits associated with the resolution of certain tax positions pertaining to prior years,

partially offset by:

the favorable change in the jurisdictional mix of earnings as a result of operating fluctuations in the normal course of business.


•	~~the favorable change in the jurisdictional mix of earnings as a result of operating fluctuations in the normal course of business.~~

Our initial estimated $15 billion repatriation tax liability on accumulated post-1986 foreign earnings for which we ~~plan to elect,~~elected, with the filing of our 2018 U.S. Federal Consolidated Income Tax Return, payment over eight years through 2026 is reported in current Income taxes payable (approximately ~~$750~~$650 million) and the remaining liability is reported in noncurrent Other taxes payable in our condensed consolidated balance sheet as of ~~June 30, 2019~~March 29, 2020. ~~The first~~We expect to pay the second installment of ~~$750~~$650 million in July 2020, which was originally due to be paid in April ~~2019.~~2020 but was recently extended to July 2020 by the IRS in response to the COVID-19 pandemic. Our obligations may vary as a result of changes in our uncertain tax positions and/or availability of attributes such as foreign tax and other credit carryforwards.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was signed into law in the U.S. to provide certain relief as a result of the COVID-19 pandemic. In addition, governments around the world have enacted or implemented various forms of tax relief measures in response to the economic conditions in the wake of COVID-19. As of March 29, 2020, neither the CARES Act nor changes to income tax laws or regulations in other jurisdictions had a significant impact on our effective tax rate.

B. Tax Contingencies

We are subject to income tax in many jurisdictions, and a certain degree of estimation is required in recording the assets and liabilities related to income taxes. All of our tax positions are subject to audit by the local taxing authorities in each tax jurisdiction. These tax audits can involve complex issues, interpretations and judgments and the resolution of matters may span multiple years, particularly if subject to negotiation or litigation. Our assessments are based on estimates and assumptions that have been deemed reasonable by management, but our estimates of unrecognized tax benefits and potential tax benefits may not be representative of actual outcomes, and variation from such estimates could materially affect our financial statements in the period of settlement or when the statutes of limitations expire, as we treat these events as discrete items in the period of resolution.

The U.S. is one of our major tax jurisdictions, and we are regularly audited by the ~~IRS:~~

IRS. With respect to Pfizer, tax years 2011-2015 are currently under audit. Tax years ~~2016-2019~~2016-2020 are open, but not under audit. All other tax years are closed.

In addition to the open audit years in the U.S., we have open audit years in other major tax jurisdictions, such as Canada ~~(2013-2019)~~(2013-2020), Japan ~~(2017-2019)~~(2017-2020), Europe ~~(2011-2019,~~(2011-2020, primarily reflecting Ireland, the ~~United Kingdom,~~U.K., France, Italy, Spain and Germany), Latin America ~~(1998-2019,~~(1998-2020, primarily reflecting Brazil) and Puerto Rico ~~(2014-2019)~~(2015-2020).

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

C. Tax Provision/(Benefit) on Other Comprehensive ~~Loss~~Income/(Loss)

The following table provides the components of Tax provision/(benefit) on other comprehensive loss:
Three Months Ended Six Months Ended
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
Foreign currency translation adjustments, net^(a)
$ (17 ) $ 101
$ 10
$ 67
Unrealized holding gains/(losses) on derivative financial instruments, net (53 ) 8
6
4
Reclassification adjustments for (gains)/losses included in net income (4 ) 72
(59 ) 65
Reclassification adjustments of certain tax effects from AOCI to Retained earnings^(b)
—
—
—
1
(57 ) 79
(53 ) 70
Unrealized holding gains/(losses) on available-for-sale securities, net (1 ) (48 ) 4
(28 )
Reclassification adjustments for (gains)/losses included in net income 3
20
5
(2 )
Reclassification adjustments for tax on unrealized gains from AOCI to Retained earnings^(c)
—
—
—
(45 )
2
(29 ) 9
(76 )
Benefit plans: actuarial gains/(losses), net (1 ) (13 ) (1 ) 25
Reclassification adjustments related to amortization 15
14
18
28
Reclassification adjustments related to settlements, net —
7
1
15
Reclassification adjustments of certain tax effects from AOCI to Retained earnings^(b)
—
—
—
637
Other 8
27
3
6
23
34
21
712
Benefit plans: prior service costs and other, net —
—
—
—
Reclassification adjustments related to amortization of prior service costs and other, net (11 ) (11 ) (22 ) (22 )
Reclassification adjustments related to curtailments of prior service costs and other, net —
4
—
(3 )
Reclassification adjustments of certain tax effects from AOCI to Retained earnings^(b)
—
—
—
(144 )
Other —
(6 ) —
—
(11 ) (13 ) (22 ) (168 )
Tax provision/(benefit) on other comprehensive loss $ (59 ) $ 173
$ (34 ) $ 605



The following table provides the components of Tax provision/(benefit) on other comprehensive income/(loss):
	Three Months Ended
(MILLIONS OF DOLLARS)	March 29, 2020			March 31, 2019
Foreign currency translation adjustments, net^(a)	$	(252	)	$	27
Unrealized holding gains/(losses) on derivative financial instruments, net	(133		)	59
Reclassification adjustments for (gains)/losses included in net income	15			(55		)
	(118		)	4
Unrealized holding gains/(losses) on available-for-sale securities, net	(6		)	5
Reclassification adjustments for losses included in net income	2			1
	(5		)	7
Benefit plans: actuarial losses, net	(21		)	—
Reclassification adjustments related to amortization	15			3
Reclassification adjustments related to settlements, net	9			—
Other	4			(5		)
	8			(2		)
Reclassification adjustments related to amortization of prior service costs and other, net	(11		)	(11		)
Other	—			—
	(11		)	(11		)
Tax provision/(benefit) on other comprehensive income/(loss)	$	(377	)	$	25


^(a)	Taxes are not provided for foreign currency translation adjustments relating to investments in international subsidiaries that will be held indefinitely.


^(b)	~~For additional information on the adoption of a new accounting standard related to reclassification of certain tax effects from AOCI, see Notes to Consolidated Financial Statements––Note 1B. Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards in 2018~~ ~~in our 2018 Financial Report.~~


^(c)	~~For additional information on the adoption of a new accounting standard related to financial assets and liabilities, see Notes to Consolidated Financial Statements––Note 1B~~. ~~Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards in 2018~~ ~~in our 2018 Financial Report.~~

Note 6. Accumulated Other Comprehensive Loss, Excluding Noncontrolling Interests


The following table provides the changes, net of tax, in Accumulated other comprehensive loss:	The following table provides the changes, net of tax, in Accumulated other comprehensive loss:																			The following table provides the changes, net of tax, in Accumulated other comprehensive loss:
		Net Unrealized Gains/(Losses)									Benefit Plans										Net Unrealized Gains/(Losses)									Benefit Plans
(MILLIONS OF DOLLARS)		Foreign Currency Translation Adjustments			Derivative Financial Instruments			Available-For-Sale Securities			Actuarial Gains/(Losses)			Prior Service (Costs)/Credits and Other			Accumulated Other Comprehensive Income/(Loss)				Foreign Currency Translation Adjustments			Derivative Financial Instruments			Available-For-Sale Securities			Actuarial Gains/(Losses)			Prior Service (Costs)/Credits and Other			Accumulated Other Comprehensive Income/(Loss)
Balance, December 31, 2018		$	(6,075	)	$	167		$	(68	)	$	(6,027	)	$	728		$	(11,275	)
Balance, December 31, 2019																					$	(5,952	)	$	20		$	(35	)	$	(6,257	)	$	584		$	(11,640	)
Other comprehensive income/(loss)^(a)		(167		)	(200		)	61			116			(70		)	(260		)		(1,020		)	(364		)	(32		)	(39		)	(35		)	(1,490		)
Balance, June 30, 2019		$	(6,242	)	$	(33	)	$	(8	)	$	(5,911	)	$	658		$	(11,535	)
Balance, March 29, 2020																					$	(6,973	)	$	(344	)	$	(67	)	$	(6,296	)	$	549		$	(13,131	)


^(a)	~~Amounts do not include~~Includes after-tax losses of approximately $1.2 billion related to foreign currency translation adjustments attributable to ~~noncontrolling interests~~our equity method investment in GSK Consumer Healthcare (see Note 2B), partially offset by the results of ~~$2 million loss for the first six months of~~ ~~2019~~.our net investment hedging program.

As of ~~June 30, 2019~~March 29, 2020, with respect to derivative financial instruments, the amount of unrealized pre-tax net gains on derivative financial instruments, which are included in Accumulated Other Comprehensive Loss, estimated to be reclassified into income within the next 12 months is approximately ~~$153~~$294 million. The net gains are expected to be offset primarily by net losses from ~~reclassification adjustments related to~~ foreign currency exchange-denominated forecasted intercompany inventory sales ~~and available-for-sale debt securities.~~upon the sale of the inventory to a third party.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 7. Financial Instruments

A. Fair Value Measurements

Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis


The following table presents the financial assets and liabilities measured at fair value using a market approach on a recurring basis by balance sheet categories and fair value hierarchy level as defined in Notes to Consolidated Financial Statements––Note 1E. Basis of Presentation and Significant Accounting Policies: Fair Value in Pfizer’s 2018 Financial Report:
The following table presents the financial assets and liabilities measured at fair value using a market approach on a recurring basis by balance sheet categories and fair value hierarchy level as defined in Notes to Consolidated Financial Statements––Note 1E. Basis of Presentation and Significant Accounting Policies: Fair Value in our 2019 Financial Report:													The following table presents the financial assets and liabilities measured at fair value using a market approach on a recurring basis by balance sheet categories and fair value hierarchy level as defined in Notes to Consolidated Financial Statements––Note 1E. Basis of Presentation and Significant Accounting Policies: Fair Value in our 2019 Financial Report:
	June 30, 2019						December 31, 2018							March 29, 2020						December 31, 2019
(MILLIONS OF DOLLARS)	Total		Level 1		Level 2		Total		Level 1		Level 2			Total		Level 1		Level 2		Total		Level 1		Level 2
Financial assets measured at fair value on a recurring basis:
Short-term investments
Classified as equity securities:
Classified as equity securities with readily determinable fair values:
Money market funds	$	4,727	$	—	$	4,727	$	1,571	$	—	$	1,571		$	4,190	$	—	$	4,190	$	705	$	—	$	705
Equity^(a)	26		15		12		29		17		11
	4,753		15		4,739		1,600		17		1,583
Classified as available-for-sale debt securities:
Government and agency—non-U.S.	3,014		—		3,014		9,609		—		9,609			1,989		—		1,989		4,863		—		4,863
Government and agency—U.S.														16		—		16		811		—		811
Corporate and other	2,013		—		2,013		5,482		—		5,482			806		—		806		1,013		—		1,013
	5,027		—		5,027		15,091		—		15,091			2,812		—		2,812		6,687		—		6,687
Total short-term investments	9,780		15		9,766		16,691		17		16,674			7,002		—		7,002		7,392		—		7,392
Other current assets
Derivative assets:
Interest rate contracts	79		—		79		97		—		97			15		—		15		53		—		53
Foreign exchange contracts	334		—		334		477		—		477			688		—		688		413		—		413
Total other current assets	412		—		412		574		—		574			702		—		702		465		—		465
Long-term investments
Classified as equity securities:
Equity^(a)	1,425		1,400		25		1,223		1,193		30
Classified as trading securities:
Equity funds	53		53		—		50		50		—
Classified as equity securities with readily determinable fair values^(a)														1,603		1,581		22		1,902		1,863		39
	1,477		1,452		25		1,273		1,243		30
Classified as available-for-sale debt securities:
Government and agency—non-U.S.	45		—		45		94		—		94
Government and agency—U.S.														285		—		285		303		—		303
Corporate and other	385		—		385		397		—		397			11		—		11		11		—		11
	430		—		430		491		—		491			296		—		296		315		—		315
Total long-term investments	1,907		1,453		454		1,764		1,243		521			1,899		1,581		318		2,216		1,863		354
Other noncurrent assets
Derivative assets:
Interest rate contracts	453		—		453		335		—		335			134		—		134		266		—		266
Foreign exchange contracts	249		—		249		232		—		232			356		—		356		261		—		261
Total derivative assets														490		—		490		526		—		526
Insurance contracts^(b)														530		—		530		575		—		575
Total other noncurrent assets	702		—		702		566		—		566			1,020		—		1,020		1,102		—		1,102
Total assets	$	12,801	$	1,467	$	11,334	$	19,595	$	1,260	$	18,335		$	10,623	$	1,581	$	9,042	$	11,176	$	1,863	$	9,313

Financial liabilities measured at fair value on a recurring basis:
Other current liabilities
Derivative liabilities:
Interest rate contracts	$	1	$	—	$	1	$	5	$	—	$	5
Foreign exchange contracts	109		—		109		78		—		78			$	109	$	—	$	109	$	114	$	—	$	114
Total other current liabilities	110		—		110		82		—		82			109		—		109		114		—		114
Other noncurrent liabilities
Derivative liabilities:
Interest rate contracts	—		—		—		378		—		378
Foreign exchange contracts	467		—		467		564		—		564			1,139		—		1,139		604		—		604
Total other noncurrent liabilities	467		—		467		942		—		942			1,139		—		1,139		604		—		604
Total liabilities	$	577	$	—	$	577	$	1,024	$	—	$	1,024		$	1,248	$	—	$	1,248	$	718	$	—	$	718


^(a)	As of ~~June 30, 2019, short-term equity securities of $11 million and~~March 29, 2020, long-term equity securities of ~~$24~~$155 million ~~are~~and as of December 31, 2019, long-term equity securities of $176 million were held in ~~trust~~restricted trusts for benefits attributable to ~~the former Pharmacia Savings Plus Plan.~~ various U.S. non-qualified employee benefit plans.

~~As of December 31, 2018~~^(b)

~~, short-term equity securities of $11 million and long-term equity securities of $29 million are~~Other noncurrent assets include life insurance policies held in ~~trust for benefits~~restricted trusts attributable to the ~~former Pharmacia Savings Plus Plan.~~funding of various U.S. non-qualified employee benefit plans. The underlying invested assets in these insurance contracts are marketable securities, which are carried at fair value, with changes in fair value recognized in Other (income)/deductions––net in the consolidated statements of income (see Note 4).

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis

																									The following table presents the financial liabilities not measured at fair value on a recurring basis, including the carrying values and estimated fair values using a market approach:
	June 30, 2019						December 31, 2018						March 29, 2020						December 31, 2019
	Carrying Value		Estimated Fair Value				Carrying Value		Estimated Fair Value				Carrying Value		Estimated Fair Value				Carrying Value		Estimated Fair Value
(MILLIONS OF DOLLARS)			Total		Level 2				Total		Level 2				Total		Level 2				Total		Level 2
Financial Liabilities
Long-term debt, excluding the current portion	$	36,168	$	40,301	$	40,301	$	32,909	$	35,260	$	35,260	$	36,281	$	40,062	$	40,062	$	35,955	$	40,842	$	40,842

The differences between the estimated fair values and carrying values of held-to-maturity debt securities, restricted stock and private equity securities, and short-term borrowings not measured at fair value on a recurring basis were not significant as of ~~June 30, 2019~~March 29, 2020 or December 31, ~~2018.~~2019. The fair value measurements of our held-to-maturity debt securities and our short-term borrowings are based on Level 2 inputs. The fair value measurements of our private equity securities, which represent investments in the life sciences sector, are based on Level 3 inputs using a market approach.

In addition, as of ~~June 30, 2019~~March 29, 2020 and December 31, ~~2018,~~2019, we had long-term receivables whose fair value is based on Level 3 inputs. As of ~~June 30, 2019~~March 29, 2020 and December 31, ~~2018,~~2019, the differences between the estimated fair values and carrying values of these receivables were not significant.

Total Short-Term and Long-Term Investments and Equity-Method Investments

									The following table represents our investments by classification type:
(MILLIONS OF DOLLARS)	June 30, 2019		December 31, 2018		March 29, 2020		December 31, 2019
Short-term investments
Equity securities	$	4,753	$	1,600
Equity securities with readily determinable fair values^(a)					$	4,190	$	705
Available-for-sale debt securities	5,027		15,091		2,812		6,687
Held-to-maturity debt securities	1,347		1,003		1,198		1,133
Total Short-term investments	$	11,128	$	17,694	$	8,199	$	8,525

Long-term investments
Equity securities	$	1,425	$	1,223
Trading equity funds securities	53		50
Equity securities with readily determinable fair values					$	1,603	$	1,902
Available-for-sale debt securities	430		491		296		315
Held-to-maturity debt securities	47		59		40		42
Private equity investments at cost, as adjusted, or equity method	951		944
Private equity securities at cost					757		756
Total Long-term investments	$	2,905	$	2,767	$	2,696	$	3,014
Equity-method investments					15,524		17,133
Total long-term investments and equity-method investments					$	18,220	$	20,147
Held-to-maturity cash equivalents	$	163	$	199	$	401	$	163


^(a)	As of March 29, 2020 and December 31, 2019, equity securities with readily determinable fair values included money market funds primarily invested in U.S. Treasury and government debt.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

B. Investments

Debt Securities


At June 30, 2019, the investment securities portfolio consisted of debt securities that were virtually all investment-grade. Information on investments in debt and equity securities at June 30, 2019 and December 31, 2018 is as follows, including, as of June 30, 2019, the contractual maturities, or as necessary, the estimated maturities, of the available-for-sale and held-to-maturity debt securities:
At March 29, 2020, our investment securities portfolio consisted of debt securities that were virtually all investment-grade. Information on investments in debt securities at March 29, 2020 and December 31, 2019 is as follows, including, as of March 29, 2020, the contractual maturities, or as necessary, the estimated maturities, of the available-for-sale and held-to-maturity debt securities:																											At March 29, 2020, our investment securities portfolio consisted of debt securities that were virtually all investment-grade. Information on investments in debt securities at March 29, 2020 and December 31, 2019 is as follows, including, as of March 29, 2020, the contractual maturities, or as necessary, the estimated maturities, of the available-for-sale and held-to-maturity debt securities:
	June 30, 2019																	December 31, 2018										March 29, 2020																	December 31, 2019
			Gross Unrealized							Maturities (in Years)										Gross Unrealized										Gross Unrealized							Maturities (in Years)										Gross Unrealized
(MILLIONS OF DOLLARS)	Amortized Cost		Gains		Losses			Fair Value		Within 1		Over 1 to 5		Over 5		Total		Amortized Cost		Gains		Losses			Fair Value			Amortized Cost		Gains		Losses			Fair Value		Within 1		Over 1 to 5		Over 5		Total		Amortized Cost		Gains		Losses			Fair Value
Available-for-sale debt securities
Government and agency––non-U.S.	$	3,056	$	9	$	(7	)	$	3,059	$	3,014	$	45	$	—	$	3,059	$	9,754	$	7	$	(58	)	$	9,703		$	2,056	$	—	$	(67	)	$	1,989	$	1,989	$	—	$	—	$	1,989	$	4,895	$	6	$	(38	)	$	4,863
Government and agency––U.S.																												305		—		(4		)	302		16		285		—		302		1,120		—		(6		)	1,114
Corporate and other^(a)	2,409		1		(12		)	2,398		2,013		382		3		2,398		5,905		—		(27		)	5,878			823		—		(6		)	817		807		11		—		817		1,027		—		(2		)	1,025
Held-to-maturity debt securities
Time deposits and other	693		—		—			693		646		10		37		693		668		—		—			668			624		—		—			624		589		8		28		624		535		—		—			535
Government and agency––non-U.S.	865		—		—			865		864		—		—		865		592		—		—			592			1,014		—		—			1,014		1,010		—		4		1,014		803		—		—			803
Total debt securities	$	7,023	$	10	$	(19	)	$	7,014	$	6,537	$	437	$	40	$	7,014	$	16,920	$	8	$	(85	)	$	16,842		$	4,823	$	1	$	(77	)	$	4,746	$	4,410	$	304	$	32	$	4,746	$	8,380	$	6	$	(47	)	$	8,340


^(a)	Primarily issued by a diverse group of corporations.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

For our portfolio of available-for-sale and held-to-maturity debt securities, any expected credit losses would be immaterial to the financial statements.

Equity Securities

The following table presents the net unrealized (gains) and losses for the period that relate to equity securities still held at the reporting date, calculated as follows:
Three Months Ended Six Months Ended
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
Net gains recognized during the period on investments in equity securities^(a)
$ (36 ) $ (257 ) $ (147 ) $ (375 )
Less: Net gains recognized during the period on equity securities sold during the period (6 ) (27 ) (10 ) (46 )
Net unrealized gains during the reporting period on equity securities still held at the reporting date $ (31 ) $ (230 ) $ (137 ) $ (328 )



The following table presents the net unrealized (gains) and losses for the period that relate to equity securities, excluding equity method investments, still held at the reporting date, calculated as follows:
	Three Months Ended
(MILLIONS OF DOLLARS)	March 29, 2020			March 31, 2019
Net (gains)/losses recognized during the period on equity securities^(a⁾	$	255		$	(111	)
Less: Net gains recognized during the period on equity securities sold during the period	(19		)	(5		)
Net unrealized (gains)/losses during the reporting period on equity securities still held at the reporting date^(b)	$	274		$	(106	)


^(a)	The net gains on investments in equity securities are reported in Other (income)/deductions––net. For additional information, see Note 4.


^(b)	Included in net unrealized (gains)/losses are observable price changes on equity securities without readily determinable fair values. Since January 1, 2018, there were cumulative impairments and downward adjustments of $58 million and upward adjustments of $60 million. Impairments, downward and upward adjustments were not significant in the first quarter of 2020 and 2019.

C. Short-Term Borrowings

													Short-term borrowings include:
(MILLIONS OF DOLLARS)	June 30, 2019			December 31, 2018			March 29, 2020			December 31, 2019
Commercial paper	$	6,705		$	3,100		$	14,908		$	13,915
Current portion of long-term debt, principal amount	2,139			4,781			334			1,458
Other short-term borrowings, principal amount^(a)	1,691			966			800			860
Total short-term borrowings, principal amount	10,535			8,847			16,042			16,233
Net fair value adjustments related to hedging and purchase accounting	—			(5		)	3			5
Net unamortized discounts, premiums and debt issuance costs	(29		)	(11		)	(38		)	(43		)
Total Short-term borrowings, including current portion of long-term debt, carried at historical proceeds, as adjusted	$	10,507		$	8,831		$	16,007		$	16,195


^(a)	Other short-term borrowings primarily include cash collateral. For additional information, see Note 7E.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

D. Long-Term Debt

New ~~Issuances~~Issuance

In the first quarter of 2019, we issued the following senior unsecured notes:
Principal
(MILLIONS OF DOLLARS) Maturity Date As of June 30, 2019
2.800% notes^(a)
March 11, 2022 $ 500
2.950% notes^(a)
March 15, 2024 750
3.450% notes^(a)
March 15, 2029 1,750
3.900% notes^(a)
March 15, 2039 750
4.000% notes^(a)
March 15, 2049 1,250
Total long-term debt issued in the first quarter of 2019^(b)
$ 5,000



In the first quarter of 2020, we issued the following senior unsecured notes:
(MILLIONS OF DOLLARS)		Principal
Interest Rate	Maturity Date	As of March 29, 2020
2.625% notes^(a)	April 1, 2030	$	1,250
Total long-term debt issued in the first quarter of 2020^(b)		$	1,250


^(a)	Fixed rate notes may be redeemed by us at any time, in whole, or in part, at ~~varying~~a redemption ~~prices~~price plus accrued and unpaid interest.


^(b)	The ~~weighted-average~~ effective interest rate for the notes at issuance was ~~3.57%~~2.67%.



The following table provides the aggregate principal amount of our senior unsecured long-term debt, and adjustments to report our aggregate long-term debt:
(MILLIONS OF DOLLARS)	March 29, 2020			December 31, 2019
Total long-term debt, principal amount	$	34,778		$	34,820
Net fair value adjustments related to hedging and purchase accounting	1,671			1,305
Net unamortized discounts, premiums and debt issuance costs	(173		)	(176		)
Other long-term debt	5			5
Total long-term debt, carried at historical proceeds, as adjusted	$	36,281		$	35,955
Current portion of long-term debt, carried at historical proceeds, as adjusted (not included above)	$	337		$	1,462

Retirements

In ~~January 2019,~~March 2020, we repurchased all ~~€1.1~~$1.065 billion ~~($1.3 billion, at exchange rates on settlement)~~ principal amount outstanding of ~~the 5.75% euro-denominated debt~~our senior unsecured notes that ~~was~~were due ~~June 2021~~2047 before the maturity date at par, which did not have a ~~redemption value of €1.3 billion ($1.5 billion, at exchange rates~~material impact on ~~settlement). As a result, in the first quarter of 2019, we recorded a net loss of approximately $138 million, which included the related termination of cross-currency swaps, and that was recorded in~~ ~~Other (income)/deductions––net~~ ~~in the~~our condensed consolidated ~~statement of income in the first quarter of 2019. For additional information, see~~ ~~Note 4~~.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

The following table provides the aggregate principal amount of our senior unsecured long-term debt, and adjustments to report our aggregate long-term debt:
(MILLIONS OF DOLLARS) June 30,
2019
December 31,
2018
Total long-term debt, principal amount $ 35,082
$ 32,558
Net fair value adjustments related to hedging and purchase accounting 1,264
479
Net unamortized discounts, premiums and debt issuance costs (185 ) (136 )
Other long-term debt 6
7
Total long-term debt, carried at historical proceeds, as adjusted $ 36,168
$ 32,909
Current portion of long-term debt, carried at historical proceeds, as adjusted $ 2,139
$ 4,776

financial statements.

E. Derivative Financial Instruments and Hedging Activities

Foreign Exchange Risk

A significant portion of our revenues, earnings and net investments in foreign affiliates is exposed to changes in foreign exchange rates. We manage our foreign exchange risk, in part, through operational means, including managing same-currency revenues in relation to same-currency costs and same-currency assets in relation to same-currency liabilities. We also manage our foreign exchange risk, depending on market conditions, through fair value, cash flow, and net investment hedging programs through the use of derivative financial instruments and foreign currency debt. These financial instruments serve to protect net income against the impact of remeasurement into another currency, or against the impact of translation into U.S. dollars of certain foreign exchange-denominated transactions.

The derivative financial instruments primarily hedge or offset exposures in the euro, U.K. pound, Japanese yen, ~~U.K. pound,~~ Chinese renminbi and Swedish krona.

As a part of our cash flow hedging program, we designate foreign exchange contracts to hedge a portion of our forecasted euro, Japanese yen, Chinese renminbi, Canadian dollar, U.K. pound and Australian dollar-denominated intercompany inventory sales expected to occur no more than two years from the date of each hedge.

Interest Rate Risk

Our interest-bearing investments and borrowings are subject to interest rate risk. With respect to our investments, we strive to maintain a predominantly floating-rate basis position, but our strategy may change based on prevailing market conditions. We currently borrow primarily on a long-term, ~~fixed rate~~fixed-rate basis. From time to time, depending on market conditions, we will change the profile of our outstanding debt by entering into derivative financial instruments like interest rate swaps. We entered into derivative financial instruments to hedge or offset the fixed interest rates on the hedged item, matching the amount and timing of the hedged item. The derivative financial instruments primarily hedge U.S. dollar fixed-rate debt.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

																									The following table provides the fair value of the derivative financial instruments and the related notional amounts presented between those derivatives that are designated as hedging instruments and those that are not designated as hedging instruments:
(MILLIONS OF DOLLARS)	June 30, 2019						December 31, 2018						March 29, 2020						December 31, 2019
			Fair Value						Fair Value						Fair Value						Fair Value
	Notional		Asset		Liability		Notional		Asset		Liability		Notional		Asset		Liability		Notional		Asset		Liability
Derivatives designated as hedging instruments:
Foreign exchange contracts^(a)	$	18,012	$	483	$	519	$	22,984	$	654	$	586	$	23,877	$	955	$	1,150	$	25,193	$	591	$	662
Interest rate contracts	8,812		531		1		11,145		432		383		1,995		148		—		6,645		318		—
			1,015		520				1,085		968				1,103		1,150				909		662

Derivatives not designated as hedging instruments:
Foreign exchange contracts	$	16,615	99		58		$	15,154	55		55		$	13,402	89		97		$	19,623	82		55

Total			$	1,114	$	577			$	1,140	$	1,024			$	1,192	$	1,248			$	992	$	718


^(a)	The notional amount of outstanding foreign currency forward-exchange contracts hedging our intercompany forecasted inventory sales was ~~$6.7~~$5.3 billion as of ~~June 30, 2019~~March 29, 2020 and ~~$5.8~~$5.9 billion as of December 31, ~~2018.~~2019.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

The following tables provide information about the gains/(losses) incurred to hedge or offset operational foreign exchange or interest rate risk:

Amount of
Gains/(Losses)
Recognized in OID^(a)

Amount of Gains/(Losses)
Recognized in OCI^{(a), (b)}

Amount of Gains/(Losses)
Reclassified from
OCI into OID and COS^{(a), (b)}
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
Three Months Ended
Derivative Financial Instruments in Cash Flow Hedge Relationships:
Foreign exchange contracts^(c)
$ —
$ —
$ (204 ) $ 107
$ 48
$ (330 )
Amount excluded from effectiveness testing recognized in earnings based on an amortization approach —
—
28
20
32
20
Derivative Financial Instruments in Fair Value Hedge Relationships:
Interest rate contracts 483
(121 ) —
—
—
—
Hedged item (483 ) 121
—
—
—
—
Foreign exchange contracts —
12
—
—
—
—
Hedged item —
(12 ) —
—
—
—
Derivative Financial Instruments in Net Investment Hedge Relationships:

Foreign exchange contracts —
—
(48 ) 153
—
—
The portion on foreign exchange contracts excluded from the assessment of hedge effectiveness —
—
52
25
31
21
Non-Derivative Financial Instruments in Net Investment Hedge Relationships:

Foreign currency short-term borrowings^(d)
—
—
(16 ) 85
—
—
Foreign currency long-term debt^(d)
—
—
(27 ) 186
—
—
Derivative Financial Instruments Not Designated as Hedges:
Foreign exchange contracts (4 ) 61
—
—
—
—
All other net —
—
—
1
—
1
$ (4 ) $ 62
$ (216 ) $ 577
$ 111
$ (289 )

Amount of
Gains/(Losses)
Recognized in OID^(a)

Amount of Gains/(Losses)
Recognized in OCI^{(a), (b)}

Amount of Gains/(Losses)
Reclassified from
OCI into OID and COS^{(a), (b)}
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
Six Months Ended
Derivative Financial Instruments in Cash Flow Hedge Relationships:

Foreign exchange contracts^(c)
$ —
$ —
$ 6
$ (36 ) $ 257
$ (402 )
Amount excluded from effectiveness testing recognized in earnings based on an amortization approach —

—

84

48

86

48
Derivative Financial Instruments in Fair Value Hedge Relationships:

Interest rate contracts 813
(520 ) —
—
—
—
Hedged item (813 ) 520
—
—
—
—
Foreign exchange contracts —
4
—
—
—
—
Hedged item —
(4 ) —
—
—
—
Derivative Financial Instruments in Net Investment Hedge Relationships:

Foreign exchange contracts —
—
(25 ) 148
—
—
The portion of foreign exchange contracts excluded from the assessment of hedge effectiveness —

—

93

27

55

26
Non-Derivative Financial Instruments in Net Investment Hedge Relationships:

Foreign currency short-term borrowings^(d)
—
—
19
43
—
—
Foreign currency long-term debt^(d)
—
—
11
94
—
—
Derivative Financial Instruments Not Designated as Hedges:

Foreign exchange contracts (124 ) 6
—
—
—
—
All other net —
—
1
1
—
1
$ (124 ) $ 6
$ 188
$ 325
$ 398
$ (328 )

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~



The following table provides information about the gains/(losses) incurred to hedge or offset operational foreign exchange or interest rate risk:
	Amount of Gains/(Losses) Recognized in OID^(a)						Amount of Gains/(Losses) Recognized in OCI^(a)^,^(b)					Amount of Gains/(Losses) Reclassified from OCI into OID and COS^{(a), (b)}
(MILLIONS OF DOLLARS)	March 29, 2020			March 31, 2019			March 29, 2020			March 31, 2019		March 29, 2020			March 31, 2019
Three Months Ended
Derivative Financial Instruments in Cash Flow Hedge Relationships:
Foreign exchange contracts^(c)	$	—		$	—		$	(529	)	$	210	$	(46	)	$	209
Amount excluded from effectiveness testing recognized in earnings based on an amortization approach^(d)	—			—			29			56		27			54
Derivative Financial Instruments in Fair Value Hedge Relationships:
Interest rate contracts	386			329			—			—		—			—
Hedged item	(386		)	(329		)	—			—		—			—
Foreign exchange contracts	—			—			—			—		—			—
Hedged item	—			—			—			—		—			—
Derivative Financial Instruments in Net Investment Hedge Relationships:
Foreign exchange contracts	—			—			384			23		—			—
The portion on foreign exchange contracts excluded from the assessment of hedge effectiveness^(d)	—			—			147			41		41			24
Non-Derivative Financial Instruments in Net Investment Hedge Relationships:
Foreign currency short-term borrowings^(e)	—			—			8			35		—			—
Foreign currency long-term debt^(e)	—			—			45			38		—			—
Derivative Financial Instruments Not Designated as Hedges:
Foreign exchange contracts	(59		)	(120		)	—			—		—			—
All other net^(d)	—			—			(1		)	1		—			—
	$	(59	)	$	(120	)	$	83		$	404	$	23		$	286


^(a)	OID = Other (income)/deductions—net, included in Other (income)/deductions—net in the condensed consolidated statements of income. COS = Cost of Sales, included in Cost of sales in the condensed consolidated statements of income. OCI = Other comprehensive income/(loss), included in the condensed consolidated statements of comprehensive income.

^(b)

For derivative financial instruments in cash flow hedge relationships, the gains and losses are included in Other comprehensive ~~income–~~income/(loss)––Unrealized holding gains/(losses) on derivative financial instruments, net. For derivative financial instruments in net investment hedge relationships and for foreign currency debt designated as hedging instruments, the ~~effective portion is~~gains and losses are included in Other comprehensive ~~income–~~income/(loss)––Foreign currency translation adjustments, net.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

^(c)

The amounts reclassified from OCI into COS were a net gain of $70 million in the first quarter of 2020 and a net gain of $44 million in the first quarter of 2019. The remaining amounts were reclassified from OCI into OID. Based on quarter-end foreign exchange rates that are subject to change, we expect to reclassify a pre-tax gain of ~~$155~~$220 million within the next 12 months into Cost of sales. The maximum length of time over which we are hedging future foreign exchange cash flow relates to our $1.8 billion U.K. pound debt maturing in 2043.


^(d)	~~Short-term borrowings include foreign currency short-term borrowings with carrying values of $1.1 billion as of June 30, 2019, which are used as hedging instruments in net investment hedges.~~ The amounts reclassified from OCI were reclassified into OID.


^(e)	Long-term debt includes foreign currency long-term borrowings with carrying values of ~~$2.0~~$1.9 billion as of ~~June 30, 2019,~~March 29, 2020, which are used as hedging instruments in net investment hedges.

The following table provides the total amount of each income and expense line in which the results of fair value or cash flow hedges are recorded:
Three Months Ended Six Months Ended
(MILLIONS OF DOLLARS)
June 30,
2019
July 1,
2018
June 30
2019
July 1,
2018
Cost of sales
$ 2,576
$ 2,916
$ 5,009
$ 5,479
Other (income)/deductions—net
126
(551 ) 218
(728 )

																											The following table provides the amounts recorded in our condensed consolidated balance sheet related to cumulative basis adjustments for fair value hedges:
	June 30, 2019							December 31, 2018							March 29, 2020						December 31, 2019
			Cumulative Amount of Fair Value Hedging Adjustment Increase/(Decrease) to Carrying Amount							Cumulative Amount of Fair Value Hedging Adjustment Increase/(Decrease) to Carrying Amount							Cumulative Amount of Fair Value Hedging Adjustment Increase/(Decrease) to Carrying Amount						Cumulative Amount of Fair Value Hedging Adjustment Increase/(Decrease) to Carrying Amount
(MILLIONS OF DOLLARS)	Carrying Amount of Actively Hedged Assets/Liabilities^(a)		Active Hedging Relationships			Discontinued Hedging Relationships		Carrying Amount of Actively Hedged Assets/Liabilities^(a)		Active Hedging Relationships			Discontinued Hedging Relationships		Carrying Amount of Hedged Assets/Liabilities^(a)		Active Hedging Relationships		Discontinued Hedging Relationships		Carrying Amount of Hedged Assets/Liabilities^(a)		Active Hedging Relationships		Discontinued Hedging Relationships
Long-term investments	$	45	$	(1	)	$	—	$	45	$	(1	)	$	—	$	45	$	—	$	—	$	45	$	—	$	—
Short-term borrowings, including current portion of long-term debt	—		—			—		1,499		(5		)	—
Long-term debt	9,321		452			435		9,952		(45		)	129		2,027		134		1,196		7,092		266		690


^(a)	Carrying amounts exclude the cumulative amount of fair value hedging adjustments.

Certain of our derivative financial instruments are covered by associated credit-support agreements that have credit-risk-related contingent features designed to reduce both counterparties’ exposure to risk of defaulting on amounts owed by the other party. As of ~~June 30, 2019~~March 29, 2020, the aggregate fair value of these derivative financial instruments that are in a net liability position was ~~$279 million,~~$1.1 billion, which is fully collateralized. As of February 23, 2020, our fiscal quarter-end for ~~which~~subsidiaries operating outside the U.S., we have posted ~~collateral of $283~~$463 million in ~~the normal course of business.~~collateral. If there had been a downgrade to below an A rating by S&P or the equivalent rating by Moody’s, we would not have been required to post any additional collateral to our counterparties.

As of ~~June 30, 2019~~March 29, 2020, we received cash collateral of ~~$1.6 billion~~$791 million from various counterparties. The collateral primarily supports the approximate fair value of our derivative ~~contracts that are in a net asset position.~~contracts. With respect to the collateral received, the obligations are reported in Short-term borrowings, including current portion of long-term debt.

F. Credit Risk

On an ongoing basis, we review the creditworthiness of counterparties to our foreign exchange and interest rate agreements and do not expect to incur a significant loss from failure of any counterparties to perform under the agreements. There are no significant concentrations of credit risk related to our financial instruments with any individual ~~counterparty, except for certain significant customers.~~counterparty. For additional information onabout concentrations of certain credit risk related to certain significant customers, see Notes to Consolidated Financial Statements––Note ~~18C.~~17C. Segment, Geographic and Other Revenue Information: Other Revenue Information in Pfizer’s ~~2018~~2019 Financial Report. As of ~~June 30, 2019~~March 29, 2020, we had amounts due from a well-diversified, high quality group of banks ($~~2.0~~1.3 billion) from around the world. For details about our investments, see Note 7B above.

In general, there is no requirement for collateral from customers. However, derivative financial instruments are executed under credit-support agreements that provide for the ability to request to receive cash collateral, depending on levels of exposure, our credit rating and the credit rating of the counterparty, see Note 7E above.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

Note 8. Inventories


The following table provides the components of Inventories:	The following table provides the components of Inventories:					The following table provides the components of Inventories:
(MILLIONS OF DOLLARS)		June 30, 2019		December 31, 2018			March 29, 2020		December 31, 2019
Finished goods		$	2,494	$	2,262		$	2,703	$	2,750
Work-in-process		5,249		4,701			4,962		4,743
Raw materials and supplies		490		546			757		790
Inventories^(a)		$	8,233	$	7,508		$	8,423	$	8,283
Noncurrent inventories not included above^(b)		$	646	$	618		$	720	$	714


^(a)	The change from December 31, ~~2018~~2019 reflects increases for certain products, ~~to meet targeted levels in the normal course of business,~~ including inventory build for ~~supply recovery~~new product launches, market demand and ~~market demand,~~network strategy, partially offset by a decrease due to foreign exchange.


^(b)	Included in Other noncurrent assets. There are no recoverability issues associated with these amounts.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 9. Identifiable Intangible Assets and Goodwill

A. Identifiable Intangible Assets

Balance Sheet Information


The following table provides the components of Identifiable intangible assets:	The following table provides the components of Identifiable intangible assets:															The following table provides the components of Identifiable intangible assets:
		June 30, 2019							December 31, 2018								March 29, 2020							December 31, 2019
(MILLIONS OF DOLLARS)		Gross Carrying Amount		Accumulated Amortization			Identifiable Intangible Assets, less Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization			Identifiable Intangible Assets, less Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization			Identifiable Intangible Assets, less Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization			Identifiable Intangible Assets, less Accumulated Amortization
Finite-lived intangible assets
Developed technology rights		$	89,540	$	(60,949	)	$	28,590	$	89,430	$	(58,895	)	$	30,535		$	88,519	$	(63,783	)	$	24,736	$	88,730	$	(63,106	)	$	25,625
Brands		923		(725		)	198		923		(708		)	215			922		(749		)	173		922		(741		)	181
Licensing agreements and other		1,440		(1,159		)	281		1,436		(1,140		)	296			1,779		(1,206		)	574		1,772		(1,191		)	582
		91,903		(62,833		)	29,070		91,788		(60,743		)	31,045			91,221		(65,738		)	25,482		91,425		(65,037		)	26,387
Indefinite-lived intangible assets
Brands and other		1,994					1,994		1,994					1,994
Brands																	1,991					1,991		1,991					1,991
IPR&D(a)		1,961					1,961		2,171					2,171			5,918					5,918		5,919					5,919
Licensing agreementsand other																	1,073					1,073		1,073					1,073
		3,954					3,954		4,165					4,165			8,982					8,982		8,983					8,983
Identifiable intangible assets^(a)		$	95,857	$	(62,833	)	$	33,024	$	95,954	$	(60,743	)	$	35,211		$	100,203	$	(65,738	)	$	34,464	$	100,408	$	(65,037	)	$	35,370


^(a)	The decrease in Identifiable intangible assets, less accumulated amortization, is primarily due to ~~amortization and intangible asset impairment charges, partially offset by additions for the period. See~~ ~~Note 4~~ ~~for additional information on intangible asset impairments.~~amortization.

													Our identifiable intangible assets are associated with the following, as a percentage of total identifiable intangible assets, less accumulated amortization:
	June 30, 2019						March 29, 2020
	Biopharma		Upjohn		WRDM		Biopharma		Upjohn		WRDM
Developed technology rights	99	%	1	%	—		99	%	1	%	—
Brands, finite-lived	100	%	—		—		100	%	—		—
Brands, indefinite-lived	42	%	58	%	—		42	%	58	%	—
IPR&D	86	%	—		14	%	95	%	—		5	%
Licensing agreements and other, finite-lived							97	%	1	%	1	%
Licensing agreements and other, indefinite-lived							100	%	—		—

Amortization

Total amortization expense for finite-lived intangible assets was $897 million for the first quarter of 2020 and $1.2 billion for ~~each of~~ the ~~second quarters~~first quarter of 2019 ~~and~~ ~~2018, and $2.4 billion for the first six months of~~ ~~2019~~ ~~and~~ ~~2018~~.

B. Goodwill



The following table provides the components of and changes in the carrying amount of Goodwill:
(MILLIONS OF DOLLARS)	Biopharma			Upjohn			Total
Balance, December 31, 2019	$	48,202		$	10,451		$	58,653
Other^(a)	(122		)	(30		)	(151		)
Balance, March 29, 2020	$	48,081		$	10,421		$	58,502


^(a)	Represents the impact of foreign exchange.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

~~B. Goodwill~~

Prior to 2019, we managed our commercial operations through two distinct business segments: Pfizer Innovative Health (IH) and Pfizer Essential Health (EH). At the beginning of our 2019 fiscal year, we reorganized our commercial operations and our businesses are now managed through three different operating segments––Biopharma, Upjohn and through July 31, 2019, Pfizer’s Consumer Healthcare business (see ~~Note 13~~ for further information). Our Consumer Healthcare business is classified as held for sale as of December 31, 2018 and June 30, 2019 and, therefore the goodwill attributable to the Pfizer Consumer Healthcare business is included in ~~Assets held for sale~~ ~~in the accompanying condensed consolidated balance sheets and not included in the table below (see~~ ~~Note 2~~ for further information). As a result of the reorganization of our commercial operations, our remaining goodwill was required to be reallocated amongst the new Biopharma and Upjohn operating segments by determining the fair value of each reporting unit under our old and new management structure and the portions being transferred. We completed this re-allocation based on relative fair value in the second quarter of 2019 and have retrospectively presented goodwill according to the new operating structure.

The following table provides the components of and changes in the carrying amount of Goodwill:
(MILLIONS OF DOLLARS) Biopharma Upjohn Total
Balance, December 31, 2018 $ 42,927
$ 10,484
$ 53,411
Other^(a)
(47 ) (12 ) (59 )
Balance, June 30, 2019 $ 42,880
$ 10,472
$ 53,352


^(a)	~~Primarily reflects the impact of foreign exchange.~~

Note 10. Pension and Postretirement Benefit Plans


The following tables provide the components of net periodic benefit cost/(credit):
The following table provides the components of net periodic benefit cost/(credit):																							The following table provides the components of net periodic benefit cost/(credit):
	Three Months Ended																							Three Months Ended
	Pension Plans																							Pension Plans
	U.S. Qualified						U.S. Supplemental (Non-Qualified)				International						Postretirement Plans							U.S. Qualified						U.S. Supplemental (Non-Qualified)				International						Postretirement Plans
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			June 30, 2019		July 1, 2018		June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018				March 29, 2020			March 31, 2019			March 29, 2020		March 31, 2019		March 29, 2020			March 31, 2019			March 29, 2020			March 31, 2019
Net periodic benefit cost/(credit):
Service cost	$	—		$	—		$	—	$	—	$	31		$	34		$	9		$	10			$	—		$	—		$	—	$	—	$	36		$	32		$	10		$	9
Interest cost	157			150			12		14		54			55			19			18				131			157			10		12		42			54			13			19
Expected return on plan assets	(223		)	(261		)	—		—		(80		)	(93		)	(8		)	(9		)		(252		)	(223		)	—		—		(78		)	(80		)	(9		)	(8		)
Amortization of:
Actuarial losses	37			30			2		3		20			26			1			2				32			37			4		2		31			20			—			1
Prior service credits	(1		)	—			—		—		(1		)	(1		)	(45		)	(45		)		(1		)	(1		)	—		—		(1		)	(1		)	(43		)	(45		)
Curtailments	—			7			—		—		—			—			—			(7		)
Settlements	2			25			—		5		—			—			—			—				14			1			38		—		1			—			—			—
Special termination benefits	1			—			3		—		—			—			1			—				—			—			1		6		—			—			—			—
	$	(27	)	$	(49	)	$	17	$	21	$	25		$	21		$	(23	)	$	(32	)		$	(76	)	$	(28	)	$	52	$	20	$	32		$	25		$	(30	)	$	(23	)

	Six Months Ended
	Pension Plans
	U.S. Qualified						U.S. Supplemental (Non-Qualified)				International						Postretirement Plans
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			June 30, 2019		July 1, 2018		June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018
Net periodic benefit cost/(credit):
Service cost	$	—		$	—		$	—	$	—	$	63		$	71		$	19		$	20
Interest cost	315			301			25		26		109			109			38			36
Expected return on plan assets	(445		)	(524		)	—		—		(160		)	(185		)	(16		)	(18		)
Amortization of:
Actuarial losses	74			60			5		7		41			52			2			4
Prior service costs/(credits)	(2		)	1			—		—		(2		)	(2		)	(89		)	(90		)
Curtailments	—			9			—		—		—			—			—			(14		)
Settlements	2			45			—		21		—			—			—			—
Special termination benefits	1			—			9		—		—			—			1			—
	$	(55	)	$	(107	)	$	37	$	55	$	51		$	44		$	(46	)	$	(63	)

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

The following table provides the amounts we contributed, and the amounts we expect to contribute during 2019, to our pension and postretirement plans from our general assets for the periods indicated:
Pension Plans
(MILLIONS OF DOLLARS) U.S. Qualified U.S. Supplemental (Non-Qualified) International Postretirement Plans
Contributions from our general assets for the six months ended June 30, 2019 $ 5
$ 99
$ 130
$ 67
Expected contributions from our general assets during 2019^(a)
11
197
191
147



The following table provides the amounts we contributed, and the amounts we expect to contribute during 2020, to our pension and postretirement plans from our general assets for the periods indicated:
	Pension Plans
(MILLIONS OF DOLLARS)	U.S. Qualified		U.S. Supplemental (Non-Qualified)		International		Postretirement Plans
Contributions from our general assets for the three months ended March 29, 2020	$	3	$	132	$	46	$	45
Expected contributions from our general assets during 2020^(a)	1,276		228		186		155

^(a)

Contributions expected to be made for ~~2019~~2020 are inclusive of amounts contributed during the ~~six~~three months ended ~~June 30, 2019.~~March 29, 2020. The U.S. supplemental (non-qualified) pension plan, international pension plan and the postretirement plan contributions from our general assets include direct employer benefit payments. For the U.S. qualified plans, we plan to make a $1.25 billion voluntary contribution in the second half of 2020.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 11. Earnings Per Common Share Attributable to Pfizer Inc. Common Shareholders


The following table provides the detailed calculation of EPS:	The following table provides the detailed calculation of EPS:										The following table provides the detailed calculation of EPS:
		Three Months Ended				Six Months Ended						Three Months Ended
(IN MILLIONS)		June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018				March 29, 2020		March 31, 2019
EPS Numerator––Basic
Income from continuing operations		$	5,056	$	3,879	$	8,945	$	7,450			$	3,410	$	3,889
Less: Net income attributable to noncontrolling interests		10		7		15		16				9		6
Income from continuing operations attributable to Pfizer Inc.		5,046		3,872		8,929		7,434				3,401		3,884
Less: Preferred stock dividends––net of tax		—		—		—		1				—		—
Income from continuing operations attributable to Pfizer Inc. common shareholders		5,045		3,871		8,929		7,433				3,401		3,883
Discontinued operations––net of tax		—		—		—		(1		)		—		—
Net income attributable to Pfizer Inc. common shareholders		$	5,045	$	3,871	$	8,929	$	7,432			$	3,401	$	3,883
EPS Numerator––Diluted
Income from continuing operations attributable to Pfizer Inc. common shareholders and assumed conversions		$	5,046	$	3,872	$	8,929	$	7,434			$	3,401	$	3,884
Discontinued operations––net of tax, attributable to Pfizer Inc. common shareholders and assumed conversions		—		—		—		(1		)		—		—
Net income attributable to Pfizer Inc. common shareholders and assumed conversions		$	5,046	$	3,872	$	8,929	$	7,432			$	3,401	$	3,884
EPS Denominator
Weighted-average number of common shares outstanding––Basic		5,562		5,866		5,598		5,911				5,545		5,635
Common-share equivalents: stock options, stock issuable under employee compensation plans, convertible preferred stock and accelerated share repurchase agreements		110		86		112		93
Common-share equivalents: stock options, stock issuable under employee compensation plans and convertible preferred stock												68		115
Weighted-average number of common shares outstanding––Diluted		5,672		5,952		5,711		6,004				5,613		5,750
Stock options that had exercise prices greater than the average market price of our common stock issuable under employee compensation plans^(a)		1		3		2		2
Cash dividends declared per share		$	0.36	$	0.34	$	0.72	$	0.68
Anti-dilutive common stock equivalents^(a)												3		2


^(a)	These common stock equivalents were outstanding for the periods presented, but were not included in the computation of diluted EPS for those periods because their inclusion would have had an anti-dilutive effect.

In December 2019, our Board of Directors declared a first-quarter 2020 dividend of $0.38 per share, payable on March 6, 2020, to shareholders of record at the close of business on January 31, 2020. In December 2018, our Board of Directors declared a first-quarter 2019 dividend of $0.36 per share, payable on March 1, 2019, to shareholders of record at the close of business on February 1, 2019.

Note 12. Contingencies and Certain Commitments

We and certain of our subsidiaries are subject to numerous contingencies arising in the ordinary course of business, including tax and legal contingencies. For a discussion of our tax contingencies, see Note 5B. For a discussion of our legal contingencies, see below.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

A. Legal Proceedings

Our legal contingencies include, but are not limited to, the following:

Patent litigation, which typically involves challenges to the coverage and/or validity of patents on various products, processes or dosage forms. We are the plaintiff in the majority of these actions. An adverse outcome in actions in which we are the plaintiff could result in loss of patent protection for a drug, a significant loss of revenues from that drug or impairment of the value of associated assets.

Product liability and other product-related litigation, which can include personal injury, consumer, off-label promotion, securities, antitrust and breach of contract claims, among others, often involves highly complex issues relating to medical causation, label warnings and reliance on those warnings, scientific evidence and findings, actual, provable injury and other matters.

Commercial and other matters, which can include merger-related and product-pricing claims and environmental claims and proceedings, can involve complexities that will vary from matter to matter.

Government investigations, which often are related to the extensive regulation of pharmaceutical companies by national, state and local government agencies in the U.S. and in other jurisdictions.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Certain of these contingencies could result in losses, including damages, fines and/or civil penalties, which could be substantial, and/or criminal charges.

We believe that our claims and defenses in matters in which we are a defendant are substantial, but litigation is inherently unpredictable and excessive verdicts do occur. We do not believe that any of these matters will have a material adverse effect on our financial position. However, we could incur judgments, enter into settlements or revise our expectations regarding the outcome of certain matters, and such developments could have a material adverse effect on our results of operations in the period in which the amounts are accrued and/or our cash flows in the period in which the amounts are paid.

We have accrued for losses that are both probable and reasonably estimable. Substantially all of our contingencies are subject to significant uncertainties and, therefore, determining the likelihood of a loss and/or the measurement of any loss can be complex. Consequently, we are unable to estimate the range of reasonably possible loss in excess of amounts accrued. Our assessments are based on estimates and assumptions that have been deemed reasonable by management, but the assessment process relies heavily on estimates and assumptions that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause us to change those estimates and assumptions.

Amounts recorded for legal and environmental contingencies can result from a complex series of judgments about future events and uncertainties and can rely heavily on estimates and assumptions.

The principal pending matters to which we are a party are discussed below. In determining whether a pending matter is a principal matter, we consider both quantitative and qualitative factors in order to assess materiality, such as, among other things, the amount of damages and the nature of any other relief sought in the proceeding, if such damages and other relief are specified; our view of the merits of the claims and of the strength of our defenses; whether the action purports to be, or is, a class action and, if not certified, our view of the likelihood that a class will be certified by the court; the jurisdiction in which the proceeding is pending; whether related actions have been transferred to multidistrict litigation; any experience that we or, to our knowledge, other companies have had in similar proceedings; whether disclosure of the action would be important to a reader of our financial statements, including whether disclosure might change a reader’s judgment about our financial statements in light of all of the information that is available to the reader; the potential impact of the proceeding on our reputation; and the extent of public interest in the matter. In addition, with respect to patent matters in which we are the plaintiff, we consider, among other things, the financial significance of the product protected by the patent(s) at issue. As a result of considering qualitative factors in our determination of principal matters, there are some matters discussed below with respect to which management believes that the likelihood of possible loss in excess of amounts accrued is remote.

A1. Legal Proceedings––Patent Litigation

Like other pharmaceutical companies, we are involved in numerous suits relating to our patents, including but not limited to, those discussed below. Most of the suits involve claims by generic drug manufacturers that patents covering our products, processes or dosage forms are invalid and/or do not cover the product of the generic drug manufacturer. Also, counterclaims, as well as various independent actions, have been filed alleging that our assertions of, or attempts to enforce, patent rights with respect to certain products constitute unfair competition and/or violations of antitrust laws. In addition to the challenges to the U.S. patents on a number of our products that are discussed below, patent rights to certain of our products are being challenged in various other jurisdictions. We are also party to patent damages suits in various jurisdictions pursuant to which generic drug manufacturers, payers, governments or other parties are seeking damages from us for allegedly causing delay of generic entry.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

Additionally, our licensing and collaboration partners face challenges by generic drug manufacturers to patents covering products for which we have licenses or co-promotion rights. We also are often involved in other proceedings, such as inter partes review, post-grant review, re-examination or opposition proceedings, before the U.S. Patent and Trademark Office, the European Patent Office, or other foreign counterparts relating to our intellectual property or the intellectual property rights of others. Also, if one of our patents is found to be invalid by such proceedings, generic or competitive products could be introduced into the market resulting in the erosion of sales of our existing products. For example, several of the patents in our pneumococcal vaccine portfolio were challenged in inter partes review and post-grant review proceedings in the U.S. ~~The~~In October 2017, the Patent Trial and Appeal Board (PTAB) refused to initiate proceedings as to ~~two~~2 patents. In June 2018, the ~~Patent Trial and Appeal Board~~PTAB ruled on another patent, holding that ~~one~~1 claim was valid and that all other claims were invalid. The party challenging that patent ~~has~~ appealed the decision. In November 2019, the U.S. Court of Appeals for the Federal Circuit vacated the PTAB’s ruling and requested that the PTAB redecide the challenge.In March and June 2019, an additional patent was found invalid in separate proceedings by the ~~Patent Trial~~PTAB. We appealed. In January 2020, the U.S. Court of Appeals for the Federal Circuit vacated the original decision and ~~Appeal Board. We have appealed.~~requested that the PTAB redecide the case. Challenges to other patents remain pending in jurisdictions outside the U.S. The invalidation of all of the patents in our pneumococcal portfolio could potentially allow a competitor pneumococcal vaccine into the marketplace. In the event that any of the patents are found valid and infringed, a competitor

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

pneumococcal vaccine might be prohibited from entering the market or required to pay Pfizer a royalty. We are also subject to patent litigation pursuant to which one or more third parties ~~seeks~~seek damages and/or injunctive relief to compensate for alleged infringement of its patents by our commercial or other activities. For example, our Hospira subsidiaries are involved in patent and patent-related disputes over their attempts to bring generic pharmaceutical and biosimilar products to market. If one of our marketed products is found to infringe valid patent rights of a third party, such third party may be awarded significant damages, or we may be prevented from further sales of that product. Such damages may be enhanced as much as three-fold in the event that we or one of our subsidiaries, like Hospira, is found to have willfully infringed valid patent rights of a third party.

Actions In Which We Are The Plaintiff

~~Bosulif (bosutinib)~~

In December 2016, Wyeth LLC, Wyeth Pharmaceuticals Inc., and PF Prism C.V. (collectively, the Wyeth Group) brought a patent-infringement action against Alembic Pharmaceuticals, Ltd, Alembic Pharmaceuticals, Inc. (collectively, Alembic), Sun Pharmaceutical Industries, Inc., and Sun Pharmaceutical Industries Ltd. (collectively, Sun), in the U.S. District Court for the District of Delaware in connection with abbreviated new drug applications respectively filed with the FDA by Alembic and Sun, each seeking approval to market generic versions of bosutinib. Alembic is challenging a patent covering polymorphic forms of bosutinib, which expires in 2026, and a patent covering methods of treating chronic myelogenous leukemia, which expires in 2025. Sun is also challenging the same patent covering polymorphic forms of bosutinib that expires in 2026. In March 2017, the Wyeth Group brought a patent-infringement action against MSN Laboratories Private Limited and MSN Pharmaceuticals, Inc. (collectively, MSN), in the U.S. District Court for the District of Delaware in connection with an abbreviated new drug application filed with the FDA by MSN, seeking approval to market a generic version of bosutinib, and challenging a patent expiring in 2026 covering polymorphic forms of bosutinib. In September 2017, the case against MSN was dismissed. Also, in September 2017, the Wyeth Group brought an additional patent-infringement action against Sun in the U.S. District Court for the District of Delaware asserting the infringement and validity of two other patents challenged by Sun, covering compositions of bosutinib and methods of treating chronic myelogenous leukemia, each of which expire in 2025.

EpiPen

In July 2010, King, which we acquired in 2011 and is a wholly-owned subsidiary, brought a patent-infringement action against Sandoz in the U.S. District Court for the District of New Jersey in connection with Sandoz’s abbreviated new drug application filed with the FDA seeking approval to market an epinephrine injectable product. Sandoz is challenging patents, which expire in 2025, covering the next-generation autoinjector for use with epinephrine that is sold under the EpiPen brand name.

Precedex Premix

~~In June~~Beginning in 2014,~~Ben Venue Laboratories, Inc. (Ben Venue)notified our subsidiary, Hospira, that it had~~ several generic manufacturers filed anseparate abbreviated new drug ~~application~~applications with the FDA, seeking approval to market atheir generic ~~version~~versions of our subsidiary Hospira’s premix version of Precedex ~~and containing allegations that a patent related~~prior to the ~~use~~expiration of ~~Precedex in an intensive care unit setting, which~~1 or more patents covering the product. NaN of those patents expired in March 2019, ~~was invalid or~~while others do not ~~infringed.~~expire until 2032. In ~~August~~response, beginning in 2014, Hospira ~~and~~brought suit against these generic manufacturers, in some cases joined by Orion Corporation (co-owner of ~~the patent that is the subject~~certain of our Precedex premix patents). To date, 2 of the ~~lawsuit)~~actions have been settled or dismissed on terms not material to Pfizer: (i) the action filed against Ben Venue Laboratories, Inc., which was sued along with Hikma Pharmaceuticals PLC (together, succeeded by Eurohealth International Sarl) and West-Ward Pharmaceuticals Corp (collectively, the Ben Venue case); and (ii) the action filed against Baxter Healthcare Corporation. The remaining actions have concluded as described below.

In August 2015, Hospira filed suit against ~~Ben Venue, Hikma~~Amneal Pharmaceuticals ~~PLC (Hikma), and West-Ward Pharmaceutical Corp.~~LLC (Amneal) in the U.S. District Court for the District of Delaware asserting the validity and infringement of ~~the patent. In October 2014, Eurohealth International Sarl was substituted for Ben Venue and Hikma. In June 2016, this case was settled on terms not material to Pfizer.~~

In June 2015, Amneal Pharmaceuticals LLC (Amneal) notified Hospira that it had filed an abbreviated new drug application with the FDA seeking approval to market a generic version of Hospira’s premix version of Precedex and containing allegations that four4 patents relating to the Precedex premix formulations and their use, all of which expire in 2032, were invalid or not infringed. In August 2015, Hospira filed suit against Amneal in the U.S. District Court for the District of Delaware asserting the validity and infringement of the patents that are the subject of the lawsuit.2032. In January 2018, the District Court ruled that ~~one~~1 of

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

the ~~four~~4 patents was valid and infringed, and that the other ~~three~~3 patents were invalid. ~~In February and March 2018, respectively, each of~~The District Court also enjoined Amneal from marketing its proposed generic product. Amneal and Hospira appealed the District Court decision ~~to the U.S. Court of Appeals for the Federal Circuit. In~~and in January 2019, the U.S. Court of Appeals for the Federal Circuit affirmed the District Court’s decision. In March 2020, following the U.S. Court of Appeals for the Federal Circuit decision in the Fresenius case below, the District Court entered an order ending the injunction against Amneal.

In December 2015, Fresenius Kabi USA LLC (Fresenius) notified Hospira that it had filed an abbreviated new drug application with the FDA seeking approval to market a generic version of Hospira’s premix version of Precedex and containing allegations that certain patents relating to the Precedex premix formulations and their use, all of which expire in 2032, were invalid or not infringed. In January 2016, Hospira filed suit against Fresenius in the U.S. District Court for the Northern District of Illinois, asserting the validity and infringement of those patents. In December 2018, the District Court ruled that the asserted claims of 2 patents were invalid. Hospira ~~has~~ appealed the District Court’s decision as to 1 of the patents to the U.S. Court of Appeals for the Federal Circuit. In January 2020, the U.S. Court of Appeals for the Federal Circuit affirmed the District Court’s decision.

~~In August 2016,~~Separate actions in which Hospira sued Par Sterile Products LLC, ~~(Par) notified Hospira that it had filed an~~Gland Pharma Limited, and Jiangsu Hengrui Medicine Co., Ltd., each in response to such generic manufacturer’s filing of a separate abbreviated new drug application with the FDA seeking approval to market atheir generic ~~version~~versions of our subsidiary Hospira’s premix version of Precedex ~~and containing allegations that four patents relating~~prior to the ~~Precedex premix formulations and their use, all~~expiration of ~~which expire in 2032,~~one or more patents covering the product, were invalid or not infringed. In September 2016, Hospira filed suit against Par in the U.S. District Court for the District of Delaware asserting the validity and infringement of the patents that are the subject of the lawsuit. In December 2016, the case was stayed pending the outcome of ~~Hospira’s suit~~the case against ~~Amneal (including all appeals).~~Fresenius described above. In ~~February 2019, a new stay was entered, extending~~March 2020, following the ~~stay until~~U.S. Court of Appeals for the ~~outcome of the appeal~~Federal Circuit decision in the Fresenius ~~case.~~case above, all 3 cases were dismissed.

Xeljanz (tofacitinib)

~~In December~~Beginning in 2017, ~~Gland Pharma Limited (Gland) notified Hospira~~we brought patent-infringement actions against several generic manufacturers that ~~it had~~ filed anseparate abbreviated new drug ~~application~~applications with the FDA seeking approval to market atheir generic ~~version~~versions of ~~Hospira’s premix version~~tofacitinib tablets in one or both of ~~Precedex~~5 mg and ~~containing allegations that six patents relating~~10 mg dosage strengths, and in both immediate and extended release forms. To date, actions against the following generic manufacturers have been settled on terms not material to the Precedex premix formulations and their use, all of which expire in 2032, were invalid or not infringed. In February 2018, Hospira filed suit against Gland in the U.S. District Court for the District of Delaware asserting the validity and infringement of four patents that are the subject of the lawsuit. The case against Gland has been stayed pending the outcome of the appeal in the Fresenius case.

In December 2017, Jiangsu Hengrui Medicine Co., Ltd. (Hengrui) notified Hospira that it had filed an abbreviated new drug application with the FDA seeking approval to market a generic version of Hospira’s premix version of Precedex and containing allegations that six patents relating to the Precedex premix formulations and their use, all of which expire in 2032, were invalid or not infringed. In February 2018, Hospira filed suit against Hengrui in the U.S. District Court for the District of Delaware asserting the validity and infringement of four patents that are the subject of the lawsuit. The case against Hengrui has been stayed pending the outcome of the appeal in the Fresenius case.

In February 2018, Baxter Healthcare Corporation (Baxter) filed a declaratory judgment action against Hospira in the U.S. District Court for the District of Delaware seeking a declaration of non-infringement of four patents relating to the Precedex premix formulations and their use. One of the patents included in the action related to the use of Precedex in an intensive care unit setting and expired in 2019 and the other three patents expire in 2032. In March 2018, Hospira filed a counterclaim for infringement of the patent that expired in 2019. In November 2018, the case was dismissed by mutual agreement of the parties.

~~Xeljanz (tofacitinib)~~

~~In February 2017, we brought a patent-infringement action against~~Pfizer: (i) MicroLabs USA Inc. and MicroLabs Ltd. (collectively, MicroLabs) in the U.S. District Court for the District of Delaware asserting the infringement and validity of three patents challenged by MicroLabs in its abbreviated new drug application seeking approval to market a generic version of tofacitinib 5 mg tablets. In November 2018, we settled all of our claims against MicroLabs on terms not material to Pfizer.

~~Separately, also in February 2017, we brought a patent-infringement action against~~; (ii) Sun Pharmaceutical Industries Ltd. (Sun Ltd.) in the U.S. District Court for the District of Delaware asserting the infringement and validity of our patent covering a polymorphic form of tofacitinib, expiring in 2023, that was challenged by Sun Ltd. in its abbreviated new drug application seeking approval to market a generic version of tofacitinib 11 mg extended release tablets. In November 2017, we brought an additional patent-infringement action against Sun Ltd. in the U.S. District Court for the District of Delaware asserting the infringement and validity of another patent challenged by Sun; (iii) Prinston Pharmaceutical Inc., Zhejiang Huahai Pharmaceutical Co., Ltd., ~~which covers the active ingredient~~Huahai US Inc. and ~~expires in December 2025. In October 2018, we brought a third patent infringement action against Sun Ltd. in the U.S. District Court for the District of Delaware asserting the infringement~~Solco Healthcare US, LLC; and ~~validity of our patent covering the extended release formulation of tofacitinib, which expires in 2034. In March~~(iv) Breckenridge Pharmaceutical Inc., Pensa Pharma S.A. and ~~April 2019, the~~Laboratorios Del Dr. Esteve, S.A. The remaining actions ~~against Sun Ltd. were dismissed by mutual agreement of the parties.~~continue as described below.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

In March 2017, we brought a patent-infringement action against Zydus Pharmaceuticals (USA) Inc. and Cadila Healthcare Ltd. (collectively, Zydus) in the U.S. District Court for the District of Delaware asserting the infringement and validity of ~~three~~3 patents: the patent covering the active ingredient expiring in December 2025, the patent covering an enantiomer of tofacitinib

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

expiring in 2022, and the patent covering a polymorphic form of tofacitinib expiring in 2023, which Zydus challenged in its abbreviated new drug application seeking approval to market a generic version of tofacitinib 5 mg tablets.

Also, in March 2017, we brought separate actions in the U.S. District Court for the District of Delaware against Prinston Pharmaceutical Inc., Zhejiang Huahai Pharmaceutical Co., Ltd., Huahai US Inc. and Solco Healthcare US, LLC (collectively, Prinston) and against Breckenridge Pharmaceutical Inc., Pensa Pharma S.A. and Laboratorios Del Dr. Esteve, S.A. (collectively, Breckenridge) on the two patents expiring in 2022 and 2023, respectively, that were challenged by Prinston and Breckenridge in their respective abbreviated new drug applications seeking approval to market generic versions of tofacitinib 5 mg tablets. In October 2017, we brought an additional patent-infringement action against Breckenridge in the U.S. District Court for the District of Delaware asserting the infringement and validity of four additional patents challenged by Breckenridge, three of which expire in December 2020 and one of which expires in December 2025. In March 2018, we brought another patent infringement action against Prinston in the U.S. District Court for the District of Delaware asserting the infringement and validity of an additional patent, which had been subsequently challenged by Prinston and which expires in December 2025. In May 2018, we settled all of our claims against Breckenridge on terms not material to Pfizer. In January 2019, we settled all of our claims against Prinston on terms not material to Pfizer.

In December 2018, we brought a separate patent infringement action against Teva Pharmaceuticals USA, Inc. (Teva) in the U.S. District Court for the District of Delaware asserting the infringement and validity of our patent covering extended release formulations of tofacitinib that was challenged by Teva in its abbreviated new drug application seeking approval to market a generic version of tofacitinib 11 mg extended release tablets.

In March 2019, we brought a separate patent infringement action against Ajanta Pharma Ltd. and Ajanta Pharma USA Inc. (collectively, Ajanta) in the U.S. District Court for the District of Delaware asserting the infringement and validity of ~~two~~2 patents: the patent covering the active ingredient that expires in December 2025 and the patent covering a polymorphic form of tofacitinib that expires in 2023, each of which Ajanta challenged in its abbreviated new drug application seeking approval to market a generic version of tofacitinib 5 mg tablets. In August 2019, in response to a similar challenge by Ajanta relating the tofacitinib 10 mg tablets, we brought another patent infringement action against Ajanta in the U.S. District Court for the District of Delaware.

Inlyta (axitinib)

In April 2018, Apotex Inc. notified us that it had filed an abbreviated new drug application with the FDA seeking approval to market a generic version of Inlyta. Apotex Inc. asserts the invalidity and non-infringement of the crystalline form patent for Inlyta that expires in 2030. In May 2018, we filed suit against Apotex Inc. in the U.S. District Court for the District of Delaware, asserting the validity and infringement of the crystalline form patent for Inlyta.

In May 2019, Glenmark Pharmaceuticals Limited (Glenmark) notified us that it had filed an abbreviated new drug application with the FDA seeking approval to market a generic version of Inlyta. Glenmark asserts the invalidity and non-infringement of the crystalline form patent for Inlyta that expires in 2030. In June 2019, we filed suit against Glenmark in the U.S. District Court for the District of Delaware, asserting the validity and infringement of the crystalline form patent for Inlyta.

Kerydin (tavaborole)

In September 2018, several generic companies notified us that they had filed abbreviated new drug applications with the FDA seeking approval to market generic versions of Kerydin. The generic companies assert the invalidity and non-infringement of methods of use and formulation patents for tavaborole that expire in 2026 and 2027, including pediatric exclusivity. In October 2018, Anacor, our wholly-owned subsidiary, filed infringement lawsuits against each of the generic filers in the U.S. District Court for the District of Delaware and the U.S. District Court for the District of West Virginia.

Ibrance (palbociclib)

In March 2019, several generic companies notified us that they had filed abbreviated new drug applications with the FDA seeking approval to market generic versions of Ibrance. The generic companies assert the invalidity and non-infringement of ~~two~~2 composition of matter patents and a method of use patent covering palbociclib, each of which expire in 2023. In April 2019, we brought patent infringement actions against each of the generic filers in various federal courts, asserting the validity and infringement of the patents challenged by the generic companies.

~~Matters Involving Our Collaboration/Licensing Partners~~

~~Xtandi (enzalutamide)~~Chantix (varenicline)

In December 2016, Medivation and Medivation Prostate Therapeutics, Inc. (collectively, the Medivation Group); Astellas Pharma Inc., Astellas US LLC and Astellas Pharma US, Inc. (collectively, Astellas); and The Regents of the University of California filed patent-infringement suitsJanuary 2020, we brought a patent infringement action against Viwit Pharmaceutical Co. Ltd. (Viwit) in the U.S. District Court for the District of Delaware ~~against Actavis Laboratories FL, Inc.~~asserting the validity and ~~Actavis LLC (collectively, Actavis); Zydus; and Apotex Inc. and Apotex Corp. (collectively, Apotex)~~infringement of 3 patents challenged by Viwit in connection with those companies’ respective abbreviated new drug applications filed with the FDA for approval to market generic versions of enzalutamide. The generic manufacturers are challenging patents, which expire as early as 2026, covering enzalutamide and treatments for prostate cancer. In May 2017, the Medivation Group filed a patent-infringement suit against Roxane Laboratories Inc. (Roxane) in the same court in connection with Roxane’sits abbreviated new drug application ~~with the FDA for~~seeking approval to market a generic version of ~~enzalutamide. In 2018~~varenicline, 0.5 mg and ~~early 2019, we settled all pending claims against the various generic~~1.0 mg tablets.

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~~challengers on terms not material to Pfizer, with the exception of our claims against Aurobindo, which remain pending in the U.S. District Court for the District of Delaware.~~Matter Involving Our Collaboration/Licensing Partners

Eliquis

In February, March, and April 2017, ~~twenty-five~~NaN generic companies sent BMS Paragraph-IV certification letters informing BMS that they had filed abbreviated new drug applications seeking approval of generic versions of Eliquis, challenging the validity and infringement of one or more of the ~~three~~3 patents listed in the Orange Book for Eliquis. ~~The~~NaN of the patents expired in December 2019 and the remaining patents currently are set to expire in ~~2019,~~ 2026 and 2031. Eliquis has been jointly developed and is being commercialized by BMS and Pfizer. In April 2017, BMS and Pfizer filed patent-infringement actions against all generic filers in the U.S. District Court for the District of Delaware and the U.S. District Court for the District of West Virginia, asserting that each of the generic companies’ proposed products would infringe each of the patent(s) that each generic filer challenged. Some generic filers challenged only the 2031 patent, some challenged both the 2031 and 2026 patent, and one

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generic company challenged all ~~three~~3 patents. We and BMS have settled with certain of the generic companies on terms not material to Pfizer, and we and BMS may settle with other generic companies in the future.

~~Actions~~Action In Which We Are The Defendant

Inflectra (infliximab-dyyb)

In March 2015, Janssen and New York University, together, brought a patent-infringement action in the U.S. District Court for the District of Massachusetts against Hospira, Celltrion Healthcare Co. Ltd. and Celltrion Inc. alleging that infliximab-dyyb, to be marketed by Hospira in the U.S. under the brand name Inflectra, would infringe ~~six~~6 patents relating to infliximab, its manufacture and use. Claims with respect to ~~four~~4 of the patents were dismissed by the plaintiffs, leaving ~~two~~2 patents at issue: the infliximab antibody patent and a patent relating to cell culture media. In January 2018, the antibody patent was declared invalid by the Court of Appeals for the Federal Circuit. In July 2018, the U.S. District Court for the District of Massachusetts granted defendants’ motion for summary judgment and ruled that the patent relating to cell culture media was not infringed. Janssen appealed the District Court’s decision to the U.S. Court of Appeals for the Federal Circuit. In March 2020, the U.S. Court of Appeals for the Federal Circuit affirmed the District Court’s decision.

A2. Legal Proceedings––Product Litigation

Like other pharmaceutical companies, we are defendants in numerous cases, including but not limited to those discussed below, related to our pharmaceutical and other products. Plaintiffs in these cases seek damages and other relief on various grounds for alleged personal injury and economic loss.

Asbestos

Between 1967 and 1982, Warner-Lambert owned American Optical Corporation (American Optical), which manufactured and sold respiratory protective devices and asbestos safety clothing. In connection with the sale of American Optical in 1982, Warner-Lambert agreed to indemnify the purchaser for certain liabilities, including certain asbestos-related and other claims. ~~As of June 30, 2019, approximately 46,400 claims naming~~Claims against American Optical and numerous other defendants ~~were~~are pending in various federal and state courts seeking damages for alleged personal injury from exposure to asbestos and other allegedly hazardous materials. Warner-Lambert was acquired by Pfizer in 2000 and is a wholly owned subsidiary of Pfizer. Warner-Lambert is actively engaged in the defense of, and will continue to explore various means of resolving, these claims.

Numerous lawsuits are pending against Pfizer in various federal and state courts seeking damages for alleged personal injury from exposure to products allegedly containing asbestos and other allegedly hazardous materials sold by Pfizer and certain of its previously owned subsidiaries.

There also are a small number of lawsuits pending in various federal and state courts seeking damages for alleged exposure to asbestos in facilities owned or formerly owned by Pfizer or its subsidiaries.

Effexor

Beginning in May 2011, actions, including purported class actions, were filed in various federal courts against Wyeth and, in certain of the actions, affiliates of Wyeth and certain other defendants relating to Effexor XR, which is the extended-release formulation of Effexor. The plaintiffs in each of the class actions seek to represent a class consisting of all persons in the U.S. and its territories who directly purchased, indirectly purchased or reimbursed patients for the purchase of Effexor XR or generic Effexor XR from any of the defendants from June 14, 2008 until the time the defendants’ allegedly unlawful conduct ceased. The plaintiffs in all of the actions allege delay in the launch of generic Effexor XR in the U.S. and its territories, in violation of federal antitrust laws and, in certain of the actions, the antitrust, consumer protection and various other laws of certain states, as the result of Wyeth fraudulently obtaining and improperly listing certain patents for Effexor XR in the Orange Book, enforcing certain patents for Effexor XR and entering into a litigation settlement agreement with a generic drug manufacturer with respect to Effexor XR. Each of the plaintiffs seeks treble damages (for itself in the individual actions or on behalf of the putative class

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in the purported class actions) for alleged price overcharges for Effexor XR or generic Effexor XR in the U.S. and its territories since June 14, 2008. All of these actions have been consolidated in the U.S. District Court for the District of New Jersey.

In October 2014, the District Court dismissed the direct purchaser plaintiffs’ claims based on the litigation settlement agreement, but declined to dismiss the other direct purchaser plaintiff claims. In January 2015, the District Court entered partial final judgments as to all settlement agreement claims, including those asserted by direct purchasers and end-payer plaintiffs, which plaintiffs appealed to the U.S. Court of Appeals for the Third Circuit. In August 2017, the U.S. Court of Appeals for the Third Circuit reversed the District Court’s decisions and remanded the claims to the District Court.

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Lipitor

Antitrust Actions

Beginning in November 2011, purported class actions relating to Lipitor were filed in various federal courts against, among others, Pfizer, certain affiliates of Pfizer, and, in most of the actions, Ranbaxy, Inc. (Ranbaxy) and certain affiliates of Ranbaxy. The plaintiffs in these various actions seek to represent nationwide, multi-state or statewide classes consisting of persons or entities who directly purchased, indirectly purchased or reimbursed patients for the purchase of Lipitor (or, in certain of the actions, generic Lipitor) from any of the defendants from March 2010 until the cessation of the defendants’ allegedly unlawful conduct (the Class Period). The plaintiffs allege delay in the launch of generic Lipitor, in violation of federal antitrust laws and/or state antitrust, consumer protection and various other laws, resulting from (i) the 2008 agreement pursuant to which Pfizer and Ranbaxy settled certain patent litigation involving Lipitor, and Pfizer granted Ranbaxy a license to sell a generic version of Lipitor in various markets beginning on varying dates, and (ii) in certain of the actions, the procurement and/or enforcement of certain patents for Lipitor. Each of the actions seeks, among other things, treble damages on behalf of the putative class for alleged price overcharges for Lipitor (or, in certain of the actions, generic Lipitor) during the Class Period. In addition, individual actions have been filed against Pfizer, Ranbaxy and certain of their affiliates, among others, that assert claims and seek relief for the plaintiffs that are substantially similar to the claims asserted and the relief sought in the purported class actions described above. These various actions have been consolidated for pre-trial proceedings in a Multi-District Litigation (In re Lipitor Antitrust Litigation MDL-2332) in the U.S. District Court for the District of New Jersey.

In September 2013 and 2014, the District Court dismissed with prejudice the claims by direct purchasers. In October and November 2014, the District Court dismissed with prejudice the claims of all other Multi-District Litigation plaintiffs. All plaintiffs have appealed the District Court’s orders dismissing their claims with prejudice to the U.S. Court of Appeals for the Third Circuit. In addition, the direct purchaser class plaintiffs appealed the order denying their motion to amend the judgment and for leave to amend their complaint to the U.S. Court of Appeals for the Third Circuit. In August 2017, the U.S. Court of Appeals for the Third Circuit reversed the District Court’s decisions and remanded the claims to the District Court.

Also, in January 2013, the State of West Virginia filed an action in West Virginia state court against Pfizer and Ranbaxy, among others, that asserts claims and seeks relief on behalf of the State of West Virginia and residents of that state that are substantially similar to the claims asserted and the relief sought in the purported class actions described above.

Personal Injury Actions

A number of individual and multi-plaintiff lawsuits have been filed against us in various federal and state courts alleging that the plaintiffs developed type 2 diabetes purportedly as a result of the ingestion of Lipitor. Plaintiffs seek compensatory and punitive damages.

In February 2014, the federal actions were transferred for consolidated pre-trial proceedings to a Multi-District Litigation (In re Lipitor (Atorvastatin Calcium) Marketing, Sales Practices and Products Liability Litigation (No. II) MDL-2502) in the U.S. District Court for the District of South Carolina. Since 2016, certain cases in the Multi-District Litigation were remanded to certain state courts. In January 2017, the District Court granted our motion for summary judgment, dismissing substantially all of the remaining cases pending in the Multi-District Litigation. In January 2017, the plaintiffs appealed the District Court’s decision to the U.S. Court of Appeals for the Fourth Circuit. In June 2018, the U.S. Court of Appeals for the Fourth Circuit affirmed the District Court’s decision.

Viagra

~~A number~~Since April 2016, a Multi-District Litigation has been pending in the U.S. District Court for the Northern District of ~~individual and multi-plaintiff lawsuits have been filed against us~~California (In Re: Viagra (Sildenafil Citrate) Products Liability Litigation, MDL-2691), in ~~various federal and state courts alleging~~which plaintiffs allege that ~~the plaintiffs~~they developed melanoma and/or the exacerbation of melanoma purportedly as a result of the ingestion of Viagra. ~~Plaintiffs seek compensatory and punitive damages.~~

~~In April 2016, the federal actions were transferred for coordinated pre-trial proceedings to a Multi-District Litigation (In Re: Viagra (Sildenafil Citrate) Products Liability Litigation, MDL-2691) in the U.S. District Court for the Northern District of California. In December 2016, federal actions~~Additional cases filed against Lilly ~~and filed against both us and Lilly, were transferred for~~

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~~coordinated pre-trial proceedings~~with respect to Cialis have also been consolidated in the Multi-District Litigation ((In re: Viagra (Sildenafil Citrate) and Cialis (Tadalafil) Products Liability Litigation, MDL-2691). In January 2020, the District Court granted our and Lilly’s motion to exclude all of plaintiffs’ general causation opinions. As a result, in April 2020, the District Court entered summary judgment in favor of defendants and dismissed all of plaintiffs’ claims.

Intravenous Solutions

Beginning in November 2016, purported class actions were filed in the U.S. District Court for the Northern District of Illinois against Hospira, Hospira Worldwide, Inc. and certain other defendants relating to intravenous saline solution. Plaintiffs ~~seek~~sought to represent a class consisting of all persons and entities in the U.S. who directly purchased intravenous saline solution sold by any of the defendants from January 1, 2013 until the time the defendants’ allegedly unlawful conduct ~~ceases.~~ceased. Plaintiffs ~~allege~~alleged that the defendants’ conduct ~~restricts~~restricted output and artificially ~~fixes, raises, maintains~~fixed, raised, maintained and/or ~~stabilizes~~stabilized the prices of intravenous saline solution sold throughout the U.S. in violation of federal antitrust laws. Plaintiffs ~~seek~~sought treble damages (for themselves and on behalf of the putative classes) and an injunction against defendants for alleged price overcharges for intravenous saline

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solution in the U.S. since January 1, 2013. All ~~of these~~ actions ~~have been~~were consolidated in the U.S. District Court for the Northern District of Illinois. In July 2018, the District Court granted defendants’ motions to dismiss the consolidated amended complaint without prejudice. Plaintiffs filed a second amended complaint in September 2018. In April 2020, the District Court granted defendants’ motions to dismiss the second amended complaint, and dismissed plaintiffs’ claims with prejudice.

On February 3, 2017, we completed the sale of our global infusion systems net assets, HIS, which includes intravenous saline solution, to ICU Medical. The litigation is the subject of cross-claims for indemnification by both Pfizer and ICU Medical under the purchase agreement.

Hormone Therapy Consumer Class Action

A certified consumer class action is pending against Wyeth in the U.S. District Court for the Southern District of California based on the alleged off-label marketing of its hormone therapy products. The case was originally filed in December 2003. The class consists of California consumers who purchased Wyeth’s hormone-replacement products between January 1995 and January 2003 and who do not seek personal injury damages therefrom. The class seeks compensatory and punitive damages, including a full refund of the purchase price. In March 2020, the parties reached an agreement, and obtained preliminary court approval, to resolve this matter for $200 million.

EpiPen

Beginning in February 2017, purported class actions were filed in various federal courts by indirect purchasers of EpiPen against Pfizer, and/or its affiliates King and Meridian, and/or various entities affiliated with Mylan, and Mylan Chief Executive Officer, Heather Bresch. The plaintiffs in these actions seek to represent U.S. nationwide classes comprising persons or entities who paid for any portion of the end-user purchase price of an EpiPen between 2009 until the cessation of the defendants’ allegedly unlawful conduct. In August 2017, a similar lawsuit brought in the U.S. District Court for the District of New Jersey on behalf of a purported class of direct purchaser plaintiffs against Pfizer, King, Meridian and Mylan was voluntarily dismissed without prejudice. In February 2020, a similar lawsuit was filed in the U.S. District Court for the District of Kansas against Pfizer, King, Meridian and the Mylan entities on behalf of a purported U.S. nationwide class of direct purchaser plaintiffs who purchased EpiPen devices directly from the defendants (the 2020 Lawsuit). Against Pfizer and/or its affiliates, plaintiffs in these actions generally allege that Pfizer’s and/or its affiliates’ settlement of patent litigation regarding EpiPen delayed market entry of generic EpiPen in violation of federal antitrust laws and various state antitrust ~~or consumer protection~~ laws. At least ~~one~~1 lawsuit also alleges that Pfizer and/or Mylan violated the federal Racketeer Influenced and Corrupt Organizations Act. Plaintiffs also filed various federal antitrust, state consumer protection and unjust enrichment claims against, and relating to conduct attributable solely to, Mylan and/or its affiliates regarding EpiPen. Plaintiffs seek treble damages for alleged overcharges for EpiPen since 2009. In August 2017, all of these actions, except for the ~~actions~~2020 Lawsuit, were consolidated for coordinated pre-trial proceedings in a Multi-District Litigation (In re: EpiPen (Epinephrine Injection, USP) Marketing, Sales Practices and Antitrust Litigation, MDL-2785~~, MDL-2785)~~) in the U.S. District Court for the District of Kansas with other EpiPen-related actions against Mylan and/or its affiliates to which Pfizer, King and Meridian are not parties.

Nexium 24HR and Protonix

A number of individual and multi-plaintiff lawsuits have been filed against Pfizer, certain of its subsidiaries and/or other pharmaceutical manufacturers in various federal and state courts alleging that the plaintiffs developed kidney-related injuries purportedly as a result of the ingestion of certain proton pump inhibitors. The cases against usPfizer involve Protonix and/or Nexium 24HR ~~and/or Protonix~~ and seek compensatory and punitive damages and, in some cases, treble damages, restitution or disgorgement. In August 2017, the federal actions were ordered transferred for coordinated pre-trial proceedings to a Multi-District Litigation (In re: Proton-Pump Inhibitor Products Liability Litigation (No. II)) in the U.S. District Court for the District of New Jersey. On July 31, 2019, we completed the transaction in which we and GSK combined our respective consumer healthcare businesses into a new consumer healthcare joint venture that operates globally under the GSK Consumer Healthcare name. As part of the joint venture transaction, the joint venture has agreed to assume, and to indemnify Pfizer for, liabilities arising out of such litigation to the extent related to Nexium 24HR.

Docetaxel

Personal Injury Actions

A number of lawsuits have been filed against Hospira and Pfizer in various federal and state courts alleging that plaintiffs who were treated with Docetaxel developed permanent hair loss. The significant majority of the cases also name other defendants, including the manufacturer of the branded product, Taxotere. Plaintiffs seek compensatory and punitive damages.

In October 2016, the federal cases were transferred for coordinated pre-trial proceedings to a Multi-District Litigation (In re Taxotere (Docetaxel) Products Liability Litigation, MDL-2740~~, MDL-2740)~~) in the U.S. District Court for the Eastern District of Louisiana.

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Mississippi Attorney General Government Investigation

In October 2018, the Attorney General of Mississippi filed a complaint in Mississippi state court against the manufacturer of the branded product and ~~eight~~8 other manufacturers including Pfizer and Hospira, alleging, with respect to Pfizer and Hospira, a failure to warn about a risk of permanent hair loss in violation of the Mississippi Consumer Protection Act. The action seeks civil penalties and injunctive relief.

~~Adalimumab Biosimilars~~

Beginning in March 2019, purported class actions relating to Humira and adalimumab biosimilars were filed in the United States District Court for the Northern District of Illinois against AbbVie Inc. (AbbVie), certain affiliates of AbbVie, and other pharmaceutical manufacturers. Pfizer is a named defendant in three of the actions. The plaintiffs seek to represent nationwide and multi-state classes consisting of persons and/or entities who are indirect purchasers of Humira from January 1, 2017 until the allegedly unlawful antitrust effects cease. Against Pfizer, the plaintiffs generally allege that Pfizer’s and AbbVie’s 2018 licensing agreements, resolving all global intellectual property matters for Pfizer’s proposed adalimumab biosimilar, delayed market entry of Pfizer’s biosimilar product in the U.S. in violation of federal antitrust laws, various state antitrust or consumer protection laws, and unjust enrichment laws. Plaintiffs seek injunctive relief and treble damages for alleged overcharges for Humira since 2017.

Array Securities Litigation

In November 2017, ~~two~~2 purported class actions were filed in the U.S. District Court for the District of Colorado alleging that Array, which we acquired in July 2019 and is our wholly owned subsidiary, and certain of its former officers violated federal securities laws in connection with certain disclosures made, or omitted, by Array regarding the NRAS-mutant melanoma program. In March 2018, the actions were consolidated into a single proceeding.

Zantac

A number of lawsuits have been filed against Pfizer in various federal courts alleging that plaintiffs developed various types of cancer, or face an increased risk of developing cancer, purportedly as a result of the ingestion of Zantac. The significant majority of these cases also name other defendants that have historically manufactured and sold Zantac. Pfizer has not sold Zantac since 2006. Plaintiffs seek compensatory and punitive damages and, in some cases, treble damages, restitution or disgorgement.

In February 2020, these federal actions were transferred for coordinated pre-trial proceedings to a Multi-District Litigation (In re Zantac/Ranitidine NDMA Litigation, MDL-2924) in the U.S. District Court for the Southern District of Florida.

A3. Legal Proceedings––Commercial and Other Matters

~~Average Wholesale Price Litigation~~

Pfizer, certain of its subsidiaries and other pharmaceutical manufacturers were sued in various state courts by a number of states alleging that the defendants provided average wholesale price (AWP) information for certain of their products that was higher than the actual average prices at which those products were sold. The AWP is used to determine reimbursement levels under Medicare Part B and Medicaid and in many private-sector insurance policies and medical plans. All but one of those actions have been resolved through settlement, dismissal or final judgment. The plaintiff state, Illinois,in the one remaining action, claims that the alleged spread between the AWPs at which purchasers were reimbursed and the actual sale prices was promoted by the defendants as an incentive to purchase certain of their products. The action~~alleges, among other things, fraudand violation of the state’s unfair trade practices andconsumer protection statutes and seeks monetary and other relief, including civil penalties and treble damages.~~

Monsanto-Related Matters

In 1997, Monsanto Company (Former Monsanto) contributed certain chemical manufacturing operations and facilities to a newly formed corporation, Solutia Inc. (Solutia), and spun off the shares of Solutia. In 2000, Former Monsanto merged with Pharmacia & Upjohn Company to form Pharmacia. Pharmacia then transferred its agricultural operations to a newly created subsidiary, named Monsanto Company (New Monsanto), which it spun off in a two-stage process that was completed in 2002. Pharmacia was acquired by Pfizer in 2003 and is a wholly owned subsidiary of Pfizer.

In connection with its spin-off that was completed in 2002, New Monsanto assumed, and agreed to indemnify Pharmacia for, any liabilities related to Pharmacia’s former agricultural business. New Monsanto has defended and/or is defending Pharmacia in connection with various claims and litigation arising out of, or related to, the agricultural business, and has been indemnifying Pharmacia when liability has been imposed or settlement has been reached regarding such claims and litigation.

In connection with its spin-off in 1997, Solutia assumed, and agreed to indemnify Pharmacia for, liabilities related to Former Monsanto’s chemical businesses. As the result of its reorganization under Chapter 11 of the U.S. Bankruptcy Code, Solutia’s indemnification obligations relating to Former Monsanto’s chemical businesses are primarily limited to sites that Solutia has owned or operated. In addition, in connection with its spinoff that was completed in 2002, New Monsanto assumed, and agreed to indemnify Pharmacia for, any liabilities primarily related to Former Monsanto’s chemical businesses, including, but not limited to, any such liabilities that Solutia assumed. Solutia’s and New Monsanto’s assumption of, and agreement to indemnify Pharmacia for, these liabilities apply to pending actions and any future actions related to Former Monsanto’s chemical businesses in which Pharmacia is named as a defendant, including, without limitation, actions asserting environmental claims, including alleged exposure to polychlorinated biphenyls. Solutia and/or New Monsanto are defending Pharmacia in connection with various claims and litigation arising out of, or related to, Former Monsanto’s chemical businesses, and have been indemnifying Pharmacia when liability has been imposed or settlement has been reached regarding such claims and litigation.

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Environmental Matters

In 2009, we submitted to the U.S. Environmental Protection Agency (EPA) a corrective measures study report with regard to Pharmacia’s discontinued industrial chemical facility in North Haven, Connecticut. In September 2010, our corrective measures study report was approved by the EPA, and we commenced construction of the site remedy in late 2011 under an Updated Administrative Order on Consent with the EPA. In September 2019, the EPA acknowledged that construction of the site remedy has been completed.

Also, in 2009, we submitted a revised site-wide feasibility study with regard to Wyeth Holdings Corporation’s (formerly, American Cyanamid Company) discontinued industrial chemical facility in Bound Brook, New Jersey. In July 2011, Wyeth Holdings Corporation finalized an Administrative Settlement Agreement ~~with the EPA~~ and Order on Consent for Removal Action (the 2011 Administrative Settlement Agreement) with the EPA with regard to the Bound Brook facility. In May 2012, we completed construction of an interim remedy to address the discharge of impacted groundwater from that facility to the Raritan River. In September 2012, the EPA issued a final remediation plan for the Bound Brook facility’s main plant area, which is generally in

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accordance with one of the remedies evaluated in our revised site-wide feasibility study. In March 2013, Wyeth Holdings Corporation (now Wyeth Holdings LLC) entered into an Administrative Settlement Agreement and Order on Consent with the EPA to allow us to undertake detailed engineering design of the remedy for the main plant area and to perform a focused feasibility study for ~~two~~2 adjacent lagoons. In September 2015, the U.S., on behalf of the EPA, filed a complaint and consent decree with the federal District Court for the District of New Jersey that allows Wyeth Holdings LLC to complete the design and to implement the remedy for the main plant area. In December 2015, the consent decree (which supersedes the 2011 Administrative Settlement Agreement) was entered by the District Court. In September 2018, the EPA issued a final remediation plan for the ~~two~~2 adjacent lagoons, which is generally in accordance with one of the remedies evaluated in our focused feasibility ~~study.~~ study, and in September 2019, Wyeth Holdings LLC entered into an Administrative Settlement Agreement and Order on Consent with the EPA to allow us to undertake detailed engineering design of the remedy for the lagoons.

We have accrued for the estimated costs of the site remedies for the North Haven and Bound Brook facilities.

We are a party to a number of other proceedings brought under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, and other state, local or foreign laws in which the primary relief sought is the cost of past and/or future remediation.

Contracts with Iraqi Ministry of Health

In October 2017, a number of United States service members, civilians, and their families brought a complaint in the U.S. District Court for the District of Columbia against a number of pharmaceutical and medical devices companies, including Pfizer and certain of its subsidiaries, alleging that the defendants violated the United States Anti-Terrorism Act. The complaint alleges that the defendants provided funding for terrorist organizations through their sales practices pursuant to pharmaceutical and medical device contracts with the Iraqi Ministry of Health, and seeks monetary relief. In July 2018, the U.S. Department of Justice requested documents related to this matter, which ~~are being~~have been provided.

Allergan Complaint for Indemnity

In August 2018, Pfizer was named as a defendant in a third-party complaint for indemnity, along with King, filed by Allergan Finance LLC (Allergan) in a Multi-District Litigation (In re National Prescription Opiate Litigation MDL 2804) in the U.S. District Court for the Northern District of Ohio. The lawsuit asserted claims for indemnity related to Kadian, which was owned for a short period by King in 2008, prior to Pfizer's acquisition of King in 2010. In December 2018, the District Court dismissed the lawsuit. In February 2019, Allergan filed a similar complaint in the Supreme Court of the State of New York, asserting claims for indemnity related to Kadian.

Breach of Contract––Xalkori

Pfizer is a defendant in a breach of contract action brought by New York University (NYU) in the Supreme Court of the State of New York (Supreme Court). NYU alleges that it is entitled to royalties on Pfizer’s sales ofXalkori under the terms of a Research and License Agreement between NYU and Sugen, Inc. Sugen, Inc. was acquired by Pharmacia in August 1999, and Pharmacia was acquired by Pfizer in 2003 and is a wholly owned subsidiary of Pfizer. The action was originally filed in 2013. In December 2015, the Supreme Court dismissed the action and, in May 2017, the New York State Appellate Division reversed the decision and remanded the proceedings to the Supreme Court. In January 2020, the Supreme Court denied both parties’ summary judgment motions.

A4. Legal Proceedings––Government Investigations

Like other pharmaceutical companies, we are subject to extensive regulation by government agencies in the U.S., other developed markets and multiple emerging markets in which we operate. ~~As a result, we have interactions with government agencies on an ongoing basis.~~ Criminal charges, substantial fines and/or civil penalties, limitations on our ability to conduct business in applicable jurisdictions, corporate integrity or deferred prosecution agreements, as well as reputational harm and increased public interest in the matter could result from government investigations in the U.S. and other jurisdictions in which we do business. In addition, in a qui tam lawsuit in which the government declines to intervene, the relator may still pursue a suit for the recovery of civil damages and penalties on behalf of the government. Among the investigations by government agencies are the matters discussed below.

Phenytoin Sodium Capsules

In 2012, Pfizer sold the U.K. Marketing Authorisation for phenytoin sodium capsules to a third party, but retained the right to supply the finished product to that third party. In May 2013, the U.K. Competition & Markets Authority (CMA) informed us that it had launched an investigation into the supply of phenytoin sodium capsules in the U.K. ~~market. In August~~market and in 2015 the CMA issued a Statement of Objections alleging that Pfizer and Pfizer Limited, a U.K. subsidiary, engaged in conduct that violates U.K. and EU antitrust laws. In ~~December~~ 2016, the CMA imposed a £84.2 million fine on Pfizer and Pfizer Limited.

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Pfizer appealed the CMA decision to The Competition Appeal Tribunal (the Tribunal) in February 2017 and. Onin June 7, 2018, the ~~Competition Appeal~~ Tribunal overturned the CMA decision as well as the associated fine. The CMA appealed the judgment to the Court of Appeal. In March 2020, the Court of Appeal affirmed the Tribunal’s decision.

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Greenstone Investigations

U.S. Department of Justice Antitrust Division Investigation

Since July 2017, the U.S. Department of Justice's Antitrust Division has been investigating our Greenstone generics business. We believe this is related to an ongoing broader antitrust investigation of the generic pharmaceutical industry. The government has been obtaining information from Greenstone.

State Attorneys General Generics Antitrust Litigation

In April 2018, Greenstone received requests for information from the Antitrust Department of the Connecticut Office of the Attorney General. In May 2019, Attorneys General of more than 40 states plus the District of Columbia and Puerto Rico filed a complaint against a number of pharmaceutical companies, including Greenstone and Pfizer. The matter has been consolidated with a Multi-District Litigation (In re: Generic Pharmaceuticals Pricing Antitrust Litigation MDL No. 2724) in the Eastern District of Pennsylvania. As to Greenstone and Pfizer, the complaint alleges anticompetitive conduct in violation of federal and state antitrust laws and state consumer protection laws.

Subpoena relating to Manufacturing of Quillivant XR

In October 2018, we received a subpoena from the U.S. Attorney’s Office for the Southern District of New York (SDNY) seeking records relating to our relationship with another drug manufacturer and its production and manufacturing of drugs including, but not limited to, Quillivant XR. We ~~are producing~~have produced records pursuant to the subpoena.

~~Civil Investigative Demand~~Government Inquiries relating to Meridian Medical Technologies

In February 2019, we received a civil investigative demand from the U.S. Attorney’s Office for the SDNY. The civil investigative demand seeks records and information related to alleged quality issues involving the manufacture of auto-injectors at our Meridian site. In August 2019, we received a HIPAA subpoena from the U.S. Attorney’s Office for the Eastern District of Missouri seeking similar records and information. We are producing records in response to ~~this civil investigative demand.~~these requests.

U.S. Department of Justice/SEC Inquiry relating to Russian Operations

In June 2019, we received an informal request from the U.S. Department of Justice’s FCPA Unit seeking documents relating to our operations in Russia. In September 2019, we received a similar request from the SEC’s FCPA unit. We are producing records pursuant to these requests.

Contracts with Iraqi Ministry of Health

See Note 12A3. Contingencies and Certain ~~Commitments~~:Commitments: Legal Proceedings––Commercial and Other Matters––Contracts with Iraqi Ministry of Health above for information regarding U.S. government investigations related to contracts with the Iraqi Ministry of Health.

Docetaxel––Mississippi Attorney General Government Investigation

See Note 12A2. Contingencies and Certain ~~Commitments~~:Commitments: Legal Proceedings––Product Litigation––Docetaxel––Mississippi Attorney General Government Investigation above for information regarding a government investigation related to Docetaxel marketing practices.

U.S. Department of Justice Inquiries relating to India Operations

In March 2020, we received an informal request from the U.S. Department of Justice's Consumer Protection Branch seeking documents relating to our manufacturing operations in India, including at our former facility located at Irrungattukottai in India. In April 2020, we received a similar request from the U.S. Attorney’s Office for the SDNY regarding a civil investigation concerning operations at our facilities in India. We will be producing records pursuant to these requests.

B. Guarantees and Indemnifications

In the ordinary course of business and in connection with the sale of assets and businesses and other transactions, we often indemnify our counterparties against certain liabilities that may arise in connection with the transaction or that are related to events and activities prior to or following a transaction. If the indemnified party were to make a successful claim pursuant to the terms of the indemnification, we may be required to reimburse the loss. These indemnifications are generally subject to various restrictions and limitations. Historically, we have not paid significant amounts under these provisions and, as of ~~June 30, 2019,~~March 29, 2020, the estimated fair value of these indemnification obligations was not significant.

In addition, in connection with our entry into certain agreements, our counterparties agree to indemnify us. For example, our collaboration agreement with EMD Serono, Inc. to co-promote Rebif in the U.S. expired at the end of 2015 and included certain indemnity provisions. Patent litigation brought by Biogen Idec MA Inc. against EMD Serono Inc. and Pfizer is pending in the U.S. District Court for the District of New Jersey and the United States Court of Appeals for the Federal Circuit. EMD Serono Inc. has acknowledged that it is obligated to satisfy any award of damages.

Pfizer Inc. has also guaranteed the long-term debt of certain companies that it acquired and that now are subsidiaries of Pfizer.

~~C. Certain Commitments~~

On February 7, 2019, we entered into an accelerated share repurchase agreement with GS&Co. to repurchase approximately $6.8 billion of our common stock. Pursuant to the terms of the agreement, on February 12, 2019, we paid approximately $6.8 billion to GS&Co. and received an initial delivery of approximately 130 million shares of our common stock from GS&Co., which represented, based on the closing price of our common stock on the NYSE on February 7, 2019, approximately 80% of the notional amount of the accelerated share repurchase agreement. On August 1, 2019, the accelerated share repurchase agreement with GS&Co. was completed, which, per the terms of the agreement, resulted in GS&Co. owing us a certain number

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

C. Contingent Consideration for Acquisitions

We may be required to make contingent consideration payments to sellers for certain prior business combinations. For additional information, see Notes to Consolidated Financial Statements––Note 1D. Basis of ~~shares~~Presentation and Significant Accounting Policies: Acquisitions in our 2019 Financial Report. The estimated fair value of ~~Pfizer common stock. Pursuant~~contingent consideration as of March 29, 2020 is $669 million, of which $124 million is recorded in Other current liabilities and $544 million is recorded in Other noncurrent liabilities in our condensed consolidated balance sheet. The estimated fair value of contingent consideration as of December 31, 2019 was $711 million, of which $160 million was recorded in Other current liabilities and $551 million was recorded in Other noncurrent liabilities in our condensed consolidated balance sheet. The decrease in the contingent consideration balance from December 31, 2019 is primarily due to payments made upon the ~~agreement’s settlement terms, we received an additional 33.5 million shares~~achievement of our common stock from GS&Co. on August 5, 2019. The average price paid for all of the shares delivered under the accelerated share repurchase agreement was $41.42 per share. The common stock received is included in Treasury stock. This agreement was entered into pursuant to our previously announced share repurchase authorization. After giving effect to the accelerated share repurchase agreement and other share repurchases through June 30, 2019, our remaining share-purchase authorization was approximately $5.3 billion on June 30, 2019.certain milestones.

Note 13.Segment, Geographic and Other Revenue Information

A. Segment Information

At the beginning of our ~~2019~~ fiscal year 2019, we reorganized our commercial operations and began to manage our commercial operations through a new global structure consisting of ~~three~~3 distinct business segments: Pfizer Biopharmaceuticals Group (Biopharma), Upjohn and through July 31, 2019, Pfizer’s Consumer Healthcare business (Consumer Healthcare)~~. The Biopharma, Upjohn and Consumer Healthcare segments are~~, each led by a single manager. Each operating segment has responsibility for its commercial activities. Upjohn is and through July 31, 2019, Consumer Healthcare ~~are~~was responsible for ~~their~~its own R&D activities while Biopharma receives its R&D services from GPD and WRDM. These services include IPR&D projects for new investigational products and additional indications for in-line products. Each business has a geographic footprint across developed and emerging markets. Our chief operating decision maker uses the revenues and earnings of the ~~three~~ operating segments, among other factors, for performance evaluation and resource allocation. Biopharma and Upjohn are the only reportable segments.

Beginning in 2020, Upjohn began managing our Meridian subsidiary, the manufacturer of EpiPen and other auto-injector products, and a pre-existing strategic collaboration between Pfizer and Mylan for generic drugs in Japan (Mylan-Japan). As a result, revenues and expenses associated with Meridian and Mylan-Japan are reported in our Upjohn business beginning in the first quarter of 2020. In 2019, revenues and expenses from Meridian and Mylan-Japan were recorded in our Biopharma business. We have revised prior-period information (Revenues and Earnings, as defined by management) to conform to the current management structure. As described in Notes to Consolidated Financial Statements—Note 1A. Basis of Presentation and Significant Accounting Policies: Basis of Presentation in our ~~operations were not managed under~~2019 Financial Report, recent acquisitions and the ~~new structure until~~contribution of our Consumer Healthcare business to the ~~beginning~~GSK Consumer Healthcare joint venture have impacted our results of ~~fiscal 2019, certain costs and expenses could not be directly attributed to one of~~operations. For additional information on the ~~new operating segments. As a result, our operating segment results for the second quarter and first six months of 2018 include allocations, which management believes are reasonable.~~GSK Consumer Healthcare joint venture, see Note 2.

Operating Segments



Some additional information about our Biopharma and Upjohn business segments follows:
	Pfizer Biopharmaceuticals Group
Biopharma is a science-based innovative medicines business that includes six business units – Oncology, Inflammation & Immunology, Rare Disease, Hospital, Vaccines and Internal Medicine. The ~~new~~ Hospital unit commercializes our global portfolio of sterile injectable and anti-infective medicines and includes Pfizer’s contract manufacturing operation, Pfizer CentreOne. At the beginning of our 2019 fiscal year, we also incorporated our biosimilar portfolio into our Oncology and Inflammation & Immunology business units and certain legacy established products into the Internal Medicine business unit. Each business unit is committed to delivering breakthroughs that change patients’ lives.		Upjohn is a global, primarily off-patent branded and generic ~~established~~ medicines business, which includes a portfolio of 20 ~~primarily off-patent~~globally recognized solid oral dose ~~legacy~~ brands, as well as ~~certain generic medicines.~~a U.S.-based generics platform, Greenstone.
Select products include: - Prevnar 13/Prevenar 13 ~~- Ibrance~~ - Eliquis - Ibrance - Xeljanz - Enbrel (outside the U.S. and Canada) - Chantix/Champix - Vyndaqel/Vyndamax - Xtandi - Sutent ~~- Xtandi~~		Select products include: - Lipitor - Lyrica ~~- Lipitor~~ - Norvasc - Celebrex - Viagra - Certain generic medicines

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

On July 29, 2019, which fell in the third fiscal quarter of 2019, we announced that we entered into a definitive agreement to combine Upjohn with Mylan, creating a new global pharmaceutical company. For additional information, see ~~Note 1A~~.

Pfizer’s Consumer Healthcare segment is an over-the-counter medicines business, which on July 31, 2019 was combined with GSK’s consumer healthcare business to form a new consumer healthcare joint venture. See ~~Note 2~~ ~~for additional information.~~

Other Costs and Business Activities

Certain pre-tax costs are not allocated to our operating segment results, such as costs associated with the following:

WRDM––the R&D and Medical expenses managed by our WRDM organization, which is generally responsible for research projects for our Biopharma portfolio until proof-of-concept is achieved and then for transitioning those projects to the GPD organization for possible clinical and commercial development. R&D spending may include upfront and milestone payments for intellectual property rights. The WRDM organization also has responsibility for certain science-based and other platform-services organizations, which provide end-to-end technical expertise and other services to the various R&D projects, as well as the Worldwide Medical and Safety group, which ensures that Pfizer provides all stakeholders––including patients, healthcare providers, pharmacists, payers and health authorities––with complete and up-to-date information on the risks and benefits associated with Pfizer products so that they can make appropriate decisions on how and when to use Pfizer’s medicines.

GPD––the costs associated with our GPD organization, which is generally responsible for clinical trials from WRDM in the Biopharma portfolio, including late stage portfolio spend. GPD also provides technical support and other services to Pfizer R&D projects. GPD is responsible for facilitating all regulatory submissions and interactions with regulatory agencies.

Other––the operating results of our Consumer Healthcare business, through July 31, 2019, and costs associated with other commercial activities not managed as part of Biopharma or Upjohn, including all strategy, business development, portfolio management and valuation capabilities, which previously had been reported in various parts of the organization.

Corporate and Other Unallocated––the costs associated with platform functions (such as worldwide technology, global real estate operations, legal, finance, human resources, worldwide public affairs, compliance, and worldwide procurement), patient advocacy activities and certain compensation and other corporate costs, such as interest income and expense, and gains and losses on investments, as well as overhead expenses associated with our manufacturing (which include manufacturing variances associated with production) and commercial operations that are not directly assessed to an operating segment, as business unit (segment) management does not manage these costs.

Certain transactions and events such as (i) purchase accounting adjustments, where we incur expenses associated with the amortization of fair value adjustments to inventory, intangible assets and PP&E; (ii) acquisition-related costs, where we incur costs for executing the transaction, integrating the acquired operations and restructuring the combined company; and (iii) certain significant items, representing substantive and/or unusual, and in some cases recurring, items (such as gains on the completion of joint venture transactions, restructuring charges, legal charges or ~~net~~ gains and losses ~~on investments in~~from equity securities) that are evaluated on an individual basis by management and that, either as a result of their nature or size, would not be expected to occur as part of our normal business on a regular basis. Such items can include, but are not limited to, non-acquisition-related restructuring costs, as well as costs incurred for legal settlements, asset impairments and disposals of assets or businesses, including, as applicable, any associated transition activities.

Segment Assets

We manage our assets on a ~~total company~~Total Company basis, not by operating segment, as many of our operating assets are shared or commingled (such as accounts receivable, as many of our customers are served by multiple operating segments). Therefore, our chief operating decision maker does not regularly review any asset information by operating segment and, accordingly, we do not report asset information by operating segment. Total assets were approximately ~~$156~~$166 billion as of ~~June 30, 2019~~March 29, 2020 and ~~$159~~$167 billion as of December 31, ~~2018~~2019.

Selected Income Statement Information



The following table provides selected income statement information by reportable segment:
	Three Months Ended
	Revenues				Earnings^(a)
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019		March 29, 2020			March 31, 2019
Reportable Segments:
Biopharma	$	10,007	$	9,045	$	6,729		$	5,883
Upjohn	2,022		3,214		1,191			2,279
Total reportable segments	12,028		12,259		7,920			8,162
Other business activities	—		858		(1,489		)	(1,113		)
Reconciling Items:
Corporate and other unallocated	—		—		(1,110		)	(1,278		)
Purchase accounting adjustments	—		—		(812		)	(1,038		)
Acquisition-related costs	—		—		(13		)	(28		)
Certain significant items^(b)	—		—		(612		)	(382		)
	$	12,028	$	13,118	$	3,885		$	4,323

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

~~Selected Income Statement Information~~

The following table provides selected income statement information by reportable segment:
Three Months Ended
Revenues
Earnings^(a)
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
Reportable Segments:
Biopharma $ 9,595
$ 9,434
$ 6,093
$ 5,958
Upjohn 2,807
3,147
1,951
2,222
Total reportable segments 12,402
12,581
8,044
8,181
Other business activities —
—
(1,193 ) (1,119 )
Reconciling Items:

Corporate and other unallocated 862
886
(1,399 ) (1,576 )
Purchase accounting adjustments —
—
(1,178 ) (1,134 )
Acquisition-related costs —
—
176
(62 )
Certain significant items^(b)
—
—
(309 ) 237
$ 13,264
$ 13,466
$ 4,141
$ 4,527

Six Months Ended
Revenues
Earnings^(a)
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
Reportable Segments:
Biopharma $ 18,779
$ 18,315
$ 11,981
$ 11,781
Upjohn 5,882
6,267
4,225
4,391
Total reportable segments 24,661
24,582
16,206
16,172
Other business activities —
—
(2,306 ) (2,307 )
Reconciling Items:
Corporate and other unallocated 1,721
1,791
(2,676 ) (2,900 )
Purchase accounting adjustments —
—
(2,217 ) (2,355 )
Acquisition-related costs —
—
148
(110 )
Certain significant items^(b)
—
—
(691 ) 154
$ 26,382
$ 26,373
$ 8,463
$ 8,654

^(a)

Income from continuing operations before ~~provision/(benefit)~~provision for taxes on income. Biopharma’s earnings include dividend income of ~~$76~~$77 million in the ~~second~~first quarter of 2020 and $64 million in the first quarter of 2019 ~~and $76 million in the second quarter of~~ ~~2018, and $140 million in the first six months of 2019 and $135 million in the first six months of 2018~~ from our investment in ViiV. For additional information, see Note 4.


^(b)	Certain significant items are substantive and/or unusual, and in some cases recurring, items ~~(such as restructuring or legal charges)~~(as noted above) that, either as a result of their nature or size, would not be expected to occur as part of our normal business on a regular basis.

~~For Earnings in the second quarter of~~ ~~2019~~, certain significant items includes: (i) restructuring charges and implementation costs associated with our cost-reduction initiatives that are not associated with an acquisition of $113 million, (ii) charges for certain legal matters of $15 million, (iii) certain asset impairment charges of $10 million, (iv) charges for business and legal entity alignment of $141 million, (v) net gains recognized during the period on investments in equity securities of $25 million and (vi) other charges of $56 million. For additional information, see ~~Note 3~~ ~~and~~ ~~Note 4.~~

~~For Earnings in the second quarter of~~ ~~2018~~, certain significant items includes: (i) restructuring credits and implementation costs associated with our cost-reduction initiatives that are not associated with an acquisition of $42 million, (ii) a net credit for certain legal matters of $88 million, (iii) certain asset impairment charges of $31 million, (iv) charges for business and legal entity alignment of $1 million, (v) net gains recognized during the period on investments in equity securities of $257 million and (vi) other charges of $35 million, which includes, among other things, a non-cash $50 million pre-tax gain in ~~Other (income)/deductions––net~~ as a result of the contribution of our allogeneic CAR T cell therapy development program assets in connection with our contribution agreement entered into with Allogene. For additional information, see ~~Note 3~~ ~~and~~ ~~Note 4~~.

~~For Earnings in the first six months of~~ ~~2019~~, certain significant items includes: (i) restructuring charges and implementation costs associated with our cost-reduction initiatives that are not associated with an acquisition of $170 million, (ii) charges for certain legal matters of $9 million, (iii) certain asset impairment charges of $149 million, (iv) charges for business and legal entity alignment of $264 million, (v) net gains recognized during the period on investments in equity securities of $136 million, (vi) net losses on early retirement of debt of $138 million and (vii) other charges of $97 million. For additional information, see ~~Note 3~~ ~~and~~ ~~Note 4.~~

~~For Earnings in the first six months of~~ ~~2018~~, certain significant items includes: (i) restructuring credits and implementation costs associated with our cost-reduction initiatives that are not associated with an acquisition of $93 million, (ii) net credits for certain legal matters of $107 million, (iii) certain asset impairment charges of $31 million, (iv) charges for business and legal entity alignment of $4 million, (v) net gains recognized during the period on investments in equity securities of $375 million, (vi) net losses on early retirement of debt of $3 million and (vii) other charges of $197 million, which includes, among other things, a non-cash $50 million pre-tax gain in ~~Other (income)/deductions––net~~ as a result of the contribution of our allogeneic CAR T cell therapy development program assets in connection with our contribution agreement entered into with Allogene, and a $119 million charge, in the aggregate, in ~~Selling, informational and administrative expenses~~ for a special, one-time bonus paid to virtually all Pfizer colleagues, excluding executives, which was one of several actions taken by us after evaluating the expected positive net impact of the December 2017 enactment of the TCJA. For additional information, see ~~Note 3~~ ~~and~~ ~~Note 4~~.

Equity in the net income of investees accounted for by the equity method is not significant for any of our operating segments.

~~PFIZER INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(UNAUDITED)~~

The operating segment information does not purport to represent the revenues, costs and ~~income~~ Income from continuing operations before provision for taxes on income that each of our operating segments would have recorded had each segment operated as a standalone company during the periods presented.

B. Geographic Information

																			The following table provides revenues by geographic area:
	Three Months Ended						Six Months Ended						Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		% Change		June 30, 2019		July 1, 2018		% Change		March 29, 2020		March 31, 2019		% Change
U.S.	$	6,335	$	6,225	2		$	12,510	$	12,500	—
United States													$	5,651	$	6,175	(8	)
Developed Europe^(a)	2,228		2,334		(5	)	4,315		4,426		(3	)	1,921		2,086		(8	)
Developed Rest of World^(b)	1,639		1,694		(3	)	3,174		3,155		1		1,456		1,535		(5	)
Emerging Markets^(c)	3,062		3,214		(5	)	6,383		6,292		1		3,001		3,322		(10	)
Revenues	$	13,264	$	13,466	(2	)	$	26,382	$	26,373	—		$	12,028	$	13,118	(8	)

^(a)

Developed Europe region includes the following markets: Western Europe, Scandinavian countries and Finland. Revenues denominated in euros were ~~$1.8 billion in the second quarter of~~ ~~2019~~ ~~and $1.9 billion in the second quarter of~~ ~~2018, and were $3.5~~$1.5 billion in the first ~~six months~~quarter of ~~2019~~2020 and ~~$3.6~~$1.7 billion in the first ~~six months~~quarter of ~~2018.~~2019.


^(b)	Developed Rest of World region includes the following markets: Japan, Canada, South Korea, Australia and New Zealand.


^(c)	Emerging Markets region includes, but is not limited to, the following markets: Asia (excluding Japan and South Korea), Latin America, Eastern Europe, Africa, the Middle East, ~~Africa,~~ Central Europe and Turkey.

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

C. Other Revenue Information

Significant Product Revenues

The following table provides detailed revenue information for several of our major products:


The following table provides detailed revenue information:
(MILLIONS OF DOLLARS)		Three Months Ended				Six Months Ended						Three Months Ended
PRODUCT	PRIMARY INDICATIONS OR CLASS	June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018			PRIMARY INDICATION OR CLASS	March 29, 2020		March 31, 2019
TOTAL REVENUES		$	13,264	$	13,466	$	26,382	$	26,373			$	12,028	$	13,118
PFIZER BIOPHARMACEUTICALS GROUP (BIOPHARMA)^(a)		$	9,595	$	9,434	$	18,779	$	18,315
Internal Medicine^(b)		$	2,330	$	2,276	$	4,546	$	4,347
PFIZER BIOPHARMACEUTICALS GROUP (BIOPHARMA)										PFIZER BIOPHARMACEUTICALS GROUP (BIOPHARMA)		$	10,007	$	9,045
Internal Medicine^(a)												$	2,332	$	2,137
Eliquis alliance revenues and direct sales	Atrial fibrillation, deep vein thrombosis, pulmonary embolism	1,085		889		2,096		1,654			Nonvalvular atrial fibrillation, deep vein thrombosis, pulmonary embolism	1,300		1,011
Chantix/Champix	An aid to smoking cessation treatment in adults 18 years of age or older	276		277		549		528			An aid to smoking cessation treatment in adults 18 years of age or older	270		273
Premarin family	Symptoms of menopause	193		210		361		401			Symptoms of menopause	152		168
BMP2	Development of bone and cartilage	79		80		145		153			Development of bone and cartilage	69		67
Toviaz	Overactive bladder	65		70		125		130			Overactive bladder	60		60
All other Internal Medicine	Various	631		750		1,270		1,480			Various	480		559
Oncology^(c)		$	2,236	$	1,888	$	4,198	$	3,648
Oncology												$	2,435	$	1,961
Ibrance	Advanced breast cancer	1,261		1,027		2,394		1,960			Metastatic breast cancer	1,248		1,133
Xtandi alliance revenues											Non-metastatic and metastatic castration-resistant prostate cancer and non-metastatic castration-sensitive prostate cancer	209		168
Sutent	Advanced and/or metastatic RCC, adjuvant RCC, refractory GIST (after disease progression on, or intolerance to, imatinib mesylate) and advanced pancreatic neuroendocrine tumor	248		275		480		537			Advanced and/or metastatic RCC, adjuvant RCC, refractory GIST (after disease progression on, or intolerance to, imatinib mesylate) and advanced pancreatic neuroendocrine tumor	205		232
Xtandi alliance revenues	Castration-resistant prostate cancer	201		171		369		330
Inlyta											Advanced RCC	169		73
Xalkori	ALK-positive and ROS1-positive advanced NSCLC	133		137		255		290			ALK-positive and ROS1-positive advanced NSCLC	149		123
Bosulif	Philadelphia chromosome–positive chronic myelogenous leukemia	97		77		177		138			Philadelphia chromosome–positive chronic myelogenous leukemia	100		80
Inlyta	Advanced RCC	104		81		177		155
Retacrit^(j)	Anemia	51		18		82		36
Retacrit^(b)											Anemia	89		31
Braftovi											In combination with Mektovi for metastatic melanoma for patients who test positive for a BRAF genetic mutation and, in combination with Erbitux^® (cetuximab), for the treatment of BRAF^V600E-mutant metastatic colorectal cancer after prior therapy	37		—
Mektovi											In combination with Braftovi for metastatic melanoma for patients who test positive for a BRAF genetic mutation	37		—
All other Oncology	Various	140		100		262		201			Various	192		122
Hospital^(d)		$	1,913	$	2,077	$	3,800	$	4,103
Hospital^{(a), (c)}												$	2,012	$	1,827
Sulperazon	Treatment of infections	165		150		342		319			Bacterial infections	187		177
Medrol^(e)	Steroid anti-inflammatory	120		123		240		258
Zithromax											Bacterial infections	138		104
Medrol											Anti-inflammatory glucocorticoid	129		120
Vfend	Fungal infections	94		110		178		207			Fungal infections	74		85
Zithromax^(e)	Bacterial infections	73		81		177		182
EpiPen	Epinephrine injection used in treatment of life-threatening allergic reactions	80		95		146		148
Panzyga											Primary humoral immunodeficiency	74		17
Zyvox	Bacterial infections	71		66		134		134			Bacterial infections	70		64
Fragmin	Slows blood clotting	63		74		123		145			Treatment/prevention of venous thromboembolism	59		60
Zosyn/Tazocin	Antibiotic	53		58		104		120
Pfizer CentreOne^(f)(d)	Various	204		209		380		381			Various	152		176
All other Anti-infectives	Various	367		362		721		755			Various	444		405
All other Hospital^(d)(c)	Various	623		748		1,254		1,455			Various	684		620
Vaccines		$	1,375	$	1,400	$	2,988	$	2,863			$	1,611	$	1,612
Prevnar 13/Prevenar 13	Pneumococcal disease	1,179		1,250		2,665		2,631			Pneumococcal disease	1,450		1,486
FSME/IMMUN-TicoVac	Tick-borne encephalitis disease	95		73		133		105
Nimenrix	Meningococcal disease	58		30		107		49			Meningococcal disease	75		50
All other Vaccines	Various	43		47		82		78			Various	86		77
Inflammation & Immunology (I&I)^(g)		$	1,219	$	1,222	$	2,256	$	2,235
Inflammation & Immunology (I&I)										Inflammation & Immunology (I&I)		$	978	$	1,037
Xeljanz	RA, PsA, UC	613		463		1,036		788			RA, PsA, UC	451		423
Enbrel (Outside the U.S. and Canada)	RA, juvenile idiopathic arthritis, PsA, plaque psoriasis, pediatric plaque psoriasis, ankylosing spondylitis and nonradiographic axial spondyloarthritis	420		551		871		1,057			RA, juvenile idiopathic arthritis, PsA, plaque psoriasis, pediatric plaque psoriasis, ankylosing spondylitis and nonradiographic axial spondyloarthritis	347		451
Inflectra/Remsima^{(g), (j)}	Inflammatory diseases	153		158		291		303
Eucrisa	Mild-to-moderate atopic dermatitis (eczema)	27		39		50		65
Inflectra/Remsima^(b)											Crohn’s disease, pediatric Crohn’s disease, UC, pediatric UC, RA in combination with methotrexate, ankylosing spondylitis, PsA and plaque psoriasis	158		138
All other I&I	Various	6		11		9		22			Various	22		25
Rare Disease		$	521	$	571	$	991	$	1,120			$	639	$	470
Vyndaqel/Vyndamax											ATTR-cardiomyopathy and polyneuropathy	231		41
BeneFIX	Hemophilia	121		141		247		288			Hemophilia B	121		125
Genotropin	Replacement of human growth hormone	125		140		232		272			Replacement of human growth hormone	103		107
Refacto AF/Xyntha	Hemophilia	108		141		214		271			Hemophilia A	89		106
Somavert	Acromegaly	68		68		128		131			Acromegaly	64		59
Vyndaqel	ATTR-Cardiomyopathy and Polyneuropathy	63		38		104		72
All other Rare Disease	Various	35		43		66		86			Various	31		31

PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)


(MILLIONS OF DOLLARS)		Three Months Ended				Six Months Ended						Three Months Ended
PRODUCT	PRIMARY INDICATIONS OR CLASS	June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018			PRIMARY INDICATION OR CLASS	March 29, 2020		March 31, 2019
UPJOHN^(b)^,^(h)		$	2,807	$	3,147	$	5,882	$	6,267
UPJOHN^(a)												$	2,022	$	3,214
Lipitor											Reduction of LDL cholesterol	405		622
Lyrica	Epilepsy, post-herpetic neuralgia and diabetic peripheral neuropathy, fibromyalgia, neuropathic pain due to spinal cord injury	1,175		1,223		2,362		2,436			Epilepsy, post-herpetic neuralgia and diabetic peripheral neuropathy, fibromyalgia, neuropathic pain due to spinal cord injury	357		1,186
Lipitor	Reduction of LDL cholesterol	407		521		1,029		1,032
Norvasc	Hypertension	216		273		516		529			Hypertension	197		300
Celebrex	Arthritis pain and inflammation, acute pain	174		161		347		306			Arthritis pain and inflammation, acute pain	156		174
Viagra	Erectile dysfunction	114		185		259		372			Erectile dysfunction	127		145
Zoloft											Depression and certain anxiety disorders	78		69
Effexor	Depression and certain anxiety disorders	86		79		163		150			Depression and certain anxiety disorders	77		77
Zoloft	Depression and certain anxiety disorders	73		77		143		151
EpiPen^(a)											Epinephrine injection used in treatment of life-threatening allergic reactions	72		56
Xalatan/Xalacom	Glaucoma and ocular hypertension	72		85		133		157			Glaucoma and ocular hypertension	61		62
Revatio	Pulmonary arterial hypertension	56		54		98		109
Xanax	Anxiety disorders	52		56		98		111
All other Upjohn	Various	382		433		735		914			Various	492		523
CONSUMER HEALTHCARE BUSINESS⁽ⁱ⁾		$	862	$	886	$	1,721	$	1,791
CONSUMER HEALTHCARE BUSINESS^(e)										CONSUMER HEALTHCARE BUSINESS^(e)		$	—	$	858
Total Alliance revenues	Various	$	1,187	$	987	$	2,277	$	1,842		Various	$	1,382	$	1,090
Total Biosimilars^(j)	Various	$	217	$	188	$	396	$	361
Total Sterile Injectable Pharmaceuticals^(k)		$	1,218	$	1,329	$	2,455	$	2,688
Total Biosimilars^(b)											Various	$	288	$	179
Total Sterile Injectable Pharmaceuticals^(f)										Total Sterile Injectable Pharmaceuticals^(f)		$	1,407	$	1,237

^(a)

~~The~~Beginning in 2020, Upjohn began managing our Meridian subsidiary, the manufacturer of EpiPen and other auto-injector products, and a pre-existing strategic collaboration between Pfizer ~~Biopharmaceuticals Group encompasses~~and Mylan for generic drugs in Japan (Mylan-Japan). As a result, revenues associated with our Meridian subsidiary, except for product revenues for EpiPen sold in Canada, and Mylan-Japan, are reported in our Upjohn business beginning in the first quarter of 2020. We have reclassified revenues associated with our Meridian subsidiary and Mylan-Japan from the Hospital and Internal Medicine Oncology, Hospital, Vaccines, Inflammation & Immunology and Rare Disease. The new Hospital business unit commercializes our global portfolio of sterile injectable and anti-infective medicines, and also includes Pfizer CentreOne^(f).


^(b)	We reclassified certain products from the LEP category, including Premarin family products, and certain other products from the legacy Peri-LOE category, including Pristiq, to the Internal Medicine category and reclassified Lyrica from the Internal Medicine categorycategories to the Upjohn business to conform ~~2018~~2019 product revenues to the current presentation.


^(c)(b)	~~We performed certain reclassifications in the All other Oncology category to conform 2018 product~~Biosimilars are highly similar versions of approved and authorized biological medicines and primarily include revenues ~~to the current presentation.~~from Inflectra/Remsima and Retacrit.

^(d)(c)

Hospital is a ~~new~~ business unit that commercializes our global portfolio of sterile injectable and anti-infective medicines. We performed certain reclassifications, primarily from the legacy Sterile Injectables Pharmaceuticals (SIP) category (Sulperazon, Medrol, Fragmin, Tygacil, Zosyn/Tazocin and Precedex, among other products), the LEP category (Epipen and Zithromax), and the legacy Peri-LOE category (Vfend and Zyvox) to the Hospital category to conform 2018 product revenues to the current presentation. Hospital also includes Pfizer CentreOne^(f)(d). All other Hospital primarily includes revenues from legacy ~~SIP~~Sterile Injectables Pharmaceuticals (SIP) products (that are not anti-infective products) and, to a much lesser extent, solid oral dose products (that are not anti-infective products). SIP anti-infective products that are not individually listed above are recorded in “All other Anti-infectives”.


^(e)	2018 revenues for Medrol and Zithromax may not agree to previously disclosed revenues because revenues for those products were previously split between LEP and the legacy SIP categories. All revenues for these products are currently reported in the Hospital category.

^(f)(d)

Pfizer CentreOne includes revenues from our contract manufacturing and active pharmaceutical ingredient sales operation, including sterile injectables contract manufacturing, and revenues related to our manufacturing and supply agreements, including with Zoetis Inc. In the fourth quarter of 2017, we sold our equity share in Hisun Pfizer. As a result, effective in the first quarter of 2018, Hisun Pfizer-related revenues, previously reported in emerging markets within legacy All Other LEP and legacy All Other SIP, are reported in emerging markets within Pfizer CentreOne.agreements.


^(g)	~~We reclassified Inflectra/Remsima from the legacy Biosimilars category to the Inflammation & Immunology category to conform 2018 product revenues to the current presentation.~~


^(h)	Pfizer’s Upjohn business encompasses primarily off-patent branded and generic established medicines that includes 20 of our primarily off-patent solid oral dose legacy brands including Lyrica, Lipitor, Norvasc, Celebrex and Viagra, as well as certain generic medicines.


^(i)(e)	On July 31, 2019, Pfizer’s Consumer Healthcare business, is an over-the-counter medicines business, ~~which on July 31, 2019~~ was combined with GSK’s consumer healthcare business to form a new consumer healthcare joint venture. For additional information, see Note 22B.


^(j)(f)	~~Biosimilars are highly similar versions of approved and authorized biological medicines and primarily include revenues from Inflectra/Remsima and Retacrit.~~


^(k)	Total Sterile Injectable Pharmaceuticals represents the total of all branded and generic injectable products in the Hospital business, including anti-infective sterile injectable pharmaceuticals.

~~REVIEW REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM~~PFIZER INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 14. Subsequent Event

Prior to May 4, 2020, Pfizer’s Series A convertible perpetual preferred stock (the “Preferred Stock”) was held by an employee stock ownership plan trust (the “Trust”). On April 28, 2020, the independent fiduciary under the Trust directed the trustee and custodian of the Trust to convert all of the shares of the Preferred Stock held in the Trust to shares of Pfizer common stock, in accordance with the certificate of designations for the Preferred Stock. All outstanding shares of Preferred Stock were converted into shares of Pfizer common stock on May 4, 2020. The Trust received an aggregate of 1,070,369 shares of Pfizer common stock upon conversion, with 0 shares of Preferred Stock remaining outstanding as a result of the conversion.

Review Report Of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Pfizer Inc.:

Results of Review of Interim Financial Information

We have reviewed the condensed consolidated balance sheet of Pfizer Inc. and ~~Subsidiary companies~~subsidiaries (the Company) as of ~~June 30, 2019,~~March 29, 2020, the related condensed consolidated statements of income, comprehensive income and equity for the three-month ~~and six-month~~ periods ended ~~June 30,~~March 29, 2020 and March 31, 2019, ~~and July 1, 2018,~~ the related condensed consolidated statements of cash flows for the ~~six-month~~three-month periods ended ~~June 30,~~March 29, 2020 and March 31, 2019 ~~and July 1, 2018~~ and the related notes (collectively, the consolidated interim financial information). Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial information for it to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, ~~2018~~2019, and the related consolidated statements of income, comprehensive income, equity, and cash flows for the year then ended (not presented herein); and in our report dated February ~~28, 2019,~~27, 2020, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, ~~2018~~2019 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

This consolidated interim financial information is the responsibility of the Company’s management. We are a public accounting firm registered with the 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 reviews in accordance with the standards of the PCAOB. A review of consolidated interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ KPMG LLP

New York, New York

~~August 8, 2019~~May 7, 2020

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Introduction

See the Glossary of Defined Terms at the beginning of this Quarterly Report on Form 10-Q for terms used throughout this MD&A. Our MD&A is provided in addition to the accompanying condensed consolidated financial statements and footnotes to assist readers in understanding Pfizer’s results of operations, financial condition and cash flows. All trademarks in this MD&A are the property of their respective owners. The MD&A is organized as follows:



●	Overview of Our Performance, Operating Environment, Strategy and Outlook	Beginning on page 4844
	This section provides information about the following: Our Business; ~~our performance during the second quarter and first six months of 2019 and 2018;~~Our Business Development Initiatives; Our First Quarter 2020 Performance; Our Operating Environment; The Global Economic Environment; Our Strategy; ~~Our Business Development Initiatives, such as acquisitions, dispositions, licensing~~ and ~~collaborations;~~ Our Financial Guidance for ~~2019 and Preliminary Financial Profile Upon the Completion of the Proposed Combination of Upjohn and Mylan.~~2020.
●	Significant Accounting Policies and Application of Critical Accounting Estimates and Assumptions	Beginning on page 6353
	This section discusses updates to our ~~2018~~2019 Financial Report disclosures for those accounting policies and estimates that we consider important in understanding our consolidated financial statements.
●	Analysis of the Condensed Consolidated Statements of Income	Beginning on page 6554
	This section includes the following sub-sections:
	○ Revenues by Operating Segment and Geography	Beginning on page 6555
	This sub-section provides an overview of revenues by operating segment and geography as well as revenue deductions.
	○ ~~Revenues -~~ Revenues––Selected Product Discussion	Beginning on page 6957
	This sub-section provides an overview of several of our biopharmaceutical products.
	○ Product ~~Developments -~~ Developments––Biopharmaceutical	Beginning on page 7562
	This sub-section provides an overview of important biopharmaceutical product developments.
	○ Costs and Expenses	Beginning on page 7966
	This sub-section provides a discussion about our costs and expenses.
	○ ~~Provision/(Benefit)~~Provision for Taxes on Income	Beginning on page 8168
	This sub-section provides a discussion of items impacting our tax provisions.
	○ Non-GAAP Financial Measure (Adjusted Income)	Beginning on page 8168
	This sub-section provides a discussion of an alternative view of performance used by management.
●	Analysis of Operating Segment Information	Beginning on page 8773
	This section provides a discussion of the performance of each of our operating segments.
●	Analysis of the Condensed Consolidated Statements of ~~Comprehensive Income~~	~~Beginning on page~~ 95
	~~This section provides a discussion of changes in certain components of other comprehensive income.~~
●	~~Analysis of the Condensed Consolidated Balance Sheets~~	~~Beginning on page~~ 96
	~~This section provides a discussion of changes in certain balance sheet accounts.~~
●	~~Analysis of the Condensed Consolidated Statements of~~ Cash Flows	Beginning on page 9777
	This section provides an analysis of our cash flows for the first ~~six~~three months of ~~2019~~2020 and ~~2018.~~2019.
●	Analysis of Financial Condition, Liquidity and Capital Resources	Beginning on page 9878
	This section provides an analysis of selected measures of our liquidity and of our capital resources as of ~~June 30, 2019~~March 29, 2020 and December 31, ~~2018,~~2019, as well as a discussion of our outstanding debt and other commitments that existed as of ~~June 30, 2019~~March 29, 2020 and December 31, ~~2018.~~2019. Included in the discussion of outstanding debt is a discussion of the amount of financial capacity available to help fund Pfizer’s future activities.
●	New Accounting Standards	Beginning on page ~~102~~81
	This section discusses accounting standards that we have recently adopted, as well as those that recently have been issued, but not yet adopted.
●	Forward-Looking Information and Factors That May Affect Future Results	Beginning on page ~~103~~81
	This section provides a description of the risks and uncertainties that could cause actual results to differ materially from those discussed in forward-looking statements presented in this MD&A. ~~Also included in this section is a discussion of legal proceedings and contingencies.~~

Certain amounts in ~~our~~this MD&A may not add due to rounding. All percentages have been calculated using unrounded amounts.

OVERVIEW OF OUR PERFORMANCE, OPERATING ENVIRONMENT, STRATEGY AND OUTLOOK

Our Business

We apply science and our global resources to bring therapies to people that extend and significantly improve their lives through the discovery, development, manufacture and ~~manufacture~~distribution of healthcare products, including innovative medicines and ~~vaccines, as well as, through July 31, 2019, many of the world’s best-known consumer healthcare products.~~vaccines. We work across developed and emerging markets to advance wellness, prevention, treatments and cures that challenge the most feared diseases of our time. We collaborate with healthcare providers, governments and local communities to support and expand access to reliable, affordable healthcare around the world. Our revenues are derived from the sale of our products and, to a much lesser extent, from alliance agreements, under which we co-promote products discovered or developed by other companies or us (Alliance revenues).

At the beginning of our 2019 fiscal year, we began to manage our commercial operations through a new global structure consisting of three business segments––Pfizer Biopharmaceuticals Group (Biopharma), Upjohn and, through July 31, 2019, Consumer Healthcare. Biopharma and Upjohn are the only reportable segments. For additional information about this operating structure, see Notes to Condensed Consolidated Financial Statements––~~Note 2.~~ ~~Assets and Liabilities Held for Saleand~~Note 13A. Segment, Geographic and Other Revenue Information: Segment Information and the ~~“Our Strategy~~––~~Commercial~~“Commercial Operations” section in Part I, Item 1, “Business” of ~~this MD&A below.~~our 2019

Form 10-K.

The majority of our revenues come from the manufacture and sale of biopharmaceutical products. As explained more fully in our ~~2018~~2019 Form 10-K, the biopharmaceutical industry is highly competitive and highly regulated. As a result, we face a number of industry-specific factors and challenges, which can significantly impact our results. These factors include, among others: the loss or expiration of intellectual property rights and the expiration of co-promotion and licensing rights, the ability to replenish innovative biopharmaceutical products, healthcare legislation, pipeline productivity, the regulatory environment, pricing and access pressures, product manufacturing and competition. We also face challenges as a result of the global economic environment. For additional information about these factors and challenges, see the “Our Operating Environment” and “The Global Economic Environment” sections of this MD&A and ofin our ~~2018~~2019 Financial Report and Part I, Item 1A, “Risk Factors” of our ~~2018~~2019 Form ~~10-K.~~10-K and Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q.

The financial information included in our condensed consolidated financial statements for our subsidiaries operating outside the U.S. is as of and for the three ~~and six~~ months ended ~~May 26, 2019~~February 23, 2020 and ~~May 27, 2018.~~February 24, 2019. The financial information included in our condensed consolidated financial statements for U.S. subsidiaries is as of and for the three ~~and six~~ months ended ~~June 30, 2019~~March 29, 2020 and ~~July 1, 2018~~March 31, 2019.

References to operational variances in this MD&A pertain to period-over-period growth rates that exclude the impact of foreign exchange. The operational variances are determined by multiplying or dividing, as appropriate, our current period U.S. dollar results by the current period average foreign exchange rates and then multiplying or dividing, as appropriate, those amounts by the prior-year period average foreign exchange rates. Although exchange rate changes are part of our business, they are not within our control. Exchange rate changes, however, can mask positive or negative trends in the business; therefore, we believe presenting operational variances provides useful information ~~in evaluating~~to evaluate the results of our business.

Our Business Development Initiatives

We are committed to capitalizing on growth opportunities by advancing our own pipeline and maximizing the value of our in-line products, as well as through various forms of business development, which can include alliances, licenses, joint ventures, collaborations, equity- or debt-based investments, dispositions, mergers and acquisitions. We view our business development activity as an enabler of our strategies, and we seek to generate earnings growth and enhance shareholder value by pursuing a disciplined, strategic and financial approach to evaluating business development opportunities. We continue to evaluate business development transactions that have the potential to strengthen our businesses and their capabilities, such as our acquisitions of Array, Therachon, Hospira, Medivation, Anacor and AstraZeneca’s small molecule anti-infectives business, as well as collaborations, and alliance and license agreements with other companies. We assess our businesses, assets and scientific capabilities/portfolio as part of our regular, ongoing portfolio review process and also continue to consider business development activities that will advance our businesses.

Our significant recent business development activities include:

•

Agreement with Valneva SE––On April 30, 2020, we signed an agreement to develop and commercialize Valneva’s Lyme disease vaccine candidate VLA15, which is currently in Phase 2 clinical studies. VLA15 is the only active Lyme disease vaccine program in clinical development today, and covers six serotypes that are prevalent in North America and Europe. The program was granted Fast Track designation by the FDA in July 2017 and Valneva expects to report the first Phase 2 results in mid-2020. Valneva and Pfizer will work closely together throughout the development of VLA15. Valneva is eligible to receive a total of $308 million in cash payments consisting of a $130 million upfront payment, $35 million in development milestones and $143 million in early commercialization milestones. Under the terms of the agreement, Valneva will fund 30% of all development costs through completion of the development program, and in return we will pay Valneva tiered royalties. We will lead late-stage development and have sole control over commercialization.

•

Agreement with BioNTech SE––On April 9, 2020, we signed a global agreement with BioNTech to co-develop a potential first-in-class, mRNA-based coronavirus vaccine program, BNT162, aimed at preventing COVID-19 infection. The collaboration aims to rapidly advance multiple COVID-19 vaccine candidates into human clinical testing based on BioNTech’s proprietary mRNA vaccine platforms, with the objective of ensuring rapid worldwide access to the vaccine, if approved. The collaboration will leverage our broad expertise in vaccine research and development, regulatory capabilities, and global manufacturing and distribution network. We and BioNTech plan to jointly conduct clinical trials for the COVID-19 vaccine candidates initially in the U.S. and Europe across multiple sites. In late April 2020, Pfizer and BioNTech announced that the German regulatory authority, the Paul-Ehrlich-Institut, approved the Phase 1/2 clinical trial and the first patients were dosed with a BNT162 vaccine candidate shortly thereafter. In addition, Pfizer and BioNTech received regulatory approval to begin a Phase 1/2 clinical trial for BNT162 in the U.S., and announced in May 2020 that the first patients in the U.S. have been dosed with a BNT162 vaccine candidate. In connection with the agreement, we will pay BioNTech an upfront cash payment of $72 million and we made an equity investment of $113 million. BioNTech is eligible to receive potential future milestone payments of up to $563 million for a total consideration of $748 million. While Pfizer and BioNTech will share development costs equally if the vaccine is approved and successfully commercialized, Pfizer will be responsible for all of the development costs until commercialization of the vaccine. Thereafter, BioNTech would repay Pfizer its 50 percent share of these development costs through reductions in gross profit sharing and milestone payments to BioNTech over time. BioNTech and Pfizer will also work jointly to commercialize the vaccine worldwide (excluding China, which is subject to a separate collaboration between BioNTech and Fosun Pharma) if development is successful and regulatory approval is obtained.

•

Formation of a New Consumer Healthcare Joint Venture––On July 31, 2019, ~~which fell in the third fiscal quarter of 2019,~~ we ~~closed~~completed the transaction in which we and GSK combined our respective consumer healthcare businesses into a new consumer healthcare joint venture that operates globally under the GSK Consumer Healthcare name. The joint venture is a category leader in pain relief, respiratory and vitamins, minerals and supplements, and therapeutic oral health and is the largest global OTC consumer healthcare business. ~~In exchange for contributing~~Our financial results, and our Consumer Healthcare ~~business, we received a 32% equity stake in~~segment’s operating results, for the ~~new company~~first quarter of 2019 ~~and GSK owns~~reflect three months of Consumer Healthcare segment operations while financial results for the ~~remaining 68%.~~first quarter of 2020 do not reflect any contribution from the Consumer Healthcare business. For additional information, see Notes to Condensed Consolidated Financial Statements––Note 2.2B. ~~Assets~~Acquisition and ~~Liabilities Held for Sale~~Equity-Method Investment: ~~and the “Our Strategy~~Equity-Method Investment––~~Commercial Operations” section of this MD&A below.~~

•

Agreement to Combine Upjohn with Mylan N.V.––On July 29, ~~2019, which fell in the third fiscal quarter of~~ 2019, we announced that we entered into a definitive agreement to combine Upjohn with Mylan, creating a new global pharmaceutical ~~company.~~company, Viatris. Under the terms of the agreement, which is structured as an all-stock, Reverse Morris Trust transaction, Upjohn is expected to be spun off or split off to Pfizer’s shareholders and, ~~simultaneously~~immediately thereafter, combined with Mylan. Pfizer shareholders would own

57% of the combined new company, and former Mylan shareholders would own 43%. The transaction is expected to be tax free to Pfizer and Pfizer shareholders. The transaction is now anticipated to close ~~in mid-2020, subject to Mylan shareholder approval and customary closing conditions, including receipt of regulatory approvals.~~

•

~~Acquisition of Therachon Holding AG––On July 1, 2019, which fell~~ in the ~~third fiscal~~second half of 2020, subject to Mylan shareholder approval and satisfaction of other customary closing conditions, including receipt of regulatory approvals. We expect to incur costs of approximately $500 million in connection with fully separating Upjohn, inclusive of $260 million incurred since inception and through first quarter of ~~2019, we acquired all the remaining shares~~2020. Such charges will include costs and expenses related to separation of ~~Therachon, a privately-held clinical-stage biotechnology company focused on rare diseases, with assets in development for the treatment of achondroplasia, a genetic condition~~legal entities and ~~the most common form of short-limb dwarfism, for $340 million upfront, plus potential milestone payments of up to $470 million. In 2018, Pfizer acquired 3% of Therachon’s outstanding shares.~~anticipated transaction costs.

For ~~additional information,~~a description of the more significant recent transactions through February 27, 2020, the filing date of our 2019 Form 10-K, see ~~Notes to Condensed Consolidated Financial Statements––Note 2.~~ ~~Assets and Liabilities Held for Sale~~ ~~and~~ the “Our ~~Strategy––Our~~ Business Development Initiatives” ~~sections of this MD&A below.~~

~~Product Manufacturing~~

We periodically encounter difficulties or delays in manufacturing, including due to suspension of manufacturing or voluntary recall of a product, or legal or regulatory actions such as warning letters. For example, Hospira’s manufacturing facility in McPherson, Kansas is currently under the FDA inspection status of Official Action Indicated (OAI). As a result of this status, the FDA may refuse to grant premarket approval of applications and/or the FDA may refuse to grant export certificates related to products manufactured at our McPherson site until the site status is upgraded, which upgrade would be based on a re-inspection by the FDA. Future FDA inspections and regulatory activities will further assess the adequacy and sustainability of corrections implemented at the site. Communication with the FDA on the status of the McPherson site is ongoing. For additional information regarding the FDA inspection of the McPherson site, see Part I, Item 1A, “Risk Factors––Product Manufacturing, Sales and Marketing Risks”section of our ~~2018 Form 10-K. Also, in March~~ 2019 we received a warning letter from the FDA communicating the FDA’s view that certain violations of cGMP regulations exist at Pfizer’s Irungattukottai (IKKT) manufacturing facility in Chennai, India. The warning letter is related to the FDA’s March-April 2018 inspection of the IKKT facility. Following this inspection, Pfizer paused production at the IKKT facility and initiated implementation of a comprehensive corrective and preventive action plan to address the issues noted by the FDA. Due to long-term loss of product demand, Pfizer announced in January 2019 its intention to exit the IKKT facility and subsequently the site has been closed.

The product shortages we have been experiencing within our portfolio are primarily for products from the legacy Hospira portfolio and are largely driven by capacity constraints, technical issues and supplier quality concerns. We continue to remediate issues at legacy Hospira facilities manufacturing sterile injectables. Any continuing product shortage interruption at these manufacturing facilities could negatively impact our financial results, specifically in our Hospital portfolio. We continue to make progress on our comprehensive remediation plan to upgrade and modernize these facilities, and we expect our supply issues to be substantially improved by the end of 2019. Financial Report.

Our ~~Second~~First Quarter ~~2019~~2020 Performance

Revenues

Revenues decreased $1.1 billion, or 8%, in the ~~second~~first quarter of ~~2019~~2020 ~~decreased $203 million, or 2%~~, compared to the same period in ~~2018~~2019, ~~which reflects~~reflecting an operational ~~increase~~decrease of ~~$324 million,~~$1.0 billion, or 2%7%, ~~more than offset by~~as well as the unfavorable impact of foreign exchange of ~~$527~~$134 million, or 4%1%. Excluding the impact of Consumer Healthcare, revenues decreased 1% operationally, reflecting a 37% operational decline in our Upjohn business mainly due to the U.S. loss of exclusivity of Lyrica, which was partially offset by 12% operational growth~~Revenues~~

in our Biopharma business. We estimate that the first ~~six months~~quarter of ~~2019~~2020 ~~were relatively flat compared to the same period in~~ ~~2018, and reflect an unfavorable~~includes a net favorable impact of ~~foreign exchange of $980~~approximately $150 million, or 4%1%, due to COVID-19, primarily reflecting increased demand for certain products in Pfizer’s Hospital portfolio and an ~~operational~~ increase in wholesaler buying patterns for Eliquis, partially offset by a decline in patient visits to doctors’ offices and elective surgical procedures during the first quarter of ~~$989 million.~~2020.

~~The following provides an analysis~~See the “Analysis of the ~~changes in revenues~~Condensed Consolidated Statements of Income––Revenues by Operating Segment and Geography” section below for ~~the second quarter and first six months~~more information, including a discussion of ~~2019~~:key drivers of our revenue performance.

(MILLIONS OF DOLLARS) Three Months
Six Months
Revenues, for the three and six months ended July 1, 2018
$ 13,466
$ 26,373

Operational growth/(decline):
Continued growth from certain key brands^(a)
675
1,400
Volume-driven growth from Celebrex and Effexor, primarily in Japan, and higher revenues for Biosimilars primarily in the U.S. 69
124
(Decline)/growth from Lipitor and Norvasc, primarily in China (131 ) 73
Declines from Viagra and Pfizer’s authorized generic for Viagra in the U.S.; the Hospital business; Enbrel internationally; certain rare disease products^(b); Lyrica; Prevnar 13/Prevenar 13 in the second quarter of 2019; and, in the six months ended June 30, 2019, Greenstone, Upjohn’s solid oral dose generics subsidiary
(355 ) (592 )
Growth/(decline) from Consumer Healthcare 8
(11 )
Other operational factors, net 58
(5 )
Operational growth, net 324
989

Operational revenues 13,791
27,361
Unfavorable impact of foreign exchange (527 ) (980 )
Revenues, for the three and six months ended June 30, 2019
$ 13,264
$ 26,382


^(a)	K~~ey brands~~ ~~represent Ibrance, Eliquis and Xeljanz as well as, for the first six months of 2019, Prevnar 13/Prevenar 13.~~


^(b)	~~Certain rare disease products include the hemophilia franchises (BeneFIX and Refacto AF/Xyntha) and Genotropin.~~

For worldwide revenues and revenues by geography, for selected products, see the discussion in the “Analysis of the Condensed Consolidated Statements of Income––Revenues––Selected Product Discussion” section of this MD&A. For additional information regarding the primary indications or class of certain products, see Notes to Condensed Consolidated Financial Statements––Note 13C. Segment, Geographic and Other Revenue Information: Other Revenue Information.

See the “Analysis of the Condensed Consolidated Statements of Income––Revenues by Segment and Geography” section below for more information, including a discussion of key drivers of our revenue performance.

Income from Continuing Operations Before ~~Provision/(Benefit)~~Provision for Taxes on Income

The following provides an analysis of the decrease in Income from continuing operations before ~~provision/(benefit)~~provision for taxes on income for the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020:

(MILLIONS OF DOLLARS) Three Months
Six Months
Income from continuing operations before provision/(benefit) for taxes on income, for the three and six months ended July 1, 2018
$ 4,527
$ 8,654
Favorable/(unfavorable) change in revenues (203 ) 9
Favorable/(unfavorable) changes:

Lower Cost of sales^(a)
340
470
Lower Restructuring charges and certain acquisition-related costs^(b)
160
157
(Unfavorable)/favorable change in the fair value of contingent consideration^(c)
(58 ) 125
Lower Selling, information and administrative expenses^(d)
31
104
Higher royalty-related income^(c)
110
103
Income from insurance recoveries related to Hurricane Maria^(c)
25
50
Higher business and legal entity alignment costs^(c)
(137 ) (252 )
Lower net gains recognized during the period on investments in equity-securities ^(c)
(221 ) (228 )
Lower income from collaborations, out-licensing arrangements and sales of compound/product rights^(c)
(153 ) (212 )
Higher net interest expense^(c)
(85 ) (147 )
Higher net losses on early retirement of debt^(c)
—
(134 )
Unfavorable change in certain legal matters, net^(c)
(103 ) (127 )
(Higher)/lower asset impairment charges^(c)
30
(120 )
Unfavorable impact of net periodic benefit credits other than service costs^(c)
(33 ) (75 )
Non-recurrence of gain on the contribution of Pfizer’s CAR T assets^(c)
(50 ) (50 )
All other items, net (39 )
137
Income from continuing operations before provision/(benefit) for taxes on income, for the three and six months ended June 30, 2019
$ 4,141

$ 8,463



(MILLIONS OF DOLLARS)
Income from continuing operations before provision for taxes on income, for the three months ended March 31, 2019	$	4,323
Unfavorable change in revenues	(1,089		)
Favorable/(Unfavorable) changes:
Lower Cost of sales^(a)	55
Lower Selling, informational and administrative expenses^(b)	465
Lower Amortization of intangible assets^(c)	298
Lower asset impairment charges^(d)	150
Non-recurrence of net losses on early retirement of debt^(d)	138
Lower business and legal entity alignment costs^(d)	119
Higher net losses recognized during the period on equity-securities^(d)	(365		)
Unfavorable change in the fair value of contingent consideration^(d)	(80		)
Higher net interest expense^(d)	(61		)
All other items, net	(67		)
Income from continuing operations before provision for taxes on income, for the three months ended March 29, 2020	$	3,885


^(a)	See the “Costs and Expenses––Cost of Sales” section of this MD&A.


^(b)	See the “Costs and Expenses––~~Restructuring Charges~~Selling, Informational and ~~Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives”~~Administrative (SI&A) Expenses” section of this MD&A.


^(c)	See the “Costs and Expenses––Amortization of Intangible Assets” section of this MD&A.


^(d)	See the Notes to Condensed Consolidated Financial Statements––Note 4. Other (Income)/Deductions—Net.


^(d)	~~See the “Costs and Expenses––Selling, Informational and Administrative (SI&A) Expenses” section of this MD&A.~~

For information on our tax provision and effective tax rate see the ~~“Provision/(Benefit)~~“Provision for Taxes on Income” section of this MD&A and Notes to Condensed Consolidated Financial Statements––Note 5. Tax Matters.

Our Operating Environment

Industry-Specific Challenges

Intellectual Property Rights and Collaboration/Licensing Rights

The loss, expiration or invalidation of intellectual property rights, patent litigation settlements with manufacturers and the expiration of co-promotion and licensing rights can have a ~~significant~~material adverse effect on our revenues. Many of our branded products have multiple patents that expire at varying dates, thereby strengthening our overall patent protection. However, once patent protection has expired or has been lost prior to the expiration date as a result of a legal challenge, we typically lose exclusivity on these products, and generic and biosimilar pharmaceutical manufacturers generally produce similar products and sell them for a lower price. The date at which generic competition commences may be different from the date that the patent or regulatory exclusivity expires. However, when generic competition does commence, the resulting price competition can substantially decrease our revenues for the impacted products, often in a very short period of time. Also, if one of our patents is found to be invalid by judicial, court or administrative proceedings, such as inter partesreview, post-grant review, re-examination or opposition proceedings, before the U.S. Patent and Trademark Office, the European Patent Office, or other foreign counterparts, generic or competitive products could be introduced into the market resulting in the erosion of sales of our existing products. For example, several of the patents in our pneumococcal vaccine portfolio were challenged in inter partes review and post-grant review proceedings in the U.S. The Patent Trial and Appeal Board refused to initiate proceedings as to two patents. In June 2018, the Patent Trial and Appeal Board ruled on another patent, holding that one claim was valid and that all other claims were invalid. The party challenging that patent has appealed the decision. In March and June 2019, an

additional patent was found invalid in separate proceedings by the Patent Trial and Appeal Board. We have appealed. Challenges to other patents remain pending in jurisdictions outside the U.S. The invalidation of all of the patents in our pneumococcal portfolio could potentially allow a competitor pneumococcal vaccine into the marketplace. In the event that any of the patents are found valid and infringed, a competitor pneumococcal vaccine might be prohibited from entering the market or required to pay Pfizer a royalty.

~~A number~~Certain of our current products have experienced patent-based expirations or loss of regulatory exclusivity in certain markets in the last few years, and we expect certain products to face significantly increased generic competition over the next few years. For example, ~~as a result of a patent litigation settlement, Teva Pharmaceuticals USA, Inc. launched a generic version of Viagra in the U.S. in December 2017. Patent expiries will continue over several years, with~~ Lyrica ~~(a product in our Upjohn business) losing~~lost patent protection in the U.S. in June 2019 and multi-source generic competition began in July 2019. Also, the basic product patent for Chantix in the U.S. will expire in November 2020. We expect the impact of reduced revenues due to patent expiries will be significant in ~~2019 and~~ 2020, then moderating downward to a much lower level from 2021 through 2025.

Our biologic products, including BeneFIX, ReFacto, Xyntha, Bavencio, Prevnar 13/Prevenar 13 and Enbrel (we market Enbrel outside the U.S. and Canada), may face in the future, or already face, competition from biosimilars (also referred to as follow-on biologics). If competitors are able to obtain marketing approval for biosimilars referencing our biologic products, our biologic products may become subject to competition from these biosimilars, with attendant competitive pressure, and price reductions could follow. For example, Enbrel faces ongoing biosimilar competition in most developed Europe markets. The expiration or successful challenge of applicable patent rights could trigger this competition, assuming any relevant regulatory exclusivity period has expired.

~~See the “Intellectual Property Rights and Collaboration/Licensing Rights” section of our~~ ~~2018~~ ~~Financial Report for additional information about recent losses and expected losses of product exclusivity in the U.S., Europe and/or Japan impacting product revenues.~~

For additional information, including the patent rights we consider most significant in relation to our business as a whole, together with the year in which the basic product patent expires and recent and expected losses of product exclusivity, see the “Patents and Other Intellectual Property Rights” section in Part I, Item 1, “Business” of our ~~2018~~2019 Form 10-K.

We will continue to ~~vigorously~~aggressively defend our patent rights whenever we deem appropriate. For a discussion of certain recent developments with respect to patent litigation, see Notes to Condensed Consolidated Financial Statements––Note 12A1. Contingencies and Certain Commitments: Legal Proceedings––Patent Litigation.

Regulatory Environment/Pricing and Access––U.S. Healthcare Legislation

In March 2010, the ACA was enacted in the U.S. For additional information, see the “Government Regulation and Price Constraints” section in Part I, Item 1, “Business”, of our ~~2018~~2019 Form 10-K.

													We recorded the following amounts as a result of the U.S. Healthcare Legislation:
	Three Months Ended				Six Months Ended				Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018		March 29, 2020		March 31, 2019
Reduction to Revenues, related to the Medicare “coverage gap” discount provision	$	154	$	117	$	289	$	218	$	134	$	135
Selling, informational and administrative expenses, related to the fee payable to the federal government (which is not deductible for U.S. income tax purposes), based on our prior-calendar-year share relative to other companies of branded prescription drug sales to specified government programs. The first six months of 2018 also reflected a favorable true-up associated with the updated 2017 invoice received from the federal government, which reflected a lower expense than what was previously estimated for invoiced periods.	70		73		121		75
Selling, informational and administrative expenses, related to the fee payable to the federal government (which is not deductible for U.S. income tax purposes), based on our prior-calendar-year share relative to other companies of branded prescription drug sales to specified government programs.									39		50

Regulatory Environment/Pricing and Access––Government and Other Payer Group Pressures

The pricing of medicines by pharmaceutical manufacturers and the cost of healthcare, which includes medicines, medical services and hospital services, continues to be important to payers, governments, patients, and other stakeholders. Governments, MCOs and other payor groups continue to seek increasing discounts on our products through a variety of means and could have a material adverse impact on our results of operations. We believe that medicines are amongst the most powerful tools for patients in curing, treating and preventing illness and disability, and that all patients should have appropriate access to the medicines their doctors prescribe. We may consider a number of factors when determining a medicine’s price, including, for example, its impact on patients and their disease, other available treatments, the medicine’s potential to reduce other healthcare costs (such as hospital stays), and affordability. Within the U.S., in particular, we may also engage with patients, doctors and healthcare plans regarding their views. We also negotiate with insurers, including PBMs and MCOs, often providing significant discounts to them from the list price. The price that patients pay in the U.S. for the medicines their physicians prescribe is ultimately set by healthcare providers and insurers. On average, in the U.S., insurers

impose a higher out-of-pocket burden on patients for prescription medicines than for comparably-priced medical services. Private third-party payers and federal and state governments in the U.S. continue to take action to manage the utilization of drugs and control the cost of drugs, including increasingly employing formularies to control costs by taking into account discounts in connection with decisions about formulary inclusion or favorable formulary placement. We will continue to work with insurance providers, governments and others to improve access to today’s innovative treatments.

Governments, MCOs and other payer groups continue to seek increasing discounts on our products through a variety of means, such as leveraging their purchasing power, implementing price controls, and demanding price cuts (directly or by rebate actions). In Europe,Certain governments, including the different EU member states, the U.K., China, Japan, ~~China,~~ Canada, South Korea and some other international markets, ~~governments~~ provide healthcare at low-to-zero direct cost to consumers at the point of care and have significant power as large single payers to regulate pharmaceutical prices or patient reimbursement levels to control costs for the government-sponsored healthcare system, particularly under recent global ~~economic~~financing pressures.

~~U.S.~~––In the U.S., government action to reduce federal spending on entitlement programs including Medicare and Medicaid may affect payment for our products or services provided using our products. Any significant spending reductions or cost controls affecting Medicare, Medicaid or other publicly funded or subsidized health programs that may be implemented could have an adverse impact on our results of operations. Significant Medicare reductions could also result if, for example, Congress proceeds with certain proposals to convert the Medicare fee-for-service program into a premium support program, or Congress chooses to implement the recommendations made annually by the Medicare Payment Advisory Commission, which are primarily intended to extend the fiscal solvency of the Medicare program.

Consolidation among MCOs has increased the negotiating power of MCOs and other third-party payers. Private third-party payers, as well as governments, increasingly employ formularies to control costs by taking into account discounts in connection with decisions about formulary inclusion or favorable formulary placement. Failure to obtain or maintain timely or adequate pricing or favorable formulary placement for our products, or failure to obtain such formulary placement at favorable pricing, could adversely impact revenue.

Efforts by government officials or legislators to implement measures to regulate prices or payment for pharmaceutical products, including legislation on drug importation, could adversely affect our business if implemented. Recently, there has been considerable public and government scrutiny of pharmaceutical pricing and measures to address the perceived high cost of pharmaceuticals are being considered by Congress, the Presidential Administration and select states.

We believe medicines are the most efficient and effective use of healthcare dollars based on the value they deliver to the overall healthcare system. We will continue to work with law makers and advocate for solutions that effectively improve patient health outcomes, lower costs to the healthcare system, and ensure access to medicines within an efficient and affordable healthcare system.

There have been significant efforts at the federal and state levels to reform the healthcare system by enhancing access to healthcare, improving the delivery of healthcare and further rationalizing payment for healthcare. We face uncertainties due to federal legislative and administrative efforts to repeal, substantially modify or invalidate some or all of the provisions of the ACA. For example, tax reform legislation enacted at the end of 2017 eliminates the tax penalty for individuals who do not maintain sufficient health insurance coverage beginning in 2019 (the so-called “individual mandate”). We anticipate continued Congressional interest in modifying provisions of the ACA, particularly given the December 2018 ruling in ~~Texas v. Azar~~ to invalidate the law as unconstitutional, and the subsequent decision by the U.S. Department of Justice not to defend the law. At this time, the law remains in effect pending appeals of the decision. Given the outcomes of the 2018 U.S. midterm elections with Democrats taking over the U.S. House of Representatives and Republicans growing their majority in the U.S. Senate, we believe it is unlikely Congress will find bipartisan consensus to advance any significant changes to the ACA until the legal process unfolds. The revenues generated for Pfizer by the health insurance exchanges and Medicaid expansion under the ACA are not material, so the impact of the change in law and similar recent Presidential Administration actions is expected to be limited. Any future replacement, modification or repeal of the ACA may adversely affect our business and financial results, particularly if the legislation reduces incentives for employer-sponsored insurance coverage. As another example, the Bipartisan Budget Act of 2018, which increased the discount we pay in the Medicare Part D “coverage gap” from 50% to 70%, will modestly increase our future Medicare Part D rebates. Any future healthcare reform efforts may adversely affect our business and financial results.

The potential for additional pricing and access pressures in the commercial sector continues to be significant. Some employers, seeking to avoid the tax on high-cost health insurance in the ACA to be imposed in 2022, are already scaling back healthcare benefits and an increasing number are implementing high deductible benefit designs. This is a trend that is likely to continue. Private third-party payers, such as health plans, increasingly challenge pharmaceutical product pricing, which could result in lower prices, lower reimbursement rates and a reduction in demand for our products. Pricing pressures for our products may occur as a result of highly competitive insurance markets. Healthcare provider purchasers, directly or through group purchasing organizations, are seeking enhanced discounts or implementing more rigorous bidding or purchasing review processes.

Overall, there is increasing pressure on U.S. providers to deliver healthcare at a lower cost and to ensure that those expenditures deliver demonstrated value in terms of health outcomes. Longer term, we are seeing a shift in focus away from fee-for-service

payments towards outcomes-based payments and risk-sharing arrangements that reward providers for cost reductions and improved patient outcomes. These new payment models can, at times, lead to lower prices for, and restricted access to, new medicines. At the same time, these models can also promote utilization of drugs by encouraging physicians to screen and diagnose and consider drugs as a means of forestalling more costly medical interventions.

~~Outside the U.S~~.~~––Certain governments, including the different EU Member States, China, Japan, Canada and South Korea, have significant power as large single payers to regulate prices and~~Governments may use a variety of cost-containment measures for our pharmaceutical products, including price cuts, mandatory rebates, ~~public or private~~ health technology assessments, forced localization as a condition of market access, ~~and international~~“international reference ~~pricing~~pricing” (i.e., the practice of a country linking its regulated medicine prices to those of other countries). As a result, we expect that such pressures on the pricing component of operating results will continue. In addition, the international patchwork of price regulation and differing economic conditions and incomplete value assessments across countries has led to varying health outcomes and some third-party trade in our products between countries.

In particular, international reference pricing adds to the regional impact of price cuts in individual countries and hinders patient access and innovation. Price variations, exacerbated by international reference pricing systems, also have resulted from exchange rate fluctuations. The downward pricing pressure resulting from this dynamic can be expected to continue as a result of reforms to international reference pricing policies and measures targeting pharmaceuticals in some European countries.

~~In addition, several important multilateral organizations, such as the United Nations (UN)~~, including the World Health Organization (WHO), and the Organization for Economic Cooperation and Development (OECD), are increasing scrutiny of international pharmaceutical pricing through issuing reports and policy recommendations. In 2019, the WHO continued exerting pressure on pharmaceutical pricing practices by supporting strategies to reduce medicine prices, including calling for greater transparency around the cost of research and development and production of medicines, as well as disclosure of net prices.

In China, pricing pressures have increased in recent years, and Chinese government officials have consistently emphasized that decreased drug prices will serve as a key indicator of progress towards ambitious healthcare reform goals. While the government provides basic health insurance for the vast majority of Chinese citizens, that insurance is not adequate to cover many innovative medicines, and alternative funding sources for innovative medicines remain suboptimal.

In 2017 and 2018, China’s government negotiated with companies to add approximately 60 innovative drugs (mainly oncology medicines) to the National Reimbursement Drug List. Prices for drugs were reduced dramatically through this government-led process. While these negotiations included a path to access for companies, market access is not strictly assured. In addition, significant questions about the processes and negotiations for provincial tendering remain, as well as the need for multi-layered negotiations across provincial, municipal and hospital levels. In the off-patent space, in 2013, China began to implement a quality consistency evaluation (QCE) process in order to improve the quality of domestically-manufactured generic drugs, primarily by requiring such drugs to pass a test to assess their bioequivalence to a qualified reference drug (typically the originator drug). In 2018, numerous local generics were officially deemed bioequivalent under QCE. A pilot project for centralizedprocesses and volume-based procurement was then initiated including 31 categories of drugs covering 11 major Chinese cities. Under this procurement model, a tender process has been established where a certain portion of included molecule volumes are guaranteed to tender winners. The program is intended to contain healthcare cost by driving utilization of generics that have passed QCE and contain healthcare cost, which has resulted in dramatic price cuts for off-patent drugs. In July 2019, China’s government announced a plan for a nationwide expansion of the volume-based procurement model.procurement. ~~We are taking steps to mitigate the revenue impact of these initiatives but anticipate that they will continue to affect Upjohn’s operations in China going forward.~~

In response to the evolving U.S. and global healthcare spending landscape, we continue to work with health authorities, health technology assessment and quality measurement bodies and major U.S. payers throughout the product-development process to better understand how these entities value our compounds and products. Further, we seek to develop stronger internal capabilities focused on demonstrating the value of the medicines that we discover or develop, register and manufacture, by recognizing patterns of usage of our medicines and competitor medicines along with patterns of healthcare costs.

For additional information, see the ~~“Regulatory Environment––Pipeline Productivity” and “Competition” sections of our~~ ~~2018~~ ~~Financial Report and the~~ “Government Regulation and Price ~~Constraints”~~Constrains” section in Part I, Item 1, “Business” of our ~~2018~~2019 Form 10-K.

Other Industry-Specific Challenges

Regulatory agencies periodically inspect our drug manufacturing facilities to evaluate compliance with cGMP or other applicable requirements. Failure to comply with these requirements may subject us to possible legal or regulatory actions, such as warning letters, suspension of manufacturing, seizure of product, injunctions, debarment, recall of a product, delays or denials of product approvals, import bans or denials of import certifications, any of which could have a material adverse effect on our business, financial condition and results of operations. In December 2019-January 2020, for example, the FDA conducted an inspection of our McPherson facility and issued an inspection report noting several findings to which Pfizer responded. Based on the outcome of this inspection, the FDA upgraded the inspection classification of the McPherson site to Voluntary Action Indicated (VAI) from Official Action Indicated. VAI status will allow supplements, including those for manufacturing changes/improvements and new products, to proceed for approval following the normal FDA process for a site with an acceptable compliance status. For additional information, see the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Product Manufacturing” section of our 2019 Financial Report.

In addition, we and other pharmaceutical companies continue to face other industry-specific challenges that can significantly impact our business, including, among others, the regulatory environment, pipeline productivity and competition. For additional information, see the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Operating Environment––Industry-Specific Challenges––Regulatory Environment––Pipeline Productivity” and “––Competition”sections

of our 2019 Financial Reportand Part I, Item 1A, “Risk Factors” of our 2019 Form 10-K and Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q.

The Global Economic Environment

In addition to the industry-specific factors discussed above, we, like other businesses of our size, are exposed to the economic cycle, which impacts our biopharmaceutical operations globally.

COVID-19 Pandemic. In December 2019, illnesses associated with COVID-19 were reported and the virus has since caused widespread and significant disruptions to daily life and economies across geographies. The World Health Organization has classified the outbreak as a pandemic. Our business, operations and financial condition and results have been impacted to varying degrees, which we currently expect to primarily impact the second quarter of 2020.

~~Governments, corporations,~~Pfizer’s Response to COVID-19

We are fully committed to confronting the public health challenge posed by the COVID-19 pandemic by collaborating with industry partners and ~~insurance companies, which~~academic institutions to develop potential approaches to prevent and treat COVID-19. Our researchers and scientists also have been exploring potential new uses of existing medicines in our portfolio that may be able to help infected patients. We aim to leave no stone unturned as we explore every option to help provide ~~insurance benefits~~society with a treatment or vaccine.

In response to ~~patients, have implemented increases~~the COVID-19 pandemic, in ~~cost-sharing~~March 2020, we issued a five-point plan calling on the biopharmaceutical industry to join us in committing to unprecedented collaboration to combat COVID-19. In April 2020, we announced some important advances in the battle against the COVID-19 pandemic, including, among others:

We and ~~restrictions~~The Pfizer Foundation announced the commitment of $40 million in medical and charitable cash grants to help

combat the health effects of the COVID-19 pandemic in the U.S. and around the world. The Pfizer Foundation is a

charitable organization established by Pfizer Inc. It is a separate legal entity from Pfizer Inc. with distinct legal restrictions.

We confirmed a lead compound and analogues to be potent inhibitors of the SARS-CoV-2 3C-like protease, based on access to medicines, potentially causing patients to switch to generic or biosimilar products, delay treatments, skip doses or use less effective treatments. As discussed above, government financing pressures canthe results of initial screening assays. In addition, preliminary data suggest the lead to negative pricing pressure in various markets where governments take an active role in setting prices, access criteria (e.g., through public or private health technology assessments), or other means of cost control. Examples include the different EU Member States, Japan, China, Canada, South Korea and a number of other international markets. The U.S. continues to maintain competitive insurance markets, but has also seen significant increases in patient cost-sharing and growing government influence as government programsprotease inhibitor shows antiviral activity against SARS-CoV-2. Consequently, we will continue to ~~grow~~perform pre-clinical confirmatory studies, including further anti-viral profiling and assessment of the suitability of the lead molecule for IV administration clinically. In parallel, we are also investing in materials with the aim of accelerating the start of a potential clinical study of the lead molecule to the third quarter of 2020, subject to positive completion of the pre-clinical confirmatory studies and regulatory approval.

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We entered into a global agreement with BioNTech to co-develop a potential first-in-class, mRNA-based coronavirus vaccine program, BNT162, aimed at preventing COVID-19 infection. In late April 2020, we and BioNTech announced that the German regulatory authority, the Paul-Ehrlich-Institut, approved the Phase 1/2 clinical trial and the first patients were dosed with a BNT162 vaccine candidate shortly thereafter. In addition, Pfizer and BioNTech received regulatory approval to begin a Phase 1/2 clinical trial for BNT162 in the U.S., and announced in May 2020 that the first patients in the U.S. have been dosed with a BNT162 vaccine candidate. For additional information on our collaboration with BioNTech, see the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Business Development Initiatives”section of this MD&A.

We are also evaluating existing Pfizer medicines, which are the subject of novel research projects for investigation in COVID-19 patients.

Despite our significant investments and efforts, our development programs for any potential treatment or vaccine for COVID-19 may not be successful as the risk of failure is significant and there can be no certainty these efforts will yield a ~~source~~successful product nor that these costs will ultimately be recouped. In addition, we may change the way we approach or provide additional research funding for potential drug development related to COVID-19. We will continue to share information from our portfolio and emerging candidates that could benefit the global effort to respond to this unprecedented healthcare crisis.

Impact of ~~coverage.~~COVID-19 on Pfizer’s Business and Operations

~~Significant portions~~We are continuing to monitor the latest developments regarding the COVID-19 pandemic on our business, operations, and financial condition and results, and have made certain assumptions regarding the pandemic for purposes of our ~~revenues, costs~~operational planning and ~~expenses, as well as our substantial international net assets, are exposed to changes in foreign exchange rates. We seek to manage our foreign exchange risk in part through operational means,~~financial projections, including ~~managing same-currency revenues in relation to same-currency costs~~assumptions regarding the duration and ~~same-currency assets in relation to same-currency liabilities. Depending on market conditions, foreign exchange risk~~severity of the pandemic and the global macroeconomic impact of the pandemic. For additional information, please also is managed through the use of derivative financial instruments and foreign currency debt. As we operate in multiple foreign currencies, including the euro, the Japanese yen, the Chinese renminbi, the U.K. pound, the Canadian dollar and approximately 100 other currencies, changes in those currencies relative to the U.S. dollar will impact our revenues and expenses. If the U.S. dollar were to weaken against another currency, assuming all other variables remained constant, our revenues would increase, having a positive impact on earnings, and our overall expenses would increase, having a negative impact on earnings. Conversely, if the U.S. dollar were to strengthen against another currency, assuming all other variables remained constant, our revenues would decrease, having a negative impact on earnings, and our overall expenses would decrease, having a positive impact on earnings. Therefore, significant changes in foreign exchange rates can impact our results andsee our financial ~~guidance.~~

~~The impact~~guidance set forth in the “Overview of ~~possible currency devaluations in countries experiencing high inflation rates or significant exchange fluctuations, including Venezuela~~Our Performance, Operating Environment, Strategy and Argentina, can impact our results and financial guidance. For further information about our exposure to foreign currency risk, see the “Analysis of Financial Condition, Liquidity and Capital Resources” and the “OurOutlook––Our Financial Guidance for ~~2019” sections of this MD&A.~~

In June 2016, the U.K. electorate voted in a referendum to leave the EU, which is commonly referred to as “Brexit”. In March 2017, the U.K. government formally notified the European Council of its intention to leave the EU after it triggered Article 50 of the Lisbon Treaty to begin the two-year negotiation process establishing the terms of the exit and outlining the future relationship between the U.K. and the EU. Formal negotiations officially started in June 2017. After multiple votes in the British Parliament in January and March 2019 failing to approve the draft Brexit withdrawal agreement with the EU, the U.K. government negotiated a delay to the U.K.’s withdrawal until October 31, 2019, with the option of an earlier date if agreement can be reached sooner, so the new date of Brexit is still uncertain. The outcome after Brexit also continues to be uncertain, which may pose certain implications to our research, commercial and general business operations in the U.K. and the EU, including the approval and supply of our products. At present, it is still unclear whether and to what extent the U.K. will remain within or aligned to the EU system of medicines regulation, depending on the ultimate outcome of the negotiations. However, both the U.K. and the EU have issued detailed guidance for the industry on how medicines, medical devices and clinical trials will be separately regulated in their respective territories in the event of a ‘hard Brexit’, meaning an outcome where no negotiated settlement is reached. This outcome is appearing increasingly more likely in light of recent political developments.

~~We generated approximately 2% of our worldwide revenues from the U.K. in 2018 and in the first six months of~~ ~~2019, including the foreign currency exchange impact from the weakening U.K. pound relative to the U.S. dollar to date.~~

Pfizer’s preparations for Brexit, including for a ‘hard Brexit’, are well advanced to make the changes necessary to meet all relevant requirements in the EU and the U.K. after Brexit, especially in the regulatory, research, manufacturing and supply chain areas. The principal aim is to ensure the continuity of supply to patients in Europe (EU and the U.K.) and other global markets impacted by these changes. Between 2018 and 2021, we expect to spend up to approximately $70 million in one-time costs to make these adaptations.

Pfizer maintains a strong financial position while operating in a complex global environment. Due to our significant operating cash flows, financial assets, access to capital markets and available lines of credit and revolving credit agreements, we continue to believe that we have, and will maintain, the ability to meet our liquidity needs for the foreseeable future. Our long-term debt is rated high quality by both S&P and Moody’s. As market conditions change, we continue to monitor our liquidity position. We have taken and will continue to take a conservative approach to our financial investments. Both short-term and long-term investments consist primarily of high-quality, highly liquid, well-diversified, available-for-sale debt securities. For further discussion of our financial condition and credit ratings, see the “Analysis of Financial Condition, Liquidity and Capital Resources”2020” section of this MD&A. Despite careful tracking and planning, however, we are unable to accurately predict the extent of the impact of the pandemic on our business, operations and financial condition and results due to the uncertainty of future developments. In particular, we believe the ultimate impact on our business, operations and financial condition and results will be affected by the speed and extent of the continued spread of the coronavirus globally, the duration of the pandemic, new information that may emerge concerning the severity and incidence of COVID-19, the safety, efficacy and availability of a vaccine and treatments for

COVID-19, the global macroeconomic impact of the pandemic and governmental or regulatory actions to contain the virus or control supply of medicines. We are focused on all aspects of our business and are implementing measures aimed at mitigating issues where possible, including by using digital technology to assist in operations for our commercial, manufacturing, R&D and enabling functions globally.

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Our Colleagues. Our colleagues and customers have both had disruptions to the normal ways of working. At this time, our colleagues in most locations who are able to perform their job functions outside of our facilities are working remotely. Certain of our colleagues, primarily those in the Pfizer Global Supply, Worldwide Research and Development, and Global Product Development organizations, have roles whose physical presence at our facilities is required to perform their job function. These colleagues continue to report to work but are subject to strict protocols intended to reduce the risk of transmission, including social distancing, maintaining contact logs, increased cleaning and use of personal protective equipment as necessary.

•

Our Sales and Marketing. We have experienced an impact on our sales and marketing activities due to widespread restrictions on in-person meetings with healthcare professionals and the refocused attention of the medical community on fighting COVID-19. Access to prescribers for sales force colleagues during the first quarter of 2020 was mixed, with those in China unable to meet with healthcare professionals for most of the quarter, while those in the U.S. were unable to meet in-person with healthcare professionals starting in the second half of March.

As a result of the lower number of in-person meetings with prescribers and restrictions on patient movements due to government-mandated work-from-home or shelter-in-place policies, the rate of new prescriptions for certain products and of vaccination rates for most vaccines has slowed, which is currently expected to primarily impact our second quarter of 2020 financial results. These declines are expected to be partially offset by existing patients refilling prescriptions that extend the per-prescription treatment duration to avoid going to pharmacies as frequently, which had a modest favorable impact in the first quarter of 2020 and is expected to continue in the second quarter of 2020. In addition, certain of our medicines saw increased demand, which we believe may be due to physicians apparently prescribing them to treat or prevent COVID-19 related conditions, including Prevnar 13/Prevenar 13 for streptococcus pneumoniae in adults and certain anti-infective products, as well as certain sterile injectable products utilized in the intubation and ongoing treatment of mechanically-ventilated COVID-19 patients. These products are not approved for use in the treatment or prevention of COVID-19, and, therefore, we do not know the benefit/risk profile for their use in this disease.

•

Our Manufacturing and Supply Chain.Our manufacturing and supply chain professionals have been working continuously in an effort to ensure continued patient access to our medicines and vaccines. Across our plant network, we have implemented our preparedness plan to control site operations. To date, we have not seen a significant disruption in our supply chain, and all of our manufacturing sites around the world have continued to operate at or near normal levels. So far, we have been able to mitigate distribution issues that have arisen, including by using newly available commercial air capacity to transport inventory. We continue to monitor for actions by governments that could result in disruptions to supply movements.

In addition, we are taking a number of steps simultaneously to scale up manufacturing operations at risk to accelerate our ability to supply a potential novel treatment or vaccine for COVID-19. We are also committed to offering any excess manufacturing capacity and to potentially shifting production in order to support others’ efforts to manufacture any life-saving breakthroughs that may be developed to combat COVID-19.

•

Our Clinical Trials. In late March 2020, we paused the recruitment portion of certain ongoing global interventional clinical studies and delayed most new study starts. We took this action in the interests of public health, so that clinical site partners and we could concentrate on care for patients in ongoing clinical trials and to avoid adding to the demands on the healthcare system during the peak of the COVID-19 crisis.

In late April 2020, we began to restart recruitment across the development portfolio, including new study starts, at all clinical trial sites that are currently operational and where we and investigators are able to monitor safety and where health authorities have allowed recruitment to resume. We will work with investigator sites to ensure their readiness before any new study participants are enrolled. Completion of certain studies currently in the recruitment stage or studies that have yet to begin could be delayed.

For all ongoing clinical trials, we are working closely with clinical trial sites to understand their needs and are performing remote monitoring to oversee study conduct. In addition, processes to enable tele-health and home healthcare are being utilized where appropriate to continue the data collection process and support patient safety.

•

Our Products. Our portfolio of products comprises medicines and vaccines which may experience varying impacts from the COVID-19 pandemic. Some of our products, such as Eliquis and Ibrance, are medically necessary but also more reliant on maintenance therapy with continuing patients in addition to new patients. Certain other products, such as Vyndaqel/Vyndamax and Chantix/Champix as well as products used in certain elective surgeries, are more reliant on new patient starts and typically require doctor visits, and some other medicines have been identified as medically necessary for treatment in the pandemic, such as certain of our Hospital sterile injectable products. A large proportion of our portfolio is

comprised of oral or self-injected medicines that do not require a visit to an infusion center or a doctor’s office for administration of the medicines, although we anticipate a temporary slowdown for vaccines or other physician-administered medicines which do require doctor’s visits. Specialty pharmacy channels, from which we derive a majority of our revenue, enable direct delivery of these specialty medicines to patients.


•	Our Financial Condition and Access to Capital Markets. Due to our significant operating cash flows, as well as our financial assets, access to capital markets and revolving credit agreements, we believe we have, and will maintain, the ability to meet liquidity needs for the foreseeable future.

We will continue to pursue efforts to maintain the continuity of our operations while monitoring for new developments related to the COVID-19 pandemic, which are unpredictable. Future COVID-19 developments could result in additional favorable or unfavorable impacts on our business, operations or financial condition and results. If we experience significant disruption in our manufacturing or supply chains or significant disruptions in clinical trials or other operations, or if demand for our products is ultimately significantly reduced as a result of the COVID-19 pandemic, we could experience a material adverse impact on our business, operations and financial condition and results. For additional information, please also see Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q.

For other global economic environment matters impacting our business, see the “Overview of Our Performance, Operating Environment, Strategy and Outlook––The Global Economic Environment”section of our 2019 Financial Report.

These and other industry-wide factors that may affect our businesses should be considered along with information presented in the “Forward-Looking Information and Factors That May Affect Future Results” section of this MD&A and in Part I, Item 1A, “Risk Factors” of our ~~2018~~2019 Form ~~10-K.~~10-K and Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q.

Our Strategy

We believe that our medicines provide significant value for both healthcare providers and patients, not only from the improved treatment of diseases but also from a reduction in other healthcare costs, such as emergency room or hospitalization costs, as well as improvements in health, wellness and productivity. We continue to actively engage in dialogues about the value of our medicines and how we can best work with patients, physicians and payers to prevent and treat disease and improve outcomes. We continue to work within the current legal and pricing structures, as well as continue to review our pricing arrangements and contracting methods with payers, to maximize patient access and minimize any adverse impact on our revenues. We remain firmly committed to fulfilling our ~~company’s~~Company’s purpose: Breakthroughs that change patients’ lives. By doing so, we expect to create value for the patients we serve and for our colleagues and shareholders. For a more comprehensive discussion of our strategy including additional discussion of certain items below, see the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Strategy”section of our 2019 Financial Report.

Organizing for Growth

We believe we have one of the strongest pipelines we have had in over a decade, and believe we are well positioned for future growth. ~~Patent~~Additional patent expiries will continue over several years, ~~with Lyrica (a product in our Upjohn business) losing patent protection in the U.S. in June 2019. We~~and we expect the impact of reduced revenues due to patent expiries will be significant in ~~2019 and~~ 2020, then moderating downward to a much lower level from 2021 through 2025. This confluence of events has ~~given~~provided us an opportunity to look at and refine how we organize our business to best achieve sustainable growth and to deliver our medicines and vaccines to the maximum number of people who need them.

At the beginning of our fiscal year 2019, we began to manage our commercial operations through a new global structure consisting of three businesses, each ~~of which is~~ led by a single manager—Pfizer Biopharmaceuticals Group (Biopharma), Upjohn and, through July 31, 2019, Pfizer’s Consumer Healthcare business. We designed this new global structure to take advantage of new growth opportunities driven by the evolving and unique dynamics of relevant markets.

~~See the “Commercial Operations” section below for~~ For additional information about each ~~business.~~

Webusiness, see Notes to Condensed Consolidated Financial Statements—Note 13A. Segment, Geographic and Other Revenue Information: Segment Information. As part of our Organizing for Growth initiative, we also reorganized our R&D operations, as ~~part~~explained in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Strategy––Organizing for Growth” section of our ~~Organizing for Growth reorganization:~~

The former Worldwide, Research and Development organization is renamed Worldwide Research, Development and Medical (WRDM) as we have created a new Worldwide Medical & Safety organization in WRDM that incorporates the former Chief Medical Office as well as the Worldwide Safety function;

The R&D organization within our former Essential Health business has been integrated into the WRDM, GPD and Upjohn organizations, including moving biosimilars into WRDM and GPD and realigning them with the relevant therapeutic areas (e.g., Oncology and Inflammation & Immunology);

~~The Regulatory function has been moved from the WRDM organization into the GPD organization; and~~

~~Late-stage portfolio spend has been moved from our former Innovative Health business to GPD and from our former Essential Health business to GPD and Upjohn.~~

~~We re-aligned our commercial operations in~~ 2019 ~~for a number of reasons, including:~~

Bringing biosimilars into our Oncology and Inflammation & Immunology therapeutic categories gives us the potential to leverage our R&D, regulatory and commercial infrastructure within the Biopharma business to more efficiently bring those assets to market;

Creating a business unit (i.e., the Hospital unit within Biopharma) that is solely focused on medicines that are used in hospitals can potentially bring greater focus and attention to serving those customers and developing those relationships;

Giving Upjohn more autonomy with a focus on maximizing the value of its products, particularly in emerging markets, provides it the opportunity to operate as a standalone business within Pfizer with the potential for sustainable modest growth; and

We believe this new structure better positions each business to achieve its growth potential as we transition to a period post-2020 where we expect higher and more sustained revenue growth due to declining LOEs and the potential of our late-stage pipeline.

~~Biopharma seeks to leverage a strong pipeline, organize around operational growth drivers, and capitalize on trends creating long-term growth opportunities, including:~~

~~an aging global population that is generating increased demand for innovative medicines that address patients’ unmet needs;~~

~~advances in both biological science and digital technology that are enhancing the delivery of breakthrough new medicines; and~~

~~the increasingly significant role of hospitals in healthcare systems.~~

Urbanization and the rise of the middle class in emerging markets, particularly in Asia, provide growth opportunities for the Upjohn business. Our ability to work collaboratively within local markets and to be fast, focused and flexible is intended to

position this business to seize these opportunities. Upjohn has distinct and dedicated manufacturing, marketing, regulatory and, subject to limited exceptions, enabling functions that report directly into the business providing autonomy and positioning Upjohn to operate as a true stand-alone division. We created this new structure to, among other things, position Upjohn to optimize its distinct growth potential and provide us with the flexibility to access further opportunities to enhance value.Financial Report.

Subsequent to the re-alignment of our commercial operations in 2019, on July 29, 2019, we announced that we entered into a definitive agreement to combine Upjohn with Mylan, creating a new global pharmaceutical ~~company.~~company, Viatris. For additional information, see the “Our Business Development Initiatives” section above in this MD&A. We believe the new company will transform and accelerate Upjohn’s and Mylan’s ability to serve patients’ needs and expand their capabilities across more than 165 markets. The combination will drive a sustainable, diverse and differentiated portfolio of prescription medicines, complex generics, over-the-counter products and biosimilars supported by commercial and regulatory expertise, established infrastructure, R&D capabilities and manufacturing and supply chain excellence.

As we prepare for expected growth, we are focused on creating a simpler, more efficient organization by streamlining structures, processes and governance within each business and the functions that support them. As our innovative pipeline

matures based on anticipated progression of current trials and the initiation of new pivotal trials, including new trials for medicines we may acquire or in-license, we will need to increase our R&D investments. In addition, as our pipeline potentially delivers new commercialization opportunities, we will need to increase our investments in new-market-creation activities. We ~~are also initiating~~have initiated an enterprise-wide digital effort to accelerate drug development, enhance experiences (patient and physician), and access and leverage technology and robotics to simplify and automate our processes.

InTransforming to a More Focused Company

With the formation of the GSK Consumer Healthcare venture and the anticipated combination of Upjohn with Mylan, Pfizer is transforming itself into a more focused, global leader in science-based innovative medicines. As a result, we began, in the fourth quarter of ~~2018,~~2019, to identify and undertake efforts to ensure our cost base aligns appropriately with our Biopharmaceutical revenue base, which is expected to be 20% less (based on the midpoint of the range for 2020 New Pfizer revenue guidance, compared to 2019 Total Company reported revenue) as a result of both the completed GSK Consumer Healthcare and expected Upjohn transactions. While certain direct costs have transferred or will transfer to the GSK Consumer Healthcare joint venture and to the Upjohn entities, there are indirect costs which are not expected to transfer. In addition, we ~~took~~are taking steps to ~~simplify~~restructure our organizations to appropriately support and drive the ~~organization, increase spans~~purpose of control and reduce organizational layers, which impacted some managerial roles and responsibilities. We also offered enhancements to certain employee benefits for a short period of time. The expenses related to these enhancements for certain employee benefits did not have a material impact on our 2018 results of operations and any expected future impact of these enhancements are reflected in the ~~totality~~three core functions of our ~~annual guidance for 2019. To partially offset the incremental cost increases of increased~~focused innovative medicines business: R&D, ~~investments~~Manufacturing and ~~marketing activities in future periods, we expect to generate cost reduction opportunities, particularly in indirect SI&A.~~

~~Commercial Operations~~

As discussed under “Organizing for Growth”, at the beginning of our 2019 fiscal year, we began to manage our commercial operations through a new global structure consisting of three business segments––Biopharma, Upjohn and through July 31, 2019, Consumer Healthcare, each led by a single manager. Each operating segment has responsibility for its commercial activities. Upjohn and Consumer Healthcare are responsible for their own R&D activities while Biopharma receives its R&D services from GPD and WRDM. These services include IPR&D projects for new investigational products and additional indications for in-line products. Each business has a geographic footprint across developed and emerging markets.



~~Some additional information about our Biopharma and Upjohn business segments follows:~~
	~~Pfizer~~ ~~Biopharmaceuticals~~ ~~Group~~
Biopharma is a science-based innovative medicines business that includes six business units – Oncology, Inflammation & Immunology, Rare Disease, Hospital, Vaccines and Internal Medicine. The new Hospital unit commercializes our global portfolio of sterile injectable and anti-infective medicines and includes Pfizer’s contract manufacturing operation, Pfizer CentreOne. At the beginning of our 2019 fiscal year, we also incorporated our biosimilar portfolio into our Oncology and Inflammation & Immunology business units and certain legacy established products into the Internal Medicine business unit. Each business unit is committed to delivering breakthroughs that change patients’ lives.		~~Upjohn is a global, primarily off-patent branded and generic established medicines business, which includes 20 primarily off-patent solid oral dose legacy brands, as well as certain generic medicines.~~
~~Select products include:~~ - ~~Prevnar 13/Prevenar 13~~ - ~~Ibrance~~ - ~~Eliquis~~ - ~~Xeljanz~~ - ~~Enbrel~~ (outside the U.S. and Canada) - ~~Chantix/Champix~~ - ~~Sutent~~ ~~- Xtandi~~		~~Select products include:~~ - Lyrica - Lipitor - Norvasc - Celebrex - Viagra - ~~Certain generic medicines~~

~~On July 29, 2019, which fell in the third fiscal quarter of 2019, we announced that we entered into a definitive agreement to combine Upjohn with Mylan, creating a new global pharmaceutical company.~~Commercial. For additional information, see the ~~“Our Strategy––Our Business Development Initiatives” section of this MD&A below.~~

~~For additional information about our operating structure, see Notes to Condensed Consolidated Financial Statements—Note 13A. Segment, Geographic and Other Revenue Information: Segment Information.~~

~~For additional information about the performance for each of our operating segments, see the “Analysis of Operating Segment Information” section of this MD&A.~~

~~Description of Research and Development Operations~~

Innovation is critical to the success of our company, and drug discovery and development are time-consuming, expensive and unpredictable. Our goal is to discover, develop and bring to market innovative products that address major unmet medical needs. Our R&D priorities include:


•	~~delivering a pipeline of differentiated therapies and vaccines with the greatest medical and commercial potential;~~

~~advancing our capabilities that can position Pfizer for long-term leadership; and~~

~~creating new models for biomedical collaboration that will expedite the pace of innovation and productivity.~~

~~To that end, our R&D primarily focuses on:~~

~~Oncology;~~

~~Inflammation and Immunology;~~

~~Rare Diseases;~~

~~Hospital;~~

~~Vaccines; and~~

~~Internal Medicine.~~

In 2019, we continue to strengthen our global R&D organization and pursue strategies intended to improve innovation and overall productivity in R&D to achieve a sustainable pipeline that is positioned to deliver value in the near term and over time.

~~Our R&D spending is conducted through a number of matrix organizations:~~

Research Units within our WRDM organization are generally responsible for research and early-stage development assets for our Biopharma business (assets that have not yet achieved proof-of-concept). Our Research Units are organized by therapeutic area to enhance flexibility, cohesiveness and focus. Because of our structure, we are able to rapidly redeploy resources within a Research Unit between various projects as necessary because in many instances the workforce shares similar skills, expertise and/or focus.

Our science-based and other platform-services organizations, where a significant portion of our R&D spending occurs, provide technical expertise and other services to the various R&D projects, and are organized into science-based functions (which are part of our WRDM organization), such as Pharmaceutical Sciences, Medicine Design, and non-science-based functions, such as Facilities, Business Technology and Finance. As a result, within each of these functions, we are able to migrate resources among projects, candidates and/or targets in any therapeutic area and in most phases of development, allowing us to react quickly in response to evolving needs. In addition, the Worldwide Medical and Safety group ensures that Pfizer provides all stakeholders, including patients, healthcare providers, pharmacists, payers and health authorities with complete and up-to-date information on the risks and benefits associated with Pfizer products so that they can make appropriate decisions on how and when to use Pfizer’s medicines.

Our R&D organization within the Upjohn business supports the off-patent branded and generic established medicines and helps develop product enhancements, new indications and new market registrations based on these medicines.

•

Our GPD organization is a unified center for clinical development and regulatory activities that is generally responsible for the clinical development strategy and operational execution of clinical trials for both early-stage assets in the WRDM portfolio as well as late-stage assets in the Biopharma portfolio. For WRDM assets, GPD works in close collaboration with the Early Clinical Development group, which has expertise in various disciplines such as Biostatistics, Clinical Pharmacology and Digital Medicine. GPD enables more efficient and effective development and enhances our ability to accelerate and progress assets through our pipeline. GPD also provides operational support to Upjohn for select clinical development and regulatory activities.

We manage R&D operations on a total-company basis through our matrix organizations described above. Specifically, a portfolio governance committee, comprised of senior executives, is accountable for aligning resources among all of our WRDM, GPD and Biopharma R&D projects and for seeking to ensure optimal capital allocation across the innovative R&D portfolio. We believe that this approach also serves to maximize accountability and flexibility. Our Upjohn R&D organization manages its resources separately from the WRDM and GPD organizations.

Generally, we do not disaggregate total R&D expense by development phase or by therapeutic area since, as described above, we do not manage a significant portion of our R&D operations by development phase or by therapeutic area. Further, as we are able to adjust a significant portion of our spending quickly, as conditions change, we believe that any prior-period information about R&D expense by development phase or by therapeutic area would not necessarily be representative of future spending.

While a significant portion of R&D is done internally, we continue to seek out promising chemical and biological lead molecules and innovative technologies developed by third parties to incorporate into our discovery and development processes or projects, as well as our product lines, by entering into collaboration, alliance and license agreements with other companies, as well as leveraging acquisitions and equity- or debt-based investments. These agreements enable us to co-develop, license or acquire promising compounds, technologies or capabilities. We also enter into agreements pursuant to which a third party agrees to fund a portion of the development costs of one or more of our pipeline products in exchange for rights to receive potential milestone payments, revenue sharing payments, profit sharing payments and/or royalties. Collaboration, alliance, license and funding agreements and equity- or debt-based investments allow us to share risk and cost and to access external scientific and technological expertise, and provide us the opportunity to advance our own products as well as the in-licensed or acquired products.

For additional information about R&D by operating segment, see the “Analysis of Operating Segment Information” section of this MD&A. For additional information about our pending new drug applications and supplemental filings, see the “Analysis of the Consolidated Statements of Income––Product Developments––Biopharmaceutical” section of this MD&A. For additional information about recent transactions and strategic investments that we believe have the potential to advance our pipeline, see the “Our Strategy––Our Business Development Initiatives” section of this MD&A.

~~Intellectual Property Rights~~

We continue to vigorously defend our patent rights against increasingly aggressive infringement, and we will continue to support efforts that strengthen worldwide recognition of patent rights while taking necessary steps to ensure appropriate patient access. In addition, we will continue to employ innovative approaches designed to prevent counterfeit pharmaceuticals from entering the supply chain and to achieve greater control over the distribution of our products, and we will continue to participate in the generics market, whenever appropriate. Also, the pursuit of valid business opportunities may require us to challenge intellectual property rights held by other companies that we believe were improperly granted. Such challenges may include negotiation and litigation, which may not always be successful. For additional information about our current efforts to enforce our intellectual property rights and certain other patent proceedings, see Notes to Condensed Consolidated Financial Statements––~~Note 12A1. Contingencies and Certain Commitments: Legal Proceedings~~––~~Patent Litigation.~~ ~~For information on risks related to patent protection and intellectual property claims by third parties, see Part I, Item 1A, “Risk Factors––Risks Related to Intellectual Property” in our~~ ~~2018~~ ~~Form 10-K.~~

~~Capital Allocation and Expense Management~~

We seek to maintain a strong balance sheet and robust liquidity so that we continue to have the financial resources necessary to take advantage of prudent commercial, research and business development opportunities and to directly enhance shareholder value through share repurchases and dividends. For additional information about our financial condition, liquidity, capital resources, share repurchases (including accelerated share repurchases) and dividends, see the “Analysis of Financial Condition, Liquidity and Capital Resources” section of this MD&A. For additional information about our recent business development activities, see the “Our Strategy––Our Business Development Initiatives” section of this MD&A.

~~We remain focused on achieving an appropriate cost structure for our company. For additional information about our cost-reduction and productivity initiatives, see the~~ “Costs and Expenses––Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity ~~Initiatives”~~Initiatives” section of this MD~~&A and Notes to Condensed Consolidated Financial Statements––Note 3~~. ~~Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives.~~&A.

~~Increasing Investment in the U.S.~~––~~After evaluating the expected positive net impact the TCJA will have on us, in early 2018, we decided to take several actions:~~

Over the five-year period from 2018 through 2022, we plan to invest approximately $5.0 billion in capital projects in the U.S., including the strengthening of our manufacturing presence in the U.S. As part of this plan, in July 2018, we announced that we will increase our commitment to U.S. manufacturing with a $465 million investment to build one of the most technically advanced sterile injectable pharmaceutical production facilities in the world in Portage, Michigan. This U.S. investment will strengthen our capability to produce and supply critical, life-saving injectable medicines for patients around the world. Known as Modular Aseptic Processing, the new, multi-story, 400,000-square-foot production facility will also support the area economy by creating an estimated 450 new jobs over the next several years.

~~We made a $500 million voluntary contribution to the U.S. Pfizer Consolidated Pension Plan in February 2018.~~

In the fourth quarter of 2017, we made a $200 million charitable contribution to the Pfizer Foundation, an organization that provides grant and investment funding to support organizations and social entrepreneurs in an effort to improve healthcare delivery.

~~In the first quarter of 2018, we paid a special, one-time bonus to virtually all Pfizer colleagues, excluding executives, of $119 million in the aggregate.~~

~~Our Business Development Initiatives~~

We are committed to capitalizing on growth opportunities by advancing our own pipeline and maximizing the value of our in-line products, as well as through various forms of business development, which can include alliances, licenses, joint ventures, collaborations, equity- or debt-based investments, dispositions, mergers and acquisitions. We view our business development activity as an enabler of our strategies, and we seek to generate earnings growth and enhance shareholder value by pursuing a disciplined, strategic and financial approach to evaluating business development opportunities. We continue to evaluate business development transactions that have the potential to strengthen our businesses and their capabilities, such as our recently-announced agreement to combine Upjohn with Mylan, our acquisitions of Array, Medivation, Anacor and AstraZeneca’s small molecule anti-infectives business, as well as collaborations, and alliance and license agreements with other companies. We assess our businesses, assets and scientific capabilities/portfolio as part of our regular, ongoing portfolio review process and also continue to consider business development activities that will advance our businesses.

~~The more significant recent transactions and events are described below:~~

•

~~Formation of a New Consumer Healthcare Joint Venture~~––On July 31, 2019, which fell in the third fiscal quarter of 2019, we closed the transaction in which we and GSK combined our respective consumer healthcare businesses into a new consumer healthcare joint venture that operates globally under the GSK Consumer Healthcare name. The joint venture is a category leader in pain relief, respiratory and vitamins, minerals and supplements, and therapeutic oral health and is the largest global OTC consumer healthcare business. For additional information, see Notes to Condensed Consolidated Financial Statements––~~Note 2. Assets and Liabilities Held for Sale~~.

•

~~Acquisition of Therachon Holding AG~~––On July 1, 2019, which fell in the third fiscal quarter of 2019, we acquired all the remaining shares of Therachon, a privately-held clinical-stage biotechnology company focused on rare diseases, with assets in development for the treatment of achondroplasia, a genetic condition and the most common form of short-limbed dwarfism. We acquired Therachon for $340 million upfront, plus potential milestone payments of up to $470 million, contingent on the achievement of key milestones in the development and commercialization of the lead asset TA-46. In 2018, Pfizer acquired 3% of Therachon’s outstanding shares.

~~For a description of the more significant recent transactions through February 28, 2019, the filing date of our~~ ~~2018~~ ~~Form 10-K, see the “Our Strategy––Our Business Development Initiatives” section of our~~ ~~2018~~ ~~Financial Report.~~

Our Financial Guidance for ~~2019~~2020

On ~~July 29, 2019,~~April 28, 2020, we updated our ~~2019~~2020 financial guidance ~~which reflects the following:~~for Total Company primarily to reflect actual and anticipated COVID-19-related impacts.

The ~~formation~~guidance update reflects management’s current expectations for operational performance, foreign exchange rates as well as various COVID-19-related uncertainties, primarily those related to the severity, duration and global macroeconomic impact of the ~~Consumer Healthcare joint venture with GSK:~~pandemic. Key guidance assumptions related to COVID-19 include:


–▪	~~Includes revenue~~Patient visits with physicians, vaccinations and ~~expense contributions associated~~elective surgical procedures will rebound starting in the second half of 2020 and align more closely with ~~Pfizer’s Consumer Healthcare business through July 31, 2019.~~historical levels;


–▪	~~Includes~~ New-to-brand prescription trends for certain key products and vaccination rates will resume on a similar trajectory to what was seen in 2019, beginning in the second half of 2020;


▪	Access to prescribers for sales force colleagues is restored in the second half of 2020;


▪	Clinical trial enrollment, including new study starts, will fully resume in the second half of 2020;


▪	Pfizer’s ~~pro rata share~~manufacturing and supply chain activities are not materially disrupted; and


▪	Pfizer’s investments in potential treatments and a potential vaccine for COVID-19 continue throughout 2020.

Based on these assumptions, Pfizer reaffirmed or updated the following 2020 financial guidance components for Total Company, which reflects a full year of revenue and expense contributions from Biopharma and Upjohn:

▪

Guidance range for revenues was reaffirmed at $48.5 to $50.5 billion, absorbing a $0.6 billion unfavorable impact from changes in foreign exchange rates in relation to the U.S. dollar since mid-January 2020, primarily the weakening of the ~~joint venture anticipated earnings, which will be recorded on a quarterly basis in Adjusted other (income)/deductions, from August 1, 2019 through~~Brazilian real, the ~~end of 2019. Pfizer will record its share of~~euro, the ~~joint venture’s anticipated earnings on a one-quarter lag; therefore, updated 2019 financial guidance~~Mexican peso and the Chinese yuan.


▪	Guidance range for Adjusted cost of sales as a percentage of revenues was lowered by 40 basis points to a range of 19.5% to 20.5%, primarily to reflect the favorable impact of product mix and other ~~(income)/deductions~~efficiencies.


▪	Guidance range for Adjusted SI&A expenses was lowered by $500 million to a range of $11.5 to $12.5 billion, primarily to reflect incremental cost-savings opportunities, primarily reductions in indirect SI&A spend associated with corporate enabling functions, as well as actual and anticipated COVID-19-related spending reductions.

▪

Guidance range for Adjusted R&D expenses was increased by $500 million to a range of $8.6 to $9.0 billion, solely to reflect incremental investments Pfizer anticipates making in 2020 to combat the COVID-19 pandemic, including development of potential anti-viral treatments and a potential vaccine, as well as the evaluation of existing Pfizer medicines, which are the subject of novel research projects for investigation in COVID-19 patients.


▪	Guidance range for Adjusted diluted EPS ~~now reflects Pfizer’s share of two months of the joint venture’s earnings that are expected~~was reaffirmed at $2.82 to ~~be generated~~$2.92, absorbing a $0.04 unfavorable impact from changes in ~~the third quarter of 2019, which will be recorded by Pfizer in the fourth quarter of 2019.~~foreign exchange rates since mid-January 2020.

~~The completion of the Array acquisition and the completion of the Therachon acquisition. See the “Our Strategy––Our Business Development Initiatives” section above for additional information.~~



~~The following table provides our~~Pfizer’s updated 2020 financial guidance ~~for full-year 2019~~is presented below^{(a), (b)}:
Revenues	$~~50.5~~48.5 to ~~$52.5~~$50.5 billion
	~~(previously $52.0 to $54.0 billion)~~
Adjusted cost of sales as a percentage of revenues	~~20.1%~~19.5% to ~~21.1%~~20.5%
	(previously ~~20.8%~~19.9% to ~~21.8%~~20.9%)
Adjusted selling, informational and administrative expenses	$~~13.0~~11.5 to ~~$14.0~~$12.5 billion
	(previously ~~$13.5~~$12.0 to ~~$14.5~~$13.0 billion)
Adjusted research and development expenses	$~~7.9~~8.6 to ~~$8.3~~$9.0 billion
	(previously ~~$7.8~~$8.1 to ~~$8.3~~$8.5 billion)
Adjusted other (income)/deductions	Approximately ~~$200~~$800 million of income
Effective tax rate on adjusted income	Approximately ~~16.0%~~15.0%
Adjusted diluted EPS	$~~2.76~~2.82 to ~~$2.86~~
	~~(previously $2.83 to $2.93)~~$2.92


^(a)	~~In addition to the Consumer Healthcare, Array and Therachon transactions discussed above, the~~The ~~2019~~2020 financial guidance reflects the following:

Financial guidance for Total Company reflects a full-year 2020 contribution from Biopharma and Upjohn, the current construct of the company, and excludes any impact from the pending Upjohn combination with Mylan.


•	Does not assume the completion of any business development transactions not completed as of ~~June 30, 2019~~ ~~(except for the July 31, 2019 formation of the Consumer Healthcare joint venture with GSK, the July 30, 2019 acquisition of Array and the July 1, 2019 acquisition of Therachon),~~March 29, 2020, including any one-time upfront payments associated with such transactions.

Includes Pfizer’s pro rata share of the GSK Consumer Healthcare joint venture anticipated earnings, which is recorded in Adjusted other (income)/deductions on a one-quarter lag. Therefore, 2020 financial guidance for Adjusted other (income)/deductions and Adjusted diluted EPS reflects Pfizer’s share of the joint venture’s earnings that were generated in the fourth quarter of 2019 (recorded by Pfizer in the first quarter of 2020) as well as Pfizer’s share of the joint venture’s projected earnings during the first three quarters of 2020.

Reflects an anticipated negative revenue impact of $2.4 billion due to recent and expected generic and biosimilar competition for certain products that have recently lost or are anticipated to soon lose patent protection.

Exchange rates assumed are a blend of ~~the~~ actual exchange rates in effect through ~~second-quarter 2019~~first-quarter 2020 and ~~mid-July 2019~~mid-April 2020 rates for the remainder of the year. ~~Reflects~~Financial guidance reflects the anticipated unfavorable impact of approximately ~~$1.2~~$0.9 billion on revenues and approximately ~~$0.08~~$0.06 on ~~adjusted~~Adjusted diluted EPS as a result of changes in foreign exchange rates relative to the U.S. dollar compared to foreign exchange rates from ~~2018.~~2019.

Guidance for adjusted diluted EPS assumes diluted weighted-average shares outstanding of approximately ~~5.7~~5.6 billion shares, which ~~reflects the weighted-average impact of~~assumes no share repurchases ~~totaling $8.9 billion executed~~ in the first quarter of 2019. Dilution related to share-based employee compensation programs is currently expected to offset the reduction in shares associated with these share repurchases by approximately half.2020.


^(b)	For an understanding of Adjusted income and its components and Adjusted diluted EPS (all of which are non-GAAP financial measures), see the “Non-GAAP Financial Measure (Adjusted Income)” section of this MD&A.

Beginning in 2020, Upjohn began managing Pfizer’s Meridian subsidiary, the manufacturer of EpiPen and other auto-injector products, and a pre-existing strategic collaboration between Pfizer and Mylan for generic drugs in Japan (Mylan-Japan). As a result, revenues and expenses associated with Meridian and Mylan-Japan are reported in Pfizer’s Upjohn business beginning in the first quarter of 2020.

Pfizer, Upjohn and Mylan are in the process of negotiating the terms on which Pfizer would transfer the Meridian business and/or certain Pfizer assets that currently form part of the Mylan-Japan collaboration to Viatris following the completion of the proposed combination of Upjohn and Mylan. There can be no assurance that any agreement or transaction will result from these negotiations, and if the parties are unsuccessful in their efforts to negotiate the terms of such potential transactions, the Meridian business and/or the Pfizer assets that currently form part of the Mylan-Japan collaboration will remain with Pfizer.

2020 Financial Guidance for New Pfizer



2020 updated financial guidance for New Pfizer is presented below^{(a), (b)}:
Revenues	$40.7 to $42.3 billion
Adjusted IBT Margin^(c)	Approximately 37.0%
Adjusted Diluted EPS	$2.25 to $2.35
Operating Cash Flow^(d)	$10.0 to $11.0 billion
	(previously $11.0 to $12.0 billion)

^(a)

New Pfizer revenue guidance absorbs a $500 million unfavorable impact from changes in foreign exchange rates since mid-January 2020. The financial guidance for New Pfizer also reflects a full-year 2020 pro forma view of the company assuming the pending Upjohn combination with Mylan was completed at the beginning of 2020. Therefore, New Pfizer reflects contributions from the Biopharma business as it is presently being managed, which excludes contributions from Pfizer’s Meridian subsidiary and the Pfizer-Mylan strategic collaboration in Japan (Mylan-Japan). Pfizer’s Meridian subsidiary and Mylan-Japan were managed by Pfizer’s Biopharma business in 2019, but were moved to Upjohn in 2020. Financial guidance for New Pfizer also includes the full-year effect of the following items that assume the completion of the Upjohn combination with Mylan: (i) $12 billion of net proceeds from Upjohn to be retained by Pfizer, which Pfizer will use to repay its own existing indebtedness; and (ii) other transaction-related items, such as income from transition services agreements between Pfizer and Viatris. In addition, 2020 financial guidance for New Pfizer Adjusted IBT Margin and Adjusted diluted EPS reflects Pfizer’s share of the earnings generated by the GSK Consumer Healthcare joint venture in the fourth quarter of 2019 (recorded by Pfizer in the first quarter of 2020) as well as Pfizer’s share of the GSK Consumer Healthcare joint venture’s projected earnings during the first three quarters of 2020.


^(b)	For additional information regarding an understanding of Adjusted income and its components and Adjusted diluted EPS (all of which are non-GAAP financial measures), see the “Non-GAAP Financial Measure (Adjusted Income)” section of this MD&A.

^(c)

Adjusted income before tax margin (Adjusted IBT margin) is defined as revenue less the sum of Adjusted cost of sales, Adjusted SI&A expenses, Adjusted R&D expenses, Adjusted amortization of intangible assets and Adjusted other (income)/deductions as a percentage of revenue. Adjusted IBT Margin is presented because management believes this performance measure supplements investors’ and other readers’ understanding and assessment of the financial performance of New Pfizer. Adjusted IBT margin is not, and should not be viewed as, a substitute for U.S. GAAP income before tax margin.


^(d)	Includes a $1.25 billion voluntary contribution to the U.S. qualified pension plans, planned for the second half of 2020.

2020 Financial Guidance for Upjohn



2020 reaffirmed financial guidance for Upjohn is presented below^(a):
Revenues	$8.0 to $8.5 billion
Adjusted EBITDA^(b)	$3.8 to $4.2 billion

^(a)

Upjohn revenue guidance absorbs a $100 million unfavorable impact from changes in foreign exchange rates since mid-January 2020. Financial guidance for Upjohn reflects a full-year 2020 contribution from the Upjohn business as it is presently being managed, which includes contributions from Pfizer’s Meridian subsidiary and the Pfizer-Mylan strategic collaboration in Japan (Mylan-Japan). Pfizer’s Meridian subsidiary and Mylan-Japan were managed by Pfizer’s Biopharma business in 2019 but were moved to Upjohn in 2020.

^(b)

Adjusted Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) is defined as reported U.S. GAAP net income, and its components, adjusted for interest expense, provision for taxes on income and depreciation and amortization, further adjusted to exclude purchase accounting adjustments, acquisition-related costs, discontinued operations and certain significant items (some of which may recur, such as gains on the completion of joint venture transactions, restructuring charges, legal charges or net gains and losses on equity securities, but which management does not believe are reflective of ongoing core operations). Adjusted EBITDA is presented because management believes this performance measure supplements investors’ and other readers’ understanding and assessment of the financial performance of Upjohn. Adjusted EBITDA as defined is not a measurement of financial performance under GAAP, and should not be considered as an alternative to net income or cash flow from operations determined in accordance with GAAP.

Pfizer does not provide guidance for GAAP Reported financial measures (other than revenues) or a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP Reported financial measures on a forward-looking basis because it is unable to predict with reasonable certainty the ultimate outcome of pending litigation, unusual gains and losses, acquisition-related expenses, ~~net~~ gains orand losses ~~on investments in~~from equity securities and potential future asset impairments without unreasonable effort. These items are uncertain, depend on various factors, and could have a material impact on GAAP Reported results for the guidance period.

For information about our actual costs and anticipated costs and cost savings associated with our ~~2017-2019~~various initiatives, ~~and Organizing for Growth,~~ see the “Costs and Expenses––Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives” section of this MD&A and Notes to Condensed Consolidated Financial Statements––Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives.

Our ~~2019~~2020 financial guidance is subject to a number of assumptions, as well as factors and uncertainties as described in the “Our Operating Environment”, “The Global Economic Environment”, “Our Strategy” and “Forward-Looking Information and Factors That May Affect Future Results” sections of this MD&A; ~~and~~ Part I, Item 1A, “Risk Factors” of our ~~2018~~2019 Form ~~10-K.~~

~~Preliminary Financial Profile Upon the Completion of the Proposed Combination of Upjohn with Mylan~~

In connection with our agreement to combine Upjohn with Mylan, as adjusted for the proposed separation of the Upjohn business described in the “Our Strategy––Our Business Development Initiatives” section10-K, and Part II, Item 1A, "Risk Factors" of this MD&A above, we also announced very preliminary targets for Pfizer without our Upjohn segment. We expect to generate 2020 revenues of approximately $40 billion, driven by our Biopharma business. We anticipate achieving Adjusted income before tax margins (defined as Revenue less the sum of Adjusted expenses plus Adjusted other (income)/deductions as a percentage of revenue) in the mid-30s% range and operating cash flow of $11 billion to $12 billion.

We will provide any appropriate updates to this as adjusted preliminary financial profile by or before the Company’s fourth-quarter 2019 earnings report, expected in late January 2020 or early February 2020. We also expect that following the closing of the transaction, the combined dividend dollar amount received by Pfizer shareholders in the event the equity distribution contemplated by the proposed transaction is structured as a spinoff, based upon the combination of continued ownership of Pfizer common stock and an expected 0.12 shares of the new company granted for each Pfizer share, will equate to our per share dividend amount in effect immediately prior to closing.

For an understanding of Adjusted income and its components (all of which are non-GAAP financial measures), see the “Non-GAAP Financial Measure (Adjusted Income)” section of this MD&A. Pfizer does not provide a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP Reported financial measuresQuarterly Report on ~~a forward-looking basis because it is unable to predict certain items without unreasonable effort.~~

Our preliminary financial profile upon the completion of the proposed combination of Upjohn with Mylan is subject to a number of factors and uncertainties as described in the “Our Operating Environment”, “The Global Economic Environment”, “Our Strategy” and “Forward-Looking Information and Factors That May Affect Future Results” sections of this MD&A; and Part I, Item 1A, “Risk Factors” of our ~~2018~~Form ~~10-K.~~10-Q.

SIGNIFICANT ACCOUNTING POLICIES AND APPLICATION OF CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS

For a description of our significant accounting policies, see Notes to Consolidated Financial Statements––Note 1. Basis of Presentation and Significant Accounting Policies in our ~~2018~~2019 Financial Report. Of these policies, the following are considered critical to an understanding of our consolidated financial statements as they require the application of the most subjective and the most complex judgments: Acquisitions (Note 1D); Fair Value (Note 1E); Revenues (Note 1G ); Asset Impairments (Note 1L); Tax Assets and Liabilities and Income Tax Contingencies (Note 1P); Pension and Postretirement Benefit Plans (Note 1Q); and Legal and Environmental Contingencies (Note 1R).

For a discussion about the critical accounting estimates and assumptions impacting our consolidated financial statements, see the “Significant Accounting Policies and Application of Critical Accounting Estimates and Assumptions” section of our ~~2018~~2019 Financial Report. See also Notes to Consolidated Financial Statements––Note 1C. Basis of Presentation and Significant Accounting Policies: Estimates and Assumptions in our ~~2018~~2019 Financial Report for a discussion about the risks associated with estimates and assumptions.

For a discussion of recently adopted accounting standards and significant accounting policies, see Notes to Condensed Consolidated Financial Statements––Note 1B. Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards in 2020 ,and Note 1C. Basis of Presentation and Significant Accounting Policies: Revenues and Trade Accounts ~~Receivable~~ ~~and~~ ~~Note 1D. Basis of Presentation and Significant Accounting Policies: Leases.~~Receivable.

ANALYSIS OF THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME

																									The following table provides the components of the condensed consolidated statements of income:
	Three Months Ended								Six Months Ended								Three Months Ended
(MILLIONS OF DOLLARS, EXCEPT PER COMMON SHARE DATA)	June 30, 2019			July 1, 2018			% Change		June 30, 2019			July 1, 2018			% Change		March 29, 2020			March 31, 2019			% Change
Revenues	$	13,264		$	13,466		(2	)	$	26,382		$	26,373		—		$	12,028		$	13,118		(8	)

Cost of sales^(a)	2,576			2,916			(12	)	5,009			5,479			(9	)	2,378			2,433			(2	)
% of revenues	19.4		%	21.7		%			19.0		%	20.8		%			19.8		%	18.5		%

Selling, informational and administrative expenses^(a)	3,511			3,542			(1	)	6,850			6,954			(1	)	2,873			3,339			(14	)
% of revenues	26.5		%	26.3		%			26.0		%	26.4		%			23.9		%	25.5		%

Research and development expenses^(a)	1,842			1,797			2		3,544			3,540			—		1,724			1,703			1
% of revenues	13.9		%	13.3		%			13.4		%	13.4		%			14.3		%	13.0		%

Amortization of intangible assets	1,184			1,191			(1	)	2,367			2,387			(1	)	885			1,183			(25	)
% of revenues	8.9		%	8.8		%			9.0		%	9.1		%			7.4		%	9.0		%

Restructuring (credits)/charges and certain acquisition-related costs	(115		)	44			*		(69		)	87			*
Restructuring charges and certain acquisition-related costs																	69			46			49
% of revenues																	0.6		%	0.4		%

(Gain) on completion of Consumer Healthcare JV transaction																	(6		)	—			*
% of revenues	(0.9		)%	0.3		%			(0.3		)%	0.3		%			0.1		%	—

Other (income)/deductions––net	126			(551		)	*		218			(728		)	*		221			92			*
Income from continuing operations before provision/(benefit) for taxes on income	4,141			4,527			(9	)	8,463			8,654			(2	)
Income from continuing operations before provision for taxes on income																	3,885			4,323			(10	)
% of revenues	31.2		%	33.6		%			32.1		%	32.8		%			32.3		%	33.0		%

Provision/(benefit) for taxes on income	(915		)	648			*		(481		)	1,204			*
Provision for taxes on income																	475			433			10
Effective tax rate	(22.1		)%	14.3		%			(5.7		)%	13.9		%			12.2		%	10.0		%

Income from continuing operations	5,056			3,879			30		8,945			7,450			20		3,410			3,889			(12	)
% of revenues	38.1		%	28.8		%			33.9		%	28.2		%			28.4		%	29.6		%

Discontinued operations––net of tax	—			—			—		—			(1		)	*		—			—			—

Net income before allocation to noncontrolling interests	5,056			3,879			30		8,945			7,449			20		3,410			3,889			(12	)
% of revenues	38.1		%	28.8		%			33.9		%	28.2		%			28.4		%	29.6		%

Less: Net income attributable to noncontrolling interests	10			7			39		15			16			(6	)	9			6			62
Net income attributable to Pfizer Inc.	$	5,046		$	3,872		30		$	8,929		$	7,432		20		$	3,401		$	3,884		(12	)
% of revenues	38.0		%	28.8		%			33.8		%	28.2		%			28.3		%	29.6		%

Earnings per common share––basic:
Income from continuing operations attributable to Pfizer Inc. common shareholders	$	0.91		$	0.66		37		$	1.59		$	1.26		27		$	0.61		$	0.69		(11	)
Net income attributable to Pfizer Inc. common shareholders	$	0.91		$	0.66		37		$	1.59		$	1.26		27		$	0.61		$	0.69		(11	)

Earnings per common share––diluted:
Income from continuing operations attributable to Pfizer Inc. common shareholders	$	0.89		$	0.65		37		$	1.56		$	1.24		26		$	0.61		$	0.68		(10	)
Net income attributable to Pfizer Inc. common shareholders	$	0.89		$	0.65		37		$	1.56		$	1.24		26		$	0.61		$	0.68		(10	)

* ~~Calculation~~Indicates calculation not meaningful or ~~results are~~result is equal to or greater than 100%.


^(a)	Excludes amortization of intangible assets, except as disclosed in Notes to Condensed Consolidated Financial Statements––Note 9A. Identifiable Intangible Assets and Goodwill: Identifiable Intangible Assets.

Revenues by Operating Segment and Geography

The following graphs show revenues by operating segment and geography:

~~Second~~First Quarter



~~2019 Sales by Geography~~		~~% of Total~~
~~U.S.~~		~~48%~~
~~International~~		~~52%~~



~~2018 Sales by Geography~~		~~% of Total~~
~~U.S.~~		~~46%~~
~~International~~		~~54%~~

~~First Six Months~~



~~2019 Sales~~2020 Revenues by Geography		% of Total
U.S.		47%
International		53%



~~2018 Sales~~2019 Revenues by Geography		% of Total
U.S.		47%
International		53%

																																					The following tables provide worldwide revenues by operating segment and geography:
	Three Months Ended																		Three Months Ended
	Worldwide				U.S.				International				World-wide		U.S.		Inter-national		Worldwide				U.S.				International				World-wide		U.S.		Inter-national
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018		% Change in Revenues						March 29, 2020		March 31, 2019		March 29, 2020		March 31, 2019		March 29, 2020		March 31, 2019		% Change in Revenues
Operating Segments^(a):
Biopharma	$	9,595	$	9,434	$	4,743	$	4,509	$	4,852	$	4,925	2		5		(1	)	$	10,007	$	9,045	$	5,213	$	4,461	$	4,793	$	4,584	11		17		5
Upjohn	2,807		3,147		1,169		1,282		1,638		1,865		(11	)	(9	)	(12	)	2,022		3,214		438		1,273		1,584		1,941		(37	)	(66	)	(18	)
Consumer Healthcare	862		886		423		434		439		452		(3	)	(2	)	(3	)	—		858		—		440		—		418		(100	)	(100	)	(100	)
Total revenues	$	13,264	$	13,466	$	6,335	$	6,225	$	6,929	$	7,242	(2	)	2		(4	)	$	12,028	$	13,118	$	5,651	$	6,175	$	6,377	$	6,943	(8	)	(8	)	(8	)

	Six Months Ended
	Worldwide				U.S.				International				World-wide		U.S.		Inter-national
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018		% Change in Revenues
Operating Segments^(a):
Biopharma	$	18,779	$	18,315	$	9,264	$	8,897	$	9,515	$	9,418	3		4		1
Upjohn	5,882		6,267		2,383		2,690		3,499		3,576		(6	)	(11	)	(2	)
Consumer Healthcare	1,721		1,791		864		912		857		879		(4	)	(5	)	(2	)
Total revenues	$	26,382	$	26,373	$	12,510	$	12,500	$	13,872	$	13,873	—		—		—


^(a)	For additional information about each operating segment, see the ~~“Our Strategy––Commercial Operations” and~~ “Analysis of Operating Segment Information” ~~sections~~section of this MD&A and Notes to Condensed Consolidated Financial Statements––Note 13A. Segment, Geographic and Other Revenue Information: Segment Information.

~~Second Quarter~~of~~2019~~ ~~vs. Second~~First Quarter of ~~2018~~2020 vs. First Quarter of 2019

The following provides an analysis of the worldwide change in revenues by geographic areas in the second quarter of 2019:
Three Months Ended June 30, 2019
(MILLIONS OF DOLLARS) Worldwide U.S. International
Operational growth/(decline):
Continued growth from certain key brands^(a)
$ 675
$ 311
$ 364
Growth from Biosimilars, primarily in the U.S. 38
42
(5 )
Volume-driven growth from Celebrex and Effexor, primarily in Japan 31
(1 ) 32
Growth in Consumer Healthcare reflecting growth in international markets 8
(11 ) 19
Decline from Lipitor and Norvasc, primarily in China, driven by the March 2019 government implementation of a volume-based procurement program in certain cities (131 ) (1 ) (130 )
Lower revenues for Enbrel internationally, reflecting continued biosimilar competition in most developed Europe markets (87 ) —
(87 )
Lower revenues for the Hospital products business, primarily reflecting declines in developed markets, mostly due to the continued expected negative impact from generic competition for products that have previously lost marketing exclusivity as well as product supply shortages (86 ) (77 ) (9 )
Lower revenues for Viagra and Upjohn's authorized generic for Viagra in the U.S. resulting from increased generic competition following Viagra's December 2017 patent expiration (70 ) (69 ) (1 )
Lower revenues for certain rare disease products, including the hemophilia franchises (Refacto AF/Xyntha and BeneFIX), primarily due to competitive pressures, and Genotropin in developed markets, mainly due to unfavorable channel mix (43 ) (9 ) (34 )
Lower revenues for Prevnar 13 in the U.S., primarily reflecting lower government purchases for the pediatric indication as well as continued decline in revenues for the adult indication due to a declining “catch up” opportunity compared to the prior year quarter. International revenues increased mostly due to higher volumes reflecting continued uptake following the second quarter 2017 launch in China, as well as higher volumes resulting from increased shipments associated with Gavi, the Vaccine Alliance, partially offset by the unfavorable impact of timing associated with government purchases for the pediatric indication in certain emerging markets (38 ) (70 ) 31
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting wholesaler destocking in advance of anticipated multi-source generic competition expected to begin on July 1, 2019 (which instead began on July 19, 2019), and in developed Europe, reflecting continued generic competition (31 ) (26 ) (5 )
Other operational factors, net 58
21
37
Operational growth, net 324
110
213

Unfavorable impact of foreign exchange (527 ) —
(527 )
Revenues increase/(decrease)
$ (203 ) $ 110
$ (313 )



The following provides an analysis of the worldwide change in revenues by geographic areas in the first quarter of 2020:
	Three Months Ended March 29, 2020
(MILLIONS OF DOLLARS)	Worldwide			U.S.			International
Operational growth/(decline):
Continued growth from certain key brands^(a)	$	461		$	303		$	158
Higher revenue for the Hospital business primarily driven by continued growth of anti-infective products in China, continued growth from Panzyga following its 2018 U.S. launch and the launches of certain anti-infectives products (Zavicefta, Cresemba and Zinforo) in international developed and emerging markets. The Hospital business also benefited from increased demand in the U.S. for certain anti-infective products and other sterile injectable products utilized in the intubation and ongoing treatment of mechanically-ventilated COVID-19 patients	204			122			82
Higher revenues for rare disease products driven by the U.S. launches of Vyndaqel in May 2019 and Vyndamax in September 2019 for the treatment of transthyretin amyloid cardiomyopathy (ATTR-CM); and in international markets, primarily driven by the March 2019 launch of the ATTR-CM indication in Japan	178			140			39
Higher revenues for Biosimilars, primarily in the U.S.	112			94			18
Higher revenues for Inlyta, primarily in the U.S. driven by increased demand resulting from the second quarter of 2019 U.S. FDA approvals for the combinations of certain immune checkpoint inhibitors plus Inlyta for the first-line treatment of patients with advanced RCC	97			83			14
Lower revenues for Consumer Healthcare reflecting the July 31, 2019 completion of the Consumer Healthcare joint venture transaction with GSK. As a result, for the first quarter of 2019, revenues reflect three months of Consumer Healthcare segment operations, while for the first quarter of 2020, there is no contribution from the Consumer Healthcare business	(858		)	(440		)	(418		)
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting the expected significantly lower volumes associated with multi-source generic competition that began in July 2019	(828		)	(808		)	(20		)
Declines in revenues for Lipitor and Norvasc, primarily resulting from the VBP program in China, which was initially implemented in March 2019, and expanded nationwide beginning in December 2019	(309		)	2			(311		)
Lower revenues for Enbrel internationally, primarily reflecting continued biosimilar competition in most developed Europe markets, as well as additional biosimilar competition in Brazil and Japan, all of which is expected to continue	(93		)	—			(93		)
Other operational factors, net	80			(19		)	99
Operational growth/(decline), net	(955		)	(524		)	(431		)

Unfavorable impact of foreign exchange	(134		)	—			(134		)
Revenues decrease	$	(1,089	)	$	(524	)	$	(565	)


^(a)	Certain keykey brands represent Eliquis, Ibrance ~~Eliquis~~ and Xeljanz. See the “Analysis of the Condensed Consolidated Statements of Income––Revenues––Selected Product ~~Discussion"~~Discussion” section of this MD&A for product analysis information.

We estimate that the first quarter of 2020 includes a net favorable impact of approximately $150 million, or 1%, due to COVID-19, primarily reflecting increased demand for certain products in Pfizer’s Hospital portfolio and an increase in wholesaler buying patterns for Eliquis, partially offset by a decline in patient visits to doctors’ offices and elective surgical procedures during the first quarter of 2020.

Emerging markets revenues decreased ~~$152~~$321 million, or 5%10%, in the ~~second~~first quarter of ~~2019~~2020 to ~~$3.1~~$3.0 billion, ~~from $3.2 billion,~~ reflecting an operational decrease of $233 million, or 7%, and an unfavorable impact from foreign exchange of approximately ~~9%, partially offset by an operational increase of $128 million, or 4%~~3%. The operational ~~increase~~decrease in emerging markets was primarily driven by ~~Ibrance, Eliquis~~Lipitor and Norvasc in our Upjohn segment, partially offset by growth from Prevenar 13, Eliquis, Ibrance, Xalkori and certain anti-infective products, primarily Zithromax and Zavicefta, in our Biopharma segment.

~~First Six Months of 2019 vs. First Six Months of 2018~~

The following provides an analysis of the change in worldwide revenues by geographic areas in the first six months of 2019:
Six Months Ended June 30, 2019
(MILLIONS OF DOLLARS) Worldwide U.S. International
Operational growth/(decline):
Continued growth from certain key brands^(a)
$ 1,400
$ 519
$ 881
Volume-driven growth from Celebrex and Effexor, primarily in Japan 73
(3 ) 77
Growth from Lipitor and Norvasc, primarily in emerging markets, driven by strong, volume-driven operational growth in China in the first fiscal quarter of 2019, partially offset by declines driven by the March 2019 government implementation of a volume-based procurement program in certain cities in the second quarter of 2019 73
(8 ) 80
Higher revenues for Biosimilars, primarily in the U.S. 51
61
(10 )
Lower revenues for Viagra and Upjohn's authorized generic for Viagra in the U.S. resulting from increased generic competition following Viagra's December 2017 patent expiration (167 ) (179 ) 12
Lower revenues for the Hospital products business, primarily reflecting declines in developed markets, mostly due to the continued expected negative impact from generic competition for products that have previously lost marketing exclusivity as well as product supply shortages (157 ) (145 ) (12 )
Lower revenues for Enbrel internationally, reflecting continued biosimilar competition in most developed Europe markets (101 ) —
(101 )
Lower revenues for certain rare disease products, including the hemophilia franchises (Refacto AF/Xyntha and BeneFIX) primarily due to competitive pressures, and Genotropin in developed markets, primarily due to unfavorable channel mix (95 ) (34 ) (61 )
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting wholesaler destocking in advance of anticipated multi-source generic competition expected to begin on July 1, 2019 (which instead began on July 19, 2019), and in developed Europe, reflecting continued generic competition (49 ) (44 ) (5 )
Lower revenues for Greenstone, Upjohn's authorized generic subsidiary, primarily due to continued industry-wide pricing challenges in the U.S., excluding revenues for Upjohn's authorized generic for Viagra in the U.S. (22 ) (25 ) 2
Lower revenues for Consumer Healthcare in the U.S., partially offset by growth in international markets (11 ) (49 ) 38
Other operational factors, net (5 ) (84 ) 78
Operational growth, net 989
10
978

Unfavorable impact of foreign exchange (980 ) —
(980 )
Revenues increase/(decrease)
$ 9
$ 10
$ (1 )


^(a)	~~Certain key brands~~ represent Ibrance, Eliquis, Xeljanz and Prevnar 13/Prevenar 13. See the “Analysis of the Condensed Consolidated Statements of Income––Revenues––Selected Product Discussion" section of this MD&A for product analysis information.

~~Emerging markets revenues increased $91 million, or 1%, in the first six months of~~ ~~2019~~ to $6.4 billion from $6.3 billion, reflecting an operational increase of $659 million, or 10%. Foreign exchange had an unfavorable impact of approximately 9% on emerging markets revenues. The operational increase in emerging markets was driven by Prevenar 13, Ibrance and Eliquis in our Biopharma segment and Lipitor, Norvasc and Celebrex in our Upjohn segment.

Revenue Deductions

Our gross product revenues are subject to a variety of deductions, which generally are estimated and recorded in the same period that the revenues are recognized. Such variable consideration represents chargebacks, rebates, sales allowances and sales returns. These deductions represent estimates of ~~the~~ related obligations and, as such, knowledge and judgment isare required when estimating the impact of these revenue deductions on gross sales for a reporting period. Historically, our adjustments of estimates, to reflect actual results or updated expectations, have not been material to our overall business. On a quarterly basis, our adjustments of estimates to reflect actual results generally have been less than 1% of revenues, and have resulted in either a net increase or a net decrease in revenues. Product-specific rebates, however, can have a significant impact on year-over-year individual product growth trends.

The following table provides information about revenue deductions:
Three Months Ended Six Months Ended
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
June 30,
2019
July 1,
2018
Medicare rebates^(a)
$ 351
$ 425
$ 785
$ 823
Medicaid and related state program rebates^(a)
459
503

1,028
998
Performance-based contract rebates^{(a), (b)}
972
853

1,861
1,613
Chargebacks^(c)
1,368
1,584

2,924
3,196
Sales allowances^(d)
1,454
1,366

2,814
2,694
Sales returns and cash discounts 477
363
804
709
Total^(e)
$ 5,082
$ 5,094
$ 10,216
$ 10,033



The following table provides information about revenue deductions:
	Three Months Ended
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019
Medicare rebates^(a)	$	195	$	434
Medicaid and related state program rebates^(a)	318		568
Performance-based contract rebates^{(a), (b)}	910		889
Chargebacks^(c)	1,419		1,556
Sales allowances^(d)	1,430		1,360
Sales returns and cash discounts	271		327
Total^(e)	$	4,542	$	5,134


^(a)	Rebates are product-specific and, therefore, for any given year are impacted by the mix of products sold.

^(b)

Performance-based contract rebates include contract rebates with MCOs within the U.S., including health maintenance organizations and PBMs, who receive rebates based on the achievement of contracted performance terms and claims under these contracts. Outside the U.S., performance-based contract rebates include rebates to wholesalers/distributors based on achievement of contracted performance for specific products or sales milestones.


^(c)	Chargebacks primarily represent reimbursements to U.S. wholesalers for honoring contracted prices to third parties.


^(d)	Sales allowances primarily represent price reductions that are contractual or legislatively mandated outside the U.S., discounts and distribution fees.

^(e)

For the three months ended ~~June 30,~~March 29, 2020, associated with the following segments: Biopharma ($3.4 billion) and Upjohn ($1.2 billion). For the three months ended March 31, 2019, associated with the following segments: Biopharma ($~~3.0~~2.7 billion), Upjohn ($~~1.9~~2.2 billion) and Other ($0.2 billion). For the three months ended July 1, 2018, associated with the following segments: Biopharma ($2.5 billion), Upjohn ($2.4 billion) and Other ($0.2 billion). For the six months ended June 30, 2019, associated with the following segments: Biopharma ($5.7 billion), Upjohn ($4.2 billion) and Other ($0.3 billion). For the six months ended July 1, 2018, associated with the following segments: Biopharma ($4.9 billion), Upjohn ($4.8 billion) and Other ($0.3 billion).

Total revenue deductions ~~were flat~~ for the ~~second~~first quarter of ~~2019~~2020 ~~compared to the second quarter of~~ ~~2018, and total revenue deductions for the first six months of~~ ~~2019~~ ~~increased 2%~~decreased 12%, compared to the first ~~six months~~quarter of ~~2018~~2019, primarily as a result of:

~~an increase~~a decrease in ~~performance-based contract~~Medicaid and Medicare rebates, ~~primarily~~driven by a significant decrease in Lyrica sales in the U.S. due to ~~increased sales of certain Biopharma products;~~

~~an increase in Biopharma sales allowances in U.S. and ex-U.S. markets; and~~

~~an increase in sales returns and cash discounts primarily due to a sales returns reserve recorded for Lyrica in the U.S. in the second quarter of 2019 in advance of anticipated~~ multi-source generic competition that ~~was expected to begin on~~began in July ~~1, 2019 but instead began on July 19, 2019,~~

~~partially offset by:~~2019; and

a decrease in chargebacks, primarily related to Upjohn products, including Lyrica and Viagra.

For information on our accruals for Medicare rebates, Medicaid and related state program rebates, performance-based contract rebates, chargebacks, sales allowances and sales returns and cash discounts, including the balance sheet classification of these accruals, see Notes to Condensed Consolidated Financial Statements––Note 1C. Basis of Presentation and Significant Accounting Policies: Revenues and Trade Accounts Receivable.

Revenues––Selected Product Discussion

The tables below provide worldwide revenues and revenues by geography, for selected products. References to total change pertain to period-over-period growth rates that include foreign exchange. The difference between the total change and operational change represents the impact of foreign exchange. Amounts may not add due to rounding. All percentages have been calculated using unrounded amounts. An asterisk (*) indicates the calculation is not meaningful or results are equal to or greater than 100%.


•	Prevnar 13/Prevenar 13 (Biopharma):


	Three Months Ended								Six Months Ended							Three Months Ended
					% Change								% Change							% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.		June 30, 2019		July 1, 2018		Total		Oper.	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	612	$	682	(10	)			$	1,490	$	1,508	(1	)		$	794	$	878	(10	)
International	567		568		—		6		1,175		1,123		5		11	656		608		8		11
Worldwide revenues	$	1,179	$	1,250	(6	)	(3	)	$	2,665	$	2,631	1		4	$	1,450	$	1,486	(2	)	(1	)

The decline in the ~~second~~first quarter of ~~2019~~2020 in the U.S. primarily reflects lower government purchases for the pediatric indication due to timing of government purchases, as well as the continued decline in revenues for the adult indication due to a high initial capture rate of the eligible population following its successful fourth-quarter 2014 launch, which resulted in a smaller remaining “catch up” opportunity (i.e., the opportunity to reach adults aged 65 years and older who have not been previously vaccinated with Prevnar 13). ~~The decline in the first six months of~~ ~~2019~~ in the U.S. was mainly due to the continued decline in revenues for the adult indication in the U.S. due to the aforementioned declining “catch up” opportunity for the adult indication compared to the prior-year period.

The operational growth in the ~~second~~first quarter of ~~2019~~2020 internationally was ~~mostly~~primarily driven by the pediatric indication due to higher volumes reflecting continued uptake ~~following the second quarter 2017 launch~~ in China ~~as well as higher volumes resulting from increased shipments associated with Gavi,~~and the ~~Vaccine Alliance, partially offset by the unfavorable~~overall favorable impact of timing associated with government purchases for the pediatric indication in certain emerging markets. ~~The operational growth in the first six months of~~ ~~2019~~ internationally was primarily due to higher volumes resulting from increased shipments associated with Gavi, the Vaccine Alliance, and higher volumes reflecting continued uptake following the second quarter 2017 launch in China, partially offset by the non-recurrence of volumes associated with an adult national immunization program in first quarter 2018.

In 2014, the ACIP voted to recommend Prevnar 13 for routine use to help protect adults aged 65 years and older against pneumococcal disease, which for adults includes pneumonia caused by the 13 pneumococcal serotypes included in the vaccine. These ACIP recommendations were subsequently approved by the directors at the CDC and U.S. Department of Health and Human Services, and were published in the Morbidity and Mortality Weekly Report in September 2014 by the CDC. The CDC regularly monitors the impact of vaccination and reviews the recommendations. During the February 2019 ACIP meeting, the CDC presented a formal evaluation of evidence to the recommendation framework (grading) for ACIP’s input. On June 26, 2019, the ACIP voted to revise the pneumococcal vaccination guidelines and recommend Prevnar 13 for adults 65 and older based on the shared clinical decision making of the provider and patient, which means the decision to vaccinate should be made at the individual level between health care providers and their ~~patients. This revised~~patients, maintaining reimbursement. The recommendation reaffirms that there remains vaccine preventable pneumococcal disease in the

population of adults 65 years or older, which may be prevented through direct ~~vaccination, but we expect~~vaccination. The ACIP’s ~~provisional~~ recommendation ~~will~~was approved by the directors at the CDC and U.S. Department of Health and Human Services, and published by the CDC in the Morbidity and Mortality Weekly Report in the fourth quarter of 2019. The ACIP’s latest recommendation did not have ~~a negative effect~~an impact on Prevnar 13 revenues ~~for~~in 2019, due to timing of the ~~remainder of 2019.~~


•	~~Ibrance~~ ~~(Biopharma):~~

Three Months Ended Six Months Ended
% Change % Change
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
Total Oper. June 30,
2019
July 1,
2018
Total Oper.
U.S. $ 831
$ 744
12 $ 1,572
$ 1,470
7
International 430
283
52 67 822
489
68 84
Worldwide revenues $ 1,261
$ 1,027
23 27 $ 2,394
$ 1,960
22 26

~~The worldwide operational growth~~Morbidity and Mortality Weekly Report publication, nor was there impact in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~ reflects operational growth in international markets, primarily reflecting continued strong uptake in developed Europe and Japan as well as in certain emerging markets following launches. The growth in2020. We expect Prevnar 13 revenues from the ~~U.S. in the second quarter and first six months of~~ ~~2019~~ ~~was primarily driven by cyclin-dependent kinase (CDK) class share growth and Ibrance’s continued CDK class share leadership in its approved metastatic breast cancer indications.~~


•	~~Lyrica~~ ~~(Upjohn):~~

Three Months Ended
Six Months Ended

% Change

% Change
(MILLIONS OF DOLLARS)
June 30,
2019

July 1,
2018

Total

Oper.

June 30,
2019

July 1,
2018

Total

Oper.
U.S.
$ 835

$ 861

(3 )

$ 1,724

$ 1,768

(2 )

International
340

362

(6 )
(1 )
638

668

(5 )
(1 )
Worldwide revenues
$ 1,175

$ 1,223

(4 )
(3 )
$ 2,362

$ 2,436

(3 )
(2 )

~~The declines in the second quarter and first six months of~~ ~~2019~~ ~~in the U.S. were primarily due~~adult indication to ~~lower volumes reflecting wholesaler destocking in advance of anticipated multi-source generic competition that was expected to begin on July 1, 2019 but instead began on July 19, 2019.~~

~~The operational~~ decline ~~internationally~~beginning in the second quarter of ~~2019 was mostly due to generic competition in developed Europe markets~~2020 and ~~pricing pressures across certain emerging markets, partially offset by increased volumes in Russia and across certain emerging markets. The operational decline internationally in~~through the ~~first six months~~remainder of ~~2019~~ ~~was mostly due to generic competition in developed Europe markets and pricing pressures across international markets, partially offset by increased volumes in Japan attributable to growth in~~ the ~~orally dissolving tablet formulation, and increased volumes in Russia.~~year.

•

Eliquis alliance revenues and direct sales (Biopharma): Eliquis has been jointly developed and is commercialized by Pfizer and BMS. Pfizer funds between 50% and 60% of all development costs depending on the study. Profits and losses are shared equally on a global basis, except in certain countries where Pfizer commercializes Eliquis and pays BMS compensation based on a percentage of net sales. We have full commercialization rights in certain smaller markets. BMS supplies the product to us at cost plus a percentage of the net sales to end-customers in these markets. Eliquis is part of the Novel Oral Anticoagulant market; the agents in this class were developed as alternative treatment options to warfarin in appropriate patients.

~~Anticoagulant (NOAC) market; the agents in this class were developed as alternative treatment options to warfarin in appropriate patients.~~


	Three Months Ended						Six Months Ended						Three Months Ended
					% Change						% Change						% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total	Oper.	June 30, 2019		July 1, 2018		Total	Oper.	March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	626	$	482	30		$	1,227	$	916	34		$	805	$	601	34
International	459		407		13	21	869		737		18	27	495		410		21	23
Worldwide revenues	$	1,085	$	889	22	26	$	2,096	$	1,654	27	31	$	1,300	$	1,011	29	29

The worldwide operational growth in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 was ~~mostly~~primarily driven by continued increased adoption in non-valvular atrial fibrillation as well as oral anti-coagulant market share gains. U.S. growth was also favorably impacted by COVID-19-related wholesaler buying patterns, partially offset by a lower net price.


•	Ibrance (Biopharma):



	Three Months Ended
					% Change
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	852	$	741	15
International	396		392		1	5
Worldwide revenues	$	1,248	$	1,133	10	11

The operational growth in the first quarter of 2020 in the U.S. was mainly driven by increased cyclin-dependent kinase (CDK) class penetration and Ibrance’s continued CDK class share leadership in its approved metastatic breast cancer indications. The operational growth in the first quarter of 2020internationally reflects the continued strong volume growth in most markets, partially offset by pricing pressures in certain developed Europe markets, which is expected to continue.


•	Xeljanz (Biopharma):


	Three Months Ended						Six Months Ended						Three Months Ended
					% Change						% Change						% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total	Oper.	June 30, 2019		July 1, 2018		Total	Oper.	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	458	$	379	21		$	756	$	632	20		$	286	$	298	(4	)
International	155		84		85	*	279		156		79	97	166		125		33		38
Worldwide revenues	$	613	$	463	32	36	$	1,036	$	788	31	35	$	451	$	423	7		8
* Calculation not meaningful or results are equal to or greater than 100%.

The ~~growth~~decline in the U.S. in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 was primarily ~~driven by volume growth~~due to a lower net price due to higher rebating from ~~the launches~~commercial contracts signed in 2019 as well as a temporary lowering of ~~the UC indication in the third quarter of 2018 and PsA indication~~wholesaler inventories in the first quarter of ~~2018,~~2020. Wholesaler inventory levels for Xeljanz were restored to normal levels in early April 2020, during our second quarter, as ~~well as continued growth in the RA indication,~~underlying volume demand has remained consistently strong. These declines were partially offset by ~~higher rebating and unfavorable channel mix in the second quarter and first six months of 2019.~~continued strong demand across all approved indications.

The operational growth internationally in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 was ~~primarily~~mainly driven by continued uptake in the RA indication ~~in developed Europe, emerging markets, Japan~~ and, ~~Canada as well as~~to a lesser extent, from the recent launch of the UC indication in certain developed markets.

In July 2019, the FDA updated the U.S. prescribing information for Xeljanz to include two additional boxed warnings as well as changes to the indication and dosing for UC. These updates were based on the FDA’s review of data from the post-marketing requirement RA study A3921133. We expect these updates will have a negative effect on Xeljanz revenues for the remainder of 2019. See the “Analysis of Condensed Consolidated Statements of Income—Product Development—Biopharmaceuticals” section of this MD&A.


•	Lipitor (Upjohn):


	Three Months Ended								Six Months Ended							Three Months Ended
					% Change								% Change							% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.		June 30, 2019		July 1, 2018		Total		Oper.	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	30	$	32	(8	)			$	51	$	61	(17	)		$	25	$	21	17
International	377		489		(23	)	(17	)	979		971		1		7	380		601		(37	)	(35	)
Worldwide revenues	$	407	$	521	(22	)	(17	)	$	1,029	$	1,032	—		5	$	405	$	622	(35	)	(34	)

The worldwide operational decline in the ~~second~~first quarter of 2020 primarily resulted from the VBP program in China, which was initially implemented in March 2019, and expanded nationwide beginning in December 2019.


•	Lyrica (Upjohn):



	Three Months Ended
					% Change
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	80	$	889	(91	)
International	277		298		(7	)	(7	)
Worldwide revenues	$	357	$	1,186	(70	)	(70	)

The worldwide decline in the first quarter of 2020 was primarily driven by ~~China, with~~ the ~~anticipated unfavorable impact resulting from the March 2019 implementation of a volume-based procurement program in certain cities. The worldwide operational growth in the first six months of~~ ~~2019~~ ~~was mostly~~U.S. due to ~~increased demand in China in~~ the ~~first fiscal quarter of 2019~~expected significantly lower volumes driven by ~~investments~~multi-source generic competition that began in ~~geographic expansion and timing of shipments in Vietnam, partially offset by the aforementioned decline in China in the second quarter of 2019 and a decline in certain developed markets.~~July 2019.


•	Enbrel (Biopharma, outside the U.S. and Canada):

Three Months Ended
Six Months Ended

% Change

% Change
(MILLIONS OF DOLLARS)
June 30,
2019

July 1,
2018

Total

Oper.

June 30,
2019

July 1,
2018

Total

Oper.
U.S.
$ —

$ —

—

$ —

$ —

—

International
420

551

(24 )
(16 )
871

1,057

(18 )
(10 )
Worldwide revenues
$ 420

$ 551

(24 )
(16 )
$ 871

$ 1,057

(18 )
(10 )



	Three Months Ended
					% Change
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	—	$	—	—
International	347		451		(23	)	(21	)
Worldwide revenues	$	347	$	451	(23	)	(21	)

The worldwide operational ~~declines~~decline in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 ~~were~~was primarily due to ~~ongoing~~continued biosimilar competition in most developed Europe markets as well as additional biosimilar competition in Brazil and Japan, all of which is expected to ~~continue, as well as the unfavorable impact of timing of government purchases in certain emerging markets in the second quarter of~~ ~~2019~~.continue.


•	Chantix/Champix (Biopharma):


	Three Months Ended								Six Months Ended								Three Months Ended
					% Change								% Change								% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.		June 30, 2019		July 1, 2018		Total		Oper.		March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	227	$	217	5				$	439	$	405	9				$	212	$	212	—
International	49		60		(19	)	(12	)	110		124		(11	)	(6	)	59		61		(3	)	(1	)
Worldwide revenues	$	276	$	277	—		1		$	549	$	528	4		5		$	270	$	273	(1	)	—

The ~~growth~~worldwide operational revenue was flat in the ~~U.S. in the second~~first quarter ~~and first six months~~ of ~~2019~~2020 ~~was~~, primarily due to ~~increased~~ ~~volume and improved patient access. The operational decline internationally~~declines in ~~the second quarter and first six months of~~ ~~2019~~ ~~was mainly~~Saudi Arabia driven by ~~generic entry~~the unfavorable impact of timing associated with government purchases offset by increased demand in ~~South Korea and Canada.~~Spain as a result of government reimbursement starting in January 2020.


•	~~Norvasc~~Vyndaqel/Vyndamax ~~(Upjohn):~~

Three Months Ended Six Months Ended
% Change % Change
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
Total
Oper.
June 30,
2019
July 1,
2018
Total
Oper.
U.S. $ 11
$ 9
18
$ 21
$ 18
14

International 205
264
(22 ) (17 ) 495
511
(3 ) 3
Worldwide revenues $ 216
$ 273
(21 ) (16 ) $ 516
$ 529
(3 ) 3

~~The worldwide operational decline in the second quarter of~~ ~~2019~~ was primarily driven by China, with the anticipated unfavorable impact resulting from the March 2019 implementation of a volume-based procurement program in certain cities. The worldwide operational growth in the first six months of ~~2019~~ was primarily due to increased demand in China in the first fiscal quarter of 2019 driven by investments in geographic expansion, partially offset by the aforementioned decline in China in the second quarter of 2019.


•	~~Sutent~~(Biopharma):


	Three Months Ended								Six Months Ended								Three Months Ended
					% Change								% Change								% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.		June 30, 2019		July 1, 2018		Total		Oper.		March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	82	$	94	(13	)			$	153	$	181	(16	)			$	127	$	—	*
International	166		181		(8	)	1		327		356		(8	)	1		105		41		*	*
Worldwide revenues	$	248	$	275	(10	)	(4	)	$	480	$	537	(11	)	(5	)	$	231	$	41	*	*

The ~~worldwide declines in the~~ s~~econd quarter and first six months of 2019 reflect continued erosion as a result of increased competition~~growth in the U.S. was driven by the launches of Vyndaqel in May 2019 and ~~key developed markets, partially offset by~~Vyndamax in September 2019 for the treatment of transthyretin amyloid cardiomyopathy (ATTR-CM). The operational growth in ~~certain emerging markets.~~international markets was primarily driven by the March 2019 launch of the ATTR-CM indication in Japan.

•

Xtandi alliance revenues (Biopharma): Xtandi is being developed and commercialized through a collaboration with Astellas. The two companies share equally in the gross profits (losses) related to U.S. net sales of Xtandi. Subject to certain exceptions, Pfizer and Astellas also share equally all Xtandi commercialization costs attributable to the U.S. market. Pfizer and Astellas also share certain development and other collaboration expenses, and Pfizer receives tiered royalties as a percentage of international Xtandi net sales (recorded in Other (income)/deductions—net).


	Three Months Ended						Six Months Ended						Three Months Ended
					% Change						% Change						% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total	Oper.	June 30, 2019		July 1, 2018		Total	Oper.	March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	201	$	171	18		$	369	$	330	12		$	209	$	168	25
International	—		—		—	—	—		—		—	—	—		—		—	—
Worldwide revenues	$	201	$	171	18	18	$	369	$	330	12	12	$	209	$	168	25	25

The growth in the U.S. in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 was primarily driven by ~~increased~~continued strong demand for Xtandi in the metastatic (mCRPC) and non-metastatic (nmCRPC) castration-resistant prostate cancer ~~partially offset by higher patient assistance programs (PAP) utilization~~indications and, to a lesser extent, the metastatic (mCSPC) castration-sensitive prostate cancer indication, which was approved in the ~~second quarter and first six months of~~ ~~2019, compared to the same periods~~U.S. in ~~2018.~~


•	~~The~~ ~~Premarin~~ ~~family of products (Biopharma):~~

Three Months Ended Six Months Ended
% Change % Change
(MILLIONS OF DOLLARS) June 30,
2019
July 1,
2018
Total
Oper.
June 30,
2019
July 1,
2018
Total
Oper.
U.S. $ 182
$ 197
(8 ) $ 340
$ 378
(10 )
International 11
13
(16 ) (11 ) 21
24
(12 ) (6 )
Worldwide revenues $ 193
$ 210
(8 ) (8 ) $ 361
$ 401
(10 ) (10 )

~~The worldwide operational declines in the second quarter and first six months of~~ ~~2019~~ ~~were primarily driven by competitive pressures in the U.S.~~December 2019.


•	~~Celebrex~~Sutent (Biopharma):



	Three Months Ended
					% Change
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	52	$	71	(27	)
International	153		161		(5	)	(2	)
Worldwide revenues	$	205	$	232	(12	)	(9	)

The worldwide operational decline in the first quarter of 2020 reflects continued erosion as a result of increased competition in the U.S. and key international developed markets, partially offset by growth in certain emerging markets.


•	Norvasc (Upjohn):


	Three Months Ended							Six Months Ended							Three Months Ended
					% Change							% Change							% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.	June 30, 2019		July 1, 2018		Total		Oper.	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	16	$	18	(14	)		$	30	$	34	(10	)		$	9	$	10	(13	)
International	158		143		10		15	317		272		16		21	188		289		(35	)	(34	)
Worldwide revenues	$	174	$	161	8		12	$	347	$	306	13		17	$	197	$	300	(34	)	(33	)

The worldwide operational ~~growth in the second quarter of 2019 was primarily due to higher volumes in Japan, partially offset by pricing pressures across certain emerging markets. The worldwide operational growth~~decline in the first ~~six months~~quarter of ~~2019~~2020 ~~was mainly due to higher volumes in Japan and~~primarily resulted from the VBP program in China, ~~driven by investments~~which was initially implemented in ~~geographic expansion.~~March 2019, and expanded nationwide beginning in December 2019.


•	Sulperazon (Biopharma):


	Three Months Ended						Six Months Ended						Three Months Ended
					% Change						% Change						% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total	Oper.	June 30, 2019		July 1, 2018		Total	Oper.	March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	—	$	—	—		$	—	$	—	—		$	—	$	—	—
International	165		150		10	17	342		319		7	14	187		177		6	8
Worldwide revenues	$	165	$	150	10	17	$	342	$	319	7	14	$	187	$	177	6	8

The international operational growth in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 was ~~mostly~~driven by higher demand in China.


•	Inlyta (Biopharma):



	Three Months Ended
					% Change
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	116	$	33	*
International	53		40		32	36
Worldwide revenues	$	169	$	73	*	*

The worldwide operational growth in the first quarter of 2020 was primarily due to increased demand in ~~China.~~the U.S. from the FDA approvals in the second quarter of 2019 for combinations of certain immune checkpoint inhibitors plus Inlyta for the first-line treatment of patients with advanced RCC.


•	Inflectra/Remsima (Biopharma):


	Three Months Ended								Six Months Ended								Three Months Ended
					% Change								% Change								% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.		June 30, 2019		July 1, 2018		Total		Oper.		March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	74	$	63	17				$	132	$	118	12				$	84	$	57	46
International	78		95		(17	)	(11	)	159		185		(14	)	(8	)	74		81		(8	)	(6	)
Worldwide revenues	$	153	$	158	(4	)	—		$	291	$	303	(4	)	—		$	158	$	138	14		15

~~Worldwide~~The worldwide operational ~~revenues were relatively flat~~revenue growth in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 was primarily due to continued volume growth in ~~certain channels in~~ the U.S., ~~as well as in certain developed markets in Europe and Canada,~~partially offset by pricing pressures globally as well as competitive pressures internationally.

The growth in the U.S. in the ~~second~~first quarter ~~and first six months~~ of ~~2019~~2020 was primarily driven by demand in open systems, partially offset by price erosion. While Inflectra has achieved parity access to Remicade^® (infliximab) in Medicare Part B, nearly half of all commercial patients are not able to access Inflectra due to exclusionary contracting practices by J&J. In September 2017, Pfizer filed suit in the U.S. District Court for the Eastern District of Pennsylvania against J&J alleging that J&J’s exclusionary contracts and other anticompetitive practices concerning Remicade violate federal antitrust laws. In June 2019, Pfizer received a Civil Investigative Demand from the Federal Trade Commission (FTC) seeking documents and information relating to the alleged conduct and market conditions at issue in Pfizer’s lawsuit against J&J. Pfizer understands that the FTC’s investigation is focused on J&J’s alleged conduct at issue in Pfizer’s lawsuit against J&J.


•	Celebrex (Upjohn):



	Three Months Ended
					% Change
(MILLIONS OF DOLLARS)	March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	11	$	15	(23	)
International	145		159		(9	)	(9	)
Worldwide revenues	$	156	$	174	(10	)	(10	)

The worldwide operational decline in the first quarter of 2020 was primarily due to lower volumes in certain emerging markets, primarily in China.


•	~~Viagra~~The ~~(Upjohn)~~Premarin family of products (Biopharma):


	Three Months Ended								Six Months Ended								Three Months Ended
					% Change								% Change								% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.		June 30, 2019		July 1, 2018		Total		Oper.		March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	13	$	75	(83	)			$	52	$	164	(68	)			$	141	$	158	(10	)
International	102		109		(7	)	(1	)	207		208		(1	)	6		10		10		1		1
Worldwide revenues	$	114	$	185	(38	)	(35	)	$	259	$	372	(30	)	(27	)	$	152	$	168	(10	)	(10	)

The ~~declines~~worldwide operational decline in the ~~U.S. in the second quarter and~~ first ~~six months of~~ ~~2019~~ ~~were due to the loss of exclusivity in December 2017, contributing to lower volumes and pricing pressures.~~

~~The operational decline internationally in the second~~ quarter of ~~2019~~2020 was primarily ~~due to lower volumes across developed markets and pricing~~driven by continued competitive pressures in ~~China, partially offset by increased demand in China driven by investments in geographic expansion. The operational growth internationally in~~ the ~~first six months of~~ ~~2019~~ ~~was mostly due~~U.S., which is expected to ~~increased demand in China driven by investments in geographic expansion, partially offset by pricing pressures in China and lower volumes across developed markets.~~continue.


•	Xalkori (Biopharma):


	Three Months Ended							Six Months Ended								Three Months Ended
					% Change							% Change								% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.	June 30, 2019		July 1, 2018		Total		Oper.		March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	41	$	42	(3	)		$	75	$	84	(11	)			$	39	$	34	14
International	92		96		(4	)	4	180		206		(13	)	(6	)	110		88		24	27
Worldwide revenues	$	133	$	137	(3	)	2	$	255	$	290	(12	)	(7	)	$	149	$	123	22	24

The worldwide operational growth in the ~~second~~first quarter of ~~2019~~2020 ~~was~~ primarily ~~due to increased volumes~~resulted from growth in China, following the impact of inclusion of Xalkori in the 2019 National Reimbursement Drug Listing (NRDL) in China, partially offset by volume declines in the ALK indication due to competitive pressure primarily across developed Europe and in the U.S. In the first six months of 2019, the worldwide decline in revenues primarily resulted from erosion due to competition in developed Europe and in the U.S., partially offset by growth in certain emerging markets, most notably China, following the impact of inclusion of Xalkori in the NRDL in China.List.


•	~~Inlyta~~Viagra ~~(Biopharma)~~(Upjohn):


	Three Months Ended							Six Months Ended								Three Months Ended
					% Change							% Change								% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total		Oper.	June 30, 2019		July 1, 2018		Total		Oper.		March 29, 2020		March 31, 2019		Total		Oper.
U.S.	$	60	$	33	82			$	93	$	61	53				$	17	$	40	(57	)
International	44		48		(9	)	—	84		94		(10	)	(2	)	110		105		5		5
Worldwide revenues	$	104	$	81	28		34	$	177	$	155	14		19		$	127	$	145	(12	)	(12	)

The worldwide operational ~~growth in the second quarter and first six months of~~ ~~2019~~ was primarily due to increased demand in the U.S., as a result of the FDA approvals in the second quarter of 2019 for the combination of Inlyta and pembrolizumab as well as Inlyta and Bavencio for the first-line treatment of patients with advanced renal cell carcinoma, and the impact of inclusion of Inlyta in the NRDL in China. The growth was partially offset by the decline ~~in other developed markets due to increased competition.~~


•	~~Eucrisa~~ ~~(Biopharma):~~

Three Months Ended
Six Months Ended

% Change

% Change
(MILLIONS OF DOLLARS)
June 30,
2019

July 1,
2018

Total

Oper.

June 30,
2019

July 1,
2018

Total

Oper.
U.S.
$ 26

$ 39

(33 )

$ 48

$ 65

(25 )

International
1

—

*

*

1

—

*

*
Worldwide revenues
$ 27

$ 39

(30 )
(30 )
$ 50

$ 65

(23 )
(23 )

* Indicates calculation not meaningful or result is equal to or greater than 100%.

~~The decline in the U.S. in the second quarter of~~ ~~2019~~ ~~was driven by volume growth that was more than offset by higher rebating and unfavorable channel mix. The decline in the U.S. in the first six months of~~ ~~2019~~ ~~was driven by volume growth~~

~~that was more than offset by higher rebating and unfavorable channel mix, in addition to a one time nonrecurring favorable rebate adjustment~~ in the first quarter of ~~2018.~~2020 was primarily driven by continued volume erosion due to multi-source generic competition in the U.S.


•	Alliance revenues (Biopharma):


	Three Months Ended						Six Months Ended						Three Months Ended
					% Change						% Change						% Change
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018		Total	Oper.	June 30, 2019		July 1, 2018		Total	Oper.	March 29, 2020		March 31, 2019		Total	Oper.
U.S.	$	835	$	656	27		$	1,610	$	1,259	28		$	1,022	$	775	32
International	352		331		6	14	666		584		14	21	360		314		15	16
Worldwide revenues	$	1,187	$	987	20	23	$	2,277	$	1,842	24	26	$	1,382	$	1,090	27	27

The worldwide operational growth in the first quarter of 2020was ~~mainly~~primarily due to increases in Eliquis and Xtandi alliance revenues ~~discussed above.~~

◦

~~Bavencio~~ (Biopharma) is being developed and commercialized in collaboration with Merck KGaA. Both companies jointly fund the majority of development and commercialization costs, and split equally any profits generated from selling any products containing avelumab from this collaboration. Bavencio is currently approved in metastatic MCC in the U.S., Europe and Japan and select other markets, as well as in second line treatment of locally advanced or metastatic urothelial carcinoma and first-line treatment of patients with advanced renal cell carcinoma in combination with Inlyta in the U.S. In addition, in May 2019, Bavencio in combination with Inlyta was approved in the U.S. for the first-line treatment of advanced RCC. Patients with advanced RCC now have a new first-line treatment option that combines a PD-L1 immunotherapy with a well known Vascular Endothelial Growth Factor Receptor Tyrosine Kinase Inhibitor (VEGFR TKI).included in the above discussion.

See Notes to Condensed Consolidated Financial Statements––Note 13C. Segment, Geographic and Other Revenue Information: Other Revenue Information for additional information regarding the primary indications or class of the selected products discussed above.

See Notes to Condensed Consolidated Financial Statements—Note 12. Contingencies and Certain Commitments for a discussion of recent developments concerning patent and product litigation relating to certain of the products discussed above.

See the “Patents and Other Intellectual Property Rights” section in Part I, Item 1, “Business” of our 2019 Form 10-K for information regarding the expiration of various patent rights.

Product Developments—Biopharmaceutical

We continue to invest in R&D to provide potential future sources of revenues through the development of new products, as well as through additional uses for in-line and alliance products. Notwithstanding our efforts, there are no assurances as to when, or if, we will receive regulatory approval for additional indications for existing products or any of our other products in development.

We continue to strengthen our global R&D organization and pursue strategies intended to improve innovation and overall productivity in R&D to achieve a sustainable pipeline that will deliver value in the near term and over time.

For additional information about our R&D organization, see the ~~“Overview~~“Research and Development” section in Part I, Item 1, “Business” of ~~Our Performance, Operating Environment, Strategy and Outlook—Our Strategy—Organizing for Growth” and “—Description of Research and Development Operations” sections of this MD&A.~~our 2019 Form 10-K.

A comprehensive update of Pfizer’s development pipeline was published as of ~~July 29, 2019~~April 28, 2020 and is available at www.pfizer.com/science/drug-product-pipeline. It includes an overview of our research and a list of compounds in development with targeted indication and phase of development, as well as mechanism of action for some candidates in Phase 1 and all candidates from Phase 2 through registration.

The following series of tables provides information about significant regulatory actions by, and filings pending with, the FDA and regulatory authorities in the EU and Japan, as well as additional indications and new drug candidates in late-stage development.



RECENT FDA APPROVALS
PRODUCT	INDICATION	DATE APPROVED
~~Ruxience™~~Braftovi (encorafenib)^(a)	Braftovi (encorafenib) in combination with Erbitux^® (cetuximab) for the treatment of BRAF^V600E-mutant metastatic colorectal cancer after prior therapy	April 2020
Xtandi (enzalutamide)	Treatment of metastatic castration-sensitive prostate cancer, which is being developed through a collaboration with Astellas	December 2019
Abrilada(adalimumab-afzb)^(b)	A biosimilar to Humira^®(adalimumab) for the treatment of certain patients with rheumatoid arthritis, juvenile idiopathic arthritis, psoriatic arthritis, ankylosing spondylitis, adult Crohn's disease, UC and plaque psoriasis	November 2019
Ruxience (rituximab-pvvr)^(a)(c)	A biosimilar to Rituxan^® (rituximab) for the treatment of adult patients with non-Hodgkin’s lymphoma, chronic lymphocytic leukemia, and granulomatosis with polyangiitis and microscopic polyangiitis	July 2019
Zirabev (bevacizumab-bvzr)^(b)(d)	A biosimilar to Avastin^® (bevacizumab) for the treatment of mCRC; unresectable, locally advanced, recurrent or metastatic NSCLC; recurrent glioblastoma; metastatic RCC; and persistent, recurrent or metastatic cervical cancer	June 2019
Bavencio (avelumab)	Bavencio (avelumab) in combination with Inlyta (axitinib) for the first-line treatment of patients with advanced ~~renal cell carcinoma,~~RCC, which is being developed in collaboration with Merck KGaA, Germany	May 2019
Vyndaqel (tafamidis meglumine)	Treatment of the cardiomyopathy of wild-type or hereditary transthyretin-mediated amyloidosis (ATTR-CM) in adults to reduce cardiovascular mortality and cardiovascular-related hospitalization	May 2019
Vyndamax (tafamidis)	Treatment of the cardiomyopathy of wild-type or hereditary ATTR-CM in adults to reduce cardiovascular mortality and cardiovascular-related hospitalization	May 2019
~~Trazimera (trastuzumab-qyyp)~~^(c)	~~A biosimilar to Herceptin~~^® ~~(trastuzumab) for all eligible indications of the reference product~~	~~March 2019~~
~~Daurismo (glasdegib)~~	~~Treatment of newly-diagnosed acute myeloid leukemia in adult patients who are 75 years or older or who have comorbidities that preclude use of intensive induction chemotherapy~~	~~November 2018~~
~~Lorbrena (lorlatinib)~~	Treatment of patients with ALK-positive metastatic NSCLC whose disease has progressed on crizotinib and at least one other ALK inhibitor for metastatic disease; or whose disease has progressed on alectinib or ceritinib as the first ALK inhibitor therapy for metastatic disease	~~November 2018~~
~~Talzenna (talazoparib)~~	Treatment of adult patients with deleterious or suspected deleterious germline BRCA-mutated (gBRCAm) human epidermal growth factor receptor 2 (HER2)-negative locally advanced or metastatic breast cancer	~~October 2018~~
~~Vizimpro (dacomitinib)~~	First-line treatment of patients with metastatic non-small cell lung cancer with epidermal growth factor receptor exon 19 deletion or exon 21 L858R substitution mutations as detected by an FDA-approved test, which is being developed in collaboration with SFJ	~~September 2018~~


^(a)	Erbitux^®is a registered trademark of ImClone LLC.


^(b)	Humira^® is a registered trademark of AbbVie Biotechnology Ltd. Pfizer is working to make Abrilada available to U.S. patients as soon as feasible based on the terms of its agreement with AbbVie. Current plans are to launch Abrilada in 2023.


^(c)	Rituxan^® is a registered trademark of Biogen MA Inc.


^(b)(d)	Avastin^® ~~is a registered trademark of Genentech, Inc.~~


^(c)	~~Herceptin~~^® is a registered trademark of Genentech, Inc.



PENDING U.S. NDAs AND SUPPLEMENTAL FILINGS
PRODUCT	PROPOSED INDICATION	DATE FILED*
~~PF-06410293~~Bavencio (avelumab)^(a)	For first-line maintenance treatment of patients with locally advanced or metastatic urothelial carcinoma, which is being developed in collaboration with Merck KGaA, Germany	April 2020
tanezumab	For patients with chronic pain due to moderate-to-severe osteoarthritis (OA) who have experienced inadequate pain relief with other analgesics, which is being developed in collaboration with Lilly	March 2020
PF-06881894^(b)	A potential biosimilar to ~~Humira~~Neulasta^® ~~(adalimumab)~~(pegfilgrastim)	~~January~~August 2019
~~Vyndaqel (tafamidis meglumine)~~^(b)	~~Treatment of transthyretin familial amyloid polyneuropathy~~	~~February 2012~~


*	The dates set forth in this column are the dates on which the FDA accepted our submissions.


^(a)	~~Humira~~^® ~~is a registered trademark of AbbVie Biotechnology Ltd.~~ Being reviewed by the FDA under its Real-Time Oncology Review pilot program.

^(b)

~~In May 2012, the FDA’s Peripheral and Central Nervous System Drugs Advisory Committee voted that the tafamidis meglumine data provide substantial evidence~~

Neulasta^®is a registered U.S. trademark of efficacy for a surrogate endpoint that is reasonably likely to predict a clinical benefit. In June 2012, the FDA issued a “complete response” letter with respect to this tafamidis NDA. The FDA has requested the completion of a second efficacy study, and also has asked for additional information on the data within the current tafamidis NDA. Pfizer has completed study B3461028, a global Phase 3 study to support the new indication of transthyretin amyloid cardiomyopathy, which includes patients with wild type and variant transthyretin. We are working with the FDA to identify next steps.Amgen Inc.

Vyndaqel (tafamidis meglumine) for the treatment of transthyretin familial amyloid polyneuropathy (TTR-FAP; also referred to as transthyretin amyloid polyneuropathy, ATTR-PN): In June 2012, the FDA issued a Complete Response Letter (CRL) with respect to this tafamidis NDA, requesting the completion of a second efficacy study, and also asking for additional information on the data within the NDA. In April 2020, given the availability of other medicines to treat hereditary ATTR-PN, Pfizer has made the decision to withdraw the NDA.



REGULATORY APPROVALS AND FILINGS IN THE EU AND JAPAN
PRODUCT	DESCRIPTION OF EVENT	DATE APPROVED	DATE FILED*
Ruxience (rituximab)^(a)	Application approved in the EU for a biosimilar to MabThera^® (rituximab) for the treatment of non-Hodgkin’s lymphoma, chronic lymphocytic leukemia, RA, granulomatosis with polyangiitis and microscopic polyangiitis, and pemphigus vulgaris	April 2020	—
Staquis (crisaborole)	Application approved in the EU for the treatment of mild to moderate atopic dermatitis in adults and pediatric patients from 2 years of age with ≤ 40% body surface area affected	March 2020	—
tanezumab	Application filed in the EU for adult patients with moderate to severe chronic pain associated with OA for whom treatment with NSAIDs and/or an opioid is ineffective, not tolerated or inappropriate	—	March 2020
Braftovi (encorafenib) and Mektovi (binimetinib)	Application filed in Japan for second-or-third-line treatment of BRAF-mutant mCRC in patients who have received prior systemic therapy, which is being developed in collaboration with Ono Pharmaceutical Co., Ltd.	—	March 2020
Vyndaqel (tafamidis free acid)	Application approved in the EU for a once-daily 61 mg oral capsule, for the treatment of wild-type or hereditary transthyretin amyloidosis in adult patients with cardiomyopathy	February 2020	—
Amsparity (adalimumab)^(b)	Application approved in the EU for a biosimilar to Humira^® (adalimumab) for the treatment of certain patients with RA, juvenile idiopathic arthritis, axial spondyloarthritis, psoriatic arthritis, psoriasis, hidradenitis suppurativa, Crohn’s disease, UC, uveitis, and pediatric plaque psoriasis	February 2020	—
Xeljanz (tofacitinib)	Application approved in the EU for Xeljanz (tofacitinib) 11 mg prolonged release tablets in combination with methotrexate for the treatment of moderate to severe active rheumatoid arthritis in adult patients who have responded inadequately to, or who are intolerant to one or more disease-modifying antirheumatic drugs	December 2019	—
Bavencio (avelumab)	Application approved in Japan for Bavencio (avelumab) in combination with Inlyta (axitinib) for the first-line treatment of advanced RCC, which is being developed in collaboration with Merck KGaA, Germany	December 2019	—
Braftovi (encorafenib)^(c)	Application filed in the EU for Braftovi (encorafenib) in combination with Erbitux^® (cetuximab), for the treatment of adult patients with mCRC with a BRAF mutation, who have received prior systemic therapy, which is being developed in collaboration with the Pierre Fabre Group	—	November 2019
Bavencio (avelumab)	Application approved in the EU for Bavencio (avelumab) in combination with Inlyta (axitinib) for the first-line treatment of advanced RCC, which is being developed in collaboration with Merck KGaA, Germany	October 2019	—
PF-06881894^(d)	Application filed in the EU for a potential biosimilar to Neulasta^® (pegfilgrastim)	—	October 2019
Rituximab Pfizer (rituximab)^(e)	Application approved in Japan for a biosimilar to Rituxan^® (rituximab) for the treatment of CD20-positive, B-cell non-Hodgkin’s Lymphoma, CD20-positive, B-cell lymphoproliferative disease under immunosuppression, and Granulomatosis with polyangiitis, and microscopic polyangiitis	September 2019	—
Bosulif (bosutinib)	Application filed in Japan for the treatment of chronic myelogenous leukemia (CML), which is being developed in collaboration with Avillion LLP	—	July 2019
Xtandi (enzalutamide)	Application filed in the EU for the treatment of metastatic hormone-sensitive prostate cancer, which is being developed through a collaboration with Astellas	—	July 2019
Talzenna (talazoparib)	Application approved in the EU for monotherapy for the treatment of adult patients with germline breast cancer susceptibility gene (gBRCA)1/2-mutations, who have ~~human epidermal growth factor receptor 2-negative (HER2-)~~HER2- locally advanced or metastatic breast cancer	June 2019	—
Bevacizumab Pfizer (bevacizumab)^(f)	Application approved in Japan for a biosimilar to Avastin^® (bevacizumab) for the treatment of metastatic colorectal cancer	June 2019	—
Daurismo (glasdegib)^(g)	Application filed in the EU for Daurismo (glasdegib) in combination with low-dose cytarabine, for the treatment of ~~newly-diagnosed acute myeloid leukemia~~newly diagnosed de novo or secondary AML in adult patients who are ~~75 years or older or who have co-morbidities that preclude use of intensive~~not candidates for standard induction chemotherapy	—	May 2019
Lorviqua (lorlatinib)	Application approved in the EU as monotherapy, for the treatment of adult patients with ALK- positive advanced non-small cell lung cancer whose disease has progressed after: • alectinib or ceritinib as the first ALK tyrosine kinase inhibitor (TKI) therapy; or • crizotinib and at least one other ALK TKI	May 2019	—
~~Vizimpro (dacomitinib)~~	Application approved in the EU as monotherapy for the first-line treatment of adult patients with locally advanced or metastatic non-small cell lung cancer with EGFR activating mutations, which is being developed in collaboration with SFJ	~~April 2019~~	—
~~Bavencio (avelumab)~~	Application filed in the EU for Bavencio (avelumab) in combination with Inlyta (axitinib) for the first-line treatment of advanced renal cell carcinoma, which is being developed in collaboration with Merck KGaA, Germany	—	~~March 2019~~
~~Vyndaqel (tafamidis meglumine)~~	~~Application approved in Japan for treatment of transthyretin amyloid cardiomyopathy~~	~~March 2019~~	—
~~Zirabev~~^(a)	~~Application approved in the EU for a biosimilar to Avastin~~^® (bevacizumab) for the treatment of metastatic carcinoma of the colon or rectum, metastatic breast cancer, unresectable advanced, metastatic or recurrent NSCLC, advanced and/or metastatic renal cell cancer and persistent, recurrent, or metastatic carcinoma of the cervix	~~February 2019~~	—
~~Vyndaqel (tafamidis free acid)~~	~~Application filed in the EU for the treatment of adults with transthyretin amyloid cardiomyopathy~~	—	~~January 2019~~
~~Bavencio (avelumab)~~	Application filed in Japan for Bavencio (avelumab) in combination with Inlyta (axitinib) for the first-line treatment of advanced renal cell carcinoma, which is being developed in collaboration with Merck KGaA, Germany	—	~~January 2019~~
~~Vizimpro (dacomitinib)~~	~~Application approved in Japan for the treatment of patients with locally advanced or metastatic non-small cell lung cancer with EGFR mutations, which is being developed in collaboration with SFJ~~	~~January 2019~~	—
~~PF-06410293~~^(b)	~~Application filed in the EU for a potential biosimilar to Humira~~^® ~~(adalimumab)~~	—	~~November 2018~~
~~Xtandi (enzalutamide)~~	~~Application approved in the EU for treatment of adult men with high-risk non-metastatic castration-resistant prostate cancer, which is being developed through a collaboration with Astellas~~	~~October 2018~~	—
~~Trastuzumab BS for IV Infusion 60mg/150mg “Pfizer”~~^(c)	~~Application approved in Japan for a biosimilar to Herceptin~~^® ~~(trastuzumab)~~	~~September 2018~~	—
~~Lorbrena (lorlatinib)~~	~~Application approved in Japan for the treatment of patients with ALK-positive metastatic non-small cell lung cancer, previously treated with one or more ALK inhibitor~~	~~September 2018~~	—
~~PF-05280586~~^(d)	~~Application filed in the EU for a potential biosimilar to Rituxan~~^® ~~(rituximab)~~	—	~~August 2018~~
~~crisaborole~~	~~Application filed in the EU for the treatment of mild-to-moderate atopic dermatitis~~	—	~~May 2018~~
~~Xeljanz (tofacitinib)~~	~~Application filed in the EU for modified release 11mg tablet for RA~~	—	~~March 2018~~


*	For applications in the EU, the dates set forth in this column are the dates on which the EMA validated our submissions.


^(a)	~~Avastin~~MabThera^® is a registered trademark of ~~Genentech, Inc.~~F. Hoffman-La Roche AG.


^(b)	Humira^® is a registered trademark of AbbVie Biotechnology Ltd. Pfizer does not currently plan to commercialize Amsparity in the EU due to unfavorable market conditions.


^(c)	~~Herceptin~~Erbitux^®is a registered trademark of ImClone LLC. In April 2020, the EMA’s CHMP adopted a positive opinion recommending the approval of Braftovi (encorafenib) in combination with Erbitux^® (cetuximab), for the treatment of adult patients with metastatic CRC with a BRAF ^V600E mutation, who have received prior systemic therapy.


^(d)	Neulasta^® is a registered trademark of Amgen Inc.


^(e)	Rituxan^® is a registered trademark of Biogen MA Inc.


^(f)	Avastin^® is a registered trademark of Genentech, Inc.


^(d)(g)	~~Rituxan~~^® isIn April 2020, the EMA’s CHMP adopted a ~~registered trademark~~positive opinion recommending the approval of ~~Biogen MA Inc.~~ Daurismo (glasdegib) in combination with low-dose cytarabine, for the treatment of newly diagnosed de novo or secondary AML in adult patients who are not candidates for standard induction chemotherapy.



LATE-STAGE CLINICAL PROGRAMS FOR ADDITIONAL USES AND DOSAGE FORMS FOR IN-LINE AND IN-REGISTRATION PRODUCTS
PRODUCT	PROPOSED INDICATION
Bavencio (avelumab)	A monoclonal antibody that inhibits PD-L1 for the first-line treatment of stage IIIb/IV non-small cell lung cancer, which is being developed in collaboration with Merck KGaA, Germany
Bavencio (avelumab)	A monoclonal antibody that inhibits PD-L1 for maintenance treatment, in the first-line setting, for patients with urothelial cancer, which is being developed in collaboration with Merck KGaA, Germany
~~Bavencio (avelumab)~~	A monoclonal antibody that inhibits PD-L1 for maintenance treatment of advanced or metastatic gastric/ gastro-esophageal junction cancers, which is being developed in collaboration with Merck KGaA, Germany
~~Bavencio (avelumab)~~	A monoclonal antibody that inhibits PD-L1 for treatment of locally advanced squamous cell carcinoma of the head and neck, which is being developed in collaboration with Merck KGaA, Germany
~~Braftovi (encorafenib) and Mektovi (binimetinib)~~	~~Second-or-third-line treatment of~~ ~~BRAF-mutant mCRC~~ (ex-U.S.)
Daurismo (glasdegib)	A smoothened inhibitor, in combination with azacitidine, for the treatment of acute myeloid leukemia
Ibrance (palbociclib)	Treatment of HER2+ advanced breast cancer, in collaboration with the Alliance Foundation Trials, LLC
Ibrance (palbociclib)	Treatment of high-risk early breast cancer, in collaboration with the German Breast Group
Ibrance (palbociclib)	Treatment of HR+ early breast cancer, in collaboration with the Alliance Foundation Trials, LLC, and the Austrian Breast Colorectal Cancer Study Group
Lorbrena (lorlatinib)	~~A next generation ALK/ROS1 tyrosine kinase inhibitor for the first-line treatment~~Treatment of patients with ~~ALK-positive advanced~~metastatic non-small cell lung cancer whose tumors are ALK-positive as detected by an FDA-approved test
Xeljanz (tofacitinib)	Treatment of ankylosing spondylitis
Xtandi (enzalutamide)	Treatment of non-metastatic hormone-sensitive prostate cancer, which is being developed through a collaboration with Astellas
~~Xtandi (enzalutamide)~~	~~Treatment of metastatic hormone-sensitive prostate cancer, which is being developed through a collaboration with Astellas (U.S.)~~
Talzenna (talazoparib)	An oral PARP inhibitor, in combination with Xtandi (enzalutamide), for the treatment of metastatic castration-resistant prostate cancer

In ~~February 2019,~~March 2020, we and our partner Merck KGaA, Germany, announced an update from the ~~company took steps~~Phase III JAVELIN Head and Neck 100 study evaluating avelumab in addition to ~~transition rheumatoid arthritis~~chemoradiotherapy (CRT) versus standard-of-care CRT in patients with untreated locally advanced squamous cell carcinoma of the head and neck. The alliance has accepted the recommendation of the independent Data Monitoring Committee to terminate the JAVELIN Head and Neck 100 trial, as the study ~~patients who were on tofacitinib 10 mg twice daily~~is unlikely to ~~tofacitinib 5 mg twice daily~~show a statistically significant improvement in the ~~FDA post-marketing requirement study A3921133, a study performed in patients considered to be at high risk for certain side effects. This action was taken as the result~~primary endpoint of notification from the tofacitinib Rheumatology Data Safety Monitoring Board of a safety signal regarding the tofacitinib 10 mg twice daily treatment arm in study A3921133. The 5 mg twice daily dose is the FDA approved dose in the U.S. for adult patients with moderate to severe rheumatoid arthritis. In July 2019, the FDA updated the U.S. prescribing information for Xeljanz to include two additional boxed warnings as well as changes to the indication and dosing for UC. These updates wereprogression-free survival based on the FDA’s review of data from the post-marketing requirement RA study A3921133. In addition, the EU product labeling (SmPC) for Xeljanz was updated in July 2019. This update is provisional, pending the outcomea preplanned interim analysis. A detailed analysis of the ~~EMA’s risk/benefit review of Xeljanz, which~~Phase III JAVELIN Head and Neck 100 study is ~~expected to take several months. Following~~being conducted and study findings will be shared with the ~~conclusion of that review, the current SmPC may be revised again, or confirmed.~~scientific community.



NEW DRUG CANDIDATES IN LATE-STAGE DEVELOPMENT
CANDIDATE	PROPOSED INDICATION
aztreonam-avibactam (PF-06947387)	A beta lactam/beta lactamase inhibitor for the treatment of patients with infections caused by Gram-negative bacteria, including those that produce metallo-beta-lactamases, for which there are limited or no treatment options
fidanacogene elaparvovec (PF-06838435)	An investigational gene therapy for the treatment of hemophilia B
PF-06482077	A 20-Valent pneumococcal conjugate vaccine for the prevention of invasive pneumococcal disease and pneumonia caused by Streptococcus pneumoniae serotypes covered by the vaccine in adults 18 years of age and older
~~PF-06651600~~ritlecitinib (PF-06651600)	A selective dual Janus kinase 3 (JAK3) and Tyrosine kinase Expressed in hepatocellular Carcinoma (TEC) family inhibitor for the treatment of patients with moderate to severe alopecia areata
~~PF-04965842~~abrocitinib (PF-04965842)	A Janus kinase 1 (JAK1) inhibitor for the treatment of moderate-to-severe atopic dermatitis
PF-06425090	A prophylactic vaccine for ~~active immunization to prevent clostridium~~ prevention of primary clostridioidesdifficile ~~disease~~infection (CDI) in individuals
~~PF-06802861~~PF-07265803	An oral inhibitor of p38 mitogen-activated protein kinase for the treatment of patients with symptomatic dilated cardiomyopathy due to a Lamin A/C gene mutation
~~rivipansel (GMI-1070)~~^(a)PF-06801591	A ~~triple selectin inhibitor,~~monoclonal antibody that inhibits PD-1, in combination with ~~highest potency for E-selectin~~Bacillus Calmette-Guerin (BCG), for the treatment of ~~acute vaso-occlusive crises associated with sickle cell disease in patients aged 6 years and above, which was licensed from GlycoMimetics Inc.~~non-muscle invasive bladder cancer
somatrogon (PF-06836922)	A long-acting hGH-CTP for the treatment of growth hormone deficiency in children, which is being developed in collaboration with OPKO
somatrogon (PF-06836922)	A long-acting hGH-CTP for the treatment of growth hormone deficiency in adults, which is being developed in collaboration with OPKO
tanezumab	An anti-nerve growth factor monoclonal antibody for the treatment of pain, which is being developed in collaboration with Lilly

^(a)

~~In August 2019, we announced that the rivipansel (GMI-1070) Phase 3~~ R~~ivipansel (GMI-1070):~~ E~~valuating~~ S~~afety,~~ E~~fficacy and~~ Time to Discharge (RESET) pivotal study did not meet its primary or key secondary efficacy endpoints. The objective of the trial was to evaluate the efficacy and safety of rivipansel in patients aged six and older with sickle cell disease who were hospitalized for a vaso-occlusive crisis and required treatment with IV opioids. The primary endpoint was time to readiness-for-discharge and the key secondary efficacy endpoints were time-to-discharge, cumulative IV opioid consumption, and time to discontinuation of IV opioids. Detailed analyses of the RESET study, including additional data on efficacy and safety endpoints, which are not available at this time, will be submitted for presentation at a future scientific meeting. We are awaiting additional data to determine next steps.

Additional product-related programs are in various stages of discovery and development.

Costs and Expenses

Our response to the COVID-19 pandemic increased certain operating expenses in the first quarter of 2020, including expenses incurred to protect colleagues that continue to work in our manufacturing facilities and R&D sites, incremental transport expenses to ensure supply chain continuity and other expenses incurred to comply with other restrictions related to COVID-19.

Cost of Sales


	Three Months Ended								Six Months Ended								Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			% Change		June 30, 2019			July 1, 2018			% Change		March 29, 2020			March 31, 2019			% Change
Cost of sales	$	2,576		$	2,916		(12	)	$	5,009		$	5,479		(9	)	$	2,378		$	2,433		(2	)
As a percentage of Revenues	19.4		%	21.7		%			19.0		%	20.8		%			19.8		%	18.5		%

Cost of sales decreased ~~$340~~$55 million, ~~or 12%, in the second quarter of~~ ~~2019, compared to the same period in~~ ~~2018~~, primarily due to:

the favorable impact of ~~foreign exchange~~the July 31, 2019 completion of ~~$176 million; and~~

the ~~favorable impact of hedging activity on intercompany inventory of $91 million.~~

~~Cost of sales~~ ~~decreased$470 million, or 9%, in the first six months of~~ ~~2019,~~ ~~compared to the same period in~~ ~~2018, primarily due to:~~

~~the favorable impact of foreign exchange of $388 million; and~~

~~the favorable impact of hedging activity on intercompany inventory of $164 million,~~Consumer Healthcare joint venture transaction with GSK,

partially offset by:

the net increase in sales volumes for various products within our product portfolio; and

an unfavorable change in product ~~mix.~~mix, primarily driven by higher revenues from Hospital products, which carry a higher cost to produce.

The ~~decrease~~increase in Cost of sales as a percentage of revenues in the ~~second~~first quarter ~~and the first six months~~ of ~~2019~~,2020, compared to the same ~~periods~~period in ~~2018~~,2019, was primarily due to all of the factors discussed above, as well as the impact of the lower Lyrica revenues in developed markets due to U.S. multi-source generic competition that began in July 2019, an unfavorable impact of foreign exchange, and lower Lipitor and Norvasc revenues due to the VBP program in China, partially offset by an increase in alliance revenues, which have no associated cost of ~~sales, and, for the first six months of 2019, a favorable change in product mix.~~sales.

Selling, Informational and Administrative (SI&A) Expenses


	Three Months Ended								Six Months Ended								Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			% Change		June 30, 2019			July 1, 2018			% Change		March 29, 2020			March 31, 2019			% Change
Selling, informational and administrative expenses	$	3,511		$	3,542		(1	)	$	6,850		$	6,954		(1	)	$	2,873		$	3,339		(14	)
As a percentage of Revenues	26.5		%	26.3		%			26.0		%	26.4		%			23.9		%	25.5		%

SI&A expenses decreased ~~$31~~$465 million ~~or 1%, in the second quarter of~~ ~~2019, compared to the same period in~~ ~~2018, primarily~~mostly due to:

the favorable impact of ~~foreign exchange~~the July 31, 2019 completion of ~~$118 million;~~the Consumer Healthcare joint venture transaction with GSK;

a reduction to expense resulting from the decrease in our liability to be paid to participants of our supplemental savings plan; and

lower ~~advertising, promotional and field force expenses in developed markets, primarily related to Lyrica in~~investments across the ~~U.S.,~~Inflammation & Immunology portfolio,

partially offset by:

~~additional investment across several of~~separation costs associated with our ~~products, primarily Xeljanz and Chantix/Champix, and to support the Vyndaqel launches;~~planned Upjohn transaction with Mylan; and

additional ~~investments~~Biopharma investment in ~~China.~~

~~SI&A expenses decreased $104 million, or 1%, in the first six months of~~ ~~2019,~~ ~~compared to the same period in~~ ~~2018, primarily due to:~~

~~the favorable impact of foreign exchange of $206 million;~~

~~lower advertising, promotional and field force expenses in developed markets, primarily related to Lyrica in the U.S.; and~~

~~the non-recurrence of a special, one-time bonus paid to virtually all Pfizer colleagues, excluding executives, of $119 million, in the aggregate, in the first quarter of 2018,~~

~~partially offset by:~~

~~additional investment across several of our key products, primarily Xeljanz and Chantix/Champix, and to support the Vyndaqel launches;~~

~~additional investments in China across key brands; and~~

~~the non-recurrence of a favorable true-up of healthcare reform expenses in the first quarter of 2018.~~

emerging markets.

Research and Development (R&D) Expenses


	Three Months Ended							Six Months Ended							Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			% Change	June 30, 2019			July 1, 2018			% Change	March 29, 2020			March 31, 2019			% Change
Research and development expenses	$	1,842		$	1,797		2	$	3,544		$	3,540		—	$	1,724		$	1,703		1
As a percentage of Revenues	13.9		%	13.3		%		13.4		%	13.4		%		14.3		%	13.0		%

R&D expenses increased ~~$44~~$21 million, ~~or 2%, in the second quarter of~~ primarily~~2019, compared to the same period in~~ ~~2018, and increased $4 million in the first six months of~~ ~~2019, compared to the same period in~~ ~~2018 primarily~~ due to:

increased spending on our Inflammation & Immunology, Vaccines and Rare Disease portfolios, primarily due to several ~~phase~~Phase 3 programs and

~~investment in gene therapy;~~ early stage investments; and

increased investments towards building new capabilities and driving automation,

partially offset by:

a decrease in the value of the portfolio performance share grants reflecting the decrease in the price of Pfizer’s common stock in the first quarter of 2020; and

decreased spending ~~across the~~on our Oncology ~~Vaccines and Internal Medicine portfolios,~~portfolio, as ~~select~~certain programs ~~have reached completion;~~

~~the favorable impact of foreign exchange; and~~

~~the discontinuance of the Staphylococcus aureus vaccine trial.~~near completion.

For additional information on Cost of sales, SI&A and R&D expenses by operating segment, see the “Analysis of Operating Segment Information” section of this MD&A.

Amortization of Intangible Assets


	Three Months Ended								Six Months Ended								Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			% Change		June 30, 2019			July 1, 2018			% Change		March 29, 2020			March 31, 2019			% Change
Amortization of intangible assets	$	1,184		$	1,191		(1	)	$	2,367		$	2,387		(1	)	$	885		$	1,183		(25	)
As a percentage of Revenues	8.9		%	8.8		%			9.0		%	9.1		%			7.4		%	9.0		%

Amortization of intangible assets decreased $298 million, primarily due to the non-recurrence of amortization expense as a result of fully amortized assets and the impairment of Eucrisa in the fourth quarter of 2019, partially offset by an increase in amortization expense related to intangible assets from our acquisition of Array.

~~See also~~For additional information, see Notes to Condensed Consolidated Financial Statements—Note 2A.Acquisition and Equity-Method Investment: Acquisition and—Note 9A. Identifiable Intangible Assets and Goodwill: Identifiable Intangible Assets.

Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives


	Three Months Ended								Six Months Ended									Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			% Change		June 30, 2019			July 1, 2018			% Change			March 29, 2020		March 31, 2019			% Change
Restructuring credits—acquisition-related costs^(a)	$	(206	)	$	(11	)	*		$	(214	)	$	(19	)	*			$	—	$	(9	)	*
Restructuring charges/(credits)—cost reduction initiatives^(b)	62			(13		)	*		81			(14		)	*
Restructuring credits	(144		)	(24		)	*		(134		)	(33		)	*
Integration costs^(c)	29			68			(58	)	64			120			(47	)
Restructuring charges—cost reduction initiatives^(b)																		55		19			*
Restructuring charges																		56		10			*
Transaction costs^(c)																		3		—			*
Integration costs and other^(c)																		10		36			(71	)
Restructuring charges and certain acquisition-related costs	(115		)	44			*		(69		)	87			*			69		46			49
Net periodic benefit costs	4			29			(87	)	10			61			(83	)		24		6			*
Additional depreciation—asset restructuring	10			13			(27	)	23			31			(26	)
Total additional depreciation—asset restructuring																		—		13			(98	)
Total implementation costs	42			44			(3	)	69			82			(16	)		24		26			(8	)
Costs associated with acquisitions and cost-reduction/productivity initiatives^(d)	$	(59	)	$	131		*		$	32		$	262		(88	)		$	117	$	92		28
* Calculation not meaningful or results are equal to or greater than 100%.
* Indicates calculation not meaningful or results are equal to or greater than 100%.																	* Indicates calculation not meaningful or results are equal to or greater than 100%.

^(a)

~~Restructuring credits––acquisition-related costs include~~Includes employee termination costs, asset impairments and other exit costs associated with business combinations. Credits ~~for the second quarter and~~in the first ~~six months~~quarter of 2019 were mostly due to the reversal of certain accruals related to our acquisition of Wyeth upon the effective favorable settlement of a U.S. IRS audit for multiple tax years. See Notes to Condensed Consolidated Financial Statements—Note 5B. ~~Tax Contingencies.~~ ~~Credits for the second quarter of 2018 were primarily~~are due to the reversal of previously recorded ~~accruals for employee termination costs related to our acquisition of Hospira and credits for the first six months of 2018~~ ~~were mainly due to the reversal of previously recorded accruals for exit and employee termination costs related to our acquisition of Hospira~~.

accruals.

^(b)

~~Restructuring charges/(credits)––cost reduction initiatives relate to~~Includes employee termination costs, asset impairments and other exit costs not associated with acquisitions. For the ~~second~~first quarter of ~~2019,~~ ~~the charges were composed of employee termination costs and exit costs, partially offset by lower asset write downs, and for the first six months of 2019,~~ 2020, the charges were mostly related to ~~employee termination costs and exit costs. For the second quarter of 2018,~~ ~~the credits were mostly related to the reversal of previously recorded accruals for employee termination costs and, for~~ ~~the first six months of 2018,~~ ~~the credits were mainly related to the reversal of previously recorded accruals for employee termination costs and lower~~ asset write downs ~~partially offset by exit~~and employee termination costs. For the first quarter of 2019, the charges were primarily related to asset write downs.


^(c)	For additional information, see Notes to Condensed Consolidated Financial Statements—Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives.

^(d)

Comprises Restructuring charges and certain acquisition-related costs as well as costs associated with our cost-reduction/productivity initiatives included in Cost of sales, Research and development expenses, Selling, informational and administrative expenses and/or Other (income)/deductions––net as appropriate. For additional information, see Notes to Condensed Consolidated Financial Statements—Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives.

~~2017-2019 Initiatives and Organizing for Growth~~Transforming to a More Focused Company

~~During 2018, as we reviewed our business opportunities and challenges~~With the formation of the GSK Consumer Healthcare venture and the ~~way~~anticipated combination of Upjohn with Mylan, Pfizer is transforming itself into a more focused, global leader in which we think about our business operations, we determined that at the start of our 2019 fiscal year, we would begin operating under our new commercial structure, which reorganized our operations into three businesses––~~Biopharma,~~a science-based innovative ~~medicines business; Upjohn,~~medicines. As a global, primarily off-patent branded and generic established medicines business; and through July 31, 2019, a Consumer Healthcare business. To operate effectively in this structure and position ourselves for future growth,result, we ~~are focused on creating a simpler, more efficient operating structure within each business as well as the functions that support them. Beginning~~began, in the fourth quarter of ~~2018, we reviewed previously planned initiatives~~2019, to identify and ~~new initiatives~~undertake efforts to ensure ~~that there was alignment around~~ our ~~new structure and have combined the 2017-2019 initiatives~~cost base aligns appropriately with our ~~current Organizing~~Biopharmaceutical revenue base, which is expected to be 20% less (based on the midpoint of the range for ~~Growth initiatives~~2020 New Pfizer revenue guidance, compared to ~~form one cohesive plan. For~~2019 Total Company reported revenue) as a result of both the ~~combined programs,~~completed GSK Consumer Healthcare and expected Upjohn transactions. While certain direct costs have transferred or will transfer to ~~achieve targeted~~the GSK Consumer Healthcare joint venture and to the Upjohn entities, there are indirect costs which are not expected to transfer. In addition, we are taking steps to restructure our organizations to appropriately support and drive the purpose of the three core functions of our focused innovative medicines business: R&D, Manufacturing and Commercial. We expect the costs associated with this multi-year effort to continue through 2022 and to total approximately $1.2 billion on a pre-tax basis with approximately 10% of the costs

to be non-cash. Actions may include, among others, changes in location of certain activities, expanded use and co-location of centers of excellence and shared services, and increased use of digital technologies. The associated actions and the specific costs are currently in development but will include severance and benefit plan impacts, exit costs as well as associated implementation costs.

We expect net cost savings of approximately ~~$1.9 billion, we expect~~$900 million to ~~incur approximately $2.0 billion in costs~~be achieved over the three-year period ~~2017-2019,~~2020-2022. Certain qualifying costs associated with this program were recorded in the fourth quarter of 2019 and ~~approximately $500 million beyond 2019, primarily on manufacturing activities. Of~~in the ~~total $2.5 billion, we expect approximately 55%~~first quarter of 2020 and are reflected as Certain Significant Items and excluded from our non-GAAP measure of Adjusted Income. See the “Non-GAAP Financial Measure (Adjusted Income)” section of this MD&A for additional information. These savings are expected to be related to manufacturing operations, and we expect approximately 20% of the charges to be non-cash. We expect anticipated savings through 2020 associated with the Organizing for Growth initiatives of approximately $500 million will be reinvestedrealized primarily in ~~our R&D pipeline~~procurement and in ~~selling~~enabling functions (as described in the Notes to Condensed Consolidated Financial Statements––Note 13A. Segment, Geographic and ~~marketing to support our current and recently launched products and indications.~~ Other Revenue Information: Segment Information).

For additional information about ~~these programs~~this program and expected and actual total costs, see Notes to Condensed Consolidated Financial Statements—Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives.

In addition to ~~these~~this major ~~initiatives,~~initiative, we continuously monitor our operations for cost reduction and/or productivity opportunities, especially in light of the losses of exclusivity and the expiration of collaborative arrangements for various products.

Other (Income)/Deductions—Net


	Three Months Ended						Six Months Ended							Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019		July 1, 2018			% Change	June 30, 2019		July 1, 2018			% Change		March 29, 2020		March 31, 2019		% Change
Other (income)/deductions––net	$	126	$	(551	)	*	$	218	$	(728	)	*		$	221	$	92	*
* Calculation not meaningful or results are equal to or greater than 100%.
* Indicates calculation not meaningful or results are equal to or greater than 100%.													* Indicates calculation not meaningful or results are equal to or greater than 100%.

For information about the components of Other (income)/deductions—net, see Notes to Condensed Consolidated Financial Statements—Note 4. Other (Income)/Deductions—Net.

See also the “Analysis of Operating Segment Information” section of this MD&A.

~~Provision/(Benefit)~~Provision for Taxes on Income


	Three Months Ended							Six Months Ended							Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			% Change	June 30, 2019			July 1, 2018			% Change	March 29, 2020			March 31, 2019			% Change
Provision/(benefit) for taxes on income	$	(915	)	$	648		*	$	(481	)	$	1,204		*
Provision for taxes on income															$	475		$	433		10
Effective tax rate on continuing operations	(22.1		)%	14.3		%		(5.7		)%	13.9		%		12.2		%	10.0		%
* Calculation not meaningful or results are equal to or greater than 100%.

For information about our effective tax rate and the events and circumstances contributing to the changes between periods, see Notes to Condensed Consolidated Financial Statements—Note 5. Tax Matters.

Non-GAAP Financial Measure (Adjusted Income)

General Description of Non-GAAP Financial Measure (Adjusted Income)

Adjusted income is an alternative view of performance used by management. We measure the performance of the overall Company on this basis in conjunction with other performance metrics. Because Adjusted income is an important internal measurement for Pfizer, we believe that investors’ understanding of our performance is enhanced by disclosing this

performance measure. We report Adjusted income, certain components of Adjusted income, and Adjusted diluted earnings per share in order to portray the results of our major operations––the discovery, development, manufacture, marketing and sale of prescription medicines ~~vaccines~~ and ~~through July 31, 2019, consumer healthcare (OTC) products–~~vaccines––prior to considering certain income statement elements. We have defined Adjusted income as Net income attributable to Pfizer Inc. before the impact of purchase accounting for acquisitions, acquisition-related costs, discontinued operations and certain significant items, which are described below. Also, see the “Non-GAAP Financial Measure (Adjusted Income)––General Description of Non-GAAP Financial Measure (Adjusted Income)” section of our ~~2018~~2019 Financial Report for additional information. Similarly, we have defined the Adjusted income components as Cost of sales, Selling, informational and administrative expenses, Research and development expenses, Amortization of intangible assets and Other (income)/deductions––net each before the impact of purchase accounting for acquisitions, acquisition-related costs and certain significant items. We have defined Adjusted diluted earnings per share as Earnings per common share attributable to Pfizer Inc.––diluted before the impact of purchase accounting for acquisitions, acquisition-related costs, discontinued operations and certain significant items. The Adjusted income measure, the Adjusted income component measures and the Adjusted diluted earnings per share measure are not, and should not be viewed as, substitutes for U.S. GAAP net income, U.S. GAAP net income components or U.S. GAAP diluted earnings per share.

The following are examples of how the Adjusted income and Adjusted diluted earnings per share measures are utilized:

senior management receives a monthly analysis of our operating results that is prepared on an Adjusted income and Adjusted diluted earnings per share basis;

our annual budgets are prepared on an Adjusted income and Adjusted diluted earnings per share basis; and

senior management’s annual compensation is derived, in part, using Adjusted income and Adjusted diluted earnings per share measures.

~~See~~Effective in 2020, the ~~“Non-GAAP Financial Measure (Adjusted Income)––General Description~~bonus plans for substantially all non-sales-force employees worldwide are funded from a pool based on our performance, measured in significant part by three metrics, one of ~~Non-GAAP Financial Measure (Adjusted Income)” section~~which is Adjusted diluted earnings per share, which is derived from Adjusted income and accounts for 40% of ~~our~~ ~~2018~~ ~~Financial Report~~the bonus pool funding. Additionally, the payout for ~~additional information.~~some Performance Share Awards is determined in part by Adjusted net income, which is derived from Adjusted income.

Adjusted income and its components and Adjusted diluted earnings per share are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, are limited in their usefulness to investors. Because of their non-standardized definitions, Adjusted income and its components (unlike U.S. GAAP net income and its components) and Adjusted diluted earnings per share (unlike U.S. GAAP diluted earnings per share) may not be comparable to the calculation of similar measures of other companies. Adjusted income and its components and Adjusted diluted earnings per share are presented solely to permit investors to more fully understand how management assesses performance.

We also recognize that, as internal measures of performance, the Adjusted income and its components and Adjusted diluted earnings per share measures have limitations, and we do not restrict our performance-management process solely to these metrics. A limitation of these measures is that they provide a view of our operations without including all events during a period, such as the effects of an acquisition or amortization of purchased intangibles, and they do not provide a comparable view of our performance relative to other companies in the biopharmaceutical industry. We also use other specifically tailored tools designed to achieve the highest levels of performance. For example, our R&D organization has productivity targets, upon which its effectiveness is measured. In addition, total shareholder return, both on an absolute basis and relative to a publicly-traded pharmaceutical index, plays a significant role in determining payouts under certain of Pfizer’s long-term incentive compensation plans.

See the accompanying reconciliations of certain GAAP reported to non-GAAP adjusted information for the ~~second~~first quarter of 2020and ~~first six months of~~ 2019 ~~and~~ ~~2018~~below.

Purchase Accounting Adjustments

Adjusted income is calculated prior to considering certain significant purchase accounting impacts resulting from business combinations and net asset acquisitions. These impacts, primarily associated with Wyeth (acquired in 2009), Hospira (acquired in 2015), Anacor (acquired in ~~June~~ 2016) ~~and~~, Medivation (acquired in ~~September~~ 2016) and Array (acquired in 2019), can include the incremental charge to cost of sales from the sale of acquired inventory that was written up to fair value, amortization related to the increase in fair value of the acquired finite-lived intangible assets, and to a much lesser extent, depreciation related to the increase/decrease in fair value of the acquired fixed assets (primarily manufacturing facilities), amortization related to the increase in fair value of acquired debt, and the fair value changes associated with contingent consideration. Therefore, the Adjusted income measure includes the revenues earned upon the sale of the acquired products without considering the acquisition cost of those products.

Acquisition-Related Costs

Adjusted income is calculated prior to considering transaction, integration, restructuring charges and additional depreciation costs associated with business combinations because these costs are unique to each transaction and represent costs that were incurred

to restructure and integrate two businesses as a result of the acquisition decision. For additional clarity, only transaction costs, additional depreciation and restructuring and integration activities that are associated with a business combination or a net-asset acquisition are included in acquisition-related costs. We have made no adjustments for the resulting synergies.

Discontinued Operations

Adjusted income is calculated prior to considering the results of operations included in discontinued operations, as well as any related gains or losses on the disposal of such operations.

Certain Significant Items

Adjusted income is calculated prior to considering certain significant items. Certain significant items represent substantive and/or unusual items that are evaluated on an individual basis. Such evaluation considers both the quantitative and the qualitative aspects of their nature. Certain significant items may be highly variable and difficult to predict. Furthermore, in some cases it is reasonably possible that they could reoccur in future periods. For example, major non-acquisition-related cost-reduction programs stand on their own as they are specific to an event or goal with a defined term, but we may have subsequent programs based on reorganizations of the business, cost productivity or in response to loss of exclusivity or economic conditions. Legal charges to resolve litigation are also related to specific cases, which are facts and circumstances specific and, in some cases, may also be the result of litigation matters at acquired companies that were inestimable, not probable or unresolved at the date of acquisition. Unusual items may represent items that are not part of our ongoing business; items that, either as a result of their nature or size, we would not expect to occur as part of our normal business on a regular basis; items that would be non-recurring; or items that relate to products we no longer sell. While not all-inclusive, examples of items that could be included as certain significant items would bebe: (i) gains on the completion of joint venture transactions such as the gain on the completion of the GSK Consumer Healthcare joint venture transaction discussed in Notes to Condensed Consolidated Financial Statements—Note 2B. Acquisition and Equity-Method Investment: Equity-Method Investment, (ii) gains and losses from equity securities because of their inherent volatility, which we do not control and cannot predict with any level of certainty and because we do not believe that including these gains and losses assists investors in understanding our business or is reflective of our core operations and business, (iii) a major non-acquisition-related restructuring charge and associated implementation costs; (iv) amounts related to certain disposals of businesses, products or facilities that do not qualify as discontinued operations under U.S. GAAP; (v) certain intangible asset impairments; (vi) adjustments related to the resolution of certain tax positions; (vii) the impact of adopting certain significant, event-driven tax legislation, such as the TCJA discussed in Notes to ~~Condensed~~ Consolidated Financial Statements—Note 5A. Tax Matters: Taxes on Income from Continuing Operations; in Pfizer’s 2019 Financial Report; or (viii) charges related to certain legal matters, such as certain of those discussed in Notes to Condensed Consolidated Financial Statements—Note 12A. Contingencies and Certain Commitments: Legal Proceedings, included in Part I, Item 1 of this Quarterly Report on Form 10-Q. Normal, ongoing defense costs of the Company or settlements of and accruals for legal matters made in the normal course of our business would not be considered certain significant items.

Beginning in 2019, we exclude the net gains and losses on investments in equity securities from our measure of Adjusted income because of their inherent volatility, which we do not control and cannot predict with any level of certainty and because we do not believe that including these gains and losses assists investors in understanding our business or is reflective of our core operations and business. We have revised Adjusted income and Adjusted diluted EPS for the second quarter and first six months of 2018 to conform with our 2019 presentation.

Reconciliations of GAAP Reported to Non-GAAP Adjusted Information––Certain Line Items

Three Months Ended June 30, 2019
IN MILLIONS, EXCEPT PER COMMON SHARE DATA GAAP Reported

Purchase Accounting Adjustments^(a)

Acquisition-Related Items^(a)

Discontinued Operations^(a)

Certain Significant Items^(a)

Non-GAAP Adjusted
Revenues $ 13,264
$ —
$ —
$ —
$ —
$ 13,264
Cost of sales 2,576
6
—
—
(26 ) 2,556
Selling, informational and administrative expenses 3,511
1
(1 ) —
(47 ) 3,464
Research and development expenses 1,842
1
—
—
(18 ) 1,825
Amortization of intangible assets 1,184
(1,117 ) —
—
—
67
Restructuring charges and certain acquisition-related costs (115 ) —
177
—
(62 ) —
Other (income)/deductions––net 126
(70 ) —
—
(156 ) (100 )
Income from continuing operations before provision/(benefit) for taxes on income 4,141
1,178
(176 ) —
309
5,452
Provision/(benefit) for taxes on income^(b)
(915 ) 222
6
—
1,610
923
Income from continuing operations 5,056
957
(182 ) —
(1,301 ) 4,529
Discontinued operations––net of tax —
—
—
—
—
—
Net income attributable to noncontrolling interests 10
—
—
—
—
10
Net income attributable to Pfizer Inc. common shareholders 5,046
957
(182 ) —
(1,301 ) 4,520
Earnings per common share attributable to Pfizer Inc.––diluted 0.89
0.17
(0.03 ) —
(0.23 ) 0.80


	Six Months Ended June 30, 2019																	Three Months Ended March 29, 2020
IN MILLIONS, EXCEPT PER COMMON SHARE DATA	GAAP Reported			Purchase Accounting Adjustments^(a)			Acquisition-Related Items^(a)			Discontinued Operations^(a)		Certain Significant Items^(a)			Non-GAAP Adjusted			GAAP Reported			Purchase Accounting Adjustments^(a)			Acquisition-Related Items^(a)			Discontinued Operations^(a)		Certain Significant Items^(a)			Non-GAAP Adjusted
Revenues	$	26,382		$	—		$	—		$	—	$	—		$	26,382		$	12,028		$	—		$	—		$	—	$	—		$	12,028
Cost of sales	5,009			10			—			—		(48		)	4,971			2,378			4			—			—		(32		)	2,350
Selling, informational and administrative expenses	6,850			1			(2		)	—		(74		)	6,775			2,873			—			—			—		(129		)	2,745
Research and development expenses	3,544			3			—			—		(29		)	3,518			1,724			1			—			—		2			1,727
Amortization of intangible assets	2,367			(2,237		)	—			—		—			130			885			(814		)	—			—		—			71
Restructuring charges and certain acquisition-related costs	(69		)	—			150			—		(81		)	—			69			—			(13		)	—		(55		)	—
(Gain) on completion of Consumer Healthcare JV transaction																		(6		)	—			—			—		6			—
Other (income)/deductions––net	218			6			—			—		(459		)	(235		)	221			(3		)	—			—		(403		)	(186		)
Income from continuing operations before provision/(benefit) for taxes on income	8,463			2,217			(148		)	—		691			11,223
Provision/(benefit) for taxes on income^(b)	(481		)	446			11			—		1,822			1,797
Income from continuing operations before provision for taxes on income																		3,885			812			13			—		612			5,322
Provision for taxes on income																		475			180			3			—		140			799
Income from continuing operations	8,945			1,771			(159		)	—		(1,131		)	9,426			3,410			632			10			—		472			4,523
Discontinued operations––net of tax	—			—			—			—		—			—			—			—			—			—		—			—
Net income attributable to noncontrolling interests	15			—			—			—		—			15			9			—			—			—		—			9
Net income attributable to Pfizer Inc. common shareholders	8,929			1,771			(159		)	—		(1,131		)	9,410
Net income attributable to Pfizer Inc.																		3,401			632			10			—		472			4,514
Earnings per common share attributable to Pfizer Inc.––diluted	1.56			0.31			(0.03		)	—		(0.20		)	1.65			0.61			0.11			—			—		0.08			0.80

See end of tables for ~~notes~~note ^(a) ~~and~~ ^(b).

Three Months Ended July 1, 2018
IN MILLIONS, EXCEPT PER COMMON SHARE DATA GAAP Reported

Purchase Accounting Adjustments^(a)

Acquisition-Related Items^(a)

Discontinued Operations^(a)

Certain Significant Items^(a)

Non-GAAP Adjusted
Revenues $ 13,466
$ —
$ —
$ —
$ —
$ 13,466
Cost of sales 2,916
(2 ) (3 ) —
(35 ) 2,876
Selling, informational and administrative expenses 3,542
—
—
—
(35 ) 3,507
Research and development expenses 1,797
1
—
—
(9 ) 1,789
Amortization of intangible assets 1,191
(1,121 ) —
—
—
70
Restructuring charges and certain acquisition-related costs 44
—
(57 ) —
13
—
Other (income)/deductions––net (551 ) (12 ) (2 ) —
303
(262 )
Income from continuing operations before provision/(benefit) for taxes on income 4,527
1,134
62
—
(237 ) 5,485
Provision/(benefit) for taxes on income^(b)
648
233
11
—
(6 ) 886
Income from continuing operations 3,879
901
51
—
(231 ) 4,600
Discontinued operations––net of tax —
—
—
—
—
—
Net income attributable to noncontrolling interests 7
—
—
—
—
7
Net income attributable to Pfizer Inc. common shareholders 3,872
901
51
—
(231 ) 4,593
Earnings per common share attributable to Pfizer Inc.––diluted 0.65
0.15
0.01
—
(0.04 ) 0.77


	Six Months Ended July 1, 2018																	Three Months Ended March 31, 2019
IN MILLIONS, EXCEPT PER COMMON SHARE DATA	GAAP Reported			Purchase Accounting Adjustments^(a)			Acquisition-Related Items^(a)			Discontinued Operations^(a)		Certain Significant Items^(a)			Non-GAAP Adjusted			GAAP Reported		Purchase Accounting Adjustments^(a)			Acquisition-Related Items^(a)			Discontinued Operations^(a)		Certain Significant Items^(a)			Non-GAAP Adjusted
Revenues	$	26,373		$	—		$	—		$	—	$	—		$	26,373		$	13,118	$	—		$	—		$	—	$	—		$	13,118
Cost of sales	5,479			(3		)	(6		)	—		(58		)	5,413			2,433		4			—			—		(22		)	2,415
Selling, informational and administrative expenses	6,954			1			—			—		(161		)	6,793			3,339		1			(1		)	—		(27		)	3,311
Research and development expenses	3,540			2			—			—		(14		)	3,528			1,703		1			—			—		(11		)	1,693
Amortization of intangible assets	2,387			(2,246		)	—			—		—			141			1,183		(1,120		)	—			—		—			63
Restructuring charges and certain acquisition-related costs	87			—			(102		)	—		14			—			46		—			(27		)	—		(19		)	—
(Gain) on completion of Consumer Healthcare JV transaction																		—		—			—			—		—			—
Other (income)/deductions––net	(728		)	(109		)	(2		)	—		373			(466		)	92		76			—			—		(303		)	(135		)
Income from continuing operations before provision/(benefit) for taxes on income	8,654			2,355			110			—		(154		)	10,965
Provision/(benefit) for taxes on income^(b)	1,204			472			19			—		106			1,801
Income from continuing operations before provision for taxes on income																		4,323		1,038			28			—		382			5,771
Provision for taxes on income																		433		224			5			—		212			875
Income from continuing operations	7,450			1,883			91			—		(260		)	9,164			3,889		814			23			—		171			4,896
Discontinued operations––net of tax	(1		)	—			—			1		—			—			—		—			—			—		—			—
Net income attributable to noncontrolling interests	16			—			—			—		—			16			6		—			—			—		—			6
Net income attributable to Pfizer Inc. common shareholders	7,432			1,883			91			1		(260		)	9,147
Net income attributable to Pfizer Inc.																		3,884		814			23			—		171			4,891
Earnings per common share attributable to Pfizer Inc.––diluted	1.24			0.31			0.02			—		(0.04		)	1.52			0.68		0.14			—			—		0.03			0.85


^(a)	For details of adjustments, see “Details of Income Statement Items Included in GAAP Reported but Excluded from Non-GAAP Adjusted Income” below.

^(b)

~~The effective tax rate on Non-GAAP Adjusted income was 16.9% in the second quarter of~~ ~~2019, compared to 16.1% in the second quarter of~~ ~~2018~~. The increase was primarily due to a decrease in tax benefits associated with the resolution of certain tax positions pertaining to prior years primarily with foreign tax authorities, partially offset by the favorable change in the jurisdictional mix of earnings as a result of operating fluctuations in the normal course of business. The effective tax rate on Non-GAAP Adjusted income was 16.0% in the first six months of ~~2019~~, compared to 16.4% in the first six months of 2018. The decrease was primarily due to a favorable change in the jurisdictional mix of earnings as a result of operating fluctuations in the normal course of business, partially offset by the decrease in tax benefits associated with the resolution of certain tax positions pertaining to prior years primarily with foreign tax authorities.

Details of Income Statement Items Included in GAAP Reported but Excluded from Non-GAAP Adjusted Income


	Three Months Ended						Six Months Ended						Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018			March 29, 2020			March 31, 2019
Purchase accounting adjustments
Amortization, depreciation and other^(a)	$	1,185		$	1,132		$	2,227		$	2,352		$	816		$	1,042
Cost of sales	(6		)	2			(10		)	3			(4		)	(4		)
Total purchase accounting adjustments––pre-tax	1,178			1,134			2,217			2,355			812			1,038
Income taxes^(b)	(222		)	(233		)	(446		)	(472		)	(180		)	(224		)
Total purchase accounting adjustments––net of tax	957			901			1,771			1,883			632			814
Acquisition-related items
Acquisition-related costs
Restructuring credits^(c)	(206		)	(11		)	(214		)	(19		)	—			(9		)
Integration costs^(c)	29			68			64			120
Net periodic benefit costs other than service costs	—			2			—			2
Transaction costs^(c)													3			—
Integration costs and other^(c)													10			36
Additional depreciation––asset restructuring^(d)	1			3			2			6			—			1
Total acquisition-related items––pre-tax	(176		)	62			(148		)	110
Total acquisition-related costs––pre-tax													13			28
Income taxes^(e)	(6		)	(11		)	(11		)	(19		)	(3		)	(5		)
Total acquisition-related items––net of tax	(182		)	51			(159		)	91
Total acquisition-related costs––net of tax													10			23
Discontinued operations
Total discontinued operations––net of tax, attributable to Pfizer Inc.^(f)	—			—			—			1			—			—
Certain significant items
Restructuring charges/(credits)––cost reduction initiatives^(g)	62			(13		)	81			(14		)
Restructuring charges––cost reduction initiatives^(g)													55			19
Implementation costs and additional depreciation––asset restructuring^(h)	51			54			89			107			25			38
Certain legal matters, net⁽ⁱ⁾	15			(88		)	9			(107		)	10			(6		)
Certain asset impairments⁽ⁱ⁾	10			31			149			31			—			139
Business and legal entity alignment costs^(i)(j)	141			1			264			4			115			119
Net gains recognized during the period on investments in equity securities⁽ⁱ⁾	(25		)	(257		)	(136		)	(375		)
Net (gains)/losses recognized during the period on equity securities⁽ⁱ⁾													195			(111		)
Net losses on early retirement of debt⁽ⁱ⁾	—			—			138			3			—			138
Other^(j)(k)	56			35			97			197			212			46
Total certain significant items––pre-tax	309			(237		)	691			(154		)	612			382
Income taxes^(k)(l)	(1,610		)	6			(1,822		)	(106		)	(140		)	(212		)
Total certain significant items––net of tax	(1,301		)	(231		)	(1,131		)	(260		)	472			171
Total purchase accounting adjustments, acquisition-related items, discontinued operations and certain significant items––net of tax, attributable to Pfizer Inc.	$	(526	)	$	721		$	481		$	1,715
Total purchase accounting adjustments, acquisition-related costs, discontinued operations and certain significant items––net of tax, attributable to Pfizer Inc.													$	1,113		$	1,007


^(a)	Included primarily in Amortization of intangible assets.


^(b)	Included in ~~Provision/(benefit)~~Provision for taxes on income. Income taxes includes the tax effect of the associated pre-tax amounts, calculated by determining the jurisdictional location of the pre-tax amounts and applying that jurisdiction’s applicable tax rate.

^(c)

Included in Restructuring charges and certain acquisition-related costs. Restructuring credits for the three months ended March 31, 2019 were due to the reversal of previously recorded accruals. Transaction costs ~~and includes employee termination~~represent external costs ~~asset impairments~~for banking, legal, accounting and other ~~exit~~similar services.Integration costs ~~associated with business combinations. Integration costs~~and other represent external, incremental costs directly related to integrating acquired businesses, ~~and primarily include~~such as expenditures for consulting and the integration of systems and ~~processes.~~processes, and certain other qualifying costs. For additional information, ~~See~~see the “Costs and Expenses—Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives” section of this MD&A and Notes to Condensed Consolidated Financial Statements—Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives.


^(d)	Included in Selling, informational and administrative expenses for the three ~~and six~~ months ended ~~June 30,~~March 31, 2019 ~~and in~~ ~~Cost of sales~~ ~~for the three and six months ended July 1, 2018~~. Represents the impact of changes in the estimated useful lives of assets involved in restructuring actions related to acquisitions.

^(e)


^(f)	Included in Discontinued operations––net of tax.

^(g)

Amounts relate to employee termination costs, asset impairments and other exit costs not associated with acquisitions, which are included in Restructuring charges and certain acquisition-related costs (~~See~~see the “Costs and Expenses—Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives” section of this MD&A and Notes to Condensed Consolidated Financial Statements—Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives).

^(h)

Amounts relate to our cost-reduction/productivity initiatives not related to acquisitions (see Notes to Condensed Consolidated Financial Statements—Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives). For the three months ended ~~June 30, 2019,~~March 29, 2020, primarily included in Cost of sales ($2415 million), and Selling, informational and administrative expenses ($~~16 million) and~~ ~~Research and development expenses~~ ~~($11~~15 million). For the ~~six~~three months ended ~~June 30,~~March 31, 2019, primarily included in Cost of sales ($4622 million), ~~Selling, informational and administrative expenses~~ ~~($25 million) and~~ ~~Research and development expenses~~ ~~($18 million)~~. ~~For the three months ended July 1, 2018, included in~~ ~~Cost of sales~~ ~~($30 million),~~ ~~Selling, informational and administrative expenses~~ ~~($16 million) and~~ ~~Research and development expenses~~ ~~($7 million). For the six months ended July 1, 2018,~~

~~included in~~ ~~Cost of sales~~ ~~($61 million),~~ ~~Selling, informational and administrative expenses~~ ~~($34 million) and~~ ~~Research and development expenses~~ ~~($13 million).~~


⁽ⁱ⁾	Included in ~~Other (income)/deductions~~—~~net~~ ~~except for business and legal entity alignment costs that are primarily included~~ in Other (income)/deductions—net (see Notes to Condensed Consolidated Financial Statements—Note 4. Other (Income)/~~Deductions—~~Deductions��Net).

^(j)

For the three months ended ~~June 30, 2019,~~March 29, 2020, primarily included inCost of sales ($215 million), and Selling, informational and administrative expenses ($2898 million), ~~Research~~ and ~~development~~represents separation costs associated with our planned Upjohn transaction with Mylan, and mainly includes consulting, legal, tax and advisory services. For the three months ended March 31, 2019, included in Other (income)/deductions––net and represents incremental costs associated with the

design, planning and implementation of our new organizational structure, effective in the beginning of 2019, and primarily includes consulting, legal, tax and advisory services.

^(k⁾

For the three months ended March 29, 2020, primarily included in Selling, informational and administrative expenses ($617 million) and Other (income)/deductions––net ($~~19 million). For the six months ended June 30, 2019, included in~~ ~~Cost of sales~~ ~~($3 million),~~ ~~Selling, informational and administrative expenses~~ ~~($41 million),~~ ~~Research and development expenses~~ ~~($11 million) and~~ ~~Other (income)/deductions––net~~ ~~($43~~199 million). For the three months ended ~~July 1, 2018,~~March 31, 2019, primarily included in~~Cost of sales~~ ~~($4 million),~~ Selling, informational and administrative expenses ($18 million) and Other (income)/deductions––net ($~~10 million). For the six months ended July 1, 2018, primarily included in~~ ~~Cost of sales~~ ~~($3 million income),~~ ~~Selling, informational and administrative expenses~~ ~~($128 million) and~~ ~~Other (income)/deductions––net~~ ~~($70~~24 million). The ~~three and six months ended July 1, 2018 include,~~first quarter of 2020 includes, among other things, ~~a non-cash $50~~charges of $160 million ~~pre-tax gain~~recorded in Other (income)/deductions––netprimarily ~~as a result~~representing our pro rata share of restructuring and business combination accounting charges recorded by the contribution of our allogeneic CAR T therapy development program assets in connection with our asset contribution agreement entered into with Allogene, and the six months ended July 1, 2018 also includes a $119 million charge, in the aggregate, in ~~Selling, informational and administrative expenses~~ for a special, one-time bonus paid to virtually all Pfizer colleagues, excluding executives, which was one of several actions taken by us after evaluating the expected positive net impact of the December 2017 enactment of the legislation commonly referred to as the TCJA.GSK Consumer Healthcare joint venture.

^(k)(l)

Included in ~~Provision/(benefit)~~Provision for taxes on income. Income taxes includes the tax effect of the associated pre-tax amounts, calculated by determining the jurisdictional location of the pre-tax amounts and applying that jurisdiction’s applicable tax rate.The ~~three and six months ended June 30,~~first quarter of 2019 ~~were~~was favorably impacted primarily by ~~a benefit recorded of approximately $1.4 billion, representing tax and interest, resulting from the favorable settlement of a U.S. IRS audit for multiple tax years, as well as~~ the tax benefit recorded as a result of additional guidance issued by the U.S. Department of Treasury related to the ~~TCJA. The first six months~~legislation commonly referred to as the U.S. Tax Cuts and Jobs Act of ~~2018 were favorably impacted by the December 2017 enactment of the TCJA, primarily related to certain tax initiatives associated with the lower U.S. tax rate as a result of the TCJA.~~2017.

Analysis of Operating Segment Information

The following tables and associated notes provide additional information about the performance of each of our two reportable operating segments—Biopharma and ~~Upjohn.~~Upjohn, and our Consumer Healthcare operating segment through July 31, 2019. For additional information about each operating segment, see the “Overview of Our Performance, Operating Environment, Strategy and Outlook—Our Strategy—Organizing for Growth” ~~and “—Commercial Operations” sections~~section of this MD&A and Notes to Condensed Consolidated Financial Statements—Note 13. Segment, Geographic and Other Revenue Information.

The following tables provide revenue and cost information by reportable operating segment and a reconciliation of that information to our condensed consolidated statements of income:
Second Quarter of 2019
(MILLIONS OF DOLLARS)
Biopharma^(a)

Upjohn^(a)

Other^(b)

Non-GAAP
Adjusted^(c)

Reconciling Items^(d)

GAAP Reported
Revenues $ 9,595
$ 2,807
$ 862
$ 13,264
$ —
$ 13,264
Cost of sales 1,859
424
273
2,556
20
2,576
% of revenue 19.4 %
15.1 %
*

19.3 %
*

19.4 %
Selling, informational and administrative expenses 1,696
374
1,394
3,464
48
3,511
Research and development expenses 202
58
1,565
1,825
16
1,842
Amortization of intangible assets 67
—
—
67
1,117
1,184
Restructuring charges and certain acquisition-related costs —
—
—
—
(115 ) (115 )
Other (income)/deductions––net (323 ) 1
222
(100 ) 226
126
Income/(loss) from continuing operations before provision/(benefit) for taxes on income 6,093
1,951
(2,592 ) 5,452
(1,311 ) 4,141


The following tables provide revenue and cost information by reportable operating segment and a reconciliation of that information to our condensed consolidated statements of income:																			The following tables provide revenue and cost information by reportable operating segment and a reconciliation of that information to our condensed consolidated statements of income:
	Six Months Ended June 30, 2019																			Three Months Ended March 29, 2020
(MILLIONS OF DOLLARS)	Biopharma^(a)			Upjohn^(a)			Other^(b)			Non-GAAP Adjusted^(c)			Reconciling Items^(d)			GAAP Reported				Biopharma^(a)			Upjohn^(a)			Other^(b)			Non-GAAP Adjusted^(c)			Reconciling Items^(d)			GAAP Reported
Revenues	$	18,779		$	5,882		$	1,721		$	26,382		$	—		$	26,382			$	10,007		$	2,022		$	—		$	12,028		$	—		$	12,028
Cost of sales	3,619			843			510			4,971			38			5,009				1,775			497			78			2,350			28			2,378
% of revenue	19.3		%	14.3		%	*			18.8		%	*			19.0		%		17.7		%	24.6		%	*			19.5		%	*			19.8		%
Selling, informational and administrative expenses	3,219			703			2,853			6,775			75			6,850				1,492			286			967			2,745			128			2,873
Research and development expenses	367			112			3,039			3,518			26			3,544				185			55			1,487			1,727			(3		)	1,724
Amortization of intangible assets	129			—			—			130			2,237			2,367				71			—			—			71			814			885
Restructuring charges and certain acquisition-related costs	—			—			—			—			(69		)	(69		)		—			—			—			—			69			69
(Gain) on completion of Consumer Healthcare JV transaction																				—			—			—			—			(6		)	(6		)
Other (income)/deductions––net	(536		)	(1		)	302			(235		)	453			218				(245		)	(7		)	66			(186		)	407			221
Income/(loss) from continuing operations before provision/(benefit) for taxes on income	11,981			4,225			(4,983		)	11,223			(2,760		)	8,463
Income/(loss) from continuing operations before provision for taxes on income																				6,729			1,191			(2,598		)	5,322			(1,437		)	3,885

See end of tables for notes (a) through (d).


	Second Quarter of 2018																		Three Months Ended March 31, 2019
(MILLIONS OF DOLLARS)	Biopharma^(a)			Upjohn^(a)			Other^(b)			Non-GAAP Adjusted^(c)			Reconciling Items^(d)			GAAP Reported			Biopharma^(a)			Upjohn^(a)			Other^(b)			Non-GAAP Adjusted^(c)			Reconciling Items^(d)			GAAP Reported
Revenues	$	9,434		$	3,147		$	886		$	13,466		$	—		$	13,466		$	9,045		$	3,214		$	858		$	13,118		$	—		$	13,118
Cost of sales	1,893			509			475			2,876			40			2,916			1,642			537			236			2,415			18			2,433
% of revenue	20.1		%	16.2		%	*			21.4		%	*			21.7		%	18.2		%	16.7		%	*			18.4		%	*			18.5		%
Selling, informational and administrative expenses	1,683			364			1,460			3,507			35			3,542			1,516			336			1,459			3,311			27			3,339
Research and development expenses	206			54			1,529			1,789			8			1,797			164			55			1,474			1,693			10			1,703
Amortization of intangible assets	52			—			18			70			1,121			1,191			63			—			—			63			1,120			1,183
Restructuring charges and certain acquisition-related costs	—			—			—			—			44			44			—			—			—			—			46			46
(Gain) on completion of Consumer Healthcare JV transaction																			—			—			—			—			—			—
Other (income)/deductions––net	(358		)	(2		)	99			(262		)	(289		)	(551		)	(222		)	7			80			(135		)	227			92
Income/(loss) from continuing operations before provision/(benefit) for taxes on income	5,958			2,222			(2,695		)	5,485			(959		)	4,527
Income/(loss) from continuing operations before provision for taxes on income																			5,883			2,279			(2,391		)	5,771			(1,449		)	4,323

Six Months Ended July 1, 2018
(MILLIONS OF DOLLARS)
Biopharma^(a)

Upjohn^(a)

Other^(b)

Non-GAAP
Adjusted^(c)

Reconciling Items^(d)

GAAP Reported
Revenues $ 18,315
$ 6,267
$ 1,791
$ 26,373
$ —
$ 26,373
Cost of sales 3,568
978
867
5,413
67
5,479
% of revenue 19.5 % 15.6 % *
20.5 % *
20.8 %
Selling, informational and administrative expenses 3,139
800
2,855
6,793
161
6,954
Research and development expenses 368
106
3,054
3,528
13
3,540
Amortization of intangible assets 111
—
29
141
2,246
2,387
Restructuring charges and certain acquisition-related costs —
—
—
—
87
87
Other (income)/deductions––net (652 ) (8 ) 194
(466 ) (262 ) (728 )
Income/(loss) from continuing operations before provision/(benefit) for taxes on income 11,781
4,391
(5,207 ) 10,965
(2,311 ) 8,654


*	Indicates calculation not meaningful or result is equal to or greater than 100%.


^(a)	Amounts represent the revenues and costs managed by each of the Biopharma and Upjohn reportable operating segments for the periods presented. The expenses generally include only those costs directly attributable to the operating segment.


^(b)	Other comprises the revenues and costs included in our Adjusted income components (see footnote (c) below) that are managed outside Biopharma and Upjohn and includes the following:

Second Quarter of 2019
Other Business Activities
(MILLIONS OF DOLLARS)
WRDM⁽ⁱ⁾

GPD⁽ⁱⁱ⁾

Other⁽ⁱⁱⁱ⁾

Corporate and Other Unallocated^(iv)

Total
Revenues $ —
$ —
$ 862
$ —
$ 862
Cost of sales —
1
276
(3 ) 273
Selling, informational and administrative expenses 29
—
407
958
1,394
Research and development expenses 548
764
32
221
1,565
Amortization of intangible assets —
—
—
—
—
Restructuring charges and certain acquisition-related costs —
—
—
—
—
Other (income)/deductions––net (1 ) 1
(1 ) 224
222
Income/(loss) from continuing operations before provision/(benefit) for taxes on income (576 ) (765 ) 148
(1,399 ) (2,592 )



	Three Months Ended March 29, 2020
	Other Business Activities
(MILLIONS OF DOLLARS)	WRDM⁽ⁱ⁾			GPD⁽ⁱⁱ⁾			Other⁽ⁱⁱⁱ⁾			Corporate and Other Unallocated^(iv)			Total
Revenues	$	—		$	—		$	—		$	—		$	—
Cost of sales	(1		)	—			—			79			78
Selling, informational and administrative expenses	29			—			106			832			967
Research and development expenses	578			771			6			132			1,487
Amortization of intangible assets	—			—			—			—			—
Restructuring charges and certain acquisition-related costs	—			—			—			—			—
(Gain) on completion of Consumer Healthcare JV transaction	—			—			—			—			—
Other (income)/deductions––net	3			(4		)	1			66			66
Income/(loss) from continuing operations before provision for taxes on income	(609		)	(767		)	(113		)	(1,110		)	(2,598		)

Six Months Ended June 30, 2019
Other Business Activities
(MILLIONS OF DOLLARS)
WRDM⁽ⁱ⁾

GPD⁽ⁱⁱ⁾

Other⁽ⁱⁱⁱ⁾

Corporate and Other Unallocated^(iv)

Total
Revenues $ —
$ —
$ 1,721
$ —
$ 1,721
Cost of sales —
1
550
(42 ) 510
Selling, informational and administrative expenses 50
—
795
2,008
2,853
Research and development expenses 1,080
1,490
63
406
3,039
Amortization of intangible assets —
—
—
—
—
Restructuring charges and certain acquisition-related costs —
—
—
—
—
Other (income)/deductions––net (2 ) —
—
304
302
Income/(loss) from continuing operations before provision/(benefit) for taxes on income (1,128 ) (1,491 ) 313
(2,676 ) (4,983 )


	Second Quarter of 2018															Three Months Ended March 31, 2019
	Other Business Activities															Other Business Activities
(MILLIONS OF DOLLARS)	WRDM⁽ⁱ⁾			GPD⁽ⁱⁱ⁾			Other⁽ⁱⁱⁱ⁾			Corporate and Other Unallocated^(iv)			Total			WRDM⁽ⁱ⁾			GPD⁽ⁱⁱ⁾			Other⁽ⁱⁱⁱ⁾		Corporate and Other Unallocated^(iv)			Total
Revenues	$	—		$	—		$	886		$	—		$	886		$	—		$	—		$	858	$	—		$	858
Cost of sales	—			(3		)	291			187			475			—			—			275		(38		)	236
Selling, informational and administrative expenses	36			—			427			998			1,460			21			—			388		1,050			1,459
Research and development expenses	551			750			46			182			1,529			532			726			30		185			1,474
Amortization of intangible assets	—			—			12			7			18			—			—			—		—			—
Restructuring charges and certain acquisition-related costs	—			—			—			—			—			—			—			—		—			—
(Gain) on completion of Consumer Healthcare JV transaction																—			—			—		—			—
Other (income)/deductions––net	(100		)	(1		)	(3		)	203			99			(1		)	(1		)	1		80			80
Income/(loss) from continuing operations before provision/(benefit) for taxes on income	(486		)	(746		)	113			(1,576		)	(2,695		)
Income/(loss) from continuing operations before provision for taxes on income																(552		)	(726		)	164		(1,278		)	(2,391		)

Six Months Ended July 1, 2018
Other Business Activities
(MILLIONS OF DOLLARS)
WRDM⁽ⁱ⁾

GPD⁽ⁱⁱ⁾

Other⁽ⁱⁱⁱ⁾

Corporate and Other Unallocated^(iv)

Total
Revenues $ —
$ —
$ 1,791
$ —
$ 1,791
Cost of sales —
(3 ) 589
281
867
Selling, informational and administrative expenses 63
—
834
1,958
2,855
Research and development expenses 1,099
1,512
89
354
3,054
Amortization of intangible assets —
—
23
7
29
Restructuring charges and certain acquisition-related costs —
—
—
—
—
Other (income)/deductions––net (104 ) (1 ) (1 ) 300
194
Income/(loss) from continuing operations before provision/(benefit) for taxes on income (1,058 ) (1,508 ) 258
(2,900 ) (5,207 )

⁽ⁱ⁾

WRDM—the R&D and Medical expenses managed by our WRDM organization, which is generally responsible for research projects for our Biopharma portfolio until proof-of-concept is achieved and then for transitioning those projects to the GPD organization for possible clinical and commercial development. R&D spending may include upfront and milestone payments for intellectual property rights. The WRDM organization also has responsibility for certain science-based and other platform-services organizations, which provide end-to-end technical expertise and other services to the various R&D projects, as well as the Worldwide Medical and Safety group, which ensures that Pfizer provides all stakeholders––including patients, healthcare providers, pharmacists, payers and health authorities––with complete and up-to-date information on the risks and benefits associated with Pfizer products so that they can make appropriate decisions on how and when to use Pfizer’s medicines.


⁽ⁱⁱ⁾	GPD––the costs associated with our GPD organization, which is generally responsible for clinical trials from WRDM in the Biopharma portfolio, including late stage portfolio spend. GPD also provides technical support and other services to Pfizer R&D projects. GPD is responsible for facilitating all regulatory submissions and interactions with regulatory agencies.


⁽ⁱⁱⁱ⁾	Other—the operating results of our Consumer Healthcare business, through July 31, 2019, and costs associated with other commercial activities not managed as part of Biopharma or Upjohn, including all strategy, business development, portfolio management and valuation capabilities, which previously had been reported in various parts of the organization.

^(iv)

Corporate and Other Unallocated––the costs associated with platform functions (such as worldwide technology, global real estate operations, legal, finance, human resources, worldwide public affairs, compliance and worldwide procurement), patient advocacy activities and certain compensation and other corporate costs, such as interest income and expense, and gains and losses on investments, as well as overhead expenses associated with our manufacturing (which include manufacturing variances associated with production) and commercial operations that are not directly assessed to an operating segment, as business unit (segment) management does not manage these costs.

manufacturing (which include manufacturing variances associated with production) and commercial operations that are not directly assessed to an operating segment, as business unit (segment) management does not manage these costs.

We recognized the following amounts ~~as an offset to~~in Cost of sales ~~primarily~~ related to ~~euro-denominated~~ forward-exchange contracts designated as cash flow hedges of a portion of our foreign exchange-denominated forecasted intercompany inventory sales:


•	a ~~$59~~$70 million ~~gain in the second quarter of~~ ~~2019~~;


•	~~a $103 million~~net gain in the first ~~six months~~quarter of ~~2019~~2020; and

a ~~$32~~$44 million ~~loss in the second quarter of 2018; and~~

~~a $61 million loss~~net gain in the first ~~six months~~quarter of ~~2018.~~2019.

For additional information, see Notes to Condensed Consolidated Financial Statements––Note 7E. Financial Instruments: Derivative Financial Instruments and Hedging Activities.

For information purposes only, the following tables present reconciliations of the Biopharma segment operating results and Upjohn segment operating results to Biopharma and Upjohn operating results including estimated Other costs generally associated with the Biopharma and Upjohn operating segments. While we do not manage our segments or have performance goals under such an allocated manner, we believe that some investors may find this information useful in their analyses.

The estimated Other costs generally associated with our operating segments do not purport to reflect the additional amounts that each of our operating segments would have incurred had each segment operated as a standalone company during the periods presented.

~~For information purposes only, for the first six months of~~ ~~2019~~, we estimate that Other costs attributable to our Biopharma and Upjohn segments, as described above, for combined WRDM, GPD and other business activities costs are $2.9 billion, and combined Corporate and Other Unallocated costs are $2.2 billion, which excludes income and costs associated with our Consumer Healthcare business. The combined Corporate and Other Unallocated costs also exclude (i) net interest-related expense not attributable to an operating segment included in Corporate (approximately $633 million for the first six months of ~~2019~~ in ~~Other (income)/deductions––net); and (ii) net income from investments and other assets not attributable to an operating segment included in Corporate (approximately $112 million for the first six months of~~ ~~2019~~ in ~~Other(income)/deductions––net). The remaining costs have been attributed to our Biopharma and Upjohn operating segments, as follows:~~

Six Months Ended June 30, 2019

Estimated Other Costs Associated with Biopharma⁽ⁱⁱ⁾

(MILLIONS OF DOLLARS)
Biopharma Non-GAAP Adjusted^{(i), (iii)}

Estimated WRDM/
GPD/Other
Business Activities⁽ⁱⁱ⁾

Estimated Corporate/Other Unallocated⁽ⁱⁱ⁾

Biopharma with
Estimated Other Costs
Associated with
Biopharma
Non-GAAP Adjusted^(ii), ⁽ⁱⁱⁱ⁾

Revenues
$ 18,779

$ —

$ —

$ 18,779
Cost of sales
3,619

1

(35 )
3,585
Selling, informational and administrative expenses
3,219

261

1,452

4,932
Research and development expenses
367

2,574

388

3,329
Amortization of intangible assets
129

—

—

129
Restructuring charges and certain acquisition-related costs
—

—

—

—
Other (income)/deductions––net
(536 )
—

(173 )
(709 )
Income/(loss) from continuing operations before provision/(benefit) for taxes on income
11,981

(2,836 )
(1,632 )
7,513

Six Months Ended June 30, 2019

Estimated Other Costs Associated with Upjohn⁽ⁱⁱ⁾

(MILLIONS OF DOLLARS)
Upjohn
Non-GAAP Adjusted^{(i), (iii)}

Estimated WRDM/
GPD/Other
Business Activities⁽ⁱⁱ⁾

Estimated Corporate/Other Unallocated⁽ⁱⁱ⁾

Upjohn with
Estimated Other Costs
Associated with
Upjohn
Non-GAAP Adjusted^{(ii), (iii)}

Revenues
$ 5,882

$ —

$ —

$ 5,882
Cost of sales
843

—

(15 )
828
Selling, informational and administrative expenses
703

17

432

1,152
Research and development expenses
112

1

9

122
Amortization of intangible assets
—

—

—

—
Restructuring charges and certain acquisition-related costs
—

—

—

—
Other (income)/deductions––net
(1 )
—

(28 )
(29 )
Income/(loss) from continuing operations before provision/(benefit) for taxes on income
4,225

(18 )
(398 )
3,809


⁽ⁱ⁾	Amount represents the revenues and costs managed by the operating segments. The expenses generally include only those costs directly attributable to the operating segment. See note (a) above for more information.


⁽ⁱⁱ⁾	Represents costs not assessed to an operating segment, as business unit (segment) management does not manage these costs. For a description of these other costs and business activities, see note (b) above.

•

~~WRDM/GPD/Other Business Activities~~––The information provided for WRDM, GPD and Other Business Activities was substantially all derived from our estimates of the costs incurred in connection with the R&D projects associated with the Biopharma and Upjohn operating segments as well as specific identification and estimates of costs incurred in connection with activities associated with the Biopharma and Upjohn operating segments.

•

~~Corporate/Other Unallocated~~––The information provided for Corporate and Other Unallocated was derived mainly using proportional allocation methods based on global, regional or country revenues or global, regional or country headcount, as well as certain cost metrics, as appropriate, such as those derived from research and development and manufacturing costs, and, to a lesser extent, specific identification and estimates. Management believes that the allocations of Corporate and Other Unallocated costs are reasonable.

The estimated Other costs generally associated with our Biopharma and Upjohn operating segments do not purport to reflect the additional amounts that each of the operating segments would have incurred had each segment operated as a standalone company during the period presented.


⁽ⁱⁱⁱ⁾	~~See note (c) below for an explanation of our Non-GAAP Adjusted financial measure.~~


^(c)	See the “Non-GAAP Financial Measure (Adjusted Income)” section of this MD&A for a definition of these “Adjusted Income” components.

^(d)

Includes costs associated with (i) purchase accounting adjustments; (ii) acquisition-related costs; and (iii) certain significant items, which are substantive and/or unusual, and in some cases recurring, items (such as gains on the completion of joint venture transactions, restructuring charges, legal charges or ~~net~~ gains and losses ~~on investment in~~from equity securities), that are evaluated on an individual basis by management. For additional information about these reconciling items and/or our Non-GAAP adjusted measure of performance, see the “Non-GAAP Financial Measure (Adjusted Income)” section of this MD&A.

~~Second~~First Quarter of ~~2019~~2020 vs. ~~Second~~First Quarter of ~~2018~~2019

Biopharma Operating Segment

Revenues

Biopharma Revenues increased ~~$160~~$961 million, or 2%11%, to ~~$9.6~~$10.0 billion in the first quarter of 2020 from $9.0 billion in the first quarter of 2019, reflecting an operational increase of ~~$551 million,~~$1.1 billion, or 6%12%, partially offset by the unfavorable impact of foreign exchange of ~~$390~~$116 million, or 4%1%.

The following provides an analysis of the increase in Biopharma worldwide Revenues:

(MILLIONS OF DOLLARS)
Biopharma Revenues, for the three months ended July 1, 2018
$ 9,434

Operational growth/(decline):
Continued worldwide growth from certain key brands^(a)
675
Growth from Biosimilars, primarily in the U.S. 38
Lower revenues for Enbrel internationally, reflecting continued biosimilar competition in most developed Europe markets (87 )
Lower revenues for the Hospital products business, primarily reflecting declines in developed markets, mostly due to the continued expected negative impact from generic competition for products that have previously lost marketing exclusivity as well as product supply shortages (86 )
Lower revenues for certain rare disease products, including the hemophilia franchises (Refacto AF/Xyntha and BeneFIX), primarily due to competitive pressures, and Genotropin in developed markets, mainly due to unfavorable channel mix (43 )
Lower revenues for Prevnar 13 in the U.S., primarily reflecting lower government purchases for the pediatric indication as well as continued decline in revenues for the adult indication due to a declining “catch up” opportunity compared to the prior year quarter. International revenues increased mostly due to higher volumes reflecting continued uptake following the second quarter 2017 launch in China, as well as higher volumes resulting from increased shipments associated with Gavi, the Vaccine Alliance, partially offset by the unfavorable impact of timing associated with government purchases for the pediatric indication in certain emerging markets (38 )
Other operational factors, net 92
Operational growth, net 551
Unfavorable impact of foreign exchange (390 )
Biopharma Revenues increase
160
Biopharma Revenues, for the three months ended June 30, 2019
$ 9,595



(MILLIONS OF DOLLARS)
Biopharma Revenues, for the three months ended March 31, 2019	$	9,045

Operational growth/(decline):
Continued growth from certain key brands^(a)	461
Higher revenue for the Hospital business primarily driven by continued growth of anti-infective products in China, continued growth from Panzyga following its 2018 U.S. launch and the launches of certain anti-infectives products (Zavicefta, Cresemba and Zinforo) in international developed and emerging markets. The Hospital business also benefited from increased demand in the U.S. for certain anti-infective products and other sterile injectable products utilized in the intubation and ongoing treatment of mechanically-ventilated COVID-19 patients	204
Higher revenues for rare disease products driven by the U.S. launches of Vyndaqel in May 2019 and Vyndamax in September 2019 for the treatment of transthyretin amyloid cardiomyopathy (ATTR-CM); and in international markets, primarily driven by the March 2019 launch of the ATTR-CM indication in Japan	178
Higher revenues for Biosimilars, primarily in the U.S.	112
Higher revenues for Inlyta, primarily in the U.S. driven by increased demand resulting from the second quarter of 2019 U.S. FDA approvals for the combinations of certain immune checkpoint inhibitors plus Inlyta for the first-line treatment of patients with advanced RCC	97
Lower revenues for Enbrel internationally, primarily reflecting continued biosimilar competition in most developed Europe markets, as well as additional biosimilar competition in Brazil and Japan, all of which is expected to continue	(93		)
Other operational factors, net	116
Operational growth, net	1,077
Unfavorable impact of foreign exchange	(116		)
Biopharma Revenues increase	961
Biopharma Revenues, for the three months ended March 29, 2020	$	10,007


^(a)	Certain keykey brands represent Eliquis, Ibrance ~~Eliquis~~ and Xeljanz. See the “Analysis of the Condensed Consolidated Statements of Income––Revenues––Selected Product Discussion” section of this MD&A for product analysis information.

Total Biopharma revenues from emerging markets increased ~~$31~~$223 million, or 2%11%, to ~~$2.0~~$2.2 billion in the first quarter of 2020 from $1.9 billion in the first quarter of 2019, reflecting ~~12%~~ operational ~~growth.~~growth of $297 million, or 15%. Foreign exchange had an unfavorable impact of ~~10% on total Biopharma revenues from emerging markets. The operational increase in emerging markets was primarily driven by Ibrance, Eliquis and Prevenar 13.~~

~~Costs and Expenses~~


•	~~Cost of sales~~ ~~as a percentage of~~ ~~Revenues~~ ~~decreased 1~~ ~~percentage point primarily driven by a favorable change in product mix, which includes an increase in alliance revenue which has no associated cost of sales.~~


•	~~The decrease in~~ ~~Cost of sales~~ ~~of 2%~~ was mainly driven by the favorable impact of foreign exchange, partially offset by an unfavorable change in product mix, an increase in royalty expenses based on the mix of products sold and an increase in sales volumes for various products within our product portfolio.


•	~~The increase in~~ ~~Selling, informational and administrativeexpenses~~ ~~of 1%~~ was mostly driven by additional investment across several of our products, primarily Chantix/Champix as well as to support the Vyndaqel launches, partially offset by the favorable impact of foreign exchange.


•	~~Research and developmentexpenseswere relatively flat.~~


•	~~The unfavorable change in~~ ~~Other (income)/deductions––net~~ ~~primarily reflects an $86 million~~ decrease in income from collaborations, out-licensing arrangements and sales of compound/product rights, partially offset by an increase in royalty-related income mainly due to a one-time favorable resolution in the second quarter of 2019 of a legal dispute for ~~$82 million.~~

~~Upjohn Operating Segment~~

~~Revenues~~

~~Upjohn~~ ~~Revenues~~ ~~decreased $339 million, or 11%, to $2.8 billion, reflecting an operational decrease of $235 million, or 7%, and the unfavorable impact of foreign exchange of $105 million, or 3%.~~

~~The following provides an analysis of the decrease in Upjohn worldwide~~ ~~Revenues~~:

(MILLIONS OF DOLLARS)

Upjohn Revenues, for the three months ended July 1, 2018

$ 3,147

Operational growth/(decline):

Decline from Lipitor and Norvasc, primarily in China, driven by the March 2019 government implementation of a volume-based procurement program in certain cities (131 )
Lower revenues for Viagra and Upjohn's authorized generic for Viagra in the U.S. resulting from increased generic competition following Viagra's December 2017 patent expiration
(70 )
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting wholesaler destocking in advance of anticipated multi-source generic competition expected to begin on July 1, 2019 (which instead began on July 19, 2019), and in developed Europe, reflecting continued generic competition (31 )
Volume-driven growth from Celebrex and Effexor, primarily in Japan 31
Other operational factors, net (34 )
Operational decline, net
(235 )
Unfavorable impact of foreign exchange
(105 )
Upjohn Revenues decrease

(339 )
Upjohn Revenues, for the three months ended June 30, 2019

$ 2,807

Total Upjohn revenues from emerging markets decreased $177 million, or 17%, to $851 million from $1.0 billion, reflecting an 11% operational decline. Foreign exchange had an unfavorable impact of 6% on total Upjohn revenues from emerging markets. The operational decrease in emerging markets was primarily driven by Lipitor and Norvasc.

~~Costs and Expenses~~


•	~~Cost of sales~~ ~~as a percentage of~~ ~~Revenues~~ ~~decreased 1.1 percentage points and~~ ~~Cost of sales~~ ~~as compared to the prior year period decreased 17%~~ ~~driven by a decrease in royalty expense, the favorable impact of foreign exchange and lower atorvastatin active product ingredients import duties in China.~~


•	~~Selling, informational and administrativeexpenses~~ ~~increased 3%~~ mostly driven by non-recurrence of a one-time general and administrative expense reversal in the second quarter of 2018, partially offset by a reduction in field force and advertising and promotion expenses in developed markets, primarily related to Lyrica in the U.S., and the favorable impact of foreign exchange.


•	~~Research and developmentexpenses~~ ~~and~~ ~~Other (income)/deductions––netwere relatively unchanged.~~

~~Consumer Healthcare Operating Segment~~

~~Consumer Healthcare~~ ~~Revenues~~ ~~decreased $23 million, or 3%, to $862 million, reflecting an operational increase of $8 million, or 1%, and the unfavorable impact of foreign exchange of $32 million, or~~ 4%.

~~First Six Months of~~ ~~2019~~ ~~vs. First Six Months of~~ ~~2018~~

~~Biopharma Operating Segment~~

~~Revenues~~

~~Biopharma~~ ~~Revenues~~ ~~increased $464 million, or 3%, to $18.8 billion, reflecting an operational increase of $1.2 billion, or 6%, and an unfavorable impact of foreign exchange of $724 million, or 4%.~~

~~The following provides an analysis of the increase in Biopharma worldwide~~ ~~Revenues~~:

(MILLIONS OF DOLLARS)
Biopharma Revenues, for the six months ended July 1, 2018
$ 18,315

Operational growth/(decline):
Continued worldwide growth from certain key brands^(a)
1,400
Growth from Biosimilars, primarily in the U.S. 51
Lower revenues for the Hospital products business, primarily reflecting declines in developed markets, mostly due to the continued expected negative impact from generic competition for products that have previously lost marketing exclusivity as well as product supply shortages (157 )
Lower revenues for Enbrel internationally, reflecting continued biosimilar competition in most developed Europe markets (101 )
Lower revenues for certain rare disease products, including the hemophilia franchises (Refacto AF/Xyntha and BeneFIX) primarily due to competitive pressures, and Genotropin in developed markets, primarily due to unfavorable channel mix (95 )
Other operational factors, net 91
Operational growth, net 1,188
Unfavorable impact of foreign exchange (724 )
Biopharma Revenues increase
464
Biopharma Revenues, for the six months ended June 30, 2019
$ 18,779


^(a)	~~Certain key brands~~ represent Ibrance, Eliquis, Xeljanz and Prevnar/Prevenar 13. See the “Analysis of the Condensed Consolidated Statements of Income––Revenues––Selected Product Discussion” section of this MD&A for product analysis information.

~~Total Biopharma revenues from emerging markets increased $114 million, or 3%, to $3.9 billion from $3.8 billion, reflecting 13% operational growth. Foreign exchange had unfavorable impact of 10%~~ on total Biopharma revenues from emerging markets. The operational increase in emerging markets was primarily driven by Prevenar 13, Eliquis, Ibrance, Xalkori and ~~Eliquis.~~certain anti-infective products, primarily Zithromax and Zavicefta.

Costs and Expenses


•	Cost of sales as a percentage of Revenues was relatively flat.


•	The increase in Cost of sales of 1%8% was mainly driven by ~~an unfavorable change in product mix,~~ an increase in sales volumes for various products within ~~the Biopharma~~our product portfolio, an unfavorable change in product mix, and an increase in royalty expenses based on the mix of products ~~sold, partially offset by the favorable impact of foreign exchange.~~sold.

•

The ~~increase~~decrease in Selling, informational and administrative expenses of 3% 2%was mostly driven by ~~additional investment~~lower investments across ~~several of our products, primarily Xeljanz and Chantix/Champix and to support~~ the ~~Vyndaqel launches, as well as the non-recurrence of a favorable true-up of~~Inflammation & Immunology portfolio, lower healthcare reform expenses, ~~in the first quarter of 2018, partially offset by the~~and a favorable impact of foreign ~~exchange.~~exchange, partially offset by additional investment in emerging markets, the Oncology portfolio in developed markets, and for marketing and promotional expenses associated with the U.S. launches of Vyndaqel in May 2019 and Vyndamax in September 2019.


•	The increaseinResearch and development expenses ~~were relatively flat.~~of 13% was mainly related to increased medical spending, primarily for Oncology, Internal Medicine and Rare Disease.

•

The ~~unfavorable~~favorable change in Other (income)/deductions––net ~~primarily reflects a $205 million~~ ~~decrease~~includes, among other things, an increase in royalty-related income, an increase in income from collaborations, out-licensing arrangements and sales of compound/product rights, ~~partially offset by~~and an increase in ~~royalty-related~~dividend income ~~mainly due to a one-time favorable resolution~~from our investment in ~~the second quarter of 2019 of a legal dispute for$82 million.~~ViiV.

Upjohn Operating Segment

Revenues

Upjohn Revenues decreased ~~$385 million,~~$1.2 billion, or 6%37%, to ~~$5.9~~$2.0 billion in the first quarter of 2020 from $3.2 billion in the first quarter of 2019, reflecting an operational decrease of ~~$188 million,~~$1.2 billion, or 3%37%, and the unfavorable impact of foreign exchange of ~~$196~~$18 million, or 3%1%.

The following provides an analysis of the decrease in Upjohn worldwide Revenues:

(MILLIONS OF DOLLARS)
Upjohn Revenues, for the six months ended July 1, 2018 $ 6,267

Operational growth/(decline):
Lower revenues for Viagra and Upjohn's authorized generic for Viagra in the U.S. resulting from increased generic competition following Viagra's December 2017 patent expiration (167 )
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting wholesaler destocking in advance of anticipated multi-source generic competition expected to begin on July 1, 2019 (which instead began on July 19, 2019), and in developed Europe, reflecting continued generic competition (49 )
Lower revenues for Greenstone, Upjohn's authorized generic subsidiary, primarily due to continued industry-wide pricing challenges in the U.S., excluding revenues for Upjohn's authorized generic for Viagra in the U.S. (22 )
Volume-driven growth from Celebrex and Effexor, primarily in Japan 73
Growth from Lipitor and Norvasc, primarily in emerging markets, driven by strong, volume-driven operational growth in China in the first fiscal quarter of 2019, partially offset by declines driven by the March 2019 government implementation of a volume-based procurement program in certain cities in the second quarter of 2019 73
Other operational factors, net (96 )
Operational decline, net (188 )
Unfavorable impact of foreign exchange (196 )
Upjohn Revenues decrease
(385 )
Upjohn Revenues, for the six months ended June 30, 2019
$ 5,882



(MILLIONS OF DOLLARS)
Upjohn Revenues, for the three months ended March 31, 2019	$	3,214

Operational decline:
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting the expected significantly lower volumes associated with multi-source generic competition that began in July 2019	(828		)
Declines in revenues for Lipitor and Norvasc, primarily resulting from the VBP program in China, which was initially implemented in March 2019, and expanded nationwide beginning in December 2019	(309		)
Other operational factors, net	(36		)
Operational decline, net	(1,174		)
Unfavorable impact of foreign exchange	(18		)
Upjohn Revenues decrease	(1,192		)
Upjohn Revenues, for the three months ended March 29, 2020	$	2,022

Total Upjohn revenues from emerging markets ~~were relatively flat at $2.0~~decreased $317 million, or 28%, to $834 million in the first quarter of 2020 from $1.2 billion in the first quarter of 2019, reflecting 6%an operational ~~growth offset by the~~decline of $304 million, or 26%. Foreign exchange had an unfavorable impact of ~~foreign exchange of 7%~~1% on total Upjohn revenues from emerging markets. The operational ~~increase~~decrease in emerging markets was primarily driven by Lipitor and Norvasc ~~and Celebrex.~~in China.

Costs and Expenses

•

Cost of sales as a percentage of Revenues ~~decreased 1.3~~increased 7.9 percentage points, driven by lower Lyrica revenues, primarily in the U.S. due to multi-source generic competition that began in July 2019, lower Lipitor and Norvasc revenues due to the VBP program in China, which was initially implemented in March 2019 and expanded nationwide beginning in December 2019, and an unfavorable impact of foreign exchange, partially offset by lower royalty expense for Lyrica due to the patent expiration.

•

The decreasein Cost of sales ~~as compared to the prior year period decreased 14%,~~of 7% ~~primarily due to the favorable impact of foreign exchange,~~was mainly driven by lower royalty expense and ~~lower atorvastatin active product ingredients import duties~~a decrease in ~~China.~~sales volume due to the Lyrica patent expiration and multi-source generic competition that began in July 2019, as well as decreases in sales volumes

of Lipitor and Norvasc due to the VBP program in China, which was initially implemented in March 2019 and expanded nationwide beginning in December 2019, partially offset by an unfavorable impact of foreign exchange.

•

Selling, informational and administrative expensesdecreased ~~12%~~15% driven by a reduction in field force ~~and~~expense as well as advertising and promotion expenses, ~~in developed markets,~~ primarily related to Lyrica in the U.S., due to the patent expiration, as well as a decrease in Lipitor and Norvasc expenses due to the ~~favorable impact of foreign exchange,~~VBP program in China, which was initially implemented in March 2019 and expanded nationwide beginning in December 2019, partially offset by ~~non-recurrence of~~expenses for enabling functions that provide autonomy and position Upjohn to operate as a ~~one-time general and administrative expense reversal in the second quarter of 2018 and investments in China across key brands.~~stand-alone division.


•	Research and development expensesand Other (income)/deductions––net were relatively unchanged.

~~Consumer Healthcare Operating Segment~~

~~Consumer Healthcare~~ ~~Revenues~~ ~~decreased $70 million, or 4%, to $1,721 million, reflecting an operational decrease of $11 million, or 1%, and the unfavorable impact of foreign exchange of $60 million, or 3%.~~

~~ANALYSIS OF THE CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME~~

~~Changes in the components of~~ ~~Accumulated other comprehensive loss~~ ~~for the second quarter and first six months of2019~~ ~~reflect the following:~~

•

~~For~~ ~~Foreign currency translation adjustments, net,~~ ~~the second quarter of2019~~ ~~primarily reflects the strengthening of the U.S. dollar against the euro, British pound, and Australian dollar; and for the first six months of~~ ~~2019, mainly reflects the strengthening of the U.S. dollar against the Australian dollar and the euro, partially offset by the weakening of the U.S. dollar against the Japanese yen.~~


•	~~For~~ ~~Unrealized holding gains/(losses) on derivative financial instruments, net~~ ~~and~~ ~~Unrealized holding gains/(losses) on available-for-sale securities, net,~~ ~~reflects the impact of fair value re-measurements and the reclassification of amounts into income. For additional information, see Notes to Condensed Consolidated Financial Statements—Note 7. Financial Instruments~~.


•	~~For~~ ~~Benefit plans: actuarial gains/(losses), net,~~ ~~mainly reflects the amortization of changes in the pension benefit obligation previously recognized in~~ ~~Other comprehensive income~~ ~~and the unfavorable impact of foreign exchange. For additional information, see Notes to Condensed Consolidated Financial Statements—Note 10.Pension and Postretirement Benefit Plans~~.


•	~~For~~ ~~Benefit plans: prior service costs and other, net, reflects the reclassification into income of amounts related to amortization of changes in prior service costs and credits previously recognized in~~ ~~Other comprehensive income.~~ ~~For additional information, see Notes to Condensed Consolidated Financial Statements—Note 10. Pension and Postretirement Benefit Plans~~.

~~ANALYSIS OF THE CONDENSED CONSOLIDATED BALANCE SHEETS~~

~~For information about certain of our financial assets and liabilities, including~~ ~~Cash and cash equivalents, Short-term investments, Long-term investments, Short-term borrowings, including current portion of long-term debt, and~~ ~~Long-term debt~~, see the “Analysis of the Condensed Consolidated Statements of Cash Flows” section of this MD&A, the “Analysis of Financial Condition, Liquidity and Capital Resources: Selected Measures of Liquidity and Capital Resources” section of this MD&A and Notes to Condensed Consolidated Financial Statements—~~Note 7. Financial Instruments~~.

~~For information about events and circumstances impacting our tax-related accounts, see Notes to Condensed Consolidated Financial Statements—Note 5. Tax Matters~~.

~~For a description of changes in~~ ~~Total Equity,~~ ~~see the consolidated statements of equity.~~

~~For information related to changes in~~ ~~Accumulated other comprehensive loss, see the “Analysis of the Condensed Consolidated Statements of Comprehensive Income” section of this MD&A and Notes to Condensed Consolidated Financial Statements—Note 6. Accumulated Other Comprehensive Loss, Excluding Noncontrolling Interests~~.

~~The changes in our asset and liability accounts as of June 30, 2019, compared to~~ ~~December 31, 2018~~, generally reflect, and the following explanations exclude, fluctuations in foreign currency exchange rates, the impact of the adoption of new accounting standards in the first quarter of 2019 and our Consumer Healthcare business joint venture with GSK (see Notes to Condensed Consolidated Financial Statements—~~Note 1B. Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting Standards~~ ~~and~~ ~~Note 2. Assets and Liabilities Held for Sale~~ ~~for additional information).~~


•	~~For~~ ~~Trade accounts receivable, less allowance for doubtful accounts,~~ ~~the change reflects the timing of sales and collections in the normal course of business.~~


•	~~For~~ ~~Inventories,~~ ~~the change reflects the increases for certain products to meet targeted levels in the normal course of business, including inventory build for supply recovery and market demand.~~


•	~~For~~ ~~PP&E~~,~~the change primarily reflects capital additions in the normal course of business, partially offset by depreciation during the period.~~


•	~~For~~ ~~Identifiable intangible assets, less accumulated amortization, the change primarily reflects amortization for the period and intangible asset impairment charges (see Notes to Condensed Consolidated Financial Statements—Note 4. Other (Income)/Deductions~~—~~Net), partially offset by additions for the period.~~


•	~~For~~ ~~Other noncurrent assets,~~ ~~the change reflects a net increase in assets in the normal course of business, and an increase in receivables associated with derivative instruments.~~


•	~~For~~ ~~Trade accounts payable,~~ ~~the change reflects the timing of purchases and payments in the normal course of business.~~


•	~~For~~ ~~Accrued compensation and related items, the decrease reflects normal bonus payments made to employees and the timing of payments in the normal course of business.~~


•	~~For~~ ~~Other current liabilities, the change reflects a decrease in liabilities associated with:~~


◦	~~payments and accruals in the normal course of business;~~


◦	~~payments for restructuring activities; and~~


◦	~~payments for contingent consideration obligations,~~

~~partially offset by:~~


◦	an increase in sales returns reserve recorded for Lyrica in the U.S. in the second quarter of 2019 in advance of anticipated multi-source generic competition that was expected to begin on July 1, 2019 but instead began on July 19, 2019; and


◦	~~an increase due to reclassifications from noncurrent to current.~~


•	~~For~~ ~~Pension benefit obligations, net, the change reflects voluntary pension contributions and direct employer benefit payments.~~


•	~~For~~ ~~Other noncurrent liabilities, the change reflects a decrease in liabilities associated with:~~


◦	~~a decrease in payables associated with derivative financial instruments;~~


◦	a decrease in restructuring liabilities related to the reversal of certain accruals related to our acquisition of Wyeth upon the effective favorable settlement of a U.S. IRS audit for multiple tax years (see Notes to Condensed Consolidated Financial Statements—~~Note 5B. Tax Contingencies); and~~


◦	~~a decrease due to reclassifications from noncurrent to current,~~

~~partially offset by:~~


◦	~~an increase in accruals in the normal course of business.~~


•	~~For~~ ~~Treasury stock,~~ the change reflects $6.8 billion paid to GS&Co. in February 2019 pursuant to the terms of an accelerated share repurchase agreement as well as open market share repurchases. See Notes to Condensed Consolidated Financial Statements—~~Note 12C. Contingencies and Certain Commitments: Certain Commitments~~ ~~for additional information.~~

ANALYSIS OF THE CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


	Six Months Ended									Three Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			July 1, 2018			% Change			March 29, 2020			March 31, 2019			% Change
Cash provided by/(used in):
Operating activities	$	4,309		$	5,830		(26	)		$	3,133		$	1,698		84
Investing activities	5,648			8,193			(31	)		(71		)	7,550			*
Financing activities	(9,318		)	(12,628		)	(26	)		(2,200		)	(8,467		)	(74	)
Effect of exchange-rate changes on cash and cash equivalents and restricted cash and cash equivalents	(28		)	(15		)	83			(15		)	12			*
Net increase in Cash and cash equivalents and restricted cash and cash equivalents	$	612		$	1,381		(56	)		$	846		$	792		7
* Calculation not meaningful or results are equal to or greater than 100%.									* Calculation not meaningful or results are equal to or greater than 100%.

Operating Activities

Our net cash provided by operating activities was ~~$4.3~~$3.1 billion in the first ~~six~~three months of ~~2019~~2020, compared to ~~$5.8~~$1.7 billion in the same period in ~~2018~~2019. The ~~decrease~~increase in net cash provided by operating activities reflects the timing of receipts from customers and payments to vendors in the ordinary course of business, partially offset by ~~an increase~~a decrease in net income, ~~and~~reflecting the lower contribution from the Consumer Healthcare business as a ~~decrease in benefit plan contributions.~~result of the July 31, 2019 completion of the Consumer Healthcare joint venture transaction with GSK.

In the first ~~six~~three months of ~~2019~~2020, the change in the line item Other adjustments, net primarily reflects ~~among other items:~~

a reduction in net unrealized gains on equity ~~securities; and~~

~~the non-recurrence of a non-cash gain on the contribution of Pfizer’s allogeneic CAR T developmental program assets, in connection with our contribution agreement with Allogene in 2018,~~

~~partially offset by:~~

~~net gains on foreign exchange contracts hedging a portion of our forecasted intercompany inventory sales (that fixes the cost of inventory sold later to customers).~~

securities. In the condensed consolidated statements of cash flows, the line item Other changes in assets and liabilities, net of acquisitions and divestitures is presented excluding the effects of changes in foreign currency exchange rates, as these changes do not reflect actual cash inflows or outflows, and excluding any other significant non-cash movements. Accordingly, the amounts shown will not necessarily agree with the changes in the assets and liabilities that are presented in our condensed consolidated balance sheets. In the first ~~six~~three months of ~~2019~~2020 and ~~2018~~2019, the line item Other changes in assets and liabilities, net of acquisitions and divestitures, primarily reflects changes, in the normal course of business, in trade accounts receivable, inventories, other current ~~assets, other~~and noncurrent assets, trade accounts payable, accrued compensation, and other current and noncurrent liabilities, as well as the adjustment necessary to reflect the non-cash nature of a favorable settlement of a U.S. IRS audit for multiple tax years (see Notes to Condensed Consolidated Financial Statements~~––Note 5A. Tax Matters: Taxes on Income from Continuing Operations~~).liabilities.

~~For additional information about changes in other assets and liabilities account balances, see the “Analysis of the Condensed Consolidated Balance Sheets” in this MD&A.~~

Investing Activities

Our net cash ~~provided by~~used in investing activities was ~~$5.6 billion~~$71 million in the first ~~six~~three months of ~~2019~~2020, compared to net cash provided by investing activities of ~~$8.2~~$7.5 billion in the same period in ~~2018~~2019. The ~~decrease~~change in net cash provided byby/(used in) investing activities was ~~primarily~~mostly attributable to a decrease in net proceeds generated from the sale of investments of ~~$2.2~~$7.7 billion ~~in the first six months of~~ ~~2019~~ for cash needs.

Financing Activities

Our net cash used by financing activities was ~~$9.3~~$2.2 billion in the first ~~six~~three months of ~~2019~~2020, compared to ~~$12.6~~$8.5 billion in the same period in ~~2018~~2019. The decrease in net cash used in financing activities was primarily attributable to:

a reduction in purchases of common stock of $8.9 billion; and

lower repayments on long-term debt of $0.8 billion;

partially offset by:


•	~~the issuance~~lower issuances of long-term debt of ~~$4.9~~$3.7 billion ~~in the first six months of~~ ~~2019, with no corresponding issuance of debt in the first six months of~~ ~~2018~~ (see Notes to Condensed Consolidated Financial ~~Statements––~~Statements—Note 7D. Financial Instruments: Long-Term Debt)~~; and~~


•	~~$4.3 billion net proceeds raised from short-term borrowings in the first six months of~~ ~~2019, compared to net proceeds of $0.9 billion in the first six months of~~ ~~2018~~,.

~~partially offset by:~~

~~higher purchases of common stock of $2.8 billion;~~

~~higher repayments on long-term debt of $2.3 billion; and~~

~~lower proceeds from the exercise of stock options of $226 million.~~

ANALYSIS OF FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

We rely largely on operating cash flows, short-term investments, short-term commercial paper borrowings and long-term debt to provide for our liquidity requirements. We continue our efforts to improve cash inflows through working capital efficiencies. We target specific areas of focus including accounts receivable, inventories, accounts payable, and other working capital, which allows us to optimize our operating cash flows. Due to our significant operating cash flows as well as our financial assets, access to capital markets and available lines of credit and revolving credit agreements, we believe that we have, and will maintain, the ability to meet our liquidity needs for the foreseeable future, which include:

the working capital requirements of our operations, including our R&D activities;

investments in our business;

dividend payments and potential increases in the dividend rate;

share repurchases;

the cash requirements associated with our cost-reduction/productivity initiatives;

paying down outstanding debt;

contributions to our pension and postretirement plans; and

business-development activities.

Our long-term debt is rated high-quality by both S&P and Moody’s. See the “Credit Ratings” section below. As market conditions change, we continue to monitor our liquidity position. We have taken and will continue to take a conservative approach to our financial investments. Both short-term and long-term investments consist primarily of high-quality, highly liquid, well-diversified available-for-sale debt securities.

Selected Measures of Liquidity and Capital Resources

													The following table provides certain relevant measures of our liquidity and capital resources:
(MILLIONS OF DOLLARS, EXCEPT RATIOS AND PER COMMON SHARE DATA)	June 30, 2019			December 31, 2018			March 29, 2020			December 31, 2019
Selected financial assets^(a):
Cash and cash equivalents	$	1,784		$	1,139		$	2,151		$	1,305
Short-term investments	11,128			17,694			8,199			8,525
Long-term investments	2,905			2,767
Long-term investments, excluding private equity securities at cost							1,939			2,258
	15,817			21,600			12,290			12,088
Debt:
Short-term borrowings, including current portion of long-term debt	10,507			8,831			16,007			16,195
Long-term debt	36,168			32,909			36,281			35,955
	46,675			41,740			52,288			52,150
Selected net financial liabilities^(b)	$	(30,857	)	$	(20,140	)	$	(39,998	)	$	(40,062	)

Working capital^(c)	$	15,043		$	18,068		$	848		$	(4,501	)
Ratio of current assets to current liabilities	1.47:1			1.57:1			1.03:1			0.88:1
Total Pfizer Inc. shareholders’ equity per common share^(d)	$	10.71		$	11.09		$	11.71		$	11.41


^(a)	See Notes to Condensed Consolidated Financial Statements––Note 7. Financial Instruments for a description of certain assets held and for a description of credit risk related to our financial instruments held.

^(b)

The ~~increase~~decrease in selected net financial liabilities was primarily driven by ~~the~~an increase in cash and cash equivalents, offset slightly by a decrease in short-term and long-term investments ~~used for cash needs~~ and ~~the~~a net increase in long-term debt. We retain a strong financial liquidity position as a result of our net cash provided by operating activities, our high-quality financial asset portfolio and access to capital markets. For additional information, see the “Credit Ratings” section of this MD&A.


^(c)	The ~~decrease~~increase in working capital was primarily due to:


•	~~a decrease in Short-term investments~~ mainly driven by the financing requirements for share repurchase activities, dividend payments, capital expenditures and debt repayment, partially offset by operating cash flow generation, cash from employee stock option exercises and the long-term debt issuance;

an increase in ~~short-term borrowings as a result of~~cash and cash equivalents mainly driven by operating cash flow generation and cash from the long-term debt issuance ~~of commercial paper; and~~

~~the net impact of foreign currency exchange,~~

discussed below, partially offset ~~by:~~by debt repayment and capital expenditures; and

the timing of accruals, cash receipts and payments in the ordinary course of ~~business; and~~

~~an increase in inventory related to increases for certain products to meet targeted levels in the normal course of business, including inventory build for supply recovery and market demand.~~business.


^(d)	Represents total Pfizer Inc. shareholders’ equity divided by the actual number of common shares outstanding (which excludes treasury stock).

In March ~~2019, we~~ 2020, we:

completed a public offering of ~~$5.0~~$1.25 billion aggregate principal amount of senior unsecured notes. The proceeds will be used to help manage our environmental impact and support increased patient access to our medicines and vaccines, especially among underserved populations, and strengthen healthcare systems; and

repurchased all $1.065 billion principal amount outstanding of senior unsecured notes ~~(see~~that were due 2047 before the maturity date at par, which did not have a material impact on our condensed consolidated financial statements.

For additional information, see Notes to Condensed Consolidated Financial Statements––Note 7D. Financial Instruments: Long-Term Debt).

For additional information about the sources and uses of our funds, see the “Analysis of the Condensed Consolidated ~~Balance Sheets” and the “Analysis of the Condensed Consolidated~~ Statements of Cash Flows” ~~sections~~section of this MD&A.

Domestic and International Selected Financial Assets

Many of our operations are conducted outside the U.S., and significant portions of our selected financial assets are held internationally. The amount of funds held in U.S. tax jurisdictions can fluctuate due to the timing of receipts and payments in the ordinary course of business and due to other reasons, such as business-development activities. As part of our ongoing liquidity assessments, we regularly monitor the mix of domestic and international cash flows (both inflows and outflows). The changes in tax law under the TCJA, which includes transitioning U.S. international taxation from a worldwide tax system to a territorial tax system, ~~will also~~ allow us to more easily access our selected financial assets globally. ~~The majority of our cash we held internationally as of year-end 2017 was repatriated in 2018.~~

Agreement to Combine Upjohn with Mylan

In connection with ~~the recently-announced~~our agreement to combine Upjohn with Mylan discussed in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our ~~Business”and “––Our Strategy––Our~~ Business Development Initiatives” ~~sections~~section of this MD&A, Upjohn will incur $12 billion of debt prior to the closing of the transaction. Immediately prior to the separation, Upjohn will make a cash distribution of $12 billion to Pfizer, which will be funded by the proceeds of such debt. Following the separation, Upjohn will remain the obligor with respect to the debt.

Credit Ratings

Two major corporate debt-rating organizations, Moody’s and S&P, assign ratings to our short-term and long-term debt. A security rating is not a recommendation to buy, sell or hold securities and the rating is subject to revision or withdrawal at any time by the rating organization. Each rating should be evaluated independently of any other rating.

In June 2019, S&P placed Pfizer on “CreditWatch Negative” following the announcement of Pfizer’s intention to acquire ~~Array, with the expectation that the~~Array. The CreditWatch placement ~~would be~~was resolved with a one-notch downgrade of Pfizer’s debt rating to ‘AA-’ upon the consummation of the transaction. In July 2019, we announced that we entered into a definitive agreement to combine Upjohn with Mylan, which resulted in actions from both Moody’s and S&P. Moody’s placed Pfizer’s long-term rating under review for downgrade (limited to one-notch, or ‘A2’ upon close of the Mylan transaction) while S&P lowered Pfizer’s rating to ‘AA-’ (as a result of the Array transaction) and confirmed it will still remain on CreditWatch Negative (with the expectation the rating will be lowered one additional notch to ‘A+’ upon close of the Mylan transaction).



The following table provides the current ratings assigned by these rating agencies to our commercial paper and senior unsecured long-term debt:
NAME OF RATING AGENCY	Pfizer Commercial Paper	Pfizer Long-Term Debt	Outlook/Watch	Date of Last Rating Change
NAME OF RATING AGENCY	Rating	Rating	Outlook/Watch	Date of Last Rating Change
Moody’s	P-1	A1	Under Review for Downgrade	October 2009
S&P	A-1+	AA-	CreditWatch Negative	July 2019

Debt Capacity––Lines of Credit

We have available lines of credit and revolving credit agreements with a group of banks and other financial intermediaries. We typically maintain cash and cash equivalent balances and short-term investments which, together with our available revolving credit facilities, are in excess of our commercial paper and other short-term borrowings. As of ~~June 30, 2019~~March 29, 2020, we had access to a ~~$7.0~~total of $15 billion in U.S. revolving credit facilities consisting of a $7 billion facility expiring in ~~2023,~~2024 and an $8 billion facility expiring in September 2020, which may be used to support our commercial paper borrowings. In addition to the U.S. revolving credit ~~facility,~~facilities, our lenders have provided us an additional ~~$536~~$597 million in lines of credit, of which ~~$508~~$564 million expire within one year. Of these total lines of credit, ~~$7.5~~$15.6 billion were unused as of ~~June 30, 2019.~~March 29, 2020. In connection with ~~the recently-announced~~our agreement to combine Upjohn with Mylan discussed in the “Overview of Our Performance, Operating Environment, Strategy and ~~Outlook–~~Outlook–~~Our Business” and “–~~–~~Our Strategy––~~Our Business Development Initiatives” ~~sections~~section of this MD&A, Upjohn entered into a ~~$12 billion~~ fully underwritten, 364-day senior unsecured bridge ~~facility.~~facility for up to $12 billion. This bridge facility ~~is fully committed financing that~~ is expected to terminate upon the issuance of approximately $12 billion of debt securities, loans or a combination of the two by Upjohn prior to the transaction close.

LIBOR

From time to time, we issue variable rate debt based on LIBOR, or undertake interest rate swaps that contain a variable element based on LIBOR. ~~Banks~~The U.K. Financial Conduct Authority announced in July 2017 that it will no longer compel banks to submit rates that are currently ~~reporting information~~ used to ~~set~~calculate LIBOR ~~will stop doing so~~ after 2021. Various governing parties, including government agencies, are ~~seeking to identify an alternative rate to replace LIBOR.~~

working on a benchmark transition plan for LIBOR (and other interbank offered rates globally). We are monitoring their ~~efforts,~~progress, and we will likely amend contracts to accommodate any replacement rate where it is not already provided. We do not expect the transition to an alternative rate to have a material impact on our liquidity or financial resources.

Global Economic Conditions––General

The global economic environment has not had, nor do we anticipate it will have, a material impact on our liquidity or capital resources. Due to our significant operating cash flows, financial assets, access to capital markets and available lines of credit and revolving credit agreements, we continue to believe that we have, and will maintain, the ability to meet our liquidity needs for the foreseeable future. We monitor our liquidity position continuously in the face of evolving economic conditions. For additional information see the “Overview of Our Performance, Operating Environment, Strategy and Outlook––~~Our Operating Environment––~~The Global Economic Environment” section in this MD&A.

Global Economic Conditions––Venezuela and Argentina Operations

Our Venezuela operations continue to operate with the U.S. dollar as the functional currency due to the hyperinflationary status of the Venezuelan economy. Future actions by the Venezuelan government in response to economic uncertainties could impact the recoverability of our investment in Venezuela, which could result in an impairment charge and ~~under extreme circumstances, could impact our ability to continue to operate in the country in the same manner as we have historically. The impact to Pfizer is not considered material.~~

~~Global Economic Conditions––Argentina Operations~~

~~Our~~ Argentina operations function in a hyperinflationary ~~economy.~~economies. The impact to Pfizer is not considered material.

Off-Balance Sheet Arrangements

In the ordinary course of business and in connection with the sale of assets and businesses and other transactions, we often indemnify our counterparties against certain liabilities that may arise in connection with a transaction or that are related to events and activities prior to or following a transaction. If the indemnified party were to make a successful claim pursuant to the terms of the indemnification, we may be required to reimburse the loss. These indemnification obligations generally are subject to various restrictions and limitations. Historically, we have not paid significant amounts under these provisions and, as of ~~June 30, 2019,~~March 29, 2020, the estimated fair value of our ~~indemnity~~indemnification obligations was not significant.

Certain of our co-promotion or license agreements give our licensors or partners the rights to negotiate for, or in some cases to obtain under certain financial conditions, co-promotion or other rights in specified countries with respect to certain of our products.

Share-Purchase Plans and Accelerated Share Repurchase Agreements

~~Our December 2017 $10 billion share repurchase program was exhausted in the first quarter of 2019.~~

In December 2018, the Board of Directors authorized a new $10 billion share repurchase program to be utilized over time (the 2018 program) and share repurchases commenced thereunder in the first quarter of 2019.

On February 7, 2019, we entered into an accelerated share repurchase agreement with GS&Co. to repurchase approximately $6.8 billion of our common stock. For additional information, see Notes to Condensed Consolidated Financial Statements––~~Note 12C~~. ~~Contingencies and Certain Commitments: Certain Commitments~~ ~~and “Unregistered Sales of Equity Securities and Use of Proceeds––Issuer Purchases of Equity Securities” in Part II, Item 2 of this Quarterly Report on Form 10-Q.~~

The following table provides the number of shares of our common stock purchased and the cost of purchases under our publicly announced share purchase plans, including our accelerated share repurchase agreements:
Three Months Ended Six Months Ended
(SHARES IN MILLIONS, DOLLARS IN BILLIONS) June 30, 2019

July 1,
2018

June 30, 2019⁽^a)

July 1, 2018^(b)

Shares of common stock purchased —
—
180
145
Cost of purchase $ —
$ —
$ 8.9
$ 6.1

^(a)

Represents shares purchased pursuant to an accelerated share repurchase agreement with GS&Co. entered into on February 7, 2019, as well as other share repurchases. For additional information, see Notes to Condensed Consolidated Financial Statements––~~Note 12C~~. ~~Contingencies and Certain Commitments: Certain Commitments~~ ~~and “Unregistered Sales of Equity Securities and Use of Proceeds––Issuer Purchases of Equity Securities” in Part II, Item 2 of this Quarterly Report on Form 10-Q.~~


^(b)	Represents shares purchased pursuant to an accelerated share repurchase agreement with Citibank entered into on March 12, 2018, as well as other share repurchases. For additional information, see Notes to Consolidated Financial Statements––~~Note 12~~. ~~Equity~~ ~~in our~~ ~~2018~~ ~~Financial Report.~~

~~After giving effect to the accelerated share repurchase agreement and other share repurchases through June 30, 2019,~~At March 29, 2020, our remaining share-purchase authorization was approximately $5.3 billion, with no repurchases in the first quarter of 2020 and no repurchases currently planned for the remainder of 2020. See Notes to Consolidated Financial Statements––Note 12. Equity in our 2019 Financial Report for more information on ~~June 30, 2019.~~our publicly announced share-purchase plans, including our accelerated share repurchase agreements.

Dividends on Common Stock

In ~~June 2019,~~April 2020, our Board of Directors declared a dividend of ~~$0.36~~$0.38 per share, payable on ~~September 3,~~June 5, ~~2019~~2020, to shareholders of record at the close of business on ~~August 2,~~May 8, ~~2019~~2020.

Our current and projected dividends provide a return to shareholders while maintaining sufficient capital to invest in growing our businesses. Our dividends are not restricted by debt covenants. While the dividend level remains a decision of Pfizer’s Board of Directors and will continue to be evaluated in the context of future business performance, we currently believe that we can support future annual dividend increases, barring significant unforeseen events. Pfizer also expects that immediately following the closing of the proposed transaction to combine Upjohn with Mylan, the combined dividend dollar amount received by Pfizer shareholders in the event the equity distribution is structured as a spinoff, based upon the combination of continued Pfizer ownership and an expected 0.12 shares of the new company granted for each Pfizer share, will equate to Pfizer’s dividend amount in effect immediately prior to closing.

NEW ACCOUNTING STANDARDS

Recently Adopted Accounting Standards

See Notes to Condensed Consolidated Financial Statements––Note 1B. Basis of Presentation and Significant Accounting Policies: Adoption of New Accounting ~~Standards.~~Standards in 2020.



Recently Issued Accounting Standards, Not Adopted as of ~~June 30, 2019~~March 29, 2020
Standard/Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
In ~~June 2016,~~December 2019, the FASB issued new guidance on that simplifies the accounting for income taxes~~credit losses~~ by eliminating certain exceptions to the guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of ~~financial instruments~~.deferred tax liabilities for outside basis differences. The new guidance ~~replaces~~also simplifies aspects of the ~~probable initial recognition threshold~~accounting for ~~incurred loss estimates~~franchise taxes and enacted changes in ~~current GAAP with~~tax laws or rates and clarifies the accounting for transactions that result in a ~~methodology that reflects expected credit loss estimates.~~step-up in the tax basis of goodwill.	January 1, ~~2020. Earlier application~~2021. Early adoption is ~~permitted~~permitted.	We are assessing the impact of the provisions of this new guidance on our consolidated financial statements.
In March 2020, the FASB issued new guidance to address reference rate reform by providing temporary optional expedients and exceptions to the guidance for contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued after 2021 because of reference rate reform. The new guidance provides the following optional expedients: 1. Simplify accounting analyses under current U.S. GAAP for contract modifications. 2. Simplify the assessment of hedge effectiveness and allow hedging relationships affected by reference rate reform to continue. 3. Allow a one-time election to sell or transfer debt securities classified as held to maturity that reference a rate affected by reference rate reform.	Elections can be adopted prospectively at any time in the first quarter of ~~fiscal years beginning after~~2020 through December ~~15, 2018, including interim periods within that fiscal year.~~31, 2022.	We are assessing the impact of the provisions of this new guidance on our consolidated financial statements. ~~This standard includes our financial instruments, such as accounts receivable, and investments that are generally of high credit quality.~~ ~~Previously, when credit losses were measured under GAAP, an entity generally only considered past events and current conditions in measuring the incurred loss.~~ The new guidance requires us to identify, analyze, document and support new methodologies for quantifying expected credit loss estimates for our financial instruments, using information such as historical experience and current economic conditions, plus the use of reasonable supportable forecast information.
~~In January 2017, the FASB issued new guidance for~~ ~~goodwill impairment testing~~. The new guidance eliminates the requirement to perform a hypothetical purchase price allocation to measure goodwill impairment. Under the new guidance the goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount, and recognizing an impairment charge for the amount by which the carrying amount of the reporting unit exceeds its fair value, although it cannot exceed the total amount of goodwill allocated to that reporting unit.	~~January 1, 2020. Earlier application is permitted.~~	~~We do not expect this new guidance to have a material impact on our consolidated financial statements.~~
~~In August 2018, the FASB issued new guidance related to~~ ~~customers’ accounting for implementation costs incurred in a cloud computing arrangement that is considered a service contract~~. The new guidance aligns the requirements for capitalizing implementation costs in such arrangements with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The new guidance can be adopted either prospectively or retrospectively.	~~January 1, 2020. Earlier application is permitted.~~	We are assessing the impact of the provisions of this new guidance on our consolidated financial statements. We do not expect this new guidance to have a material impact on our consolidated financial statements.
~~In November 2018, the FASB issued new guidance clarifying the interaction between the accounting guidance for~~ ~~collaboration agreements~~ ~~and~~ ~~revenue from contracts with customers~~.	~~January 1, 2020. Earlier application is permitted~~	~~We have assessed the impact of the provisions of this new guidance and do not expect it will have a material impact on our consolidated financial statements.~~

FORWARD-LOOKING INFORMATION AND FACTORS THAT MAY AFFECT FUTURE RESULTS

This report and other written or oral statements that we make from time to time contain forward-looking statements. Such forward-looking statements involve substantial risks and uncertainties. We have tried, wherever possible, to identify such statements by using words such as “will,” “may,” “could,” “likely,” “ongoing,” “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “assume,” “target,” “forecast,” “guidance,” “goal,” “objective,” “aim,” “seek” and other words and terms of similar meaning or by using future dates in connection with any discussion of, among other things, our anticipated operating and financial performance, business plans and prospects, expectations for our product pipeline, in-line products and product candidates, including anticipated regulatory submissions, data read-outs, study starts, approvals, revenue contribution, growth, performance, timing of exclusivity and potential benefits, strategic reviews, capital allocation objectives, plans for and prospects of our acquisitions and other business-development ~~plans,~~activities, benefits anticipated from the reorganization of our commercial operations ~~into three businesses, which became effective at~~in 2019, sales efforts, expenses, interest rates, foreign exchange rates, the ~~beginning~~outcome of ~~our 2019 fiscal year, our acquisitions and other business development activities,~~contingencies, such as legal proceedings, government regulation, our ability to successfully capitalize on growth opportunities or prospects, manufacturing and product supply, our efforts to respond to COVID-19, our expectations regarding the impact of COVID-19 on our business, operations and financial results and plans relating to share repurchases and dividends. In particular, these include statements relating to future actions, ~~business plans and prospects, our acquisitions and other business development activities, prospective products or product approvals, our product pipeline, future performance or results~~including, among others, the expected timing of ~~current and anticipated products, sales efforts, expenses, interest rates, foreign exchange rates,~~closing of the ~~outcome of contingencies, such as legal proceedings, plans relating~~pending transaction to share repurchases and dividends, government regulation and financial results, including, in particular, the anticipated progress in remediation efforts at certain of our Hospira manufacturing facilities and the expectations relatedcombine Upjohn with Mylan to ~~our supply issues~~create a new global pharmaceutical company set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our ~~Business–~~Business Development Initiatives” section of this MD&A, the expected impact of patent expiries on our business set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––~~Product Manufacturing” section~~Our Operating Environment––Industry-Specific Challenges––Intellectual Property Rights and Collaboration/Licensing Rights” and “––Our Strategy––Organizing for Growth” sections of this MD&A, our efforts to respond to COVID-19 and the anticipated impact of COVID-19 on our business, operations and financial results set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––The Global Economic Environment” and “––Our Financial Guidance for 2020” sections of this MD&A, the benefits expected from the reorganization of our commercial operations ~~into three businesses, which became effective at the beginning of our~~in 2019 ~~fiscal year~~ and our expectations regarding growth set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Strategy––Organizing for Growth” section of this MD&A, the ~~expected timing~~anticipated costs and ~~benefits~~savings from certain of our ~~recently-announced agreement~~initiatives, including the Transforming to ~~combine Upjohn with Mylan to create~~ a ~~new global pharmaceutical company~~More Focused Company initiative, set forth in the “Overview of Our

Performance, Operating Environment, Strategy and ~~Outlook––~~Outlook—Our ~~Business,”~~Strategy—Transforming to a More Focused Company” and “––Our Strategy––Our Business Development Initiatives” sections of this MD&A, the anticipated costs related to our preparations for Brexit set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Operating Environment––The Global Economic Environment” section of this MD&A, our anticipated liquidity position set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Operating Environment––The Global Economic Environment” and the “Analysis of Financial Condition, Liquidity and Capital Resources” sections of this MD&A, our plans for increasing investment in the U.S. set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Strategy––Capital Allocation and Expense Management––Increasing Investment in the U.S.” section of this MD&A, the financial guidance set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Financial Guidance for ~~2019~~” section of this MD&A, the expected financial profile for Pfizer upon the completion of our recently-announced agreement to combine Upjohn with Mylan set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Preliminary Financial Profile Upon the Completion of the Proposed Combination of Upjohn with Mylan” section of this MD&A, the anticipated costs and savings from our 2017-2019 initiatives and our Organizing for Growth initiative, set forth in the “Costs and Expenses––Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives” ~~section~~sections of this MD&A and in Notes to Condensed Consolidated Financial Statements––Note 3. Restructuring Charges and Other Costs Associated with Acquisitions and Cost-Reduction/Productivity Initiatives, the financial guidance set forth in the “Overview of Our Performance, Operating Environment, Strategy and Outlook––Our Financial Guidance for 2020” section of this MD&A, the expected impact of ACIP’s latest recommendation for Prevnar 13 for adults 65 and older on Prevnar 13’s revenues set forth in the “Analysis of the Condensed Consolidated Statements of Income––Revenues––Selected Product Discussion––Prevnar 13/Prevenar 13” section of this MD&A, our anticipated liquidity position set forth in the “Analysis of Financial Condition, Liquidity and Capital Resources” section of this MD&A, the benefits expected from our business development transactions and the contributions that we expect to make from our general assets to the company’s pension and postretirement plans during ~~2019~~2020 set forth in Notes to Condensed Consolidated Financial Statements––Note 10. Pension and Postretirement Benefit Plans. Among the factors that could cause actual results to differ materially from past results and future plans and projected future results are the following:

the outcome of R&D activities, including, without limitation, the ability to meet anticipated pre-clinical or clinical endpoints, commencement and/or completion dates for our pre-clinical or clinical trials, regulatory submission dates, regulatory approval dates and/or launch dates, as well as the possibility of unfavorable pre-clinical and clinical trial results, including the possibility of unfavorable new clinical data and further analyses of existing clinical data;

the risk we may not be able to successfully address all of the comments received from regulatory authorities such as the FDA or the EMA, or obtain approval from regulators, which will depend on myriad factors, including such regulator making a determination as to whether a product’s benefits outweigh its known risks and a determination of the product’s efficacy; regulatory decisions impacting labeling, manufacturing processes, safety and/or other matters; and recommendations by technical or advisory committees, such as ACIP, that may impact the use of our vaccines;

the speed with which regulatory authorizations, pricing approvals and product launches may be achieved;

claims and concerns that may arise regarding the safety or efficacy of in-line products and product candidates, including claims and concerns that may arise from the outcome of post-approval clinical trials, which could result in the loss of marketing approval, changes in product labeling, and/or new or increased concerns about the side effects or efficacy of, a product that could affect its availability or commercial potential, such as the update to the U.S. and EU prescribing information for ~~Xeljanz and Xeljanz extended release;~~Xeljanz;

the success of external business-development activities, including the ability to identify and execute on potential business development opportunities, the ability to satisfy the conditions to closing of announced transactions in the anticipated time frame or at all, the ability to realize the anticipated benefits of any such transactions, and the potential need to obtain additional equity or debt financing to pursue these opportunities, which could result in increased leverage and impact our credit ratings;

competitive developments, including the impact on our competitive position of new product entrants, in-line branded products, generic products, private label products, biosimilars and product candidates that treat diseases and conditions similar to those treated by our in-line drugs and drug candidates;

the implementation by the FDA and regulatory authorities in certain countries of an abbreviated legal pathway to approve biosimilar products, which could subject our biologic products to competition from biosimilar products, with attendant competitive pressures, after the expiration of any applicable exclusivity period and patent rights;

risks related to our ability to develop and ~~launch~~commercialize biosimilars, including risks associated with “at risk” launches, defined as the marketing of a product by Pfizer before the final resolution of litigation (including any appeals) brought by a third party alleging that such marketing would infringe one or more patents owned or controlled by the third party, and access challenges for our biosimilar products where our product may not receive appropriate formulary access or remains in a disadvantaged position relative to the innovator product;

the ability to meet competition from generic, branded and biosimilar products after the loss or expiration of patent protection for our products or competitor products;

the ability to successfully market both new and existing products domestically and internationally;

difficulties or delays in manufacturing, sales or marketing, including delays caused by natural events, such as hurricanes; supply disruptions, shortages or stock-outs at our facilities; and legal or regulatory actions, such as warning letters, suspension of manufacturing, seizure of product, injunctions, debarment, ~~voluntary~~ recall of a product, delays or ~~failure~~denials of product approvals, import bans or denial of import certifications;

the impact of public health outbreaks, epidemics or pandemics (such as the COVID-19 pandemic) on our business, operations and financial condition and results, including due to ~~secure~~travel limitations and government-mandated work-from-home or shelter-in-place orders, manufacturing disruptions and delays, supply chain interruptions, including

challenges related to reliance on third-party suppliers, disruptions to pipeline development and clinical trials, including difficulties or delays in enrollment of certain clinical trials, decreased product ~~approvals;~~demand, including due to reduced numbers of in-person meetings with prescribers, patient visits with physicians, vaccinations and elective surgeries as well as increased unemployment resulting in lower new prescriptions or refills of existing prescriptions, challenges presented by reallocating human capital, R&D, manufacturing and other resources to assist in responding to the pandemic without disruption to our operations, costs associated with the COVID-19 pandemic, including protocols intended to reduce the risk of transmission, increased supply chain costs and additional R&D costs incurred in our effort to develop a potential vaccine or treatment for COVID-19, challenges as it relates to our business development initiatives, including potential delays or disruptions related to regulatory approvals, including related to the anticipated combination of Upjohn with Mylan, interruptions or delays in the operations of certain regulatory authorities, which may delay the approvals of new products we are developing, potential label expansions for existing products and the launch of newly-approved products and other challenges presented by disruptions to our normal operations in response to the pandemic, as well as uncertainties regarding the duration and severity of the pandemic and its impacts and government or regulatory actions to contain the virus or control the supply of medicines, each of which may also amplify the impact of the other factors listed in this section;

uncertainties related to our efforts to develop a potential treatment or vaccine for COVID-19, including uncertainties related to the risk that our development programs may not be successful, commercially viable or receive approval from regulatory authorities, disruptions in the relationships between us and our collaboration partners or third-party suppliers, the risk that other companies may produce superior or competitive products, the risk that demand for any products may no longer exist, risks related to the availability of raw materials to manufacture any such products, the risk that we may not be able to recoup costs associated with our R&D and manufacturing efforts and risks associated with any changes in the way we approach or provide additional research funding for potential drug development related to COVID-19, the risk that we may not be able to create or scale up manufacturing capacity on a timely basis or have access to logistics or supply channels commensurate with global demand for any approved vaccine or product candidate and pricing and access challenges for such products, including in the U.S.;

trade buying patterns;

the impact of existing and future legislation and regulatory provisions on product exclusivity;

trends toward managed care and healthcare cost containment, and our ability to obtain or maintain timely or adequate pricing or favorable formulary placement for our products;

the impact of any significant spending reductions or cost controls affecting Medicare, Medicaid or other publicly funded or subsidized health programs or changes in the tax treatment of employer-sponsored health insurance that may be implemented;

the impact of any U.S. healthcare reform or legislation, including any replacement, repeal, modification or invalidation of some or all of the provisions of the U.S. Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation Act;

U.S. federal or state legislation or regulatory action and/or policy efforts affecting, among other things, pharmaceutical product pricing, intellectual property, reimbursement or access, including under Medicaid, Medicare and other publicly funded or subsidized health programs; patient out-of-pocket costs for medicines, manufacturer prices and/or price increases that could result in new mandatory rebates and discounts or other pricing restrictions; general budget control actions; the importation of prescription drugs from outside the U.S. at prices that are regulated by governments of various foreign countries; revisions to reimbursement of biopharmaceuticals under government programs; restrictions on U.S. direct-to-consumer advertising; limitations on interactions with healthcare professionals; or the use of comparative effectiveness methodologies that could be implemented in a manner that focuses primarily on the cost differences and minimizes the therapeutic differences among pharmaceutical products and restricts access to innovative medicines; as well as pricing pressures for our products as a result of highly competitive insurance markets;

legislation or regulatory action in markets outside the U.S., including China, affecting pharmaceutical product pricing, intellectual property, reimbursement or access, including, in particular, continued government-mandated reductions in prices and access restrictions for certain biopharmaceutical products to control costs in those markets;

the exposure of our operations outside the U.S. to possible capital and exchange controls, economic conditions, expropriation and other restrictive government actions, changes in intellectual property legal protections and remedies, as well as political unrest, unstable governments and legal systems and inter-governmental disputes;

contingencies related to actual or alleged environmental contamination;

~~claims and concerns that may arise regarding the safety or efficacy of in-line products and product candidates;~~

any significant breakdown, infiltration or interruption of our information technology systems and infrastructure;

legal defense costs, insurance expenses and settlement costs;

the risk of an adverse decision or settlement and the adequacy of reserves related to legal proceedings, including patent litigation, such as claims that our patents are invalid and/or do not cover the product of the generic drug manufacturer or where one or more third parties seeks damages and/or injunctive relief to compensate for alleged infringement of its patents by our commercial or other activities, product liability and other product-related litigation, including personal injury, consumer, off-label promotion, securities, antitrust and breach of contract claims, commercial, environmental, government investigations, employment and other legal proceedings, including various means for resolving asbestos litigation, as well as tax issues;

the risk that our currently pending or future patent applications may not result in issued patents, or be granted on a timely basis, or any patent-term extensions that we seek may not be granted on a timely basis, if at all;

our ability to protect our patents and other intellectual property, both domestically and ~~internationally;~~internationally, including in response to any pressure, or legal or regulatory action by, various stakeholders or governments that potentially results in us not seeking intellectual property protection for or agreeing not to enforce intellectual property related to our medicines, including potential vaccines and treatments for COVID-19;

interest rate and foreign currency exchange rate fluctuations, including the impact of possible currency devaluations in countries experiencing high inflation rates;

governmental laws and regulations affecting domestic and foreign operations, including, without limitation, tax obligations and changes affecting the tax treatment by the U.S. of income earned outside the U.S. that may result from pending and possible future proposals, including further clarifications and/or interpretations of or changes to the TCJA enacted in 2017;

any significant issues involving our largest wholesale distributors, which account for a substantial portion of our revenues;

the possible impact of the increased presence of counterfeit medicines in the pharmaceutical supply chain on our revenues and on patient confidence in the integrity of our medicines;

uncertainties based on the ~~end result of any negotiations~~formal change in relationship between the U.K. government and ~~the EU regarding the terms of the U.K.’s exit from~~ the EU, which could have implications on our research, commercial and general business operations in the U.K. and the EU, including the approval and supply of our products;

any significant issues that may arise related to the outsourcing of certain operational and staff functions to third parties, including with regard to quality, timeliness and compliance with applicable legal or regulatory requirements and industry standards;

any significant issues that may arise related to our joint ventures and other third-party business arrangements;

~~changes in U.S. generally accepted accounting principles;~~

further clarifications and/or changes in interpretations of existing laws and regulations, or changes in laws and regulations, in the U.S. and other ~~countries;~~countries, including changes in U.S. generally accepted accounting principles;

uncertainties related to general economic, political, business, industry, regulatory and market conditions including, without limitation, uncertainties related to the impact on us, our customers, suppliers and lenders and counterparties to our foreign-exchange and interest-rate agreements of challenging global economic conditions and recent and possible future changes in global financial markets; the related risk that our allowance for doubtful accounts may not be adequate; and the risks related to volatility of our income due to changes in the market value of equity investments;

any changes in business, political and economic conditions due to actual or threatened terrorist activity or civil unrest in the U.S. and other parts of the world, and related U.S. military action overseas;

growth in costs and expenses;

changes in our product, segment and geographic mix;

the impact of purchase accounting adjustments, acquisition-related costs, discontinued operations and certain significant items;

the impact of acquisitions, divestitures, restructurings and internal reorganizations, including the reorganization of our commercial operations into three businesses, which became effective at the beginning of the company’s 2019 fiscal year, the transaction with GSK to combine our respective consumer healthcare businesses into a new consumer healthcare joint venture and our recently-announced agreement to combine Upjohn with Mylan, as well as any other corporate strategic initiatives, and cost-reduction and productivity initiatives, each of which requires upfront costs but may fail to yield anticipated benefits and may result in unexpected costs or organizational disruption;

~~the impact of~~ product recalls, withdrawals and other unusual items;

the risk of an impairment charge related to our intangible assets, goodwill or equity-method investments;

~~risks related to internal control over financial reporting;~~

the impact of, and risks and uncertainties related to, acquisitions and divestitures, such as the acquisition of Array, our transaction with GSK which combined our respective consumer healthcare businesses into a new consumer healthcare joint venture and our agreement to combine Upjohn with Mylan to create a new global pharmaceutical company, Viatris, including, among other things, risks related to the satisfaction of the conditions to closing to any pending transaction (including the failure to obtain any necessary shareholder and regulatory approvals) in the anticipated timeframe or at all and the possibility that such transaction does not close; the ability to realize the anticipated benefits of those ~~acquisitions,~~transactions, including the possibility that the expected cost savings and/or accretion from certain of those ~~acquisitions~~transactions will not be realized or will not be realized within the expected time frame; the risk

that the businesses will not be integrated successfully; negative effects of the announcement or the consummation of the transaction on the market price of Pfizer’s common stock, Pfizer’s credit ratings and/or Pfizer’s operating results; disruption from the transactions making it more difficult to maintain business and operational relationships; risks related to our ability to grow revenues for certain acquired products; significant transaction costs; ~~and~~ unknown liabilities;

risks and uncertainties related to our transaction with GSK, which combined our respective consumer healthcare businesses into a new consumer healthcare joint venture, including, among other things, risks related to the ability to realize the anticipated benefits of the transaction, including the possibility that the expected benefits and cost synergies from the transaction will not be realized or will not be realized within the expected time period, the risk that the businesses will not be integrated successfully, the possibility that a future separation of the joint venture may not occur, disruption from the transaction making it more difficult to maintain business and operational relationships, negative effects of the transaction on the market price of Pfizer’s common stock and on Pfizer’s operating results, significant transaction costs, unknown liabilities, the risk of litigation and/or regulatory actions related to the transaction, other business effects, including the effects of industry, market, economic, political or regulatory conditions, future exchange and interest rates, changes in tax and other laws, regulations, rates and policies, future business combinations or ~~disposals and~~disposals; competitive developments; and as it relates to the Consumer Healthcare JV with GSK, the possibility that a future separation of the joint venture as an independent company via a demerger of GSK’s equity interest to GSK’s shareholders and a listing of the joint venture on the U.K. equity market may not occur; and

the impact of, and risks and uncertainties related to, restructurings and internal reorganizations, including the reorganization of our ~~recently-announced agreement~~commercial operations in 2019, as well as any other corporate strategic initiatives, and cost-reduction and productivity initiatives, each of which requires upfront costs but may fail to combine Upjohn with Mylan to create a new global pharmaceutical company, including, among other things, risks related to the satisfaction of the conditions to closing the transaction (including the failure to obtain necessary shareholder and regulatory approvals) in the anticipated timeframe or at all and the possibility that the transaction does not close, risks related to the ability to realize theyield anticipated benefits ~~of the transaction, including the possibility that the expected benefits~~ and ~~cost synergies of the combined company from the proposed transaction will not be realized~~may result in unexpected costs or will not be realized within the expected time period, the risk that the businesses will not be integrated successfully, disruption from the transaction making it more difficult to maintain business and operational relationships, negative effects of the announcement or the consummation of the proposed transaction on the market price of Pfizer’s common stock, Pfizer’s credit ratings and/or on Pfizer’s or the combined company’s operating results, significant transaction costs, unknown liabilities, the risk of litigation and/or regulatory actions related to the proposed transaction, other business effects, including the effects of industry, market, economic, political or regulatory conditions, future exchange and interest rates, changes in tax and other laws, regulations, rates and policies, future business combinations or disposals and competitive developments.organizational disruption.

We cannot guarantee that any forward-looking statement will be realized. Achievement of anticipated results is subject to substantial risks, uncertainties and inaccurate assumptions. Should known or unknown risks or uncertainties materialize or should underlying assumptions prove inaccurate, actual results could vary materially from past results and those anticipated, estimated or projected. Investors should bear this in mind as they consider forward-looking statements, and are cautioned not to put undue reliance on forward-looking statements.

We undertake no obligation to publicly update forward-looking 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. You are advised, however, to consult any further disclosures we make on related subjects.

Additional discussion regarding certain risks, uncertainties and assumptions described above, as well as other material risks to our business, is included under the heading entitled “Risk Factors” in Part I, Item 1A. of our ~~2018~~2019 Form ~~10-K.~~10-K and Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q. These risks could cause actual results to differ materially from past and projected future results. We note these factors for investors as permitted by the Private Securities Litigation Reform Act of 1995. We incorporate that section of the ~~2018~~2019 Form 10-K in this filing and investors should refer to it. You should understand that it is not possible to predict or identify all such factors. Consequently, you should not consider any such list to be a complete set of all potential risks or uncertainties.

The operating segment information provided in this report does not purport to represent the revenues, costs and income from continuing operations before provision for taxes on income that each of our operating segments would have recorded had each segment operated as a standalone company during the periods presented.

This report includes discussion of certain clinical studies relating to various in-line products and/or product candidates. These studies typically are part of a larger body of clinical data relating to such products or product candidates, and the discussion herein should be considered in the context of the larger body of data. In addition, clinical trial data are subject to differing

interpretations, and, even when we view data as sufficient to support the safety and/or effectiveness of a product candidate or a new indication for an in-line product, regulatory authorities may not share our views and may require additional data or may deny approval altogether.

~~Legal Proceedings and Contingencies~~

~~Information with respect to legal proceedings and contingencies required by this Item is incorporated herein by reference to Notes to Condensed Consolidated Financial Statements––Note 12A. Contingencies and Certain Commitments: Legal Proceedings~~ ~~in Part I, Item 1, of this Quarterly Report on Form 10-Q.~~

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Information required by this item is incorporated by reference from the discussion ~~under the heading~~ in Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk—Financial Risk ~~Management~~ inManagement”, of our ~~2018~~2019 ~~Financial Report.~~Form 10-K.

Item 4. Controls and Procedures

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective in alerting them in a timely manner to material information required to be disclosed in our periodic reports filed with the SEC.

During our most recent fiscal quarter, there has not been any change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The information required by this Item is incorporated herein by reference to Notes to Condensed Consolidated Financial Statements––Note 12A. Contingencies and Certain Commitments: Legal Proceedings in Part I, Item 1, of this Quarterly Report on Form 10-Q.

~~Tax Matters~~

~~Additional information with respect to tax matters required by this Item is incorporated herein by reference to Notes to Condensed Consolidated Financial Statements––Note 5B. Tax Matters: Tax Contingencies~~ ~~in Part I, Item 1, of this Quarterly Report on Form 10-Q.~~

We account for income tax contingencies using a benefit recognition model. If our initial assessment fails to result in the recognition of a tax benefit, we regularly monitor our position and subsequently recognize the tax benefit: (i) if there are changes in tax law, analogous case law or there is new information that sufficiently raise the likelihood of prevailing on the technical merits of the position to “more likely than not”; (ii) if the statute of limitations expires; or (iii) if there is a completion of an audit resulting in a favorable settlement of that tax year with the appropriate agency. We regularly re-evaluate our tax positions based on the results of audits of federal, state and foreign income tax filings, statute of limitations expirations, changes in tax law or receipt of new information that would either increase or decrease the technical merits of a position relative to the “more-likely-than-not” standard.

Our assessments are based on estimates and assumptions that have been deemed reasonable by management, but our estimates of unrecognized tax benefits and potential tax benefits may not be representative of actual outcomes, and variation from such estimates could materially affect our financial statements in the period of settlement or when the statutes of limitations expire, as we treat these events as discrete items in the period of resolution. Finalizing audits with the relevant taxing authorities can include formal administrative and legal proceedings, and, as a result, it is difficult to estimate the timing and range of possible changes related to our uncertain tax positions, and such changes could be significant.

Item 1A. Risk Factors

We refer to the “Our Operating Environment”, “The Global Economic Environment” and “Forward-Looking Information and Factors That May Affect Future Results” sections of the MD&A of this Quarterly Report on Form 10-Q and Part I, Item 1A, “Risk Factors”, of our ~~2018~~2019 Form 10-K. ~~There have been no material changes from~~We are including the following risk factor, which should be read in conjunction with the risk factors discussed in Part I, Item 1A, “Risk Factors” of our ~~2018~~2019 Form 10-K.

COVID-19 PANDEMIC

Our business, operations and financial condition and results have been impacted by the COVID-19 pandemic to varying degrees, which we currently expect to primarily impact the second quarter of 2020. The pandemic presents a number of challenges for our business, including, among others, impacts due to travel limitations and government-mandated work-from-home or shelter-in-place orders; manufacturing disruptions and delays; supply chain interruptions, including challenges related to reliance on third-party suppliers; disruptions to pipeline development and clinical trials, including difficulties or delays in enrollment of certain clinical trials; decreased product demand, including due to reduced numbers of in-person meetings with prescribers, patient visits with physicians, vaccinations and elective surgeries as well as increased unemployment resulting in lower new prescriptions or refills of existing prescriptions; challenges presented by reallocating human capital, R&D, manufacturing and other resources to assist in responding to the pandemic without disruption to our operations; costs associated with the COVID-19 pandemic, including protocols intended to reduce the risk of transmission; increased supply chain costs and additional R&D costs incurred in our effort to develop a vaccine or treatment for COVID-19; challenges as it relates to our business development initiatives, including potential delays or disruptions related to regulatory approvals, including related to the anticipated combination of Upjohn with Mylan; interruptions or delays in the operations of certain regulatory authorities, which may delay the approvals of new products we are developing, potential label expansions for existing products and the launch of newly-approved products; challenges related to our intellectual property, both domestically and internationally, including in response to any pressure or legal or regulatory action, by various stakeholders or governments that potentially results in us not seeking intellectual property protection for, licensing or agreeing not to enforce our intellectual property rights related to our medicines, including potential vaccines and treatments for COVID-19; and other challenges presented by disruptions to our normal operations in response to the pandemic, as well as uncertainties regarding the duration and severity of the pandemic and its impacts and government or regulatory actions to contain the virus or control the supply of medicines.

We also face uncertainties related to our efforts to develop a potential treatment or vaccine for COVID-19, including uncertainties related to the risk that our development programs may not be successful, commercially viable or receive approval from regulatory authorities; disruptions in the relationships between us and our collaboration partners or third-party suppliers; the risk that other companies may produce superior or competitive products; the risk that demand for any products we may develop may no longer exist; risks related to the availability of raw materials to manufacture any such products; the risk that we may not be able to recoup costs associated with our R&D and manufacturing efforts and risks associated with any changes in the way we approach or provide additional research funding for potential drug development related to COVID-19; the risk that we may not be able to create or scale up manufacturing capacity on a timely basis or have access to logistics or supply channels commensurate with global demand for any potential approved vaccine or product candidate; and pricing and access challenges for such products, including in the U.S.

Further, the COVID-19 pandemic, and the volatile global economic conditions stemming from the pandemic, could precipitate or amplify the other risk factors that we identify in the “Risk Factors” section of our 2019 Form 10-K, which could materially adversely affect our business, operations and financial condition and results.

We are continuing to monitor the latest developments regarding the COVID-19 pandemic on our business, operations and financial condition and results, and have made certain assumptions regarding the pandemic for purposes of our operational planning and financial projections, including assumptions regarding the duration and severity of the pandemic and the global macroeconomic impact of the pandemic. Despite careful tracking and planning, however, we are unable to accurately predict the extent of the impact of the pandemic on our business, operations and financial condition and results due to the uncertainty of future developments. In particular, we believe the ultimate impact on our business, operations and financial condition and results will be affected by the speed and extent of the continued spread of the coronavirus globally, the duration of the

pandemic, new information that may emerge concerning the severity and incidence of COVID-19, the safety, efficacy and availability of a vaccine and treatments for COVID-19, the global macroeconomic impact of the pandemic and governmental or regulatory actions to contain the virus or control supply of medicines. However, the pandemic may also affect our business, operations or financial condition and results in a manner that is not presently known to us or that we currently do not consider to present significant risks.

For additional information on how the COVID-19 pandemic has already impacted our business, operations and financial condition and results, see the “Overview of Our Performance, Operating Environment, Strategy and Outlook––The Global Economic Environment” section of the MD&A of this Quarterly Report on Form 10-Q.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides certain information with respect to our purchases of shares of the Company’s common stock during the ~~second~~first fiscal quarter of ~~2019~~2020:

Issuer Purchases of Equity Securities^(a)

Period
Total Number of
Shares Purchased^(b)

Average Price
Paid per Share^(b)

Total Number of Shares Purchased as Part of Publicly Announced Plan^(a)

Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan^(a)

April 1, 2019 through April 28, 2019 36,804
$ 42.50
—
$ 5,292,881,709
April 29, 2019 through May 26, 2019 47,184
$ 39.68
—
$ 5,292,881,709
May 27, 2019 through June 30, 2019 32,081
$ 42.09
—
$ 5,292,881,709
Total 116,069
$ 41.24
—



Period	Total Number of Shares Purchased^(b⁾	Average Price Paid per Share^(b)		Total Number of Shares Purchased as Part of Publicly Announced Plan	Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan^(a)
January 1, 2020 through January 26, 2020	2,505	$	39.02	—	$	5,292,881,709
January 27, 2020 through February 23, 2020	24,520	$	37.76	—	$	5,292,881,709
February 24, 2020 through March 29, 2020	5,806,131	$	35.83	—	$	5,292,881,709
Total	5,833,156	$	35.84	—

^(a)

Our December 2017 $10 billion share repurchase program was exhausted in the first quarter of 2019. In December 2018, the Board of Directors authorized a new $10 billion share repurchase program to be utilized over time (the 2018 program) and share repurchases commenced thereunder in the first quarter of 2019. On February 7, 2019, we entered into an accelerated share repurchase agreement with GS&Co. to repurchase approximately $6.8 billion of our common stock. For additional information, see the Notes to ~~Condensed~~ Consolidated Financial Statements––Note ~~12C. Contingencies and Certain Commitments: Certain Commitments~~12. Equity ~~. At June 30,~~in our 2019 ~~our remaining share-purchase authorization under the 2018 program was approximately $5.3 billion.~~Financial Report, which is

incorporated by reference.

^(b)

These columns represent (i) ~~111,118~~5,826,709 shares of common stock surrendered to the Company to satisfy tax withholding obligations in connection with the vesting of awards under our long-term incentive programs and (ii) the open market purchase by the trustee of ~~4,951~~6,447 shares of common stock in connection with the reinvestment of dividends paid on common stock held in trust for employees who were granted performance share awards and who deferred receipt of such awards.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

~~None.~~See Notes to Condensed Consolidated Financial Statements—Note 14. Subsequent Event above for information regarding the conversion of each share of our preferred stock into shares of our common stock.

Item 6. Exhibits



Exhibit ~~10.1~~2.1	-	Amendment No. 61 to the Separation and Distribution Agreement, dated as of February 18, 2020, by and between Pfizer Inc. and Upjohn Inc. is incorporated by reference from our Annual Report on Form 10-K filed on February 27, 2020 (File No. 001-03619).
Exhibit 4.1	-	Third Supplemental ~~Savings Plan~~Indenture, dated March 27, 2020, between Pfizer Inc. and The Bank of New York Mellon, as trustee, is incorporated by reference from our Current Report on Form 8-K filed on March 27, 2020 (File No. 001-03619).
Exhibit 10.1	-	Form of Acknowledgment and Consent and Summary of Key Terms for Grants of RSUs, TSRUs, PPSs and PSAs.
Exhibit 15	-	Accountants’ Acknowledgment.
Exhibit 31.1	-	Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 31.2	-	Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.1	-	Certification by the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.2	-	Certification by the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 101:
EX-101.INS		XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
EX-101.SCH EX-101.CAL EX-101.LAB EX-101.PRE EX-101.DEF		Inline XBRL Taxonomy Extension Schema Inline XBRL Taxonomy Extension Calculation Linkbase Inline XBRL Taxonomy Extension Label Linkbase Inline XBRL Taxonomy Extension Presentation Linkbase Inline XBRL Taxonomy Extension Definition Document
Exhibit 104		Cover Page Interactive Data File––the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

Pursuant to the requirements 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.



		Pfizer Inc.
		(Registrant)


Dated:	~~August 8, 2019~~May 7, 2020	/s/ ~~Loretta V. Cangialosi~~Jennifer Damico
		~~Loretta V. Cangialosi,~~Jennifer Damico, Senior Vice President and Controller (Principal Accounting Officer and Duly Authorized Officer)

~~111~~90



Adopting the standard related to leases impacted our prior period condensed consolidated balance sheet as follows:
(MILLIONS OF DOLLARS)	As Previously Reported Balance at December 31, 2018		Effect of Change Higher/(Lower)			Balance at January 1, 2019
Other current assets	$	2,461	$	(1	)	$	2,460
Noncurrent deferred tax assets and other noncurrent tax assets	1,924		(11		)	1,913
Other noncurrent assets	2,799		1,351			4,149
Other current liabilities	10,753		258			11,011
Other noncurrent liabilities	5,850		1,060			6,910
Retained earnings	89,554		20			89,574



For operating leases, the ROU assets and liabilities are presented in our condensed consolidated balance sheet as follows:
(MILLIONS OF DOLLARS)	Balance Sheet Classification	Balance at June 30, 2019
ROU assets	Other noncurrent assets	$	1,273
Lease liabilities (short-term)	Other current liabilities	263
Lease liabilities (long-term)	Other noncurrent liabilities	1,026



Our total lease costs are as follows:
	Three Months Ended			Six Months Ended
(MILLIONS OF DOLLARS)	June 30, 2019			June 30, 2019
Operating lease cost	$	100		$	200
Variable lease cost	59			118
Sublease income	(11		)	(21		)
Total lease cost	$	148		$	297



Other supplemental information includes the following:
(MILLIONS OF DOLLARS)	Weighted-Average Remaining Contractual Lease Term (Years) as of June 30, 2019	Weighted-Average Discount Rate as of June 30, 2019		Six Months Ended June 30, 2019
Operating leases	7.1	3.7	%
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases				$	156
ROU assets obtained in exchange for new operating lease liabilities				$	122



As of December 31, 2018, the future minimum rental commitments under non-cancelable operating leases follow:
(MILLIONS OF DOLLARS)	2019		2020		2021		2022		2023		After 2023
Lease commitments	$	300	$	252	$	210	$	267	$	248	$	2,040



The following table provides the components of and changes in our restructuring accruals:
(MILLIONS OF DOLLARS)	Employee Termination Costs			Asset Impairment Charges		Exit Costs			Accrual
Balance, December 31, 2018^(a)	$	1,203		$	—	$	49		$	1,252
Provision/(credit)^(b)	(167		)	—		34			(134		)
Utilization and other^(c)	(303		)	—		(18		)	(321		)
Balance, June 30, 2019^(d)	$	733		$	—	$	64		$	797



The following table provides additional information about the intangible assets that were impaired during 2019 in Other (income)/deductions:
	Fair Value^(a)								Six Months Ended June 30, 2019
(MILLIONS OF DOLLARS)	Amount		Level 1		Level 2		Level 3		Impairment
Intangible assets––IPR&D^(b)	$	—	$	—	$	—	$	—	$	90
Intangible assets––Developed technology rights^(b)	13		—		—		13		50
Total	$	13	$	—	$	—	$	13	$	140



(MILLIONS OF DOLLARS)	Three Months			Six Months
Revenues, for the three and six months ended July 1, 2018	$	13,466		$	26,373

Operational growth/(decline):
Continued growth from certain key brands^(a)	675			1,400
Volume-driven growth from Celebrex and Effexor, primarily in Japan, and higher revenues for Biosimilars primarily in the U.S.	69			124
(Decline)/growth from Lipitor and Norvasc, primarily in China	(131		)	73
Declines from Viagra and Pfizer’s authorized generic for Viagra in the U.S.; the Hospital business; Enbrel internationally; certain rare disease products^(b); Lyrica; Prevnar 13/Prevenar 13 in the second quarter of 2019; and, in the six months ended June 30, 2019, Greenstone, Upjohn’s solid oral dose generics subsidiary	(355		)	(592		)
Growth/(decline) from Consumer Healthcare	8			(11		)
Other operational factors, net	58			(5		)
Operational growth, net	324			989

Operational revenues	13,791			27,361
Unfavorable impact of foreign exchange	(527		)	(980		)
Revenues, for the three and six months ended June 30, 2019	$	13,264		$	26,382



The following provides an analysis of the worldwide change in revenues by geographic areas in the second quarter of 2019:
	Three Months Ended June 30, 2019
(MILLIONS OF DOLLARS)	Worldwide			U.S.			International
Operational growth/(decline):
Continued growth from certain key brands^(a)	$	675		$	311		$	364
Growth from Biosimilars, primarily in the U.S.	38			42			(5		)
Volume-driven growth from Celebrex and Effexor, primarily in Japan	31			(1		)	32
Growth in Consumer Healthcare reflecting growth in international markets	8			(11		)	19
Decline from Lipitor and Norvasc, primarily in China, driven by the March 2019 government implementation of a volume-based procurement program in certain cities	(131		)	(1		)	(130		)
Lower revenues for Enbrel internationally, reflecting continued biosimilar competition in most developed Europe markets	(87		)	—			(87		)
Lower revenues for the Hospital products business, primarily reflecting declines in developed markets, mostly due to the continued expected negative impact from generic competition for products that have previously lost marketing exclusivity as well as product supply shortages	(86		)	(77		)	(9		)
Lower revenues for Viagra and Upjohn's authorized generic for Viagra in the U.S. resulting from increased generic competition following Viagra's December 2017 patent expiration	(70		)	(69		)	(1		)
Lower revenues for certain rare disease products, including the hemophilia franchises (Refacto AF/Xyntha and BeneFIX), primarily due to competitive pressures, and Genotropin in developed markets, mainly due to unfavorable channel mix	(43		)	(9		)	(34		)
Lower revenues for Prevnar 13 in the U.S., primarily reflecting lower government purchases for the pediatric indication as well as continued decline in revenues for the adult indication due to a declining “catch up” opportunity compared to the prior year quarter. International revenues increased mostly due to higher volumes reflecting continued uptake following the second quarter 2017 launch in China, as well as higher volumes resulting from increased shipments associated with Gavi, the Vaccine Alliance, partially offset by the unfavorable impact of timing associated with government purchases for the pediatric indication in certain emerging markets	(38		)	(70		)	31
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting wholesaler destocking in advance of anticipated multi-source generic competition expected to begin on July 1, 2019 (which instead began on July 19, 2019), and in developed Europe, reflecting continued generic competition	(31		)	(26		)	(5		)
Other operational factors, net	58			21			37
Operational growth, net	324			110			213

Unfavorable impact of foreign exchange	(527		)	—			(527		)
Revenues increase/(decrease)	$	(203	)	$	110		$	(313	)



	Three Months Ended July 1, 2018
IN MILLIONS, EXCEPT PER COMMON SHARE DATA	GAAP Reported			Purchase Accounting Adjustments^(a)			Acquisition-Related Items^(a)			Discontinued Operations^(a)		Certain Significant Items^(a)			Non-GAAP Adjusted
Revenues	$	13,466		$	—		$	—		$	—	$	—		$	13,466
Cost of sales	2,916			(2		)	(3		)	—		(35		)	2,876
Selling, informational and administrative expenses	3,542			—			—			—		(35		)	3,507
Research and development expenses	1,797			1			—			—		(9		)	1,789
Amortization of intangible assets	1,191			(1,121		)	—			—		—			70
Restructuring charges and certain acquisition-related costs	44			—			(57		)	—		13			—
Other (income)/deductions––net	(551		)	(12		)	(2		)	—		303			(262		)
Income from continuing operations before provision/(benefit) for taxes on income	4,527			1,134			62			—		(237		)	5,485
Provision/(benefit) for taxes on income^(b)	648			233			11			—		(6		)	886
Income from continuing operations	3,879			901			51			—		(231		)	4,600
Discontinued operations––net of tax	—			—			—			—		—			—
Net income attributable to noncontrolling interests	7			—			—			—		—			7
Net income attributable to Pfizer Inc. common shareholders	3,872			901			51			—		(231		)	4,593
Earnings per common share attributable to Pfizer Inc.––diluted	0.65			0.15			0.01			—		(0.04		)	0.77



The following tables provide revenue and cost information by reportable operating segment and a reconciliation of that information to our condensed consolidated statements of income:
	Second Quarter of 2019
(MILLIONS OF DOLLARS)	Biopharma^(a)			Upjohn^(a)			Other^(b)			Non-GAAP Adjusted^(c)			Reconciling Items^(d)			GAAP Reported
Revenues	$	9,595		$	2,807		$	862		$	13,264		$	—		$	13,264
Cost of sales	1,859			424			273			2,556			20			2,576
% of revenue	19.4		%	15.1		%	*			19.3		%	*			19.4		%
Selling, informational and administrative expenses	1,696			374			1,394			3,464			48			3,511
Research and development expenses	202			58			1,565			1,825			16			1,842
Amortization of intangible assets	67			—			—			67			1,117			1,184
Restructuring charges and certain acquisition-related costs	—			—			—			—			(115		)	(115		)
Other (income)/deductions––net	(323		)	1			222			(100		)	226			126
Income/(loss) from continuing operations before provision/(benefit) for taxes on income	6,093			1,951			(2,592		)	5,452			(1,311		)	4,141



	Six Months Ended June 30, 2019
				Estimated Other Costs Associated with Biopharma⁽ⁱⁱ⁾
(MILLIONS OF DOLLARS)	Biopharma Non-GAAP Adjusted^{(i), (iii)}			Estimated WRDM/ GPD/Other Business Activities⁽ⁱⁱ⁾			Estimated Corporate/Other Unallocated⁽ⁱⁱ⁾			Biopharma with Estimated Other Costs Associated with Biopharma Non-GAAP Adjusted^(ii), ⁽ⁱⁱⁱ⁾
Revenues	$	18,779		$	—		$	—		$	18,779
Cost of sales	3,619			1			(35		)	3,585
Selling, informational and administrative expenses	3,219			261			1,452			4,932
Research and development expenses	367			2,574			388			3,329
Amortization of intangible assets	129			—			—			129
Restructuring charges and certain acquisition-related costs	—			—			—			—
Other (income)/deductions––net	(536		)	—			(173		)	(709		)
Income/(loss) from continuing operations before provision/(benefit) for taxes on income	11,981			(2,836		)	(1,632		)	7,513



	Six Months Ended June 30, 2019
				Estimated Other Costs Associated with Upjohn⁽ⁱⁱ⁾
(MILLIONS OF DOLLARS)	Upjohn Non-GAAP Adjusted^{(i), (iii)}			Estimated WRDM/ GPD/Other Business Activities⁽ⁱⁱ⁾			Estimated Corporate/Other Unallocated⁽ⁱⁱ⁾			Upjohn with Estimated Other Costs Associated with Upjohn Non-GAAP Adjusted^{(ii), (iii)}
Revenues	$	5,882		$	—		$	—		$	5,882
Cost of sales	843			—			(15		)	828
Selling, informational and administrative expenses	703			17			432			1,152
Research and development expenses	112			1			9			122
Amortization of intangible assets	—			—			—			—
Restructuring charges and certain acquisition-related costs	—			—			—			—
Other (income)/deductions––net	(1		)	—			(28		)	(29		)
Income/(loss) from continuing operations before provision/(benefit) for taxes on income	4,225			(18		)	(398		)	3,809



(MILLIONS OF DOLLARS)
Biopharma Revenues, for the six months ended July 1, 2018	$	18,315

Operational growth/(decline):
Continued worldwide growth from certain key brands^(a)	1,400
Growth from Biosimilars, primarily in the U.S.	51
Lower revenues for the Hospital products business, primarily reflecting declines in developed markets, mostly due to the continued expected negative impact from generic competition for products that have previously lost marketing exclusivity as well as product supply shortages	(157		)
Lower revenues for Enbrel internationally, reflecting continued biosimilar competition in most developed Europe markets	(101		)
Lower revenues for certain rare disease products, including the hemophilia franchises (Refacto AF/Xyntha and BeneFIX) primarily due to competitive pressures, and Genotropin in developed markets, primarily due to unfavorable channel mix	(95		)
Other operational factors, net	91
Operational growth, net	1,188
Unfavorable impact of foreign exchange	(724		)
Biopharma Revenues increase	464
Biopharma Revenues, for the six months ended June 30, 2019	$	18,779



(MILLIONS OF DOLLARS)
Upjohn Revenues, for the six months ended July 1, 2018	$	6,267

Operational growth/(decline):
Lower revenues for Viagra and Upjohn's authorized generic for Viagra in the U.S. resulting from increased generic competition following Viagra's December 2017 patent expiration	(167		)
Lower worldwide revenues for Lyrica, primarily in the U.S., reflecting wholesaler destocking in advance of anticipated multi-source generic competition expected to begin on July 1, 2019 (which instead began on July 19, 2019), and in developed Europe, reflecting continued generic competition	(49		)
Lower revenues for Greenstone, Upjohn's authorized generic subsidiary, primarily due to continued industry-wide pricing challenges in the U.S., excluding revenues for Upjohn's authorized generic for Viagra in the U.S.	(22		)
Volume-driven growth from Celebrex and Effexor, primarily in Japan	73
Growth from Lipitor and Norvasc, primarily in emerging markets, driven by strong, volume-driven operational growth in China in the first fiscal quarter of 2019, partially offset by declines driven by the March 2019 government implementation of a volume-based procurement program in certain cities in the second quarter of 2019	73
Other operational factors, net	(96		)
Operational decline, net	(188		)
Unfavorable impact of foreign exchange	(196		)
Upjohn Revenues decrease	(385		)
Upjohn Revenues, for the six months ended June 30, 2019	$	5,882



Period	Total Number of Shares Purchased^(b)	Average Price Paid per Share^(b)		Total Number of Shares Purchased as Part of Publicly Announced Plan^(a)	Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan^(a)
April 1, 2019 through April 28, 2019	36,804	$	42.50	—	$	5,292,881,709
April 29, 2019 through May 26, 2019	47,184	$	39.68	—	$	5,292,881,709
May 27, 2019 through June 30, 2019	32,081	$	42.09	—	$	5,292,881,709
Total	116,069	$	41.24	—